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.
Citadel-affiliated entities and Kenneth Griffin report shared ownership of 4,500,982 Upstart Holdings common shares, representing 4.7% of the outstanding class. The filing lists multiple reporting persons (Citadel Securities LLC, Citadel Securities Group LP, Citadel Securities GP LLC, Citadel Advisors entities, and Mr. Kenneth Griffin) and shows that the reported holdings reflect shared voting and dispositive power rather than sole control. The percentage basis is stated as 96,217,742 shares outstanding as of July 29, 2025, with market-opening positions as of October 9, 2025. The statement certifies the shares were not acquired to change or influence control.
Upstart Holdings insider Scott Darling notified the SEC of a proposed sale under Rule 144 for 1,000 common shares to be sold through Charles Schwab on 10/01/2025 on NASDAQ with an aggregate market value of $54,640. The shares were acquired and are being disposed of on 10/01/2025 via an employee stock option exercise and a cashless broker payment. The filing lists multiple prior insider sales by Scott Darling between 07/01/2025 and 09/17/2025, including transactions of 2,000; 5,000; 5,000; 4,000; 6,853; 6,402; 4,000; and 1,000 shares with corresponding gross proceeds shown for each sale.
Upstart Holdings insider Scott Darling executed an option exercise and contemporaneous sale under a Rule 10b5-1 plan on 09/17/2025. The filing shows exercise of an employee stock option to acquire 1,000 shares at an exercise price of $13.22 per share, and the sale of 1,000 shares at a weighted average price of $70.0095 per share. After these transactions the reporting person beneficially owned 123,898 shares of common stock. The filing also discloses employee stock options covering a total of 199,527 underlying shares, and that certain shares counted in holdings are restricted stock units subject to vesting.
Upstart Holdings insider transaction summary: Director and CEO David Girouard exercised an employee stock option to purchase 41,667 shares at an exercise price of $0.83 per share on 09/15/2025 under a Rule 10b5-1 trading plan adopted 08/29/2024. Immediately thereafter, the reporting person sold 34,825 shares at a weighted average price of $64.838 and 6,842 shares at a weighted average price of $65.4139, reflecting multiple sale transactions. After these transactions, Girouard reports 59,456 shares directly beneficially owned and multiple indirect holdings through trusts totaling several million shares as disclosed in footnotes.
Upstart Holdings, Inc. (UPST) Form 144 notice: The filing notifies a proposed sale of 1,000 common shares via Charles Schwab on 09/17/2025 with an aggregate market value of $70,010. The shares were acquired on the same date through an employee stock option exercise and appear to be part of a cashless exercise settled through the broker.
The filer also discloses prior dispositions by the same person, Scott Darling, totaling 33,255 shares sold across seven transactions from 07/01/2025 to 09/03/2025 with aggregate gross proceeds of approximately $2,323,462. The filing states the seller represents no undisclosed material adverse information.
Upstart Holdings, Inc. (UPST) Rule 144 notice: A holder (David Girouard) reported proposed and recent sales of common stock. The filing shows a proposed sale of 41,667 shares on 09/15/2025 through Charles Schwab, with an aggregate market value of $2,705,545 and 96,217,742 shares outstanding. The same holder completed three prior sales of 41,667 shares each on 06/20/2025, 07/15/2025, and 08/15/2025, generating gross proceeds of $2,501,984, $3,127,831, and $2,636,434, respectively. The acquisition and proposed sale on 09/15/2025 arose from an employee stock option exercise with a cashless exercise through a broker.
Scott Darling, Chief Legal Officer of Upstart Holdings, Inc. (UPST), reported contemporaneous option exercise and sale transactions effected under a Rule 10b5-1 trading plan adopted May 30, 2025. On 09/03/2025 he exercised an employee stock option with a $13.22 exercise price for 4,000 shares and immediately sold 4,000 shares in multiple transactions at a weighted average price of $69.4134. Following these transactions the reporting person held 123,898 shares of common stock and beneficial ownership of 200,527 options. The Form 4 notes that some holdings are restricted stock units subject to vesting and that option vesting occurs monthly per the original grant schedule. The filing was signed by Steven Madrid by power of attorney on 09/05/2025.
Gu Paul, Chief Technology Officer and director of Upstart Holdings, Inc. (UPST), reported option exercises and open-market sales on 09/02/2025. The reporting person exercised two employee stock options for 2,500 shares each at exercise prices of $3.80 and $8.88, increasing option-derived holdings. Concurrently, the reporting person sold 2,663 and 2,337 shares in separate transactions at weighted-average prices of $68.3518 and $68.9082, respectively. After these transactions the report shows beneficial ownership of 1,147,156 shares.
The Form 4 discloses the trades were effected under a Rule 10b5-1 trading plan adopted on May 21, 2025, notes certain holdings are restricted stock units, and confirms the reported options were fully vested and exercisable as of the transaction date.
Natalia Mirgorodskaya, Chief Accounting Officer and Controller of Upstart Holdings, Inc. (UPST), reported a sale of 1,439 shares of common stock on 09/02/2025 at a price of $69.21 per share. The filing states the sale was made pursuant to a Rule 10b5-1 trading plan adopted May 30, 2025. Following the transaction, the reporting person beneficially owned 21,081 shares, some of which are restricted stock units (RSUs) that convert to common stock upon vesting.
Kerry Whorton Cooper, a director of Upstart Holdings, Inc. (UPST), reported a sale of common stock on 09/02/2025. The filing shows 500 shares sold at $69.21 per share pursuant to a Rule 10b5-1 trading plan adopted August 29, 2024. After the sale, the reporting person beneficially owns 25,434 shares indirectly through the Edward and Kerry Cooper Living Trust and holds 4,314 restricted stock units (RSUs) that convert to common stock upon vesting. The Form 4 was signed by power of attorney on 09/04/2025.