Upstart Holdings, Inc. — Director's Dealing 2021

Dec 17, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Upstart Holdings, Inc. (UPST)
CIK: 0001647639
Period of Report: 2021-12-15

Reporting Person: Nicoll Alison (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-15	Common Stock	M	7500	$0.23	Acquired	21730	Direct
2021-12-15	Common Stock	S	425	$142.2397	Disposed	21305	Direct
2021-12-15	Common Stock	S	822	$143.1713	Disposed	20483	Direct
2021-12-15	Common Stock	S	2335	$144.3503	Disposed	18148	Direct
2021-12-15	Common Stock	S	1141	$145.3639	Disposed	17007	Direct
2021-12-15	Common Stock	S	973	$146.5641	Disposed	16034	Direct
2021-12-15	Common Stock	S	312	$147.8205	Disposed	15722	Direct
2021-12-15	Common Stock	S	349	$148.7515	Disposed	15373	Direct
2021-12-15	Common Stock	S	268	$149.7122	Disposed	15105	Direct
2021-12-15	Common Stock	S	340	$153.6534	Disposed	14765	Direct
2021-12-15	Common Stock	S	535	$154.6998	Disposed	14230	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-15	Employee Stock Option (Right to buy)	$0.23	M	7500	Disposed	2023-05-23	Common Stock (7500.0)	Direct

Footnotes

F1: The option exercise and sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 25, 2021.

F2: Certain of these securities 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.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $141.78 to $142.62. 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) through (12) to this Form 4.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $142.88 to $143.46.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $143.88 to $144.86.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $144.95 to $145.94.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $146.01 to $146.97.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $147.335 to $148.10.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $148.385 to $149.00.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $149.505 to $149.79.

F11: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $153.29 to $154.25.

F12: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $154.33 to $155.21.

F13: All of the shares subject to this option are fully vested and exercisable as of the date hereof.