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Borrowings (Tables) | 6 Months Ended
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Jun. 30, 2025
Debt Disclosure [Abstract] |
Schedule of Aggregate Principal Outstanding of All Debt | The following table presents the aggregate principal outstanding of all borrowings that are included in the condensed consolidated balance sheets:
|  | December 31, 2024 |  | June 30, 2025
Warehouse credit facilities |  | $ | 195,605 |  |  | $ | 189,539 |
Risk retention financing facility |  | — |  |  | 29,731 |
Convertible senior notes |  | 1,230,379 |  |  | 1,230,379 |
Total payments due |  | 1,425,984 |  |  | 1,449,649 |
Unamortized debt discount |  | (23,816) |  |  | (21,170) |
Total borrowings |  | $ | 1,402,168 |  |  | $ | 1,428,479 |
The following table presents the details of the Company’s revolving warehouse credit facilities:
|  |  |  |  |  |  |  | December 31, 2024 |  | June 30, 2025
|  | Stated Interest Rate(1) |  | Termination and Maturity(2) |  | Total Borrowing Capacity(3) |  | Collateral(4) |  | Outstanding Borrowings |  | Collateral(4) |  | Outstanding Borrowings
Upstart Auto Warehouse Trust |  | Benchmark rate + 3.0% |  | April 2025 |  | $ | — |  |  | $ | 167,166 |  |  | $ | 23,228 |  |  | $ | — |  |  | $ | — |
Upstart Auto Warehouse Trust 2 |  | Benchmark rate + 0% - 4.0% |  | August 2025 - August 2026 |  | 50,000 |  |  | 19,396 |  |  | 11,353 |  |  | 11 |  |  | — |
Upstart Loan Trust |  | Benchmark rate + 2.4% - 3.8% |  | June 2027 - June 2028 |  | 325,000 |  |  | 74,541 |  |  | 34,217 |  |  | 181,728 |  |  | 115,232 |
Upstart Small Dollar Loan Trust |  | Benchmark rate + 5.5% |  | June 2027 - June 2028 |  | 100,000 |  |  | 108,980 |  |  | 61,807 |  |  | 134,723 |  |  | 74,307 |
Upstart High Yield Loan Trust |  | Benchmark rate + 2.8% |  | December 2025 - December 2026 |  | 150,000 |  |  | 87,493 |  |  | 65,000 |  |  | 7 |  |  | — |
Total |  |  |  |  |  | $ | 625,000 |  |  | $ | 457,576 |  |  | $ | 195,605 |  |  | $ | 316,469 |  |  | $ | 189,539 |
_________ (1)The interest rates on our warehouse credit facilities are floating and designed as a reference rate plus a spread. Reference rates include the Compounded Secured Overnight Financing Rate, weighted-average cost of commercial paper notes issued by the lender, and the federal funds rate. The stated interest rate excludes unused commitment fees which range from 0.5% to 1.0%. The undrawn fee for Upstart Small Dollar Loan Trust is the dollar amount of interest and fees that would have been due if the daily average aggregate outstanding principal balance was equal to 75% of the then-applicable borrowing base. (2)The first date represents the final date the Company may borrow up to the maximum capacity under the warehouse. The second date is the maturity date, when the outstanding principal amount, together with accrued and unpaid interest will be due and payable in full. (3)Total capacity is as of June 30, 2025. All amounts are committed, except for Upstart High Yield Loan Trust of $150.0 million, Upstart Small Dollar Loan Trust of $100.0 million and Upstart Loan Trust for which $150.0 million of the $325.0 million total capacity is uncommitted. As of June 30, 2025, the Upstart Auto Warehouse Trust facility has been terminated. (4)Represents the aggregate restricted cash and unpaid principal balance of loans pledged as collateral.
Schedule of Maturities of All Borrowings | The following table summarizes the aggregate amount of maturities of all borrowings:
|  | June 30, 2025
Remaining 2025 |  | $ | — |
2026 |  | 299,129 |
2027 |  | — |
2028 |  | 189,539 |
2029 |  | 431,250 |
2030 |  | 500,000 |
Thereafter |  | 29,731 |
Total |  | $ | 1,449,649 |
Convertible Debt | The following table presents details of the Notes:
|  | Interest Rate |  | Initial Conversion Rate per $1,000 Principal |  | Initial Conversion Price |  | Conversion Date
2026 Notes |  | 0.25%; payable semiannually on February 15 and August 15 |  | 3.5056 |  | $285.26 |  | May 15, 2026
2029 Notes |  | 2.00%; payable semiannually on April 1 and October 1 |  | 21.9029 |  | $45.66 |  | July 1, 2029
2030 Notes |  | 1.00%; payable semiannually on May 15 and November 15 |  | 10.8702 |  | $91.99 |  | August 15, 2030
The following table presents the components of the Notes as of December 31, 2024 and June 30, 2025:
|  | December 31, 2024 |  | June 30, 2025
|  | Principal Amount |  | Unamortized Debt Discount |  | Net Carrying Amount |  | Fair Value |  | Principal Amount |  | Unamortized Debt Discount |  | Net Carrying Amount |  | Fair Value
2026 Notes |  | $ | 299,129 |  |  | $ | (2,339) |  |  | $ | 296,790 |  |  | $ | 272,727 |  |  | $ | 299,129 |  |  | $ | (1,640) |  |  | $ | 297,489 |  |  | $ | 285,668 |
2029 Notes |  | 431,250 |  |  | (9,932) |  |  | 421,318 |  |  | 675,732 |  |  | 431,250 |  |  | (8,936) |  |  | 422,314 |  |  | 710,535 |
2030 Notes |  | 500,000 |  |  | (11,545) |  |  | 488,455 |  |  | 488,015 |  |  | 500,000 |  |  | (10,594) |  |  | 489,406 |  |  | 518,640 |
Total |  | $ | 1,230,379 |  |  | $ | (23,816) |  |  | $ | 1,206,563 |  |  | $ | 1,436,474 |  |  | $ | 1,230,379 |  |  | $ | (21,170) |  |  | $ | 1,209,209 |  |  | $ | 1,514,843 |
Schedule of Key Terms for Capped Calls | The following table sets forth other key terms for the Capped Calls related to each series of Notes:
|  | Initial Strike Price per Share, Subject to Certain Adjustments |  | Initial Cap Price per Share, Subject to Certain Adjustments |  | Shares of Common Stock Covered, Subject to Anti-Dilution Adjustments (in millions) |  | Final Expiration Date
2026 Capped Calls |  | $285.26 |  | $400.36 |  | 1.0 |  | August 15, 2026
2029 Capped Calls |  | $45.66 |  | $70.24 |  | 9.4 |  | September 27, 2029

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