Ulysses Aggregator, LP and HGGC Fund IV GP, Ltd. filed Amendment No. 4 to their Schedule 13D with the SEC on November 6, 2026, disclosing updated beneficial ownership positions in Upland Software, Inc. following a decrease in the company's outstanding shares of common stock.

Key Highlights

  • Ulysses Aggregator, LP beneficial ownership: 789,686 shares, representing 21.76% of Upland Software's common stock.
  • HGGC Fund IV GP, Ltd. beneficial ownership: 814,858 shares, representing 22.46% of common stock.
  • Shares outstanding: 2,838,697 shares of common stock as of November 2, 2026, per Upland Software's quarterly report filed November 4, 2026.
  • Preferred stock holding: Aggregator LP directly holds 115,000 shares of Series A Preferred Stock, convertible into 789,686 shares of common stock at a conversion price of $175.00 per share.
  • Reverse stock split: Upland Software effected a 1-for-10 reverse stock split on June 17, 2026, adjusting the conversion price proportionately from $17.50 to $175.00 per share.
  • Reason for amendment: The filing reports a greater than 1% increase in beneficial ownership percentage, attributed solely to a decrease in outstanding shares of common stock, not a purchase of additional shares.

Ownership Increase Driven by Share Count Reduction at Upland Software

According to the filing, the increase in the reporting persons' beneficial ownership percentage was not the result of any new acquisition of shares. Instead, the amendment states it "is being filed to report a greater than 1% increase in the Reporting Persons' beneficial ownership that was due solely to the decrease in outstanding shares of Common Stock as disclosed by the Issuer." The total shares outstanding fell to 2,838,697 as of November 2, 2026, based on information Upland Software reported in its quarterly filing on November 4, 2026.

Upland Software, a Delaware corporation headquartered at 900 S. Capital of Texas Highway in Austin, Texas, has common stock with a par value of $0.0001 per share (NASDAQ:UPLD). The reporting persons hold their economic interest primarily through 115,000 shares of Series A Preferred Stock, which, as of September 15, 2026, are convertible into 789,686 shares of common stock. The conversion is calculated as the sum of the principal investment amount and accrued dividends divided by the $175.00 conversion price, which was adjusted from $17.50 following the June 17, 2026 reverse stock split. Additionally, Bloom Acquisitions 1, LP, identified in the filing as a Delaware limited partnership and an affiliate of Aggregator LP, directly holds 25,172 shares of common stock.

The filing further notes that Aggregator GP exercises sole voting and investment discretion over the reported securities, while Holdings is identified as the sole shareholder and director of HGGC Fund IV GP, Ltd. The reporting persons state that they have "effected no transactions in Common Stock within the prior 60 days" beyond what is otherwise disclosed in the amendment. The original Schedule 13D was first filed on August 25, 2022, and has been amended three times previously, in December 2023, February 2024, and June 2024.

What Was Disclosed

Amendment No. 4 to the Schedule 13D filed November 6, 2026 updated the beneficial ownership percentages of Ulysses Aggregator, LP and HGGC Fund IV GP, Ltd. in Upland Software, Inc., reflecting a share count reduction rather than any new share purchase.