Upstart (UPST) 10-Q 8 Aug 22 2022 Q2 Quarterly report Financial data

Cover Page

Cover Page - shares	6 Months Ended
	Jun. 30, 2022	Jul. 29, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2022
Document Transition Report	false
Entity File Number	001-39797
Entity Registrant Name	Upstart Holdings, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-4332431
Entity Address, Address Line One	2950 S. Delaware Street
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	San Mateo
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94403
City Area Code	650
Local Phone Number	204-1000
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	UPST
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		81,348,003
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Entity Central Index Key	0001647639
Current Fiscal Year End Date	--12-31

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands		Jun. 30, 2022	Dec. 31, 2021
Assets
Cash		$ 790,431	$ 986,608
Restricted cash		123,990	204,633
Loans (at fair value)		623,763	252,477
Property, equipment, and software, net		36,054	24,259
Operating lease right of use assets		90,352	96,118
Non-marketable equity securities		41,000	40,000
Goodwill		67,062	67,062
Intangible assets, net		17,768	19,906
Other assets (includes $26,676 and $39,869 at fair value as of December 31, 2021 and June 30, 2022, respectively)		126,598	129,392
Total assets	[1]	1,917,018	1,820,455
Liabilities:
Accounts payable		22,030	6,563
Payable to investors		105,712	107,598
Borrowings		856,555	695,432
Accrued expenses and other liabilities (includes $13,095 and $11,812 at fair value as of December 31, 2021 and June 30, 2022, respectively)		75,785	103,418
Operating lease liabilities		99,865	100,366
Total liabilities	[1]	1,159,947	1,013,377
Stockholders’ equity:
#REF!		8	8
Additional paid-in capital		688,021	740,849
Retained earnings		69,042	66,221
Total stockholders’ equity		757,071	807,078
Total liabilities and stockholders’ equity		$ 1,917,018	$ 1,820,455
[1]The following table presents information on assets and liabilities related to variable interest entities (“VIEs”) that are consolidated by Upstart Holdings, Inc. at December 31, 2021 and June 30, 2022. The assets in the table below may only be used to settle obligations of consolidated VIEs and are in excess of those obligations. The holders of the beneficial interests do not have recourse to the general credit of Upstart Holdings, Inc. The assets and liabilities in the table below include third-party assets and liabilities of consolidated VIEs and exclude intercompany balances that eliminate in consolidation. December 31, June 30, 2021 2022 Assets Cash $ 7,700 $ 1,326 Restricted cash 79,561 11,460 Loans (at fair value) 245,972 607,830 Other assets (includes $7,571 and $4,310 at fair value as of December 31, 2021 and June 30, 2022, respectively) 8,792 7,253 Total assets $ 342,025 $ 627,869 Liabilities Borrowings 48,536 208,123 Other liabilities 778 3,890 Total liabilities 49,314 212,013 Total net assets $ 292,711 $ 415,856

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands		Jun. 30, 2022	Dec. 31, 2021
Other assets at fair value		$ 39,869	$ 26,676
Accrued expenses and other liabilities at fair value		$ 11,812	$ 13,095
Common stock, par value (in dollars per share)		$ 0.0001	$ 0.0001
Common stock, authorized (in shares)		700,000,000	700,000,000
Common stock, issued (in shares)		82,188,372	83,659,665
Common stock, outstanding (in shares)		82,188,372	83,659,665
Assets
Cash		$ 790,431	$ 986,608
Restricted cash		123,990	204,633
Loans (at fair value)		623,763	252,477
Other assets (includes $26,676 and $39,869 at fair value as of December 31, 2021 and June 30, 2022, respectively)		126,598	129,392
Total assets	[1]	1,917,018	1,820,455
Other assets at fair value		39,869	26,676
Liabilities:
Borrowings		856,555	695,432
Accrued expenses and other liabilities (includes $13,095 and $11,812 at fair value as of December 31, 2021 and June 30, 2022, respectively)		75,785	103,418
Total liabilities	[1]	1,159,947	1,013,377
Total stockholders’ equity		757,071	807,078
Variable Interest Entity, Primary Beneficiary
Other assets at fair value		4,310	7,571
Assets
Cash		1,326	7,700
Restricted cash		11,460	79,561
Loans (at fair value)		607,830	245,972
Other assets (includes $26,676 and $39,869 at fair value as of December 31, 2021 and June 30, 2022, respectively)		7,253	8,792
Total assets		627,869	342,025
Other assets at fair value		4,310	7,571
Liabilities:
Borrowings		208,123	48,536
Accrued expenses and other liabilities (includes $13,095 and $11,812 at fair value as of December 31, 2021 and June 30, 2022, respectively)		3,890	778
Total liabilities		212,013	49,314
Total stockholders’ equity		$ 415,856	$ 292,711
[1]The following table presents information on assets and liabilities related to variable interest entities (“VIEs”) that are consolidated by Upstart Holdings, Inc. at December 31, 2021 and June 30, 2022. The assets in the table below may only be used to settle obligations of consolidated VIEs and are in excess of those obligations. The holders of the beneficial interests do not have recourse to the general credit of Upstart Holdings, Inc. The assets and liabilities in the table below include third-party assets and liabilities of consolidated VIEs and exclude intercompany balances that eliminate in consolidation. December 31, June 30, 2021 2022 Assets Cash $ 7,700 $ 1,326 Restricted cash 79,561 11,460 Loans (at fair value) 245,972 607,830 Other assets (includes $7,571 and $4,310 at fair value as of December 31, 2021 and June 30, 2022, respectively) 8,792 7,253 Total assets $ 342,025 $ 627,869 Liabilities Borrowings 48,536 208,123 Other liabilities 778 3,890 Total liabilities 49,314 212,013 Total net assets $ 292,711 $ 415,856

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Revenue:
Revenue from fees, net	$ 258,345	$ 187,297	$ 572,327	$ 303,467
Interest income and fair value adjustments, net	(30,183)	6,649	(34,029)	11,824
Total revenue	228,162	193,946	538,298	315,291
Operating expenses:
Sales and marketing	105,212	75,916	238,661	125,292
Customer operations	51,072	24,164	99,479	41,552
Engineering and product development	57,045	31,431	107,036	50,419
General, administrative, and other	46,940	26,141	90,396	46,160
Total operating expenses	260,269	157,652	535,572	263,423
Income (loss) from operations	(32,107)	36,294	2,726	51,868
Other income (expense)	2,260	2	138	(5,249)
Net income (loss) before income taxes	(29,847)	36,296	2,864	46,619
(Benefit) provision for income taxes	24	(988)	43	(767)
Net income (loss)	$ (29,871)	$ 37,284	$ 2,821	$ 47,386
Net income (loss) per share, basic (in dollars per share)	$ (0.36)	$ 0.49	$ 0.03	$ 0.63
Net income (loss) per share, diluted (in dollars per share)	$ (0.36)	$ 0.39	$ 0.03	$ 0.51
Weighted-average common shares outstanding used to calculate net income per share attributable to Upstart Holdings, Inc. common stockholders, basic (in shares)	83,833,963	76,674,129	84,031,109	75,160,037
Weighted-average common shares outstanding used to calculate net income per share attributable to Upstart Holdings, Inc. common stockholders, diluted (in shares)	83,833,963	94,802,123	94,509,060	93,193,153

