Girouard Dave 4

What Happened

• Dave Girouard, a reported 10% owner of Upstart Holdings (UPST), made open-market purchases on May 7, 2026, acquiring 169,940 shares at an average price of $29.37 (reported value $4,990,679) and an additional 300 shares at $29.76 (reported value $8,928). Total acquired: 170,240 shares for $4,999,607 (about $5.0M).
• These were purchases (buying stock), which are typically viewed as a more informative/“bullish” insider action than routine sales, though filings do not state the insider’s motivation.

Key Details

• Transaction date: 2026-05-07; Form 4 filed: 2026-05-08 (appears timely).
• Prices and values: 169,940 @ $29.37 = $4,990,679; 300 @ $29.76 = $8,928; total ≈ $4,999,607.
• Shares owned after transaction: Not reported in this Form 4.
• Notable footnotes:
  • F1: Indicates the reported price is a weighted-average and references multiple transaction prices in the range $28.74–$29.735; the reporting person can provide a breakdown on request.
  • F2–F7: Note that various portions of the holdings are held in trusts (2008 D&T Girouard Revocable Trust; DTG GRAT LLC; and several trusts for Tristen Baird Willard as trustee).
• Filing timeliness: Filed the day after the transactions; no late filing flag noted in this record.

Context

• As a 10% owner, Girouard is a significant holder (not necessarily an executive trade); purchases by large holders can reflect portfolio/estate moves as well as confidence, but the filing provides no motive.
• Trust-designated holdings (per footnotes) indicate some shares are held for estate or gift-planning purposes; such placements are not the same as a direct personal purchase for trading purposes.