UPSTART HOLDINGS INC. 2023-2024 Proxy Voting Records

Description as filed by funds: Election of Directors: Dave Girouard

UPSTART HOLDINGS INC.’s own tally for this item (“Elect Director: Dave Girouard”): 21,875,931 for, 562,958 withheld, per its Form 8-K filed May 31, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following nominees were each elected to serve as Class I directors on the Company's board of directors, each to serve until the Company's 2027 annual meeting of stockholders or until their successors are duly elected and qualified, by the following vote:”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 54 asset managers below reported 3,141,341 for, 11,472 withheld.

Showing the 25 largest of 54 asset managers. See all 54 in the interactive database.

Description as filed by funds: Election of Directors: Hilliard C. Terry, III

UPSTART HOLDINGS INC.’s own tally for this item (“Elect Director: Hilliard C. Terry, III”): 21,852,910 for, 585,979 withheld, per its Form 8-K filed May 31, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following nominees were each elected to serve as Class I directors on the Company's board of directors, each to serve until the Company's 2027 annual meeting of stockholders or until their successors are duly elected and qualified, by the following vote:”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 54 asset managers below reported 3,074,904 for, 77,909 withheld.

Showing the 25 largest of 54 asset managers. See all 54 in the interactive database.

Description as filed by funds: Election of Directors: Jeff Huber

UPSTART HOLDINGS INC.’s own tally for this item (“Elect Director: Jeff Huber”): 19,538,741 for, 2,900,148 withheld, per its Form 8-K filed May 31, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following nominees were each elected to serve as Class I directors on the Company's board of directors, each to serve until the Company's 2027 annual meeting of stockholders or until their successors are duly elected and qualified, by the following vote:”
Support: 87% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 54 asset managers below reported 2,694,664 for, 17 against, 442,993 withheld, 15,139 abstained.

Showing the 25 largest of 54 asset managers. See all 54 in the interactive database.

Description as filed by funds: The approval, on an advisory basis, of the compensation of our named executive officers.

UPSTART HOLDINGS INC.’s own tally for this item (“3. Advisory Vote on the Compensation of Named Executive Officers”): 20,182,404 for, 2,077,758 against — passed, per its Form 8-K filed May 31, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “A proposal to approve, on an advisory non-binding basis, the compensation of the Company's named executive officers, was approved by the following vote:”
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 54 managers: 2,807,784 for, 359,841 against. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 265 managers: 4,997,244 for, 1,092,414 against, 100 withheld, 18 abstained, 286 not voted. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: Ratification of the appointment of Deloitte & Touche LLP as Upstart's independent registered public accounting firm for the fiscal year ending December 31, 2024.

UPSTART HOLDINGS INC.’s own tally for this item (“2. Ratification of the Appointment of Independent Registered Public Accounting Firm”): 46,329,756 for, 564,182 against — passed, per its Form 8-K filed May 31, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “A proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the current fiscal year ending December 31, 2024, was approved by the following vote:”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 58 asset managers below reported 3,167,386 for, 343 against.

Showing the 25 largest of 58 asset managers. See all 58 in the interactive database.