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Upstart accounting chief exercises option for 3,650 shares

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Form Type
4

Rhea-AI Filing Summary

Natalia Mirgorodskaya, Upstart Holdings, Inc.’s Chief Accounting Officer and Controller, exercised an option covering 3,650 common shares on November 6, 2026, at an exercise price of $2.15 per share. Following the exercise, she directly held 39,525 common shares, and the option record reported 4,350 underlying shares following the transaction. The option was fully vested and exercisable as of that date.

Insider Mirgorodskaya Natalia
Role See Remarks
Type Security Shares Price Value
Exercise Employee Stock Option (Right to buy) F2 3,650 $0.00 $0.00
Exercise Common Stock F1 3,650 $2.15 $8K
Holdings After Transaction: Employee Stock Option (Right to buy) — 4,350 options (Direct); Common Stock — 39,525 shares (Direct)
Holdings Before and After: Employee Stock Option (Right to buy), 8,000 to 4,350 options (Direct); Common Stock, 35,875 to 39,525 shares (Direct)
Footnotes (2)
  1. F1. 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.
  2. F2. All of the shares subject to this option are fully vested and exercisable as of the date hereof.
Shares covered by option exercise 3,650 shares November 6, 2026
Exercise price $2.15 per share Option exercise on November 6, 2026
Direct common shares after transaction 39,525 shares Reported following the November 6, 2026 transaction
Underlying shares following transaction 4,350 shares Employee stock option; reported following the November 6, 2026 transaction
employee stock option technical
"All of the shares subject to this option are fully vested and exercisable"
An employee stock option is a promise that lets a worker buy company shares later at a predetermined price, often after they stay for a certain period or meet performance goals — think of it like a coupon that locks in today's price for a future purchase. It matters to investors because options align employees’ incentives with company performance, can increase the number of shares outstanding (dilution) when exercised, and represent a compensation cost that affects reported profits and shareholder value.
restricted stock units (RSUs) technical
"Certain of these securities are restricted stock units (RSUs)."
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
vesting schedule technical
"subject to the applicable vesting schedule and conditions of each RSU"
A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.
contingent right technical
"Each RSU represents a contingent right to receive one share"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many UPST shares did Natalia Mirgorodskaya acquire through her option exercise?

Natalia Mirgorodskaya exercised an option covering 3,650 common shares at $2.15 per share on November 6, 2026. Her directly held common stock position following the transaction was 39,525 shares.

What does UPST report about RSUs in Natalia Mirgorodskaya’s holdings?

Certain securities in the reported holdings are restricted stock units; each RSU represents a contingent right to receive one common share, subject to the applicable vesting schedule and conditions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Mirgorodskaya Natalia

(Last)(First)(Middle)
C/O UPSTART HOLDINGS, INC.
220 PARK ROAD, SUITE 500

(Street)
BURLINGAME CALIFORNIA 94010

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Upstart Holdings, Inc. [ UPST ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock11/06/2026M3,650A$2.1539,525(1)D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (Right to buy)$2.1511/06/2026M3,650 (2)12/18/2027Common Stock3,650$04,350D
Explanation of Responses:
1. 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.
2. All of the shares subject to this option are fully vested and exercisable as of the date hereof.
Remarks:
Chief Accounting Officer and Controller
/s/ Steven Madrid, by power of attorney11/10/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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