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders’ Equity - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Retained Earnings (Accumulated Deficit)
Beginning balance (in shares) at Dec. 31, 2020		73,314,026,000
Beginning balance at Dec. 31, 2020	$ 300,252	$ 7	$ 369,467	$ (69,222)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		1,284,977,000
Issuance of common stock upon exercise of stock options	2,932		2,932
Issuance of common stock upon settlement of restricted stock units (in shares)		6,446,000
Exercise of common stock warrants (in shares)		72,407,000
Stock-based compensation expense	30,828		30,828
Shares withheld related to net share settlement of restricted stock units (in shares)		(1,730,000)
Shares withheld related to net share settlement of restricted stock units	(236)		(236)
Issuance of common stock in connection with acquisition	71,003		71,003
Issuance of common stock in connection with an acquisition (in shares)		650,740,000
Issuance of common stock in connection with follow-on offering, net of underwriting discounts, commissions, and offering costs (in shares)		2,300,000,000
Issuance of common stock in connection with follow-on offering, net of underwriting discounts, commissions, and offering costs	263,931	$ 1	263,930
Net income	47,386			47,386
Ending balance (in shares) at Jun. 30, 2021		77,626,866,000
Ending balance at Jun. 30, 2021	716,096	$ 8	737,924	(21,836)
Beginning balance (in shares) at Mar. 31, 2021		73,908,252,000
Beginning balance at Mar. 31, 2021	320,590	$ 7	379,703	(59,120)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		763,466,000
Issuance of common stock upon exercise of stock options	1,440		1,440
Issuance of common stock upon settlement of restricted stock units (in shares)		6,138,000
Stock-based compensation expense	22,084		22,084
Shares withheld related to net share settlement of restricted stock units (in shares)		(1,730,000)
Shares withheld related to net share settlement of restricted stock units	(236)		(236)
Issuance of common stock in connection with acquisition	71,003		71,003
Issuance of common stock in connection with an acquisition (in shares)		650,740,000
Issuance of common stock in connection with follow-on offering, net of underwriting discounts, commissions, and offering costs (in shares)		2,300,000,000
Issuance of common stock in connection with follow-on offering, net of underwriting discounts, commissions, and offering costs	263,931	$ 1	263,930
Net income	37,284			37,284
Ending balance (in shares) at Jun. 30, 2021		77,626,866,000
Ending balance at Jun. 30, 2021	$ 716,096	$ 8	737,924	(21,836)
Beginning balance (in shares) at Dec. 31, 2021	83,659,665	83,659,665,000
Beginning balance at Dec. 31, 2021	$ 807,078	$ 8	740,849	66,221
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)	1,804,373,000	1,804,373,000
Issuance of common stock upon exercise of stock options	$ 9,407	$ 1	9,406
Issuance of common stock upon settlement of restricted stock units (in shares)		179,878,000
Stock-based compensation expense	58,376		58,376
Issuance of common stock under employee stock purchase plan (in shares)		47,894,000
Issuance of common stock under employee stock purchase plan	4,431		4,431
Stock repurchased during period (in shares)		(3,503,438,000)
Repurchases of stock	(125,042)	$ (1)	(125,041)
Net income	$ 2,821			2,821
Ending balance (in shares) at Jun. 30, 2022	82,188,372	82,188,372,000
Ending balance at Jun. 30, 2022	$ 757,071	$ 8	688,021	69,042
Beginning balance (in shares) at Mar. 31, 2022		84,676,746,000
Beginning balance at Mar. 31, 2022	876,504	$ 9	777,582	98,913
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		915,412,000
Issuance of common stock upon exercise of stock options	3,781		3,781
Issuance of common stock upon settlement of restricted stock units (in shares)		99,652,000
Stock-based compensation expense	31,699		31,699
Stock repurchased during period (in shares)		(3,503,438,000)
Repurchases of stock	(125,042)	$ (1)	(125,041)
Net income	$ (29,871)			(29,871)
Ending balance (in shares) at Jun. 30, 2022	82,188,372	82,188,372,000
Ending balance at Jun. 30, 2022	$ 757,071	$ 8	$ 688,021	$ 69,042

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Cash flows from operating activities
Net income	$ 2,821	$ 47,386
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Change in fair value of financial instruments	49,103	(4,167)
Stock-based compensation	55,379	29,808
Gain on loan servicing arrangement, net	(17,732)	(2,102)
Depreciation and amortization	6,135	2,799
Non-cash interest expense	1,537	216
Net changes in operating assets and liabilities:
Purchase of loans for immediate resale	(4,797,036)	(3,414,231)
Proceeds from immediate resale of loans	4,797,036	3,414,231
Purchase of loans held-for-sale	(1,125,765)	(38,311)
Principal payments received for loans held-for-sale	66,790	3,676
Proceeds from sale of loans held-for-sale	634,599	57,183
Other assets	13,196	(19,651)
Operating lease liability and right-of-use asset	5,265	448
Accounts payable	15,079	3,380
Payable to investors	(1,886)	31,446
Accrued expenses and other liabilities	(24,959)	23,785
Net cash provided by (used in) operating activities	(320,438)	135,896
Cash flows from investing activities
Proceeds from sale of loans held-for-investment	83	9,718
Principal payments received for loans held-for-investment	18,524	7,488
Principal payments received for notes receivable and repayments of residual certificates	3,912	6,349
Purchase of loans held-for-investment	(13,876)	(42,548)
Purchase of non-marketable equity security	(1,000)	0
Purchase of property and equipment	(5,578)	(1,997)
Capitalized software costs	(6,829)	(2,148)
Acquisition, net of cash acquired	0	(16,561)
Net cash used in investing activities	(4,764)	(39,699)
Cash flows from financing activities
Payments for repurchase of common stock	(125,042)	0
Proceeds from secondary offering, net of underwriting discounts, commissions, and offering costs	0	263,931
Proceeds from borrowings	261,199	5,831
Taxes paid related to net share settlement of equity awards	0	(236)
Repayments of borrowings	(101,613)	(62,455)
Proceeds from issuance of common stock under employee stock purchase plan	4,431	0
Proceeds from exercise of stock options	9,407	2,932
Net cash provided by financing activities	48,382	210,003
Change in cash and restricted cash	(276,820)	306,200
Cash and restricted cash at beginning of period	1,191,241	311,333
Cash and restricted cash at end of period	914,421	617,533
Supplemental disclosures of cash flow information
Cash paid for interest	4,076	2,527
Cash paid for income taxes	52	1,567
Cash paid for amounts included in the measurement of lease liabilities	4,770	2,132
Supplemental disclosures of non-cash investing and financing activities
Issuance of common stock in connection with acquisition	0	80,256
Capitalized stock-based compensation expense	2,997	1,020
Cash and Restricted Cash
Cash	790,431
Restricted cash	123,990
Total cash and restricted cash	$ 914,421	$ 617,533

