Cooper Kerry Whorton 4

What Happened

• Kerry Whorton, a director of Upstart Holdings, received a grant of 6,476 restricted stock units (RSUs) on May 29, 2026. The RSUs were granted at $0.00 per unit (a typical equity award rather than a purchase), so the reported acquisition value is $0.

Key Details

• Transaction date: 2026-05-29; Form 4 filed: 2026-06-02.
• Transaction type/code: Award/Grant (A).
• Shares granted: 6,476 RSUs; grant price: $0.00; total cash value at grant: $0 (award, not cash sale/purchase).
• Vesting: Footnote F1 — 100% of the RSUs vest on the earlier of May 29, 2027 or the day prior to Upstart’s 2027 annual meeting, subject to continued service.
• Holdings notes: F2 indicates some shares are held in the reporting person’s IRA; F3/F4 note shares held by the Edward and Kerry Cooper Living Trust and that 4,314 shares were deposited into that trust. The filing does not specify total shares owned following this grant.
• Filing timing: The Form 4 was filed on 2026-06-02 for a 2026-05-29 transaction. Form 4s are generally required within two business days of the transaction, so this filing date is several days after the transaction date (may be later than the typical two-business-day window).

Context

• RSU grants are standard compensation for executives and directors. They represent a contingent right to receive shares if vesting conditions are met and are not an immediate purchase or sale of stock.
• Transfers into an IRA or a family trust (as noted) are ownership/estate-planning moves and do not by themselves indicate buying or selling sentiment in the open market.