Upstart Holdings, Inc. — Director's Dealing 2021

Sep 18, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Upstart Holdings, Inc. (UPST)
CIK: 0001647639
Period of Report: 2021-09-15

Reporting Person: Gu Paul (Director, SVP, Product and Data Science)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-09-15	Common Stock	M	155000	$0.23	Acquired	432412	Direct
2021-09-15	Common Stock	S	4306	$262.2716	Disposed	428106	Direct
2021-09-15	Common Stock	S	1817	$263.1472	Disposed	426289	Direct
2021-09-15	Common Stock	S	4373	$264.1159	Disposed	421916	Direct
2021-09-15	Common Stock	S	6446	$265.3052	Disposed	415470	Direct
2021-09-15	Common Stock	S	9933	$266.2068	Disposed	405537	Direct
2021-09-15	Common Stock	S	11437	$267.2347	Disposed	394100	Direct
2021-09-15	Common Stock	S	12171	$268.2402	Disposed	381929	Direct
2021-09-15	Common Stock	S	9206	$269.2625	Disposed	372723	Direct
2021-09-15	Common Stock	S	20075	$270.2263	Disposed	352648	Direct
2021-09-15	Common Stock	S	13667	$271.2625	Disposed	338981	Direct
2021-09-15	Common Stock	S	12079	$272.3166	Disposed	326902	Direct
2021-09-15	Common Stock	S	24950	$273.2953	Disposed	301952	Direct
2021-09-15	Common Stock	S	8200	$274.1731	Disposed	293752	Direct
2021-09-15	Common Stock	S	12600	$275.5246	Disposed	281152	Direct
2021-09-15	Common Stock	S	1600	$276.1936	Disposed	279552	Direct
2021-09-15	Common Stock	S	2140	$277.1952	Disposed	277412	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-09-15	Employee Stock Option (Right to buy)	$0.23	M	155000	Disposed	2023-05-23	Common Stock (155000)	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 27, 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 $261.55 to $262.49. 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 $262.63 to $263.62.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $263.69 to $264.57.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $264.73 to $265.72.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $265.74 to $266.73.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $266.74 to $267.73.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $267.74 to $268.70.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $268.74 to $269.70.

F11: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $269.76 to $270.72.

F12: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $270.76 to $271.74.

F13: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $271.77 to $272.75.

F14: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $272.77 to $273.76.

F15: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $273.79 to $274.77.

F16: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $274.94 to $275.90.

F17: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $275.99 to $276.61.

F18: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $277.00 to $277.595.

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