Upstart Holdings, Inc. — Director's Dealing 2021

Aug 19, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Upstart Holdings, Inc. (UPST)
CIK: 0001647639
Period of Report: 2021-08-16

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-08-16	Common Stock	M	116876	$0.15	Acquired	372288	Direct
2021-08-16	Common Stock	M	38124	$0.23	Acquired	410412	Direct
2021-08-16	Common Stock	S	500	$189.288	Disposed	409912	Direct
2021-08-16	Common Stock	S	1400	$190.3579	Disposed	408512	Direct
2021-08-16	Common Stock	S	1500	$191.4933	Disposed	407012	Direct
2021-08-16	Common Stock	S	800	$192.285	Disposed	406212	Direct
2021-08-16	Common Stock	S	900	$193.4533	Disposed	405312	Direct
2021-08-16	Common Stock	S	2800	$194.4764	Disposed	402512	Direct
2021-08-16	Common Stock	S	9979	$195.4225	Disposed	392533	Direct
2021-08-16	Common Stock	S	13221	$196.463	Disposed	379312	Direct
2021-08-16	Common Stock	S	8700	$197.35	Disposed	370612	Direct
2021-08-16	Common Stock	S	5200	$198.5065	Disposed	365412	Direct
2021-08-16	Common Stock	S	11704	$199.5765	Disposed	353708	Direct
2021-08-16	Common Stock	S	14563	$200.5053	Disposed	339145	Direct
2021-08-16	Common Stock	S	11665	$201.4979	Disposed	327480	Direct
2021-08-16	Common Stock	S	9800	$202.5603	Disposed	317600	Direct
2021-08-16	Common Stock	S	10150	$203.5811	Disposed	307530	Direct
2021-08-16	Common Stock	S	16112	$204.514	Disposed	291418	Direct
2021-08-16	Common Stock	S	5100	$205.4825	Disposed	286318	Direct
2021-08-16	Common Stock	S	3400	$206.4738	Disposed	282918	Direct
2021-08-16	Common Stock	S	2200	$207.4759	Disposed	280718	Direct
2021-08-16	Common Stock	S	3500	$208.6351	Disposed	277218	Direct
2021-08-16	Common Stock	S	10788	$209.8612	Disposed	266430	Direct
2021-08-16	Common Stock	S	9512	$210.3405	Disposed	256918	Direct
2021-08-16	Common Stock	S	1000	$211.6485	Disposed	255918	Direct
2021-08-16	Common Stock	S	400	$212.8375	Disposed	255518	Direct
2021-08-16	Common Stock	S	106	$213.8181	Disposed	255412	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-08-16	Employee Stock Option (Right to buy)	$0.15	M	116876	Disposed	2022-08-21	Common Stock (116876)	Direct
2021-08-16	Employee Stock Option (Right to buy)	$0.23	M	38124	Disposed	2023-05-23	Common Stock (38124)	Direct

Footnotes

F1: The option exercises 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 $188.81 to $189.50. 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 (27) 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 $189.90 to $190.88.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.90 to $191.88.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $191.96 to $192.73.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $192.96 to $193.91.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $193.96 to $194.95.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $194.96 to $195.95.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.97 to $196.95.

F11: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $196.99 to $197.98.

F12: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.00 to $198.99.

F13: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.00 to $199.99.

F14: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.00 to $200.99.

F15: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.00 to $201.99.

F16: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $202.00 to $202.97.

F17: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $203.00 to $203.99.

F18: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $204.00 to $204.99.

F19: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $205.00 to $205.99.

F20: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $206.00 to $206.99.

F21: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $207.00 to $207.96.

F22: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $208.02 to $209.00.

F23: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $209.06 to $210.05.

F24: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $210.07 to $211.06.

F25: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $211.19 to $212.00.

F26: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $212.34 to $213.32.

F27: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $213.62 to $213.83.

F28: All of the shares subject to this option are fully vested and exercisable as of the date hereof.