Description of Business and Sig

Description of Business and Significant Accounting Policies	6 Months Ended
	Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business and Significant Accounting Policies	Description of Business and Significant Accounting Policies Description of Business Upstart Holdings, Inc. and its subsidiaries (together “Upstart”, the “Company”, “we”, or “our”) apply modern data science and technology to the process of originating consumer credit. The Company helps originate credit, including personal and auto loans, by providing bank partners with access to a proprietary, cloud-based, artificial intelligence lending marketplace. As the Company’s technology continues to improve and additional banks adopt the Upstart platform, consumers benefit from improved access to affordable and frictionless credit. The Company currently operates in the United States and is headquartered in San Mateo, California and Columbus, Ohio. The Company’s fiscal year ends on December 31. Basis of Presentation and Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements included in our Annual Report on Form 10-K and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company’s financial position, results of operations, comprehensive income (loss) and cash flows for the periods presented, but are not necessarily indicative of the results of operations to be anticipated of any future annual or interim periods. Certain information and disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to rules and regulations of the Securities and Exchange Commission. Accordingly, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2021. Use of Estimates The preparation of the unaudited condensed consolidated financial statements in conformity with GAAP requires that management make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates and assumptions made in the accompanying condensed consolidated financial statements, which Management believes are critical in understanding and evaluating the Company’s reported financial results include: (i) fair value determinations; (ii) stock-based compensation; (iii) consolidation of VIEs; (iv) provision for income taxes, net of valuation allowance for deferred tax assets; and (v) the evaluation for impairment of goodwill and acquired intangible assets. The Company bases its estimates on various factors it believes to be reasonable under the circumstances. Actual results could differ from those estimates and such differences could affect the results of operations reported in future periods. Stock-Based Compensation The Company issues stock options, restricted stock units (“RSUs”), performance-based restricted stock units (“PRSUs”), and restricted stock to employees and non-employees, including directors and third-party service providers, and employee stock purchase rights granted under the Company’s employee stock purchase plan (“ESPP”). Stock options and employee stock purchase rights granted under the ESPP are initially measured at fair value at the date of grant using the Black-Scholes option-pricing model. RSUs and restricted stock are measured at the fair market value of our common stock at the grant date. PRSUs are initially measured at fair value using a Monte Carlo simulation model. Stock-based compensation expenses are recognized based on their respective grant- date fair values. Forfeitures are estimated at the time of grant and revised, as necessary, in subsequent periods if actual forfeitures differ from initial estimates. Stock-based compensation expense is recorded net of estimated forfeitures, such that the expense is recorded only for those awards that are expected to vest. Recently Adopted Accounting Pronouncements The Company did not adopt any new accounting standards during the six months ended June 30, 2022. Recently Issued Accounting Pronouncements In March 2020 the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting followed by ASU 2021-01, Reference Rate Reform, Scop e issued in January 2021. ASU 2020-04 and ASU 2021-01 provide temporary optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate or another reference rate expected to be discontinued because of reference rate reform, if certain criteria are met. The optional guidance in ASU 2020-04 and ASU 2021-01 is effective for a limited period of time through December 31, 2022 and may be applied prospectively to contract modifications and hedging relationships. The Company does not expect the adoption of this guidance will have a material impact on the Company’s condensed consolidated financial statements or related disclosures. In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers . The new guidance requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers, as if it had originated the contracts. Under the current business combinations guidance, such assets and liabilities are recognized by the acquirer at fair value on the acquisition date. The ASU is effective for fiscal years beginning after December 15, 2022, with early adoption permitted. The ASU is to be applied prospectively to business combinations occurring on or after the effective date of the amendment (or if adopted early as of an interim period, as of the beginning of the fiscal year that includes the interim period of early application). This standard has no impact on acquired contract assets or liabilities from business combinations occurring prior to the effective date of adoption. The Company is currently assessing the impact the standard will have on its condensed consolidated financial statements and related disclosures.

