Upbound Group (NASDAQ: UPBD) director adds shares via trust and LLC

Rhea-AI Filing Summary

Upbound Group director Jeffrey J. Brown reported additional exposure to the company’s equity. On January 6, 2026, he acquired 2,271 Director Deferred Stock Units at $17.64 each, which are fully vested and will convert into the same number of common shares when his board service ends. Following this, he directly held 157,511 deferred stock units.

On the same date, dividend reinvestment in accounts associated with him led to small common stock purchases at $17.68 per share: 495 shares were bought in a brokerage account of the Jeffrey J Brown Living Trust, and 2,007 shares were bought in a brokerage account of Brown Equity Partners, LLC. After these transactions, the trust held 22,938 shares and Brown Equity Partners, LLC held 92,972 shares of Upbound Group common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BROWN JEFFREY J

(Last) (First) (Middle)

5501 HEADQUARTERS DRIVE

(Street)

PLANO TX 75024

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UPBOUND GROUP, INC. [ UPBD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
COMMON STOCK	01/06/2026		P(1)		495	A	$17.68	22,938	I	by the Jeffrey J Brown Living Trust(2)
COMMON STOCK	01/06/2026		P(3)		2,007	A	$17.68	92,972	I	by Brown Equity Partners, LLC(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Director Deferred Stock Unit	(5)	01/06/2026		A		2,271		(5)	(5)	COMMON STOCK	2,271	$17.64	157,511	D

Explanation of Responses:

1. The shares were purchased pursuant to a dividend reinvestment feature of a brokerage account maintained by the Jeffrey J Brown Living Trust, of which the reporting person is the sole trustee and sole beneficiary.

2. The shares are held in a brokerage account maintained by the Jeffrey J Brown Living Trust, of which the reporting person is the sole trustee and sole beneficiary.

3. The shares were purchased pursuant to a dividend reinvestment feature of a brokerage account maintained by Brown Equity Partners, LLC, which is owned by the reporting person.

4. The shares are held in a brokerage account maintained by Brown Equity Partners, LLC, which is owned by the reporting person.

5. Each Director Deferred Stock Unit represents the right to receive one share of the common stock, $.01 par value per share, of the issuer ("Common Stock"). The Director Deferred Stock Units are fully vested and non-forfeitable. The Common Stock will be issued to the reporting person upon the termination of their service as a member of the issuer's board of directors.

Remarks:

	/s/ Bryan Pechersky, attorney-in-fact	01/08/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did UPBD director Jeffrey J. Brown report?

Jeffrey J. Brown reported three transactions on January 6, 2026: acquisition of 2,271 Director Deferred Stock Units at $17.64 each, purchase of 495 Upbound Group common shares at $17.68 through the Jeffrey J Brown Living Trust, and purchase of 2,007 common shares at $17.68 through Brown Equity Partners, LLC.

How many Upbound Group (UPBD) shares and units does Jeffrey J. Brown hold after these transactions?

After the reported transactions, Jeffrey J. Brown beneficially held 157,511 Director Deferred Stock Units directly. Indirectly, 22,938 common shares were held in a brokerage account of the Jeffrey J Brown Living Trust, and 92,972 common shares were held in a brokerage account of Brown Equity Partners, LLC.

How are the Upbound Group shares held for Jeffrey J. Brown’s benefit?

The filing states that 495 shares were purchased and are held in a brokerage account of the Jeffrey J Brown Living Trust, where he is the sole trustee and sole beneficiary. Another 2,007 shares were purchased and are held in a brokerage account of Brown Equity Partners, LLC, which is owned by him.

What are Director Deferred Stock Units in this Upbound Group Form 4?

The filing explains that each Director Deferred Stock Unit represents the right to receive one share of Upbound Group common stock. These units are fully vested and non-forfeitable, and the underlying common stock will be issued to Jeffrey J. Brown when his service on the board of directors ends.

Were the UPBD common stock purchases part of a dividend reinvestment program?

Yes. The Form 4 states that the 495 shares in the Jeffrey J Brown Living Trust account and the 2,007 shares in the Brown Equity Partners, LLC account were purchased through a dividend reinvestment feature of the respective brokerage accounts.

Is Jeffrey J. Brown an officer or 10% owner of Upbound Group?

The filing identifies Jeffrey J. Brown as a director of Upbound Group. The boxes for officer and 10% owner are not checked, indicating he is not reported in this filing as an officer or 10% owner.