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Washington, D.C. 20549_________________________FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September30, 2025OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from_________to________Commission File Number: 001-39797 Upstart Holdings, Inc. (Exact name of registrant as specified in its charter)_________________________ 46-4332431(I.R.S. EmployerIdentification No.) Delaware(State or other jurisdiction ofincorporation or organization) Upstart Holdings, Inc.2950 S. Delaware Street, Suite 410San Mateo, CA 94403(Address of principal executive offices, including zip code)(833) 212-2461(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or forsuch shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter)during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See thedefinitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Accelerated filer☐Smaller reporting company☐Emerging growth company☐ Large accelerated filer☒Non-accelerated filer☐ Upstart Holdings, Inc.FORM 10-QTABLE OF CONTENTS SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS PART I. FINANCIAL INFORMATIONItem 1.Financial Statements Condensed Consolidated Balance SheetsCondensed Consolidated Statements of Operations and Comprehensive Income (Loss)Condensed Consolidated Statements of Stockholders’ EquityCondensed Consolidated Statements of Cash FlowsNotes to the Condensed Consolidated Financial StatementsItem 2.Management’s Discussion and Analysis of Financial Condition and Results of OperationsItem 3.Quantitative and Qualitative Disclosures About Market RiskItem 4.Controls and Procedures PART II. OTHER INFORMATION Item 1.Legal ProceedingsItem 1A.Risk FactorsItem 2.Unregistered Sales of Equity Securities and Use of ProceedsItem 3.Defaults Upon Senior SecuritiesItem 4.Mine Safety DisclosuresItem 5.Other InformationItem 6.ExhibitsSignatures SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, asamended, and Section 21E of the Securities Exchange Act of 1934, as amended, which statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-lookingstatements because they contain words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “seek,” “could,” “would,” “intend,” “target,” “aim,”“project,” “contemplate,” “believe,” “estimate,” “predict,” “potential,” or “continue,” or the negative of these words or other similar terms or expressionsthat concern our expectations, strategy, plans, or intentions. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but arenot limited to, statements about: •our future financial performance, including our expectations regarding our revenue, operating expenses, and our ability to determine reservesand achieve and maintain profitability;•our ability to improve the effectiveness and predictiveness of our AI models and our expectations that improvements in our AI models canlead to higher approval rates and lower interest rates;•our ability to increase the volume of loans facilitated through our AI lending marketplace;•our ability to successfully maintain a diversified and resilient loan funding strategy, including lending partnerships, whole loan sales,committed capital, and other co-investmentarrangements and securitization transactions;•our capital allocation plans, including expectations regarding funding loans through our balance sheet and allocations of cash and timing forany share repurchases and other investments;•our ability to maintain competitive interest rates offered to borrowers on our platform, while enabling our lending partners and institutionalinvestors to achieve an adequate return over their cost of funding;•our ability to successfully build our brand and protect o