Upstart Holdings, Inc. — Director's Dealing 2021

Oct 15, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Upstart Holdings, Inc. (UPST)
CIK: 0001647639
Period of Report: 2021-10-13

Reporting Person: Nicoll Alison (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-10-13	Common Stock	M	22500	$0.23	Acquired	36730	Direct
2021-10-13	Common Stock	S	450	$328.81	Disposed	36280	Direct
2021-10-13	Common Stock	S	400	$329.9875	Disposed	35880	Direct
2021-10-13	Common Stock	S	697	$331.1795	Disposed	35183	Direct
2021-10-13	Common Stock	S	1403	$332.3229	Disposed	33780	Direct
2021-10-13	Common Stock	S	2000	$333.5426	Disposed	31780	Direct
2021-10-13	Common Stock	S	3402	$334.3961	Disposed	28378	Direct
2021-10-13	Common Stock	S	2150	$335.2694	Disposed	26228	Direct
2021-10-13	Common Stock	S	1400	$336.3086	Disposed	24828	Direct
2021-10-13	Common Stock	S	1924	$337.9523	Disposed	22904	Direct
2021-10-13	Common Stock	S	800	$339.0689	Disposed	22104	Direct
2021-10-13	Common Stock	S	1400	$339.9993	Disposed	20704	Direct
2021-10-13	Common Stock	S	2100	$341.0674	Disposed	18604	Direct
2021-10-13	Common Stock	S	1400	$342.1906	Disposed	17204	Direct
2021-10-13	Common Stock	S	1133	$343.3714	Disposed	16071	Direct
2021-10-13	Common Stock	S	1441	$344.7038	Disposed	14630	Direct
2021-10-13	Common Stock	S	400	$345.3369	Disposed	14230	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-10-13	Employee Stock Option (Right to buy)	$0.23	M	22500	Disposed	2023-03-18	Common Stock (22500)	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 $328.57 to $329.21. 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 (18) 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 $329.60 to $330.35.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $330.72 to $331.64.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $331.73 to $332.70.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $332.90 to $333.87.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $333.95 to $334.85.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $334.95 to $335.88.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $335.98 to $336.80.

F11: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $337.44 to $338.40.

F12: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $338.46 to $339.445.

F13: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $339.65 to $340.46.

F14: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $340.715 to $341.71.

F15: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $341.84 to $342.67.

F16: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $342.85 to $343.835.

F17: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $344.15 to $345.07.

F18: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $345.25 to $345.59.

F19: All of the shares subject to this option are fully vested and exercisable as of the date hereof.