Upstart Holdings Files 8-K on Material Agreements & Equity Sales
Ticker: UPST · Form: 8-K · Filed: Sep 19, 2024 · CIK: 1647639
| Field | Detail |
|---|---|
| Company | Upstart Holdings, INC. (UPST) |
| Form Type | 8-K |
| Filed Date | Sep 19, 2024 |
| Risk Level | medium |
| Pages | 10 |
| Reading Time | 12 min |
| Key Dollar Amounts | $0.0001, $431.25 million, $1,000, $45.66, $50.0 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, financial-obligation, equity-sale
TL;DR
Upstart 8-K: New deals, debt, and stock sales filed. Watch closely.
AI Summary
Upstart Holdings, Inc. filed an 8-K on September 19, 2024, reporting on several key events. These include entering into a material definitive agreement, creating a direct financial obligation, unregistered sales of equity securities, and other events. The filing details the company's principal executive offices located at 2950 S. Delaware Street, Suite 410, San Mateo, CA 94403.
Why It Matters
This 8-K filing signals significant corporate actions by Upstart, including new financial obligations and equity transactions, which could impact its financial structure and investor outlook.
Risk Assessment
Risk Level: medium — The filing indicates material definitive agreements and financial obligations, which inherently carry risks that need further investigation.
Key Players & Entities
- Upstart Holdings, Inc. (company) — Registrant
- 2950 S. Delaware Street, Suite 410 (location) — Principal executive offices
- San Mateo, CA 94403 (location) — Principal executive offices
FAQ
What is the nature of the material definitive agreement entered into by Upstart Holdings, Inc.?
The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not provided in the provided text.
What is the direct financial obligation or off-balance sheet arrangement created by Upstart?
The filing states the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement, but the specifics are not detailed in the excerpt.
When was the report filed with the SEC?
The report was filed on September 19, 2024.
What is Upstart Holdings, Inc.'s principal executive office address?
The principal executive offices are located at 2950 S. Delaware Street, Suite 410, San Mateo, CA 94403.
What types of events are reported in this 8-K filing?
The filing reports on the entry into a material definitive agreement, creation of a direct financial obligation, unregistered sales of equity securities, and other events.
Filing Stats: 2,922 words · 12 min read · ~10 pages · Grade level 13.1 · Accepted 2024-09-19 16:07:28
Key Financial Figures
- $0.0001 — ch registered: Common Stock, par value $0.0001 per share UPST Nasdaq Global Select
- $431.25 million — t Holdings, Inc. (the "Company") issued $431.25 million in aggregate principal amount of its 2.
- $1,000 — $0.0001 per share ("Common Stock"), per $1,000 principal amount of Notes (which is equ
- $45.66 — itial conversion price of approximately $45.66 per share). The conversion rate will be
- $50.0 million — tedness for money borrowed in excess of $50.0 million (or its foreign currency equivalent) in
- $420.9 m — ds from the offering were approximately $420.9 million, after deducting the Initial Purc
- $40.9 million — ffering. The Company used approximately $40.9 million of the net proceeds from the offering t
- $302.5 million — ddition, the Company used approximately $302.5 million of the net proceeds from the offering
- $334.2 million — he repurchase for cash of approximately $334.2 million aggregate principal amount of the 2026
- $70.24 — tions each have an initial cap price of $70.24 per share. The Capped Call Transactions
- $375.0 million — Initial Purchasers"), to issue and sell $375.0 million in aggregate principal amount of the No
- $56.25 million — option to purchase up to an additional $56.25 million in aggregate principal amount of Notes
- $300,000,000 — lease announcing its intention to offer $300,000,000 aggregate principal amount of convertib
- $375,000,000 — e upsize and pricing of its offering of $375,000,000 aggregate principal amount of the Notes
Filing Documents
- d892536d8k.htm (8-K) — 46KB
- d892536dex41.htm (EX-4.1) — 618KB
- d892536dex101.htm (EX-10.1) — 176KB
- d892536dex991.htm (EX-99.1) — 10KB
- d892536dex992.htm (EX-99.2) — 13KB
- g892536dsp84.jpg (GRAPHIC) — 3KB
- g892536dsp85.jpg (GRAPHIC) — 3KB
- g892536dsp86.jpg (GRAPHIC) — 3KB
- g892536dsp87.jpg (GRAPHIC) — 4KB
- g892536dsp89.jpg (GRAPHIC) — 3KB
- g892536dsp90.jpg (GRAPHIC) — 5KB
- 0001193125-24-222101.txt ( ) — 1201KB
- upst-20240916.xsd (EX-101.SCH) — 3KB
- upst-20240916_lab.xml (EX-101.LAB) — 18KB
- upst-20240916_pre.xml (EX-101.PRE) — 11KB
- d892536d8k_htm.xml (XML) — 4KB
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Indenture, dated September 19, 2024, between Upstart Holdings, Inc. and U.S. Bank Trust Company, National Association. 4.2 Form of 2.00% Convertible Senior Note due 2029 (included in Exhibit 4.1). 10.1 Form of Capped Call Confirmation. 99.1 Press Release, dated September 16, 2024. 99.2 Press Release, dated September 16, 2024. 104 Cover Page Interactive Data File (formatted as inline XBRL).
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Upstart Holdings, Inc. Dated: September 19, 2024 By: /s/ Sanjay Datta Sanjay Datta Chief Financial Officer