Welcome to our dedicated page for Upstart Holdings SEC filings (Ticker: UPST), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to SEC filings for Upstart Holdings, Inc. (NASDAQ: UPST), an AI lending marketplace that connects consumers with banks and credit unions for personal, auto, and home equity credit products. Through these filings, investors can review how Upstart reports its financial performance, capital structure, and key operating metrics.
Upstart’s annual reports on Form 10-K and quarterly reports on Form 10-Q describe its business model, revenue from platform and referral fees and servicing and other fees, interest income and fair value adjustments on loans, and definitions of metrics such as transaction volume, conversion rate, contribution profit, Adjusted EBITDA, and Adjusted Net Income. These documents also discuss risks related to funding, macroeconomic conditions, and operating in a highly regulated industry.
Current reports on Form 8-K highlight material events, including quarterly earnings releases, corrections to non-GAAP per-share figures, and the entry into material definitive agreements. For example, an 8-K describes Upstart’s issuance of 0% Convertible Senior Notes due 2032, detailing the terms of the notes, conversion features, redemption provisions, events of default, and the company’s use of proceeds, including capped call transactions and repurchases of earlier convertible notes.
Investors interested in capital structure and potential dilution can use these filings to analyze Upstart’s outstanding convertible notes and related hedging arrangements. Filings also reference securitizations and other loan funding mechanisms that support the company’s AI lending marketplace.
Stock Titan’s platform supplements these documents with AI-powered summaries that explain complex sections of 10-Ks, 10-Qs, and 8-Ks, highlight important changes from prior periods, and surface information on funding arrangements and key metrics. Real-time updates from EDGAR, along with structured access to Forms 3, 4, and 5 for insider transactions when available, help users follow how Upstart’s disclosures evolve over time.
Upstart Holdings director Ciaran O'Kelly reported receiving 1,168 shares of Common Stock on January 12, 2026 at a price of $0 per share. According to the footnotes, these shares are fully vested restricted stock units (RSUs), with each RSU delivering one share of Common Stock, granted under a prior election to take an annual Board cash retainer in stock instead of cash. After this grant, O'Kelly beneficially owned 33,008 shares of Upstart Common Stock, some of which are RSUs that will settle or vest according to their individual schedules and conditions.
Upstart Holdings director Bernard Peter J reported a stock-based compensation grant for his board service. On 01/12/2026, he acquired 834 shares of Upstart Holdings, Inc. common stock at a price of $0 per share, delivered as fully vested restricted stock units (RSUs) granted in lieu of his individual annual cash retainer under the company’s Outside Director Compensation Policy. Each RSU represents one share of common stock issued as soon as practicable after grant. Following this grant, he beneficially owns 4,916 shares of common stock, some of which are RSUs that remain subject to their applicable vesting schedules and conditions, all held in direct ownership.
A trust associated with Upstart Holdings director Kerry Whorton Cooper received 1,459 fully vested restricted stock units (RSUs) on January 12, 2026. Each RSU converts into one share of Upstart common stock and was granted at $0 per share in lieu of an annual cash retainer for board service under the company’s Outside Director Compensation Policy.
After this grant, the Edward and Kerry Cooper Living Trust held 25,393 shares4,314 RSUs directly, which represent contingent rights to receive common stock subject to vesting conditions.
Upstart Holdings, Inc. Chief Legal Officer Scott Darling reported several equity transactions dated January 5, 2026. He exercised 1,000 employee stock options at an exercise price of $13.22 per share, receiving the same number of Upstart common shares. After this, he held 93,598 common shares directly and 194,527 stock options beneficially.
The filing also shows internal transfers of 1,000 common shares with no consideration as a change in form of ownership, including shares held by the Darling Family Trust, and a sale of 1,000 common shares at $50.00 per share by the trust. The option exercise and related sale were carried out under a Rule 10b5-1 trading plan adopted on May 30, 2025.
Upstart Holdings, Inc. reported an insider stock sale by a director. On 12/12/2025, the director sold 1,500 shares of common stock at $50 per share in an open-market transaction coded as a sale.
The filing states this sale was made under a prearranged Rule 10b5-1 trading plan adopted on September 4, 2025. After the sale, the director beneficially owned 23,934 shares indirectly through the Edward and Kerry Cooper Living Trust and held 4,314 restricted stock units (RSUs), each representing a contingent right to one share of common stock subject to vesting conditions.
Upstart Holdings' Chief Legal Officer reported several equity transactions on 12/12/2025 involving company common stock and stock options. The filing shows the exercise of an employee stock option for 2,000 shares at an exercise price of $13.22 per share, followed by transfers of those shares between direct ownership and the Darling Family Trust.
The Darling Family Trust then sold 7,392 shares of common stock at a price of $50 per share under a Rule 10b5-1 trading plan adopted on May 30, 2025. After these transactions, the reporting person beneficially owned 92,598 shares directly and 17,435 shares indirectly through the Darling Family Trust, along with 195,527 employee stock options that remain outstanding. Some of the reported holdings include restricted stock units that each represent a contingent right to receive one share of common stock, subject to vesting conditions.
Upstart Holdings, Inc. reported an insider stock sale by an officer. On 11/25/2025, the company’s Chief Accounting Officer and Controller sold 762 shares of Upstart common stock at a price of $38.91 per share in an open-market transaction.
After this sale, the reporting person beneficially owned 26,398 shares of Upstart common stock, some of which are in the form of restricted stock units. Each RSU represents the right to receive one share of common stock if its vesting conditions are met. The transaction was carried out under a pre-arranged Rule 10b5-1 trading plan adopted on May 30, 2025, which is designed to allow insiders to sell shares according to a preset schedule.
Upstart Holdings, Inc. (UPST) reported insider activity by an officer on a Form 4 dated 11/20/2025. The reporting person exercised an employee stock option to acquire 6,900 shares of common stock at an exercise price of $1.35 per share. On the same date, they sold 741 shares at a weighted average price of $36.582 and separately sold 80 shares at $36.95.
The filing explains that the sales were made to cover tax withholding obligations related to vesting restricted stock units, and that certain holdings are RSUs, each representing one share of common stock upon vesting. After these transactions, the reporting person directly beneficially owned 27,160 shares of Upstart common stock. All shares subject to the reported option are fully vested and exercisable.
Upstart Holdings, Inc. (UPST) reported insider activity by its Chief Legal Officer on 11/20/2025. The officer sold 7,323 shares of common stock at a weighted average price of $36.552 and 400 shares at a weighted average price of $37.025 to cover tax withholding obligations related to vesting restricted stock units (RSUs).
The filing also shows a change in ownership form involving 5,392 shares moved out of direct ownership and 5,392 shares moved into a trust, with no consideration exchanged. After these transactions, the officer beneficially owned 98,390 shares before the sales, then 92,598 shares directly and 22,827 shares indirectly through the Darling Family Trust. The filing clarifies that certain unvested RSUs are directly held, correcting prior reports that showed them as indirectly held.
Upstart Holdings, Inc. (UPST) reported a Form 4 filing for its Chief Financial Officer, who is an officer and not a 10% owner. On 11/20/2025, the CFO reported two sales of common stock. One sale covered 12,624 shares at a weighted average price of $36.544, and another sale covered 1,000 shares at a weighted average price of $36.992. The explanation states these shares were sold to cover tax withholding obligations related to vesting restricted stock units. After these transactions, the reporting person beneficially owned 284,280 shares of common stock, some of which are restricted stock units where each unit represents a contingent right to receive one share, subject to vesting conditions.
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