Form 4: Upstart Officer Sells Shares Under 10b5-1 Plan

Upstart Holdings' Chief Accounting Officer, Natalia Mirgorodskaya, sold 866 shares of common stock for $28.79 per share under a pre-arranged 10b5-1 trading plan.

Summary

• Natalia Mirgorodskaya, Upstart Holdings, Inc.'s Chief Accounting Officer and Controller, reported the sale of 866 shares of common stock.
• The transaction occurred on February 25, 2026, at a price of $28.79 per share.
• The sale was executed pursuant to a Rule 10b5-1 trading plan, which was adopted by the reporting person on May 30, 2025.
• Following this transaction, Mirgorodskaya beneficially owns 25,289 shares, which include restricted stock units (RSUs).

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly negative event. While it's a planned sale, it still represents a reduction in insider ownership, though the pre-scheduled nature mitigates significant negative sentiment.

Positives

• The sale was conducted under a Rule 10b5-1 trading plan, indicating a pre-scheduled transaction rather than an immediate reaction to new information.

Negatives

• An insider sale, even if pre-planned, reduces the officer's direct equity stake in the company.

Industry Context

StockSavvy.ai notes that insider sales under Rule 10b5-1 plans are common practice for executives to manage their personal finances and diversify holdings while avoiding accusations of trading on material non-public information. Such pre-scheduled sales are generally viewed with less concern than unscheduled, opportunistic sales.

Stakeholder Impact

• Shareholders: A minor reduction in insider ownership, potentially signaling a slight decrease in management's direct alignment with shareholder interests, though mitigated by the 10b5-1 plan.

Key Dates

Recommendation

The insider sale is a routine transaction under a 10b5-1 plan, not indicative of new material information. It does not provide a strong signal for either buying or selling, thus a 'hold' recommendation is appropriate as the core investment thesis for UPST remains unchanged by this filing.

Keywords

Upstart Holdings, UPST, Form 4, Insider Trading, Natalia Mirgorodskaya, Chief Accounting Officer, Stock Sale, 10b5-1 Plan, Equity Transaction