Revenue

Revenue	6 Months Ended
	Jun. 30, 2022
Revenue from Contract with Customer [Abstract]
Revenue	Revenue Revenue from fees, net The Company disaggregates revenue from fees by type of service for the periods presented as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Revenue from fees, net: Platform and referral fees, net $ 169,080 $ 211,610 $ 276,033 $ 483,422 Servicing and other fees, net 18,217 46,735 27,434 88,905 Total revenue from fees, net $ 187,297 $ 258,345 $ 303,467 $ 572,327 Platform and referral fees, net The Company enters into contracts with bank partners to provide access to a cloud-based artificial intelligence lending marketplace developed by the Company (the “Upstart platform”) to enable banks to originate unsecured personal and secured auto loans. The Upstart platform includes a cloud-based application (through Upstart.com or a bank-branded program) for submitting loan applications, verifying information provided within submitted applications, risk underwriting (through a series of proprietary technology solutions), delivery of electronic loan offers, and if the offer is accepted by the borrower, electronic loan documentation signed by the borrower. Bank partners can specify certain parameters of loans they are willing to originate. Under these contracts, bank partners can choose to use Upstart’s referral services, which allow them to access new borrowers through Upstart’s marketing channels. The Company’s contracts with bank partners are non-cancelable and generally have 12-month terms that automatically renew. After origination, Upstart-powered loans are either retained by bank partners, purchased by the Company for immediate resale to institutional investors under loan sale agreements, or purchased and held by the Company. For loans purchased by the Company, Upstart pays bank partners a one-time loan premium fee upon completion of the minimum contractual holding period. Upstart also pays bank partners monthly loan trailing fees based on the amount and timing of principal and interest payments made by borrowers of the underlying loans. Both the loan premium fees and loan trailing fees are consideration payable to customers and are recorded as a reduction to platform and referral fees, net, which is part of revenue from fees, net, in the condensed consolidated statements of operations and comprehensive income (loss). The Company recognized $6.0 million and $9.6 million of loan premium fees and loan trailing fees as contra-revenue within platform and referral fees, net during the three and six months ended June 30, 2021, respectively, and $6.1 million and $14.8 million during the three and six months ended June 30, 2022, respectively. As of December 31, 2021 and June 30, 2022, the Company recognized $4.3 million and $5.4 million of loan trailing fee liability, respectively, which is recorded at fair value and included within accrued expenses and other liabilities on the Company’s condensed consolidated balance sheets. Refer to “ Note 4. Fair Value Measurement ” for additional information on changes in fair value associated with trailing fee liabilities. The Company’s arrangements for platform and referral services typically consist of an obligation to provide one or both of these services to customers, which are our bank partners, on a when and if needed basis (a stand-ready obligation), and revenue is recognized as such services are performed. Additionally, the services have the same pattern and period of transfer, and when provided individually or together, are accounted for as a single combined performance obligation representing a series of distinct services. Platform and referral services are typically provided under a fixed or variable price per unit based on a percentage of the value of loans originated each period with certain bank partners subject to minimum fees; however, pricing for these services may also be based on usage fees, calculated as a percentage of each loan originated. The nature of the Company’s promise is to stand-ready and provide continuous access to and process transactions through the platform. Platform and referral fees represent variable consideration as loan origination volume is not known at contract inception. These fees are determined each time a loan is originated. Fees for platform and referral services are typically billed and paid on either a daily or monthly basis. As such, the Company’s contracts with customers do not include a significant financing component. The Company did not recognize revenue from performance obligations related to prior periods for the periods presented. The Company had no material contract assets, contract liabilities, or deferred contract costs recorded as of December 31, 2021 and June 30, 2022. The Company had $44.8 million and $37.0 million of accounts receivable that are included in other assets on the condensed consolidated balance sheets related to contracts with customers as of December 31, 2021 and June 30, 2022, respectively. The standard payment terms on accounts receivable are 30 days. The Company’s allowance for bad debt and bad debt expense were immaterial for the periods presented. The Company capitalizes incremental costs of obtaining a contract with a customer, which are certain sales commissions paid to employees in connection with the acquisition of bank partners. Capitalized costs are amortized over the expected period of benefit, which we have determined, based on an analysis, to be three years. The Company applies the practical expedient to expense costs to obtain contracts with customers if the amortization period is one year or less. As of December 31, 2021 and June 30, 2022, the Company had an immaterial amount of contract costs capitalized within other assets on the condensed consolidated balance sheets. The Company amortized an immaterial amount of capitalized contracts costs to sales and marketing in the condensed consolidated statements of operations and comprehensive income (loss) for the periods presented. Customers accounting for greater than 10% of total revenue were as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Customer A 63% 50% 62% 48% Customer B 22% 28% 23% 30% Customers accounting for greater than 10% of accounts receivable were as follows: December 31, June 30, 2021 2022 Customer C 33% * Customer D 25% 28% * Less than 10% Servicing and other fees, net The Company also enters into contracts with bank partners and institutional investors to provide loan servicing for the life of Upstart-powered loans. These services commence upon origination of these loans by bank partners and include collection, processing and reconciliations of payments received, investor reporting and borrower customer support as well as distribution of funds to the holders of the loans. The Company charges the loan holder a monthly servicing fee calculated based on a predetermined percentage of the outstanding principal balance. Servicing fees also include certain ancillary fees charged on a per transaction basis for processing late payments and payments declined due to insufficient funds. Servicing fees are recognized in the period the services are provided. Loan servicing fees are not within the scope of ASC 606 and are accounted for under ASC 860, Transfers and Servicing. Servicing and other fees, net also include gains and losses on assets and liabilities recognized under loan servicing arrangements for loans retained by bank partners or loans sold to institutional investors. Such gains or losses are recognized based on whether the benefits of servicing are expected to be more or less than adequate compensation for servicing obligations performed by the Company. Servicing fees also include changes in fair value of loan servicing assets and liabilities in the periods presented. Refer to “ Note 4. Fair Value Measurement ” for additional information on changes in fair value associated with servicing assets and liabilities. The Company recognized a net gain related to loan servicing rights upon loan sales for the periods presented as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Net gain related to loan servicing rights $ 2,169 $ 9,027 $ 2,102 $ 17,732 The Company generally outsources borrower payment collections for loans that are more than 30 days past due or charged off to third-party collection agencies. The Company charges bank partners and institutional investors for collection agency fees related to their outstanding loan portfolio. The Company has discretion in hiring the collection agencies and determining the scope of their work. As the principal in the arrangement, the Company recognizes gross revenue from collection agency fees in the period that the services are provided. Upstart also receives certain ancillary fees inclusive of late payment fees and ACH fail fees. Revenue from collection agency fees and borrower fees are included in servicing and other fees, net as part of revenue from fees, net in the Company’s condensed consolidated statements of operations and comprehensive income (loss). The total fees charged by collection agencies are also recognized in the period incurred and reported as part of customer operations expenses. The Company recognized collection agency fees and borrower fees, which are included in servicing and other fees, net for the periods presented as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Collection agency fees $ 991 $ 2,565 $ 1,854 $ 4,555 Borrower fees $ 1,095 $ 5,890 $ 1,980 $ 11,120 Interest Income and Fair Value Adjustments, Net Interest income and fair value adjustments, net is comprised of interest income, interest expense and net changes in the fair value of financial instruments, held in the Company’s normal course of business at fair value, including loans and notes receivable and residual certificates. The table below presents components of the interest income and fair value adjustments, net presented in the Company’s condensed consolidated statements of operations and comprehensive income: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Interest income and fair value adjustments, net: Interest income $ 3,545 $ 28,974 $ 6,951 $ 44,108 Interest expense (1,497) (2,313) (2,527) (3,272) Fair value and other adjustments, net (1)(2) 4,601 (56,844) 7,400 (74,865) Total interest income and fair value adjustments, net $ 6,649 $ (30,183) $ 11,824 $ (34,029) _________ 1. Includes $1.4 million and $4.3 million of realized gains on sale of loans for the three and six months ended June 30, 2021, respectively, and $(25.4) million and $(24.1) million of realized losses on sale of loans for the three and six months ended June 30, 2022, respectively. 2. Includes $1.4 million and $2.5 million of income from capital market programs, net for the three and six months ended June 30, 2021, respectively. Income from capital market programs was immaterial for both the three and six months ended June 30, 2022. Interest income Interest income is recognized based on the terms of the underlying agreements with borrowers for loans held on the Company’s condensed consolidated balance sheets and is earned over the life of a loan. Interest income also includes accrued interest earned on outstanding loans but not collected. Loans that have reached a delinquency of over 120 days are classified as non-accrual status and any accrued interest recorded in relation to these loans is reversed in the respective period. The Company does not record an allowance for credit losses on accrued interest receivable. As of December 31, 2021 and June 30, 2022, the Company has recorded $2.6 million and $7.0 million of accrued interest income in loans on the condensed consolidated balance sheets, respectively. Interest expense Interest expense is primarily related to interest recorded on the Company’s borrowings on warehouse credit facilities. Interest expense includes accrued interest incurred but not paid. Accrued interest expenses were immaterial as of December 31, 2021 and June 30, 2022. Fair value and other adjustments, net Fair value and other adjustments, net include changes in fair value of financial instruments, other than loan servicing assets and liabilities. These adjustments are recorded in the Company’s condensed consolidated statements of operations and comprehensive income (loss) and include both realized and unrealized changes to the value of related assets and liabilities. Refer to “ Note 4. Fair Value Measurement ” for additional information.

