Upstart Holdings, Inc. (UPST)
NASDAQ: UPST · Real-Time Price · USD
31.90
+1.18 (3.84%)
May 28, 2026, 1:40 PM EDT - Market open
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AGM 2026

May 28, 2026

Operator

Good day, welcome to Upstart Holdings 2026 Annual Stockholders Meeting. I'd like to introduce Sonya Banerjee, Vice President of Investor Relations. Go ahead, Sonya.

Sonya Banerjee
VP of Investor Relations, Upstart Holdings

Thank you, and good morning. Welcome to Upstart's 2026 Annual Stockholders Meeting. This virtual meeting is being webcast, and the replay will be available on our IR website. With me today are Paul Gu, who is our Co-Founder, CEO, and a Member of our Board, Scott Darling, our Chief Legal Officer and Corporate Secretary, and Andrea Blankmeyer, our Chief Financial Officer. Directors joining us today are Peter Bernard, Kerry Cooper, Dave Girouard, Mary Hentges, Ciaran O'Kelly, Hilliard Terry, and Tim Wennes. Also in attendance is Andra Rubenis and Julie Sonigo, representatives from Deloitte & Touche LLP, our independent registered public accounting firm, and Christina Vico, who is serving as the Inspector of Election for today's meeting. It is now 9:01 A.M. Pacific Time on May 28, 2026, and the polls are open for all matters upon which stockholders will vote.

If you have questions that you would like to ask, please submit them via the virtual meeting portal. We will answer appropriate questions that have been submitted by stockholders. Now, before Scott conducts the formal business portion of the meeting, I'd like to turn it over to Paul. Please go ahead.

Paul Gu
Co-Founder and CEO, Upstart Holdings

Thanks, Sonya. Good morning, everyone. Thank you for joining us today. I co-founded Upstart in 2012, and earlier this month, I officially became CEO. I started this company because I believed AI could fundamentally improve consumer credit. 14 years later, I'm even more confident that's true, and I believe the biggest opportunities are still ahead of us. I'll focus my comments today on where we are and where we're headed. We entered 2026 with a lot of momentum. Last year, we grew originations 86% year-on-year, revenue 64%, and we returned to GAAP profitability. Auto and home each grew about 5x. We carried that strength into Q1, with originations up 61% and revenue up 44%. As a true multi-product company backed by a deep and resilient capital base, Upstart is healthier, more diversified, and better positioned than at any point in our history.

That brings me to where we're headed. Three things are top of mind this year. First, core personal loans is our superpower. It has great margins. We're going to do a lot more of it. We'll reinvest some of those profits into building the best product and most trusted brand across every category of consumer credit. With well over 20 million unique consumers having created accounts to check their rate with Upstart, we've got a strong foundation to build on. Second, home and auto have found their place in the market. Now it's time to make them profitable. We'll get there by deepening third-party funding, scaling efficiently, and enhancing unit economics through continued model wins and automation. Third, underpinning all of this, how we run the business matters as much as what we build. You can expect us to treat equity as a real cost.

We expect our funding strategy for loans will continue to be one that relies primarily on third-party capital, which means credit performance will continue to be a top priority. It's worth noting that earlier this year, we applied for a national bank charter, which will expand our market across all 50 states and help us move even faster. Taken together, these three priorities, leaning into our core, making our newer products profitable, and operating with discipline are how we'll convert today's momentum into durable long-term value. To close, AI in credit is an unambiguous good, and our differentiated approach saves consumers time and money, and it helps lenders make better decisions. We believe the player who wins the technology race wins the market. We've got a decade-long head start, and we intend to keep extending our lead, all while making every dollar count. Thank you for your support.

