Upstart Holdings, Inc. (UPST): debt financing — Upstart issues $690M 0% convertible notes due 2032, repurchases $232.6M of 2026 notes

Upstart Holdings, Inc.

Issued $690M aggregate principal of 0% Convertible Senior Notes due 2032; initial conversion price ~$82.50 per share.
Net proceeds ~$675.5M; $55.2M used for capped call transactions covering ~8.4M shares with cap price $126.92.
Used ~$224.4M to repurchase ~$232.6M of outstanding 0.25% Convertible Senior Notes due 2026.
Capped call expected to reduce dilution upon conversion; potential dilution beyond cap price.
Notes mature Feb 15, 2032, are senior unsecured, and redeemable after Aug 20, 2028 if stock price condition met.

item 1.01 item 1.02 item 2.03 item 3.02 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Upstart Holdings, Inc. incurred convertible notes of $690.0 million with U.S. Bank Trust Company, National Association at 0% maturing February 15, 2032.

Instrument: convertible notes
Principal: $690.0 million
Counterparty: U.S. Bank Trust Company, National Association
Rate: 0%
Maturity: February 15, 2032
Event: incurrence

Exact text from the filing

issued $690.0 million in aggregate principal amount of its 0% Convertible Senior Notes due 2032 (the “Notes”) pursuant to an indenture (the “Indenture”), dated August 14, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee.

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102 debt financings filed in the last 30 days. Browse all debt financings →

Upstart Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001193125-25-180825

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