Upwork UPWK

Effective July 14, 2026, Hayden Brown, the Company's President and Chief Executive Officer, will assume the role of the Company's interim principal financial officer. Hayden Brown has served as a member of our board of directors since December 2019. Education: A.B., Politics, Princeton University. Experience: Upwork Inc-President and Chief Executive Officer (since 2020)-Chief Marketing and Product Officer (2019)-SVP, Product and Design (2016 - 2019)-VP, Head of Product (2015 - 2016)-Numerous product leadership roles for oDesk Corporation (merged with Elance in 2014; rebranded as Upwork in 2015) (2011 - 2015); LivePerson, Inc. (Nasdaq: LPSN), online messaging, marketing, and analytics company-VP, Corporate Development; Microsoft Corporation (Nasdaq: MSFT), technology company. Director, Corporate Strategy and M&A-Senior Strategy Manager; McKinsey & Company, global management consulting firm, Senior Business Analyst.

Ms. Erica Gessert, Experience:; Upwork Inc.; Chief Financial Officer (since April 2023); PayPal Holdings, Inc., digital payments and commerce company; Chief Transformation Officer (January 2022 - March 2023); SVP, Finance & Analytics (2019 - January 2022); VP, Finance & Analytics; Sprint Corporation, communications company; VP, Finance Operations, Postpaid Marketing & Chief Financial Officer, Sprint Prepaid; Director, Investor Relations; Virgin Mobile USA, Inc., communications company; Director, Investor RelationsEducation:; Studied Economics and Philosophy, Reed College. Effective July 14, 2026, Upwork Inc.'s, or the Company's, Chief Financial Officer and principal financial officer, Erica Gessert, will take a temporary medical leave. The Company currently anticipates that Ms. Gessert will return to her role during the fourth quarter of 2026.

Mr. Glenn Kelman, Independent Director. Education: B.A., English, University of California at Berkeley. Experience: Redfin Corporation (Nasdaq: RDFN) (acquired by Rocket Companies in 2025), technology-powered real estate company-Chief Executive Officer (2005 - January 2026); Plumtree Software, software company-VP, Marketing and Product Management-Co-founder. Other Public Company Directorships: Redfin Corporation (Nasdaq: RDFN), technology-powered real estate company (since 2006)Other Affiliations: Director, Ridwell, Inc., recycling company.

Ms. Dana L. Evan, Independent Director. Education: B.S., Commerce, Santa Clara University; C.P.A. (inactive). Experience:Icon Ventures, venture capital firm-Venture Partner (2013 - 2020);VeriSign, Inc. (Nasdaq: VRSN), internet and telecommunications infrastructure company-Chief Financial Officer (1996 - 2007). Other Public Company Directorships:Box, Inc. (NYSE: BOX), intelligent content management company (since 2011);Nextdoor Holdings, Inc. (NYSE: KIND), neighborhood social networking platform (since 2023)Prior Public Company Board Experience:Farfetch Limited (NYSE: FTCH) (acquired by Coupang in 2024), luxury fashion technology platform (2015 - 2023);Momentive Global Inc. (formerly SurveyMonkey) (Nasdaq: MNTV) (acquired by Symphony Technology Group in 2023), online agile experience management company (2012 - 2023);Domo, Inc. (Nasdaq: DOMO), business intelligence tools and data visualization company (2018 - 2023);Proofpoint, Inc. (Nasdaq: PFPT) (acquired by Thoma Bravo in 2021), cybersecurity company (2008 - 2021);Criteo S.A. (Nasdaq: CRTO), advertising company (2013 - 2017);Everyday Health, Inc. (NYSE: EVDY) (acquired by Ziff Davis in 2016), digital health and wellness company (2009 - 2016);Fusion-io, Inc. (NYSE: FIO) (acquired by SanDisk Corporation in 2014), flash memory technology company (2011 - 2014);Omniture, Inc. (Nasdaq: OMTR) (acquired by Adobe Systems Incorporated in 2009), online marketing and web analytics company (2006 - 2009)Other Affiliations:Director, Motive Technologies Inc., AI software platform company for physical operations;Director, Pendo.io Inc., software experience management platform company.

Thomas Layton has served as a member of our board of directors and chairperson since our inception in March 2014. Education: B.S., University of North Carolina at Chapel Hill; M.B.A., Stanford Graduate School of Business. Experience: oDesk Corporation (merged with Elance in 2024; rebranded as Upwork in 2015), Chairperson (2011 - 2014), Director (2006 - 2014); Metaweb Technologies Inc. (acquired by Google in 2010), data infrastructure company, Chief Executive Officer (2007 - 2010); OpenTable Inc. (Nasdaq: OPEN), online restaurant reservation company, Chief Executive Officer; CitySearch, Inc., online city guide company, Co-Founder, President and Chief Operating OfficerBoston Consulting Group, global management consulting firm-Associate Consultant. Prior Public Company Board Experience: OpenTable Inc. (Nasdaq: OPEN) (acquired by the Priceline Group in 2014), online restaurant reservation company (1999 - 2014); Ancestry.com Inc. (Nasdaq: ACOM) (acquired by Permira in 2012), online genealogy company (2009 - 2012). Other Affiliations: Director, Capsule Inc., online pharmacy company; Director, Just Appraised Inc., tax assessment software company; Director, SwiftComply Inc., compliance management software company; Director, Wholesail Inc., payments software company.

