Upstart Holdings, Inc. — Director's Dealing 2021

Mar 23, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Upstart Holdings, Inc. (UPST)
CIK: 0001647639
Period of Report: 2021-03-20

Reporting Person: Girouard Dave (Director, Chief Executive Officer, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-20	Common Stock	A	53243	$0.00	Acquired	53243	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-20	Employee Stock Option (Right to buy)	$125.28	A	106486	Acquired	2031-03-20	Common Stock (106486)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	9592840	Indirect
Common Stock	200000	Indirect
Common Stock	1000000	Indirect
Common Stock	1000000	Indirect

Footnotes

F1: These securities are restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Common Stock. 20% of the RSUs shall vest on February 20, 2023 and each three-month anniversary thereafter, subject to the Reporting Person continuing as a service provider through each such date.

F2: These shares are held by 2008 D&T Girouard Revocable Trust, for which the Reporting Person serves as Trustee.

F3: These shares are held by David J. Girouard, as trustee of the Girouard 2020 GRAT, dated October 19, 2020.

F4: These shares are held by Tristen Baird Willard, as trustee of the JRG 2020 EXEMPT GIFT TRUST, dated October 19, 2020.

F5: These shares are held by Tristen Baird Willard, as trustee of the TMG 2020 EXEMPT GIFT TRUST, dated October 19, 2020.

F6: 1/14th of the shares subject to the option shall vest on January 20, 2023 and each one-month anniversary thereafter, subject to the Reporting Person continuing as a service provider through each such date.