| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | UPST | Common Stock | Sale | -$100K | -508 | -0.09% | $196.75* | 573K | Dec 1, 2021 | See Footnote | F1, F2, F3, F4 |
| transaction | UPST | Common Stock | Sale | -$102K | -512 | -0.09% | $198.94* | 573K | Dec 1, 2021 | See Footnote | F1, F4, F5 |
| transaction | UPST | Common Stock | Sale | -$122K | -612 | -0.11% | $199.92* | 572K | Dec 1, 2021 | See Footnote | F1, F4, F6 |
| transaction | UPST | Common Stock | Sale | -$149K | -740 | -0.13% | $201.23* | 571K | Dec 1, 2021 | See Footnote | F1, F4, F7 |
| transaction | UPST | Common Stock | Sale | -$258K | -1.28K | -0.22% | $202.01* | 570K | Dec 1, 2021 | See Footnote | F1, F4, F8 |
| transaction | UPST | Common Stock | Sale | -$38.2K | -188 | -0.03% | $203.11* | 570K | Dec 1, 2021 | See Footnote | F1, F4 |
| transaction | UPST | Common Stock | Sale | -$129K | -633 | -0.11% | $204.23* | 569K | Dec 1, 2021 | See Footnote | F1, F4, F9 |
| transaction | UPST | Common Stock | Sale | -$221K | -1.08K | -0.19% | $205.56* | 568K | Dec 1, 2021 | See Footnote | F1, F4, F10 |
| transaction | UPST | Common Stock | Sale | -$87.5K | -424 | -0.07% | $206.41* | 568K | Dec 1, 2021 | See Footnote | F1, F4, F11 |
| transaction | UPST | Common Stock | Sale | -$58.2K | -280 | -0.05% | $207.83* | 567K | Dec 1, 2021 | See Footnote | F1, F4, F12 |
| transaction | UPST | Common Stock | Sale | -$70.6K | -359 | -0.06% | $196.66* | 573K | Dec 1, 2021 | See Footnote | F13, F14, F15 |
| transaction | UPST | Common Stock | Sale | -$122K | -614 | -0.11% | $198.44* | 573K | Dec 1, 2021 | See Footnote | F13, F15, F16 |
| transaction | UPST | Common Stock | Sale | -$96.1K | -482 | -0.08% | $199.41* | 572K | Dec 1, 2021 | See Footnote | F13, F15, F17 |
| transaction | UPST | Common Stock | Sale | -$119K | -595 | -0.1% | $200.63* | 572K | Dec 1, 2021 | See Footnote | F13, F15, F18 |
| transaction | UPST | Common Stock | Sale | -$330K | -1.64K | -0.29% | $201.81* | 570K | Dec 1, 2021 | See Footnote | F13, F15, F19 |
| transaction | UPST | Common Stock | Sale | -$37.7K | -186 | -0.03% | $202.56* | 570K | Dec 1, 2021 | See Footnote | F13, F15 |
| transaction | UPST | Common Stock | Sale | -$155K | -759 | -0.13% | $204.49* | 569K | Dec 1, 2021 | See Footnote | F13, F15, F20 |
| transaction | UPST | Common Stock | Sale | -$219K | -1.06K | -0.19% | $206.01* | 568K | Dec 1, 2021 | See Footnote | F13, F15, F21 |
| transaction | UPST | Common Stock | Sale | -$79.5K | -384 | -0.07% | $206.94* | 568K | Dec 1, 2021 | See Footnote | F13, F15, F22 |
| transaction | UPST | Common Stock | Sale | -$35.4K | -170 | -0.03% | $207.97* | 567K | Dec 1, 2021 | See Footnote | F13, F15 |
| Id | Content |
|---|---|
| F1 | The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on May 28, 2021 by the JRG 2020 EXEMPT GIFT TRUST, dated October 19, 2020 (the "JRG Trust"). |
| F2 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $196.425 to $197.385. The Reporting Person undertakes 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 footnote (2), footnotes (5) through (12), and footnotes (16) through (22) to this Form 4. |
| F3 | The number of shares held reflects the transfer of 407,673 shares from Tristen Baird Willard, as trustee of the JRG Trust, to David J. Girouard, as trustee of the Girouard 2020 GRAT, dated October 19, 2020 (the "2020 GRAT"). |
| F4 | These shares are held by the JRG Trust. |
| F5 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.37 to $199.34. |
| F6 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.565 to $200.335. |
| F7 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.67 to $201.66. |
| F8 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.67 to $202.50. |
| F9 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $204.17 to $205.005. |
| F10 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $205.22 to $206.09. |
| F11 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $206.29 to $206.79. |
| F12 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $207.59 to $207.97. |
| F13 | The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on May 28, 2021 by the TMG 2020 EXEMPT GIFT TRUST, dated October 19, 2020 ("the TMG Trust"). |
| F14 | The number of shares held reflects the transfer of 407,673 shares from Tristen Baird Willard, as trustee of the TMG Trust, to the 2020 GRAT. |
| F15 | These shares are held by the TMG Trust. |
| F16 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.02 to $198.88. |
| F17 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.13 to $199.62. |
| F18 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.29 to $200.95. |
| F19 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.49 to $202.07. |
| F20 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $204.24 to $205.22. |
| F21 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $205.54 to $206.29. |
| F22 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $206.67 to $207.59. |
Due to a 30 line item limitation in Table I, this is the second of two Forms 4 filed by Dave Girouard.