Variable Interest Entities

Variable Interest Entities	6 Months Ended
	Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Variable Interest Entities	Variable Interest Entities Consolidated VIEs The Company consolidates VIEs in which the Company has a variable interest and is determined to be the primary beneficiary. This determination is based on whether the Company has a variable interest (or combination of variable interests) that provides the Company with (a) the power to direct the activities that most significantly impact the VIE’s economic performance and (b) the obligation to absorb losses or right to receive benefits that could be potentially significant to the VIE. The Company continually reassesses whether it is the primary beneficiary of a VIE throughout the entire period the Company is involved with the VIE. The Company also determines whether decision-maker or service-provider fees are variable interests. Decision-maker or service-provider fees are not considered variable interests when the arrangement does not expose the Company to risks of loss that a potential VIE was designed to pass on to its variable interest holders, the fees are commensurate, the arrangement is at market, and the Company does not have any other interests (including direct interests and certain indirect interests held through related parties) that absorb more than an insignificant amount of a VIE’s potential variability. This determination can have a significant impact on the Company’s consolidation analysis, as it could affect whether a legal entity is a VIE and whether the Company is the primary beneficiary of a VIE. When the Company’s decision-maker or service-provider fee is not a variable interest, the Company is viewed as acting as a fiduciary for the potential VIE. Warehouse Entities The Company established Upstart Loan Trust and Upstart Auto Warehouse Trust to enter into warehouse credit facilities for the purpose of purchasing Upstart-powered loans. See “ Note 8. Borrowings ” for additional information. The entities are Delaware statutory trusts that are structured to be bankruptcy-remote, with third-party banks operating as trustees. Other Consolidated VIE Upstart Loan Trust 2, a Delaware statutory trust, holds personal and auto loans facilitated through the Upstart platform. These loans include, but are not limited to, loans not pledged or eligible to be pledged to the Company’s warehouse credit facilities or loans that were the result of the Company’s repurchases of loans for breaches of representations and warranties made to institutional investors. The following tables present a summary of financial assets and liabilities from the Company’s involvement with consolidated VIEs: Assets Liabilities Net Assets December 31, 2021 Total consolidated VIEs $ 342,025 $ 49,314 $ 292,711 Assets Liabilities Net Assets June 30, 2022 Total consolidated VIEs $ 627,869 $ 212,013 $ 415,856 The Company’s continued involvement in all of its securitizations in which it is the sponsor includes loan servicing rights and obligations for which it receives servicing fees over the life of the underlying loans. The Company monitors its status as the primary beneficiary and in case of reconsideration events, updates the analysis accordingly. Unconsolidated VIEs The Company’s transactions with unconsolidated VIEs include securitizations of unsecured personal whole loans and sales of whole loans to VIEs. While the Company continues to be involved with the unconsolidated VIEs in its role as the sponsor and the servicer of these transactions, the Company does not hold a significant economic interest in these entities and has determined that it is not the primary beneficiary of these entities. The Company’s unconsolidated VIEs include entities established as the issuers and grantor trusts for the 2018-2, 2019-1, and 2019-2 securitization transactions. In cases where the VIEs are not consolidated and the transfer of the loans from the Company to the securitization trust meets sale accounting criteria, the Company recognizes a gain or loss on sales of loans. The net proceeds of the sale represent the fair value of any assets obtained or liabilities incurred as part of the transaction. The assets are transferred into a trust such that the assets are legally isolated from the creditors of the Company and are not available to satisfy obligations of the Company. These assets can only be used to settle obligations of the underlying securitization trusts. The following tables summarize the aggregate value of assets and liabilities of unconsolidated VIEs in which the Company holds a variable interest but is not the primary beneficiary: Assets Liabilities Net Assets Maximum Exposure to Losses December 31, 2021 Securitizations and other $ 217,321 $ 160,248 $ 57,073 $ 15,503 Assets Liabilities Net Assets Maximum Exposure to Losses June 30, 2022 Securitizations and other $ 121,454 $ 83,779 $ 37,675 $ 11,913 The carrying value of assets that relate to variable interests in unconsolidated VIEs consists of $8.3 million and $4.7 million of securitization notes and residual certificates which are included in other assets on the condensed consolidated balance sheets as of December 31, 2021 and June 30, 2022, respectively. The Company also had $7.2 million of cash deposits made to reserve accounts for related securitizations, included in other assets on the condensed consolidated balance sheets as of December 31, 2021 and June 30, 2022. The Company’s maximum exposure to loss from its involvement with unconsolidated VIEs represents the estimated loss that would be incurred under severe, hypothetical circumstances, for which the Company believes the possibility is remote, such as where the value of securitization notes and senior and residual certificates the Company holds as part of the risk retention requirement declines to zero. Retained Interest in Unconsolidated VIEs The investors and the securitization trusts have no direct recourse to the Company’s assets, and holders of the securities issued by the securitization trusts can look only to the assets of the securitization trusts that issued their securities for payment. The beneficial interests held by the Company and the Company’s majority-owned affiliates are subject principally to the credit and prepayment risk stemming from the underlying unsecured personal whole loans. Off-Balance Sheet Loans Off-balance sheet loans relate to securitization transactions for which the Company has some form of continuing involvement, including as servicer. For a loan related to securitization transactions where servicing is the only form of continuing involvement, the Company would only experience a loss if it were required to repurchase such a loan due to a breach in representations and warranties associated with its loan sale or servicing contracts. Additionally, in the unlikely event principal payments on the loans backing a securitization are insufficient to pay senior note holders, any amounts the Company contributed to the securitization reserve accounts may be depleted. The Company routinely contributes loans to securitization transactions which it co-sponsors as a non-retaining sponsor. As a non-retaining sponsor and a servicer of these transactions, the Company does not retain economic risk in these deals. Contributions of loans to these securitizations are recognized as transfers under ASC 860, Transfers and Servicing.

