On August 14, 2025, Upstart Holdings, Inc. completed an upsized offering of $690 million aggregate principal amount of convertible senior notes due 2032 in a private transaction. The offering amount included the exercise in full of the option that Upstart had granted to the initial purchasers to purchase up to an additional $90 million of notes. In connection with the offering, Upstart entered into privately negotiated capped call transactions with certain of the initial purchasers or their respective affiliates and other financial institutions.

Wilson Sonsini Goodrich & Rosati advised Upstart on the transaction. The Wilson Sonsini team that advised Upstart included:

Corporate
Allison Spinner
Shannon Delahaye
Caiti VerBrugge
Vicky Zhou

Corporate Finance
Erik Franks
Alex Weber
Jiyoon Song
Trevor Mathews

Derivatives
Andrew Ralston
Roshanne Arathoon
Angelica Lee

Tax
Myra Sutanto Shen
Anjali Krishnan
Rob Sherrill​

​​For more information, please see Upstart's 8-K filing on August 14, 2025.