Blankmeyer Andrea 4

What Happened
Andrea Blankmeyer, Chief Financial Officer of Upstart Holdings, was granted a total of 317,433 equity awards on 2026-03-31: 169,427 restricted stock units (RSUs) and 148,006 derivative awards (performance-based RSUs/PRSUs). The awards were granted at $0.00 per share (no cash paid). These are awards (not purchases or sales) and represent contingent rights to receive shares subject to vesting and performance conditions.

Key Details

• Transaction date: 2026-03-31; Form 4 filed 2026-04-02 (appears timely).
• Awards: 169,427 RSUs (F1/F2) and 148,006 PRSUs (F3); aggregate = 317,433 units. Price per share: $0.00 (grant).
• Vesting and conditions (per footnotes):
  • RSUs (F1/F2): Each RSU converts to one share subject to a multi-stage quarterly vesting schedule — 40% vest quarterly beginning May 15, 2026 over 12 months, then 30% over the next 12 months, then 20% over the next 12 months, and the final 10% over the following 12 months, contingent on continued service.
  • PRSUs (F3): Performance-based RSUs that pay 0%–300% of target depending on total shareholder return (TSR) CAGR goals measured as of Feb 15, 2030; subject to vesting on Feb 20, 2030 and continued service through that date.
• Shares owned after the reported transaction: not specified in the provided filing excerpt.
• Filing code: A = Award/Grant; these are not sales or purchases. No tax-withholding or sale-for-tax noted in the provided details.

Context
Grants of RSUs and PRSUs are common executive compensation tools that align incentives with long-term performance; they do not involve immediate cash flow and are contingent on continued service and, for PRSUs, meeting performance targets. Because these are awards (not open-market purchases or sales), they signal compensation allocation rather than a direct insider view to buy or sell stock.