UPST — what changed in the latest 10-Q
A section-by-section comparison of UPST's newest periodic SEC filing (10-K/10-Q) against the prior same-form filing: paragraphs added and removed per section, with verbatim excerpts. Purely a deterministic text diff — no similarity scores, no directional read, not investment advice.
Comparing 10-Q · 2026-11-03 vs the prior 10-Q · 2026-08-04
| Section | Outcome | Added | Removed | Minor | Unchanged |
|---|---|---|---|---|---|
| MD&A | Text added/removed | +43 | −41 | ~26 | 88 |
| Market risk (Item 3) | Text added/removed | 0 | 0 | ~12 | 6 |
| Controls & procedures | Text added/removed | 0 | 0 | ~3 | 1 |
| Legal proceedings | No paragraph-level changes | 0 | 0 | 0 | 1 |
| Risk factors | Text added/removed | 0 | −2 | ~15 | 240 |
| Other information | Text added/removed | +3 | −9 | ~2 | 2 |
Counts are paragraphs; added/removed means text added or removed vs the prior filing — no direction or judgement implied.
Representative excerpts
Up to 5 excerpts of about 300 characters per section, quoted verbatim from the two SEC filings.
MD&A
Text added vs the prior filing · source: 10-Q · 2026-11-03
1 Beginning in the second quarter of 2026, auto refinance loans are no longer offered on our platform.
We retain certain loans on our balance sheet for R&D purposes, including to test and evaluate our AI models for newer products and to aid in price discovery. As of September 30, 2026, 51% of loans held on our balance sheet were for R&D purposes, primarily related to our seasoned auto refinance, auto…
First, credit performance impacts the value of our assets and liabilities as well as our results of operations. For example, changes in credit performance affect the fair value of the loans held on our balance sheet, as well as the related adjustments and interest income recognized in our results of…
Second, our expectations for future credit performance inform the interest rates offered to borrowers on our marketplace and affect the number of loans we can approve on competitive terms. Because we have historically limited the maximum annual percentage rates offered on Upstart-powered loans, chan…
Third, the returns earned by our lending partners and institutional investors on Upstart-powered loans may affect their willingness to continue to provide capital to our marketplace. Capital providers generally evaluate these returns relative to alternative investment opportunities. As of September …
Text removed vs the prior filing · source: 10-Q · 2026-08-04
We retain certain loans on our balance sheet for R&D purposes, including to test and evaluate our AI models for newer products and to aid in price discovery. As of June 30, 2026, 51% of loans held on our balance sheet were for R&D purposes, primarily related to our seasoned auto refinance, auto reta…
achieve market fit, we no longer consider them as R&D. For example, during the quarter ended June 30, 2026, newly originated auto refinance, auto retail loans and HELOCs were no longer classified as R&D.
We evaluate the credit performance of our loans by comparing the target returns expected at the time of origination to the returns received by our lending partners, institutional investors, or us. The target return, a critical component of our loan pricing, is calculated using estimated cash flows, …
An equal investment in all vintages of Upstart-powered personal loans originated in the second quarter of 2023 through the first quarter of 2026 is currently expected to deliver annual returns in line with a blended target of approximately 10.8% after servicing fees.
At a more granular level, the quarterly vintages originated in the second quarter of 2023 through the first quarter of 2024 and in the fourth quarter of 2024 are currently forecasted to underperform relative to their target returns. Quarterly vintages originated in the second and third quarter of 20…
Risk factors
Text removed vs the prior filing · source: 10-Q · 2026-08-04
unreliable, or if our access to key data sources is terminated or interrupted, our models may not perform as expected and our ability to evaluate credit risk or price loans may be adversely affected.
performance have in the past and could in the future result in fewer borrowers being approved for loans on our platform.
Other information
Text added vs the prior filing · source: 10-Q · 2026-11-03
Name and title of director and officer: Dave Girouard, Former Chief Executive Officer, Executive Chairman
Aggregate number of securities to be sold from time to time: up to 1,490,596 shares of common stock, including up to 1,356,704 shares issuable upon the exercise of outstanding options and up to 133,892 founder shares held through two trusts.
None of the Company’s other officers or directors adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” or adopted, modified, or terminated a “non-Rule 10b5-1 trading arrangement” (as defined under Item 408(a) of Regulation S-K) during the quarter ended September 30, 2026.
Text removed vs the prior filing · source: 10-Q · 2026-08-04
Name and title of officer: Andrea Blankmeyer, Chief Financial Officer
Aggregate number of securities to be sold from time to time: up to 43,784 shares, including shares to be received upon the vesting of RSUs (including any RSU grants awarded during the duration of the trading arrangement), net of shares withheld to cover tax obligations upon the vesting.
Name and title of officer: Scott Darling, Chief Legal Officer and Secretary
Duration of the trading arrangement: Through February 28, 2027 or earlier if all transactions under the trading arrangement are completed
Aggregate number of securities to be sold from time to time: up to 260,344 shares, including shares issuable upon the exercise of outstanding options upon reaching the pricing targets defined in the trading arrangement, plus any additional shares to be received upon the vesting of RSUs to occur on v…
How to read Risk Factors (Item 1A) in a 10-Q
A 10-Q risk-factor section usually takes one of three forms; this page classifies it as one of:
- Pointer — the filer states there have been no material changes and points back to the annual 10-K risk factors; there is no own risk text to compare this quarter.
- Partial update — the filer carves out specific updated risks ("except as set forth below"); the excerpts show exactly what is new this quarter.
- Restated in full — the quarter carries the complete risk-factor text. When the prior quarter was only a pointer there is no prior full text to diff against, so the page flags the section as restated instead.
This describes the filing structure only — it is never a judgement on whether risk went up or down.
Source: text-level diff of the two SEC EDGAR filings · deterministic (no AI-generated content) · for reference only · not investment advice