Gary Steele has served as a member of our board of directors since August 2018. Education: B.S., Computer Science, Washington State University. Experience: Shield AI Inc., defense technology company. Chief Executive Officer (starting in May 2025); Cisco Systems Inc. (Nasdaq: CSCO), worldwide technology company-President, Go-to-Market (2024 - May 2025)-EVP and GM, Splunk (2024); Splunk Inc. (Nasdaq: SPLK) (acquired by Cisco in 2024), data security and observability company-President and Chief Executive Officer (2022 - 2024); Proofpoint Inc. (Nasdaq: PFPT) (acquired by Thoma Bravo in 2021), cybersecurity company-Chief Executive Officer (2002 - 2022); Portera Systems Inc. (acquired by Gores Technology Group in 2002), software company-Chief Executive Officer; Sybase, Inc., software company-VP and GM, Middleware and Data Warehousing Product Group; Sun Microsystems, Inc. (Nasdaq: SUNW), hardware and software company-Manager, Market Development; Hewlett-Packard Company (NYSE: HPQ), information technology company-Product Manager-Software Engineer. Prior Public Company Board Experience: Splunk Inc. (Nasdaq: SPLK) (acquired by Cisco in 2024), data security and observability company (2022 - 2024); Proofpoint Inc. (Nasdaq: PFPT) (acquired by Thoma Bravo in 2021), cybersecurity company (2002 - 2022) (Chair, 2018 - 2021). Other Affiliations: Co-Chair, Aspen Digital U.S. Cybersecurity Group; Director, Modernizing Medicine, Inc., medical software company; Director, Synack, Inc., cybersecurity company.

Kevin Harvey has served as a member of our board of directors since our inception in March 2014. Education: B.S., Engineering, Rice University. Experience: Benchmark Capital, venture capital firm, Founder and General Partner (since 1995); oDesk Corporation (merged with Elance in 2014; rebranded as Upwork in 2015), Director (2006 - 2014); Approach Software Corporation (acquired by The Lotus Development Corporation in 1993), software company, Founder, President and Chief Executive Officer; StyleWare Inc. (acquired by Claris Corporation, a subsidiary of Apple, in 1988), software company, Founder. Prior Public Company Board Experience: Proofpoint, Inc. (Nasdaq: PFPT) (acquired by Thoma Bravo in 2021), cybersecurity company (2002 - 2021). Other Affiliations: Director, Minerva Project Inc., education innovation company.

Mr. David H. Lissy, Experience:; Bright Horizons Family Solutions Inc. (NYSE: BFAM), child care and education services company; Executive Chairman (2018 - 2019); Chief Executive Officer (2002 - 2018); Executive Vice President; Chief Development Officer; Aetna U.S. Healthcare, healthcare company; Senior Vice President/General Manager . Other Public Company Directorships:; Bright Horizons Family Solutions Inc. (NYSE: BFAM), child care and education services company (since 2001)Prior Public Company Board Experience:; Redfin Corporation (Nasdaq: RDFN) (acquired by Rocket Companies in 2025), technology-powered real estate company (2018 - 2025)Other Affiliations:; Operating Advisor, Advent International, private equity firm; Director, BeneLynk, Inc., social care advocacy company; Director, Benchmark Senior Living, assisted living company; Director, Encore Fire Protection, fire protection services company; Director, HopSkipDrive, transportation network company. Education: B.S., Management & Economics, Ithaca College.

Ms. Claire Bramley, Prior Public Company Board Experience:; ANSYS, Inc. (Nasdaq: ANSS) (acquired by Synopsys in 2025), software company (2022 - 2025). Experience:Xero Limited (ASX: XRO), cloud accounting software company; Chief Financial Officer (since April 2025); Teradata Corporation (NYSE: TDC), cloud database and analytics software company; Chief Financial Officer (2021 - April 2025); HP Inc. (NYSE: HPQ), multinational information technology company; Global Controller (2019 - 2021); Head of Finance, EMEA; VP, Worldwide Financial Planning and Analysis; SSP Group plc, multinational contract foodservice company; Head of Financial Planning and Analysis. Education:; B.S., Accounting and Financial Management, Loughborough University; ACMA, The Chartered Institute of Management Accountants.

