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Filing Details

Accession Number:: 0001628280-25-010166
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-03-04 19:57:27
Reporting Period:: 2025-02-28

Filing Date:: 2025-03-04
Accepted Time:: 2025-03-04 19:57:27
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1647639	Upstart Holdings Inc.	UPST	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1558259	Scott Darling	C/O Upstart Holdings, Inc. 2950 S. Delaware Street, Suite 410 San Mateo CA 94403	Chief Legal Officer	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2025-02-28	7,564	$13.22	150,970	No	4	M	Direct
Common Stock	Disposition	2025-02-28	6,407	$64.68	144,563	No	4	S	Direct
Common Stock	Disposition	2025-02-28	8,681	$65.46	135,882	No	4	S	Direct
Common Stock	Disposition	2025-02-28	419	$64.65	135,463	No	4	S	Direct
Common Stock	Acquisiton	2025-02-28	14,666	$0.00	150,129	No	4	A	Direct
Common Stock	Acquisiton	2025-03-03	2,000	$13.22	152,129	No	4	M	Direct
Common Stock	Disposition	2025-03-03	2,000	$67.89	150,129	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	A	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Employee Stock Option (Right to buy)	Disposition	2025-02-28	7,564	$0.00	7,564	$13.22
Common Stock	Employee Stock Option (Right to buy)	Acquisiton	2025-02-28	27,864	$0.00	27,864	$66.67
Common Stock	Employee Stock Option (Right to buy)	Disposition	2025-03-03	2,000	$0.00	2,000	$13.22

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
228,527	2032-12-31	No	4	M	Direct
27,864	2035-02-27	No	4	A	Direct
226,527	2032-12-31	No	4	M	Direct

Footnotes

The exercises and sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on November 27, 2024.
Certain of the securities reported in Column 5 of each row of Table I are restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Common Stock, subject to the applicable vesting schedule and conditions of each RSU.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.06 to $65.05. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3) , (4) and (6) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.07 to $66.
These shares are RSUs. Each RSU represents a contingent right to receive one share of Common Stock. 40% of the shares shall vest in equal installments beginning on May 20, 2025, and each successive three-month period for 24 months, and the remaining 60% of the shares shall vest in equal installments for each successive three-month period for 24 months thereafter, subject to the Reporting Person continuing as a service provider through each such date.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.62 to $68.24.
1/48 of the shares subject to the option shall vest on January 20, 2023 and at the end of each successive one-month period thereafter, subject to the Reporting Person continuing as a service provider through each such date.
40% of the shares subject to the option shall vest monthly in equal installments beginning on March 20, 2025, for 24 months, and the remaining 60% of the shares shall vest monthly in equal installments for 24 months thereafter, subject to the Reporting Person continuing as a service provider through each such date.