Upstart Holdings, Inc. — Director's Dealing 2021

Sep 24, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Upstart Holdings, Inc. (UPST)
CIK: 0001647639
Period of Report: 2021-09-22

Reporting Person: Nicoll Alison (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-09-22	Common Stock	M	22500	$0.23	Acquired	36730	Direct
2021-09-22	Common Stock	S	563	$313.9382	Disposed	36167	Direct
2021-09-22	Common Stock	S	1301	$315.3786	Disposed	34866	Direct
2021-09-22	Common Stock	S	1447	$316.1169	Disposed	33419	Direct
2021-09-22	Common Stock	S	1196	$317.2881	Disposed	32223	Direct
2021-09-22	Common Stock	S	3121	$318.3313	Disposed	29102	Direct
2021-09-22	Common Stock	S	2137	$319.3654	Disposed	26965	Direct
2021-09-22	Common Stock	S	1885	$320.4515	Disposed	25080	Direct
2021-09-22	Common Stock	S	1375	$321.4234	Disposed	23705	Direct
2021-09-22	Common Stock	S	1300	$322.6664	Disposed	22405	Direct
2021-09-22	Common Stock	S	2090	$323.8332	Disposed	20315	Direct
2021-09-22	Common Stock	S	1120	$324.7728	Disposed	19195	Direct
2021-09-22	Common Stock	S	1109	$325.9262	Disposed	18086	Direct
2021-09-22	Common Stock	S	1533	$326.8424	Disposed	16553	Direct
2021-09-22	Common Stock	S	225	$328.6848	Disposed	16328	Direct
2021-09-22	Common Stock	S	619	$330.0741	Disposed	15709	Direct
2021-09-22	Common Stock	S	1285	$331.2711	Disposed	14424	Direct
2021-09-22	Common Stock	S	194	$333.655	Disposed	14230	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-09-22	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 $313.59 to $314.475. 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 $314.675 to $315.67.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $315.715 to $316.71.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $316.72 to $317.64.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $317.75 to $318.74.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $318.81 to $319.765.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $320.025 to $320.99.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $321.05 to $321.865.

F11: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $322.255 to $323.16.

F12: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $323.31 to $324.275.

F13: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $324.355 to $325.235.

F14: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $325.355 to $326.34.

F15: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $326.42 to $327.255.

F16: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $328.655 to $329.325.

F17: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $329.78 to $330.445.

F18: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $330.815 to $331.715.

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