Fair Value Measurement

Fair Value Measurement	6 Months Ended
	Jun. 30, 2022
Fair Value Disclosures [Abstract]
Fair Value Measurement	Fair Value Measurement The following table presents assets and liabilities measured at fair value and categorized as Level 3 in the fair value hierarchy: December 31, June 30, 2021 2022 Assets Loans $ 252,477 $ 623,763 Notes receivable and residual certificates 8,288 4,698 Loan servicing assets 18,388 35,171 Total assets $ 279,153 $ 663,632 Liabilities Loan servicing liabilities $ 8,780 $ 6,366 Trailing fee liabilities 4,315 5,446 Total liabilities $ 13,095 $ 11,812 Financial instruments are categorized in the fair value hierarchy based on the significance of unobservable factors in the overall fair value measurement. Since the Company’s loans, notes receivable and residual certificates, loan servicing assets and liabilities, and trailing fee liabilities do not trade in an active market with readily observable prices, the Company uses significant unobservable inputs to measure the fair value of these assets and liabilities. There were no transfers between Level 1, Level 2 or Level 3 of the fair value hierarchy during the periods presented. Loans Loans included in the Company’s condensed consolidated balance sheets are classified as either held-for-sale or held-for-investment based on the Company’s intent and ability to sell the loans prior to maturity. From time to time the Company transfers loans between classifications based on changes in the Company’s intent. As of December 31, 2021, $142.7 million and $109.8 million of loans held on the Company’s condensed consolidated balance sheets were classified as held-for-sale and held-for-investment, respectively. As of June 30, 2022, $605.3 million and $18.4 million of loans held on the Company’s condensed consolidated balance sheets were classified as held-for-sale and held-for-investment, respectively. Valuation Methodology Loans held-for-sale and held-for-investment are measured at estimated fair value using a discounted cash flow model. The fair valuation methodology considers projected prepayments and historical defaults, losses and recoveries to project future losses and net cash flows on loans. Net cash flows are discounted using an estimate of market rates of return. The fair value of these loans also includes accrued interest. Significant Inputs and Assumptions The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements for loans held-for-investment and held-for-sale: December 31, 2021 June 30, 2022 Minimum Maximum Weighted-Average (2) Minimum Maximum Weighted-Average (2) Discount rate 3.42 % 16.49 % 7.29 % 5.92 % 18.94 % 9.63 % Credit risk rate (1) 0.08 % 55.79 % 17.98 % 0.01 % 79.09 % 17.50 % Prepayment rate (1) 8.70 % 88.12 % 40.35 % 1.55 % 90.30 % 40.78 % (1) Expressed as a percentage of the original principal balance of the loans (2) Unobservable inputs were weighted by relative fair value Discount rates –The discount rates are rates of return used to discount future expected cash flows to arrive at a present value, which represents the fair value. The discount rates used for the projected net cash flows are the Company’s estimates of the rates of return that market participants would require when investing in these financial instruments with cash flows dependent on credit quality of the related loan. A risk premium component is implicitly included in the discount rates to reflect the amount of compensation market participants require due to the uncertainty inherent in the instruments’ cash flows resulting from risks such as credit and liquidity. Credit risk rates –The credit risk rates are an estimate of the net cumulative principal payments that will not be repaid over the entire life of a financial instrument. The credit risk rates are expressed as a percentage of the original principal amount of the instrument. The estimated net cumulative loss represents the sum of the net losses estimated to occur each month of the life of the instrument, net of the average recovery expected to be received. Prepayment rates –Prepayment rates are an estimate of the cumulative principal prepayments that will occur over the entire life of a loan as a percentage of the original principal amount of the loan. The assumption regarding cumulative prepayments impact the projected balances and expected terms of the loans. The above inputs are similarly used in estimating fair value of related financial instruments. Refer to the Assets and Liabilities related to Securitization Transactions section below for more information. Significant Recurring Level 3 Fair Value Input Sensitivity The below table presents the sensitivity of the loans held-for-sale and held-for-investment to adverse changes in key assumptions used in the valuation model as of December 31, 2021 and June 30, 2022, respectively. December 31, June 30, 2021 2022 Fair value of loans $ 252,477 $ 623,763 Discount rates 100 basis point increase (3,392) (7,525) 200 basis point increase (6,709) (14,901) Expected credit loss rates on underlying loans 10% adverse change (3,959) (8,626) 20% adverse change (7,927) (17,269) Expected prepayment rates 10% adverse change (239) (2,395) 20% adverse change (512) (4,739) Rollforward of Level 3 Fair Values The following tables include a rollforward of the loans classified within Level 3 of the fair value hierarchy: Loans Held-for- Loans Held-for-Investment Total Fair value at March 31, 2021 $ 28,794 $ 28,395 $ 57,189 Purchases of loans 20,071 29,601 49,672 Sale of loans (20,432) — (20,432) Purchase of loans for immediate resale 2,119,597 — 2,119,597 Immediate resale (2,119,597) — (2,119,597) Repayments received (1,726) (3,800) (5,526) Changes in fair value recorded in earnings (5) 1,174 1,169 Other changes 39 200 239 Fair value at June 30, 2021 $ 26,741 $ 55,570 $ 82,311 Loans Held-for- Loans Held-for-Investment Total Fair value at December 31, 2020 $ 60,232 $ 18,228 $ 78,460 Reclassification of loans (26) 26 — Purchases of loans 38,311 42,548 80,859 Sale of loans (66,901) — (66,901) Purchase of loans for immediate resale 3,414,231 — 3,414,231 Immediate resale (3,414,231) — (3,414,231) Repayments received (5,036) (6,129) (11,165) Changes in fair value recorded in earnings 352 616 968 Other changes (191) 281 90 Fair value at June 30, 2021 $ 26,741 $ 55,570 $ 82,311 Loans Held-for- Loans Held-for-Investment Total Fair value at March 31, 2022 $ 597,981 $ — $ 597,981 Reclassification of loans (6,113) 6,113 — Purchases of loans 682,575 13,876 696,451 Sale of loans (583,918) — (583,918) Purchase of loans for immediate resale 1,782,442 — 1,782,442 Immediate resale (1,782,442) — (1,782,442) Repayments received (54,549) (1,038) (55,587) Changes in fair value recorded in earnings (32,319) (487) (32,806) Other changes 1,662 (20) 1,642 Fair value at June 30, 2022 $ 605,319 $ 18,444 $ 623,763 Loans Held-for- Loans Held-for-Investment Total Fair value at December 31, 2021 $ 142,685 $ 109,792 $ 252,477 Reclassification of loans, net 103,679 (103,679) — Purchases of loans 1,125,765 13,876 1,139,641 Sale of loans (634,682) — (634,682) Purchase of loans for immediate resale 4,797,036 — 4,797,036 Immediate resale (4,797,036) — (4,797,036) Repayments received (84,275) (1,038) (85,313) Changes in fair value recorded in earnings (51,830) (487) (52,317) Other changes 3,977 (20) 3,957 Fair value at June 30, 2022 $ 605,319 $ 18,444 $ 623,763 The following table presents the aggregate fair value and aggregate principal outstanding of all loans and loans that were 90 days or more past due included in the condensed consolidated balance sheets: Loans Loans > 90 Days Past Due December 31, June 30, December 31, June 30, 2021 2022 2021 2022 Outstanding principal balance $ 277,228 $ 689,424 $ 1,979 $ 4,134 Net fair value and accrued interest adjustments (24,751) (65,661) (1,692) (3,414) Fair value (1) $ 252,477 $ 623,763 $ 287 $ 720 _________ (1) Includes $50.1 million and $382.5 million of auto loans as of December 31, 2021 and June 30, 2022, respectively, of which an immaterial amount is 90 days or more past due for each period presented. The Company places loans on non-accrual status at 120 days past due. Any accrued interest recorded in relation to these loans is reversed in the respective period. The Company charges-off loans no later than 120 days past due. Assets related to Securitization Transactions As of December 31, 2021 and June 30, 2022, the Company held notes receivable and residual certificates with an aggregate fair value of $8.3 million and $4.7 million, respectively, within other assets on the Company’s condensed consolidated balance sheets. The balances consist of securitization notes and residual certificates corresponding to the 5% economic risk retention the Company is required to maintain as the retaining sponsor of the unconsolidated securitizations. Valuation Methodology The discounted cash flow methodology, which is used to estimate the fair value of notes receivable and residual certificates, uses the same projected net cash flows as their related loans. This model uses inputs that are inherently judgmental and reflect the Company’s best estimates of the assumptions a market participant would use to calculate fair value. Significant Inputs and Assumptions The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements of assets related to securitization transactions: December 31, 2021 June 30, 2022 Minimum Maximum Weighted-Average (2) Minimum Maximum Weighted-Average (2) Notes receivable and residual certificates Discount rate 4.96 % 15.72 % 6.78 % 5.82 % 18.14 % 9.61 % Credit risk rate (1) 0.04 % 50.69 % 18.47 % 0.76 % 50.69 % 18.63 % Prepayment rate (1) 15.60 % 36.08 % 27.82 % 15.60 % 35.03 % 27.90 % _________ (1) Expressed as a percentage of the original principal balance of the loans underlying the financial instruments (2) Unobservable inputs were weighted by relative fair value Significant Recurring Level 3 Fair Value Input Sensitivity The securities issued in the securitization transactions are senior or subordinated based on the waterfall criteria of loan payments to each security class, with the residual interest (the “residual certificates”) issued being the first to absorb credit losses in accordance with the waterfall criteria. Accordingly, the residual certificates are the most sensitive to adverse changes in credit risk rates. Depending on the specific securitization, a hypothetical increase in the credit risk rate of 10% to 20% would result in significant decreases in the fair value of the residual certificates. On average, a hypothetical increase in the credit risk rate under a discounted cash flow methodology of 20% would result in a 7% decrease in the fair value of the residual certificates as of June 30, 2022. The remaining classes of securities, with the exception of those in 2018-2, are all overcollateralized such that changes in credit risk rates are not expected to have significant impacts on their fair values. The fair value of the securities is also sensitive to adverse changes in discount rates, which represent estimates of the rates of return that institutional investors would require when investing in financial instruments with similar risk and return characteristics. On average, a hypothetical 100 basis point increase in discount rates results in a decrease in fair value of the securities (including securitization notes and residual certificates) of 0.69% and 0.62% as of December 31, 2021 and June 30, 2022, respectively. On average, a hypothetical 200 basis point increase in discount rates results in a decrease in fair value of securitization notes and residual certificates of 1.37% and 1.24% as of December 31, 2021 and June 30, 2022, respectively. The fair value of securitization notes and residual certificates are not sensitive to adverse changes in expected prepayment rates as such changes would not result in a significant impact on the fair value as of December 31, 2021 and June 30, 2022. Rollforward of Level 3 Fair Values The following tables include a rollforward of the notes receivable and residual certificates related to securitization transactions classified by the Company within Level 3 of the fair value hierarchy: Notes Receivable and Residual Certificates Fair value at March 31, 2021 $ 16,033 Repayments and settlements (3,230) Changes in fair value recorded in earnings 192 Fair value at June 30, 2021 $ 12,995 Notes Receivable and Residual Certificates Fair value at December 31, 2020 $ 19,074 Repayments and settlements (6,349) Changes in fair value recorded in earnings 270 Fair value at June 30, 2021 $ 12,995 Notes Receivable and Residual Certificates Fair value at March 31, 2022 $ 6,384 Repayments and settlements (1,845) Changes in fair value recorded in earnings 159 Fair value at June 30, 2022 $ 4,698 Notes Receivable and Residual Certificates Fair value at December 31, 2021 $ 8,288 Repayments and settlements (3,912) Changes in fair value recorded in earnings 322 Fair value at June 30, 2022 $ 4,698 Loan Servicing Assets and Liabilities Valuation Methodology Loan servicing assets and liabilities are measured at estimated fair value using a discounted cash flow model. The cash flows in the valuation model represent the difference between the contractual servicing fees charged to institutional investors and an estimated market servicing fee. Since contractual servicing fees are generally based on the monthly unpaid principal balance of the underlying loans, the expected cash flows in the model incorporate estimates of net losses and prepayments. Significant Inputs and Assumptions The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements for loan servicing assets and liabilities: December 31, 2021 June 30, 2022 Minimum Maximum Weighted-Average (2) Minimum Maximum Weighted-Average (2) Discount rate 13.00 % 20.00 % 17.69 % 13.00 % 20.00 % 17.42 % Credit risk rate (1) 0.03 % 52.78 % 18.36 % 0.03 % 64.90 % 17.19 % Market-servicing rate (3)(4)(5) 0.62 % 3.73 % 0.62 % 0.62 % 3.73 % 0.62 % Prepayment rate (1) 5.99 % 91.43 % 36.39 % 5.99 % 91.99 % 40.01 % _________ (1) Expressed as a percentage of the original principal balance of the loans underlying the servicing arrangement (2) Unobservable inputs were weighted by relative fair value (3) Excludes ancillary fees that would be passed on to a third-party servicer (4) Expressed as a percentage of the outstanding principal balance of the loan (5) Includes personal loans and auto loans Discount rates –The discount rates are the Company’s estimate of the rates of return that market participants in servicing rights would require when investing in similar servicing rights. Discount rates for servicing rights on existing loans are adjusted to reflect the time value of money and a risk premium intended to reflect the amount of compensation market participants would require due to the uncertainty associated with these instruments’ cash flows. Credit risk rate s–The credit risk rates are the Company’s estimate of the net cumulative principal payments that will not be repaid over the entire life of a loan expressed as a percentage of the original principal amount of the loan. The assumption regarding net cumulative losses impact the projected balances and expected terms of the loans, which are used to project future servicing revenues. Market-servicing rates –Market-servicing rate is an estimated measure of adequate compensation for a market participant, if one was required. The rate is expressed as a fixed percentage of outstanding principal balance per annum. The estimate considers the profit that would be demanded in the marketplace to service the portfolio of outstanding loans subject to the Company’s servicing agreements. Prepayment rates –Prepayment rates are the Company’s estimate of the cumulative principal prepayments that will occur over the entire life of a loan as a percentage of the original principal amount of the loan. The assumption regarding cumulative prepayments impact the projected balances and expected terms of the loans, which are used to project future servicing revenues. Significant Recurring Level 3 Fair Value Input Sensitivity The table below presents the fair value sensitivity of loan servicing assets and liabilities to adverse changes in key assumptions. The fair value of loan servicing assets and liabilities is not sensitive to adverse changes in discount rates and prepayment rates as such changes would not result in a significant impact on the fair value as of December 31, 2021 and June 30, 2022, respectively. December 31, June 30, 2021 2022 Fair value of loan servicing assets $ 18,388 $ 35,171 Expected market-servicing rates 10% market-servicing rates increase (5,539) (10,156) 20% market-servicing rates increase (11,002) (20,262) December 31, June 30, 2021 2022 Fair value of loan servicing liabilities $ 8,780 $ 6,366 Expected market-servicing rates 10% market-servicing rates increase 5,357 3,730 20% market-servicing rates increase 10,788 7,509 Rollforward of Level 3 Fair Values The following tables present a rollforward of the loan servicing assets and liabilities classified by the Company within Level 3 of the fair value hierarchy: Loan Servicing Assets Loan Servicing Liabilities Fair value at March 31, 2021 $ 8,734 $ 10,853 Sale of loans 6,477 4,308 Changes in fair value recorded in earnings 239 (3,278) Fair value at June 30, 2021 $ 15,450 $ 11,883 Loan Servicing Assets Loan Servicing Liabilities Fair value at December 31, 2020 $ 6,831 $ 8,254 Sale of loans 9,929 7,827 Changes in fair value recorded in earnings (1,310) (4,198) Fair value at June 30, 2021 $ 15,450 $ 11,883 Loan Servicing Assets Loan Servicing Liabilities Fair value at March 31, 2022 $ 27,960 $ 8,290 Sale of loans 9,408 382 Changes in fair value recorded in earnings (2,197) (2,306) Fair value at June 30, 2022 $ 35,171 $ 6,366 Loan Servicing Assets Loan Servicing Liabilities Fair value at December 31, 2021 $ 18,388 $ 8,780 Sale of loans 20,018 2,286 Changes in fair value recorded in earnings (3,235) (4,700) Fair value at June 30, 2022 $ 35,171 $ 6,366 Trailing Fee Liabilities The Company pays certain bank partners monthly trailing fees based on the amount and timing of principal and interest payments made by borrowers of the underlying loans. Significant inputs used for estimating the fair value of trailing fee liabilities included discount rates of 3.42% to 16.49% and credit risk rates of 0.08% to 55.79% as of December 31, 2021 and discount rates of 5.92% to 18.94% and credit risk rates of 0.01% to 79.09% as of and June 30, 2022. The fair value sensitivity of trailing fee liabilities to adverse changes in key assumptions would not result in a material impact on the Company’s financial position. Rollforward of Level 3 Fair Values The following tables include a rollforward of trailing fee liabilities classified by the Company within Level 3 of the fair value hierarchy: Trailing Fee Liabilities Fair value at March 31, 2021 $ 1,775 Issuances 936 Repayments and settlements (246) Changes in fair value recorded in earnings 48 Fair value at June 30, 2021 $ 2,513 Trailing Fee Liabilities Fair value at December 31, 2020 $ 1,276 Issuances 1,605 Repayments and settlements (416) Changes in fair value recorded in earnings 48 Fair value at June 30, 2021 $ 2,513 Trailing Fee Liabilities Fair value at March 31, 2022 $ 5,241 Issuances 1,119 Repayments and settlements (766) Changes in fair value recorded in earnings (148) Fair value at June 30, 2022 $ 5,446 Trailing Fee Liabilities Fair value at December 31, 2021 $ 4,315 Issuances 2,786 Repayments and settlements (1,395) Changes in fair value recorded in earnings (260) Fair value at June 30, 2022 $ 5,446

