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Correspondence 0001193125-22-301770 from UPWORK, INC (UPWK) (CIK 0001627475) (UPWK)

UPWORK, INC (UPWK) (CIK 0001627475)
Date: Dec. 9, 2022 · CIK: 0001627475 · Accession: 0001193125-22-301770

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File numbers found in text: 001-38678

Date
December 9, 2022
Author
/s/ Ran D. Ben-Tzur
Form
CORRESP
Company
UPWORK, INC (UPWK) (CIK 0001627475)

Letter

December 9, 2022

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, NE

Washington, DC 20549

Attention: Chen Chen, Staff Accountant

Kathleen Collins, Accounting Branch Chief

Re: Upwork Inc.

Form 10-K for the Year Ended December 31, 2021

Filed February 15, 2022

Form 10-Q for the Quarter Ended September 30, 2022

Filed October 26, 2022

File No. 001-38678

Ladies and Gentlemen:

We have received your letter on behalf of our client, Upwork Inc. (the “Company”), dated November 22, 2022, conveying additional comments of the staff (the “Staff”) of the Securities and Exchange Commission regarding the above-referenced filings. Please be advised that the Company is unable to respond to the comments within the requested 10 business days. We hereby request an extension to December 23, 2022 to respond to the Staff’s comments.

Should the Staff have additional questions or comments regarding the foregoing, please do not hesitate to contact me at (650) 335-7613 or Aman Singh at (212) 430-2767.

Sincerely,
/s/ Ran D. Ben-Tzur

Show Raw Text
CORRESP
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filename1.htm

CORRESP

 December 9, 2022

VIA EDGAR

 United States Securities and Exchange
Commission

 Division of Corporation Finance

 100 F Street, NE

 Washington, DC 20549

Attention:
 Chen Chen, Staff Accountant

Kathleen Collins, Accounting Branch Chief

Re:
 Upwork Inc.

Form 10-K for the Year Ended December 31, 2021

Filed February 15, 2022

Form 10-Q for the Quarter Ended September 30, 2022

Filed October 26, 2022

File No. 001-38678

Ladies and Gentlemen:

 We have received your
letter on behalf of our client, Upwork Inc. (the “Company”), dated November 22, 2022, conveying additional comments of the staff (the “Staff”) of the Securities and Exchange Commission regarding
the above-referenced filings. Please be advised that the Company is unable to respond to the comments within the requested 10 business days. We hereby request an extension to December 23, 2022 to respond to the Staff’s comments.

Should the Staff have additional questions or comments regarding the foregoing, please do not hesitate to contact me at (650) 335-7613 or Aman Singh at (212) 430-2767.

Sincerely,

/s/ Ran D. Ben-Tzur

Ran D. Ben-Tzur

Fenwick & West LLP

cc:

 Hayden Brown, Chief Executive Officer

Brian Levey, Chief Business Affairs and Legal Officer

 Olivier
Marie, Chief Accounting Officer

 Jacob McQuown, Vice President, Legal & Deputy General Counsel

Upwork Inc.

 Aman Singh

Gordon K. Davidson

 Fenwick & West LLP