Upstart Holdings Inc
For the period ended May 29, 2024. Filed Apr 5, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 29, 2024 · Filed Apr 5, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant ☒ Filed by a party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
|---|---|
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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| ☐ | Fee paid previously with preliminary materials |
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UPSTART HOLDINGS, INC.
NOTICE OF 2024 ANNUAL MEETING OF STOCKHOLDERS
To be held at 9:00 a.m. Pacific Time on Wednesday, May 29, 2024
TO STOCKHOLDERS OF UPSTART HOLDINGS, INC.:
We are pleased to invite you to virtually attend the 2024 annual meeting of stockholders (the “2024 Annual Meeting”) of Upstart Holdings, Inc., a Delaware corporation, which will be held virtually on Wednesday, May 29, 2024, at 9:00 a.m. Pacific Time. The 2024 Annual Meeting will be held virtually via a live interactive audio webcast on the Internet. If you held shares of our common stock at the close of business on April 1, 2024, you will be able to vote online and submit questions during the meeting at www.virtualshareholdermeeting.com/UPST2024. We are holding the 2024 Annual Meeting for the following purposes, as more fully described in the accompanying proxy statement:
| 1. | to elect as Class I directors the three nominees named in the accompanying proxy statement to serve until the 2027 annual meeting of stockholders and until their successors are duly elected and qualified; |
| 2. | to ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the current fiscal year ending December 31, 2024; |
| 3. | to approve, on an advisory basis, the compensation of our named executive officers; and |
| 4. | to transact such other business as may properly come before the meeting or any adjournments or postponements thereof. |
Our Board has fixed the close of business on April 1, 2024 as the record date for the meeting. Only stockholders of record on April 1, 2024 are entitled to notice of, and to vote at, the 2024 Annual Meeting. Our proxy statement contains further information regarding voting rights and the matters to be voted upon.
On or about April 5, 2024, we expect to mail to our stockholders a Notice of Internet Availability of Proxy Materials (the “Notice”), containing instructions on how to access our proxy statement for our annual meeting and our annual report to stockholders over the Internet. The Notice provides instructions on how to vote and includes instructions on how to receive a copy of our proxy materials and annual report by mail ore-mail. The Notice, our proxy statement and our annual report to stockholders can be accessed directly at the following Internet address: www.proxyvote.com, using the control number located on the Notice or, if you requested to receive a printed copy of the proxy materials, your accompanying proxy card.
Your vote is important. Whether or not you plan to attend the 2024 Annual Meeting, we urge you to submit your vote as soon as possible to ensure your shares are represented. We encourage you to submit your proxy or voting instructions via the Internet, which is convenient, helps reduce the environmental impact of our annual meeting and saves us significant postage and processing costs. For instructions on voting, please refer to your proxy card, the Notice or page 3 of the accompanying proxy statement.
We appreciate your continued support of, and continued interest in, Upstart.
By order of the Board of Directors,
Scott Darling
Chief Legal Officer and Corporate Secretary
San Mateo, California
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.