Mr. Ernesto Lamaina, Experience:; Upwork; GM, Lifted, Lifted Solutions LLC (since August 2025); GM, Enterprise, Upwork Inc. (September 2024 - August 2025); VP of Product, Upwork Inc. (August 2024 - September 2024); Senior Director, Product, Upwork Inc. (September 2023 - August 2024); Self-Employed; Fractional roles supporting venture studios and scaling companies in tech-enabled services (November 2021 - September 2023); Adia, recruitment and temporary staffing digital platform (a subsidiary of The Adecco Group); Chief Executive Officer (2015 - November 2021)Education:; M.S., Business and Finance, LIUC Cattaneo University; B.B.A., Business and Finance, LIUC Cattaneo University.

Jacob McQuown oversees Upwork's legal, regulatory, and government affairs functions globally, providing strategic counsel to the company as it continues to shape the future of work. Jacob brings more than 20 years of experience advising companies on complex legal and compliance matters. Prior to joining Upwork, he served as an attorney at Fenwick & West LLP, where he worked with innovative clients across the technology sector. Jacob holds a law degree from the University of California College of the Law, San Francisco (formerly UC Hastings College of the Law), and a Bachelor of Science in business from California State University, East Bay.

Mr. Peter Sanborn, Experience:; Upwork Inc.; Chief Business Officer (since March 2026); VP, Strategy, Corporate Development and Partnerships (September 2024 - March 2026); Arbor Ventures, global investment firm; General Partner (April 2022 - April 2024); PayPal Holdings, Inc., digital payments and commerce company; VP, Head of Corporate Development (M&A) and PayPal Ventures (2020 - March 2022); VP, Head of Corporate Development Americas and Managing Partner, PayPal Ventures; Senior Director, Global Corporate Development & PayPal Ventures; HSBC Holdings plc, banking and financial services organization; Variety of strategy, M&A, finance and investor relations rolesEducation:; B.A., Economics and International Studies, Northwestern University .

Ms. Giulietta Pezzaniti, Experience:; Upwork Inc.; Chief People Officer (since April 2026); VP, HRBPs & People Experience (January 2024 - April 2026); Airbnb, Inc., global travel marketplace company; Talent Director, Airbnb.Org & Employee Experience (June 2022 - January 2024); Talent Director, Product Marketing (May 2021 - June 2022); Talent Director, Core Host Business & Product Management; Talent Partner Lead, Airbnb Plus Business & Product Management; Walmart Inc., omnichannel retailer company; Multiple human resources leadership roles; eBay, Inc., ecommerce marketplace; Multiple human resources roles across eBay and PayPalEducation:; M.S., Organization Development, University of San Francisco; B.A., Sociology and Italian Studies, University of California, Berkeley.

Effective April 4, 2026, Anthony Kappus, the Company's GM & Chief Operating Officer, will lead all Marketplace-related teams with the exception of engineering. On August 12, 2025, Upwork Inc., or the Company, announced the appointment of Anthony Kappus, age 45, as its Chief Operating Officer and principal operating officer, effective September 2, 2025. Prior to joining the Company, Mr. Kappus served in a variety of roles over 11 years at Redfin Corporation, including most recently as Chief of Digital Revenue and Chief Legal Officer. Mr. Kappus received a Bachelor of Commerce from the University of Calgary and a J.D. from the University of Washington School of Law.

Andrew Rabinovich is Chief Technology Officer and head of artificial intelligence (AI) & machine learning (ML) at Upwork, where he leads all aspects of the company's transformation to compete in the age of AI. Andrew has been studying machine learning with an emphasis in computer vision and multimodal AI for over 20 years. He has authored more than 100 peer-reviewed publications and patents. Andrew worked for years in R&D leadership positions at Google. In 2015, he joined the preeminent AR company Magic Leap as head of AI, focused on perception and human-centered AI for mixed and augmented reality. In 2020, Andrew co-founded Headroom, an AI-powered video conferencing platform. In 2023, Headroom was acquired by Upwork, with Andrew and the Headroom team joining the company. Andrew holds a Ph.D. in computer science from University of California San Diego.

On December 8, 2025, Upwork Inc. appointed Sabrina Mekhalfa, age 57, as its Chief Accounting Officer and principal accounting officer, effective December 15, 2025. Prior to joining the Company, Ms. Mekhalfa served as Chief Accounting Officer at Velocity Global Holdings, LLC (d/b/a Pebl), an employer-of-record company, from February 2025 to December 2025. Prior to that, from September 2023 to February 2025, Ms. Mekhalfa provided accounting and finance consulting services to various companies, and from December 2020 to June 2023, Ms. Mekhalfa served as Chief Accounting Officer at UserTesting Inc., a customer experience company. Ms. Mekhalfa received an M.S. in Finance and Business Administration from Universite Paris Dauphine-PSL and an M.B.A. in International Business from City University of New York-Baruch College.