We've got a lot of work to do, and I'm excited to get after it. With that, Scott, over to you

Scott Darling
Chief Legal Officer and Corporate Secretary, Upstart Holdings

Thanks, Paul. The formal portion of the annual stockholder meeting is now called to order, and the polls remain open. You may continue to vote at any time during this meeting until we announce that the polls are closed. I've received an affidavit from Broadridge certifying that written notice of this meeting, along with the related proxy materials, were timely mailed or made available on the Internet to the stockholders of record as of March 31st, 2026, the record date for this Annual Meeting. Therefore, this meeting has been duly called. A list of the holders of Upstart common stock as of the record date for this meeting is available for examination by any stockholder or by any holder of a proxy representing a stockholder.

To access the list during today's Annual Meeting, please visit www.virtualshareholdermeeting.com/upst2026 and enter the 16-digit control number provided on your proxy card, voting instruction form, or notice of Internet availability of proxy materials. As of the record date of this Annual Meeting, 95,707,260 shares of common stock are outstanding and entitled to be voted on at the meeting. Ms. Vico has determined that outstanding shares of our common stock, collectively representing a majority of the voting power entitled to be voted, are present or represented by proxy. Therefore, we have a quorum and may proceed with the meeting. At this time, we will consider the items of business on the agenda. We have three proposals to vote on today. Proposal one, election of directors. Our board is divided into three classes whose members have staggered three-year terms.

The terms of office of Class III directors, Kerry Cooper, Mary Hentges, Ciaran O'Kelly, expire at this Annual Meeting. The board has nominated Ms. Cooper, Ms. Hentges, and Mr. O'Kelly for re-election to the board as Class III directors for a three-year term. The nominees currently serve on the board, and biographical information about each nominee is included in our proxy statement filed with the SEC on April 16, 2026. The board recommends a vote for each nominee. Directors will be elected by a plurality of the votes cast, meaning the nominees receiving the highest number of votes will be elected. Proposal two is the ratification of our independent registered public accounting firm. The audit committee of the board has appointed Deloitte & Touche to serve as our independent registered public accounting firm for the fiscal year ended December 31, 2026. The board asks stockholders to ratify this appointment.

The board recommends a vote for Proposal two. Approval requires a majority of the shares present or represented by proxy and entitled to vote on the matter. Proposal three is an approval on an advisory basis of the compensation of our named executive officers. We're providing our stockholders with the opportunity to approve on an advisory and non-binding basis the compensation of our named executive officers, commonly known as a Say- on-P ay vote. The board recommends a for vote for this proposal. As an advisory vote, the result of this proposal is non-binding. If you have not voted your shares or submitted your proxy, please do so electronically in accordance with the instructions posted on the website.

If you have already voted or submitted a proxy online or by telephone or mail, you do not need to vote again unless you wish to change the proxy or voting instructions you previously gave. Upstart's proxy holders will vote your shares as indicated on your proxy card or voting instructions. If you are a registered or record holder of Upstart common stock and you signed and submitted a proxy card for Upstart but did not indicate any instructions, your shares will be voted for the election of Class III directors for Proposal two and for Proposal three. Are there any questions on the proposals or our business operations? The polls will be closing shortly. Okay. It is now 9:08 A.M. Pacific Time on May twenty-eighth, 2026, and the polls, including electronic voting, are hereby closed.

We will now announce the preliminary voting results on the matters submitted to stockholders at today's meeting. Please note that these results are based on the preliminary tabulation by our Inspector of Elections and are subject to confirmation of the final certified results, which will be filed with the Securities and Exchange Commission on Form 8-K. With respect to Proposal one, election of directors, the preliminary voting results indicate that all director nominees have been elected. With respect to Proposal two, the ratification of the independent registered public accounting firm, the preliminary results indicate that this proposal has been approved. With respect to Proposal three, approval on an advisory basis of the compensation of named executive officers, the preliminary results indicate that this proposal has been approved as well. These preliminary results will be confirmed on our Form 8-K filing as noted. That concludes the formal portion of today's meeting.

On behalf of the Board of Directors and management team, I would like to thank all of our stockholders for their continued support and participation. I now declare the 2026 Annual Meeting to be adjourned.

Operator

The conference has now concluded. Thank you for attending today's presentation.

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