Possible new Upstart Holdings shares
UPSTDilution
Known so far: no new shares from the prospectus covers read · shelf not limited by the baby-shelf rule · not yet read: warrants, ATM.
Shelf room
- Room today not capped by the baby-shelf rule ($5.4B float, Jun 30, 2025)
How this is worked out
Shelf room on the S-3ASR of Feb 14, 2025: not limited by the baby-shelf rule, because the $5.4B public float stated as of Jun 30, 2025 is $75M or more. Sources: S-3ASR Feb 14, 2025, effective Feb 14, 2025 · public float, as of Jun 30, 2025.
What could become new Upstart Holdings (UPST) shares: convertible notes and options and RSUs, each with the 10-Q, 10-K, S-3 or 424B filing it comes from.
Upstart Holdings dilution ladder
Every source of new shares on record, from the filings that created it.
98.9M outstanding; up to 110.3M fully diluted, +12%
- Outstandingas of Oct 27, 2026 (10-Q filed Nov 3) · share count on the cover page98.9M
- +233K
- +11.2M
Not stated in the filings we read: an ATM program, warrants.
Counts, sizes and prices as stated in each filing; the fully diluted count is arithmetic on them. Dollars become shares only at a price a filing states. Not advice.
Financing terms to know
None found in filings since Nov 3, 2026.
Each term is quoted from the exhibit it comes from; numbers are as stated in the filing. A flag describes a financing term. It is not investment advice.
Shares outstanding
98.9M
Feb 2025 to Oct 2026: from 93.7M to 98.9M.
From the share count on the cover of each 10-Q and 10-K, dated as each cover states.
Follow Upstart Holdings
New shelves, offerings, 10-Qs and 10-Ks from UPST, explained in plain English when they reach EDGAR.
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