Upstart Holdings, Inc. — Director's Dealing 2021

Nov 30, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Upstart Holdings, Inc. (UPST)
CIK: 0001647639
Period of Report: 2021-11-24

Reporting Person: Nicoll Alison (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-11-24	Common Stock	M	7500	$0.23	Acquired	21730	Direct
2021-11-24	Common Stock	S	273	$191.7948	Disposed	21457	Direct
2021-11-24	Common Stock	S	200	$193.335	Disposed	21257	Direct
2021-11-24	Common Stock	S	200	$194.065	Disposed	21057	Direct
2021-11-24	Common Stock	S	800	$196.2175	Disposed	20257	Direct
2021-11-24	Common Stock	S	100	$198.03	Disposed	20157	Direct
2021-11-24	Common Stock	S	100	$200.515	Disposed	20057	Direct
2021-11-24	Common Stock	S	300	$202.1833	Disposed	19757	Direct
2021-11-24	Common Stock	S	700	$203.2257	Disposed	19057	Direct
2021-11-24	Common Stock	S	1000	$204.601	Disposed	18057	Direct
2021-11-24	Common Stock	S	1000	$205.6395	Disposed	17057	Direct
2021-11-24	Common Stock	S	1127	$207.0516	Disposed	15930	Direct
2021-11-24	Common Stock	S	900	$208.1321	Disposed	15030	Direct
2021-11-24	Common Stock	S	700	$209.2971	Disposed	14330	Direct
2021-11-24	Common Stock	S	100	$209.93	Disposed	14230	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-11-24	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 $191.37 to $192.15. 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 (14) 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 $193.00 to $193.67.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $194.05 to $194.08.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.70 to $196.66.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.37 to $200.66.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.68 to $202.44.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $202.71 to $203.69.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $204.17 to $205.155.

F11: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $205.35 to $206.18.

F12: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $206.64 to $207.57.

F13: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $207.70 to $208.55.

F14: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $208.92 to $209.61.

F15: All of the shares subject to this option are fully vested and exercisable as of the date hereof.