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  4. [144] Upstart Holdings, Inc. SEC Filing

Upstart (NASDAQ: UPST) officer lines up new stock sale tied to RSU taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
144

Rhea-AI Filing Summary

Upstart Holdings, Inc. (UPST) had an officer, Scott Darling, file a Notice of Proposed Sale of Securities under Rule 144. The notice covers a proposed sale of 7,696 shares of UPST common stock held at Charles Schwab & Co., Inc., with an aggregate market value listed as $216,216.00 and an expiration date of 08/20/2026.

The shares relate to equity compensation, with remarks stating that shares were sold to cover tax obligations from the settlement of vested Restricted Stock Units. During the prior three months, Darling reported additional sales of 6,634 shares valued at $190,912.00 on 05/20/2026 and 814 shares valued at $23,898.00 on 08/17/2026.

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Proposed shares to be sold 7,696 shares Common stock covered by current Rule 144 notice
Aggregate market value of proposed sale $216,216.00 Value associated with 7,696 shares in current notice
Shares sold on 05/20/2026 6,634 shares Prior 3-month sale of UPST common stock
Value of shares sold on 05/20/2026 $190,912.00 Aggregate value for 6,634 shares
Shares sold on 08/17/2026 814 shares Additional prior 3-month sale of UPST common stock
Value of shares sold on 08/17/2026 $23,898.00 Aggregate value for 814 shares
Notice expiration date 08/20/2026 Expiration date listed for the proposed Rule 144 sale
Rule 144 regulatory
"See the definition of "person" in paragraph (a) of Rule 144."
Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.
Restricted Stock Units financial
"Shares sold to cover tax obligation from settlement of vested Restricted Stock Units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Equity Compensation financial
"7696 | 08/20/2026 | Equity Compensation"
Equity compensation is pay given to employees, executives or contractors in the form of company ownership—such as stock, stock options or restricted shares—rather than just cash. It matters to investors because it can align workers' incentives with shareholders (like paying someone in slices of the same pie they help grow), but it also increases the number of shares outstanding and company expenses, affecting ownership percentages and earnings per share.

FAQ

What does the Form 144 filing disclose about UPST insider Scott Darling?
The filing discloses that officer Scott Darling has filed a notice of intent under Rule 144 to sell 7,696 shares of Upstart Holdings, Inc. (UPST) common stock, with an indicated aggregate market value of $216,216.00, related to equity compensation.

How many UPST shares are covered by the new proposed Rule 144 sale?
The new proposed sale covers 7,696 shares of Upstart Holdings, Inc. (UPST) common stock, with an aggregate market value listed as $216,216.00 and an expiration date for the notice of 08/20/2026.

What prior UPST share sales by Scott Darling are reported in this Form 144?
Over the past three months, the filing reports sales of 6,634 shares of UPST common stock valued at $190,912.00 on 05/20/2026 and 814 shares valued at $23,898.00 on 08/17/2026.

Why were UPST shares sold according to the remarks in the Form 144?
The remarks state that the UPST shares were sold to cover tax obligation arising from the settlement of vested Restricted Stock Units, indicating the sales are connected to equity compensation rather than open-market investment activity alone.

Which broker is involved in the proposed UPST share sale under Form 144?
The proposed sale of 7,696 shares of Upstart Holdings, Inc. (UPST) common stock is listed through Charles Schwab & Co., Inc., located in Westlake, Texas, as the broker handling the transaction.

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144: Filer Information

144: Issuer Information

144: Securities Information



Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold


* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.



Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

144: Remarks and Signature

Source: View Original Filing on SEC EDGAR