| Type | Sym | Class | Transaction | Value $ | Shares | Change % | Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | UPST | Common Stock | Sale | -$1.76 M | -9.23 K | -0.1% | $190.31 | 9.49 M | Nov 23, 2021 | See Footnote. | F1, F2 |
| transaction | UPST | Common Stock | Sale | -$1.39 M | -7.25 K | -0.08% | $191.41 | 9.48 M | Nov 23, 2021 | See Footnote. | F1, F3 |
| transaction | UPST | Common Stock | Sale | -$2.41 M | -12.5 K | -0.13% | $192.60 | 9.47 M | Nov 23, 2021 | See Footnote. | F1, F4 |
| transaction | UPST | Common Stock | Sale | -$3.53 M | -18.2 K | -0.19% | $193.58 | 9.45 M | Nov 23, 2021 | See Footnote. | F1, F5 |
| transaction | UPST | Common Stock | Sale | -$4.28 M | -22 K | -0.23% | $194.39 | 9.43 M | Nov 23, 2021 | See Footnote. | F1, F6 |
| transaction | UPST | Common Stock | Sale | -$6.01 M | -30.8 K | -0.33% | $195.47 | 9.4 M | Nov 23, 2021 | See Footnote. | F1, F7 |
| transaction | UPST | Common Stock | Sale | -$3.71 M | -18.5 K | -0.2% | $200.43 | 9.38 M | Nov 23, 2021 | See Footnote. | F1, F8 |
| transaction | UPST | Common Stock | Sale | -$4.14 M | -20.5 K | -0.22% | $201.35 | 9.36 M | Nov 23, 2021 | See Footnote. | F1, F9 |
| transaction | UPST | Common Stock | Sale | -$5.12 M | -25.3 K | -0.27% | $202.54 | 9.34 M | Nov 23, 2021 | See Footnote. | F1, F10 |
| transaction | UPST | Common Stock | Sale | -$3.17 M | -15.6 K | -0.17% | $203.61 | 9.32 M | Nov 23, 2021 | See Footnote. | F1, F11 |
| transaction | UPST | Common Stock | Sale | -$3.07 M | -15 K | -0.16% | $204.59 | 9.31 M | Nov 23, 2021 | See Footnote. | F1, F12 |
| transaction | UPST | Common Stock | Sale | -$1.04 M | -5.08 K | -0.05% | $205.38 | 9.3 M | Nov 23, 2021 | See Footnote. | F1, F13 |
| Id | Content |
|---|---|
| F1 | The shares of Common Stock, par value $0.0001 per share of the Issuer (the "Common Stock") set forth herein are held by or on behalf of certain funds (the "Funds") managed or advised by Third Point LLC ("Third Point"). Daniel S. Loeb is the Chief Executive Officer of Third Point. By reason of the provisions of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, Third Point and Mr. Loeb may be deemed to be the beneficial owners of the securities beneficially owned by the Funds. Third Point and Mr. Loeb hereby disclaim beneficial ownership of all such securities, except to the extent of any indirect pecuniary interest therein. |
| F2 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.00 to $190.95, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 2 to this Form 4. |
| F3 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $191.00 to $191.97, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 3 to this Form 4. |
| F4 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $192.00 to $192.975, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 4 to this Form 4. |
| F5 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $193.00 to $193.99, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 5 to this Form 4. |
| F6 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $194.00 to $194.97, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 6 to this Form 4. |
| F7 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.00 to $195.58, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 7 to this Form 4. |
| F8 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.00 to $200.995, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 8 to this Form 4. |
| F9 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.00 to $201.995, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 9 to this Form 4. |
| F10 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $202.00 to $202.995, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 10 to this Form 4. |
| F11 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $203.00 to $203.99, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 11 to this Form 4. |
| F12 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $204.00 to $204.99, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 12 to this Form 4. |
| F13 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $205.00 to $205.73, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 13 to this Form 4. |
The Power of Attorney granted by Daniel S. Loeb in favor of William Song and Joshua L. Targoff, dated February 17, 2021, was previously filed with the SEC on March 4, 2021 as Exhibit 24 to the Form 4 filed by Third Point LLC and Daniel S. Loeb with respect to Radius Global Infrastructure, Inc. and is incorporated herein by reference.