Goodwill and Intangible Assets

Goodwill and Intangible Assets	6 Months Ended
	Jun. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and intangible assets	Goodwill and Intangible Assets Goodwill During the six months ended June 30, 2022, there were no changes in the carrying amount of goodwill of $67.1 million on the Company’s condensed consolidated balance sheets. Intangible Assets Acquired intangible assets subject to amortization are as follows: June 30, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life (Years) Developed technology $ 9,400 $ 3,917 $ 5,483 1.8 Customer relationships 13,700 1,427 12,273 10.8 $ 23,100 $ 5,344 $ 17,756 Amortization expense was $1.1 million for both the three and six months ended June 30, 2021, and was $1.1 million and $2.1 million for the three and six months ended June 30, 2022, respectively. Expected future amortization expense for intangible assets as of June 30, 2022 is as follows: Fiscal Years: Remaining 2022 $ 2,137 2023 4,275 2024 1,925 2025 1,142 2026 1,142 Thereafter 7,135 Total $ 17,756

Balance Sheet Components

Balance Sheet Components	6 Months Ended
	Jun. 30, 2022
Other Assets [Abstract]
Balance Sheet Components	Balance Sheet Components Other Assets Other assets consisted of the following: December 31, June 30, 2021 2022 Servicing fees and other receivables $ 55,518 $ 46,122 Deposits 8,377 10,424 Prepaid expenses 30,012 22,407 Loan servicing assets (at fair value) 18,388 35,171 Notes receivable and residual certificates (at fair value) 8,288 4,698 Other assets 8,809 7,776 Total other assets $ 129,392 $ 126,598 Servicing fees and other receivables represent amounts recognized as revenue but not yet collected in relation to servicing and other agreements with institutional investors and bank partners. Property, Equipment, and Software, Net Property, equipment, and software, net consisted of the following: December 31, June 30, 2021 2022 Internally developed software $ 17,735 $ 27,561 Computer and networking equipment 3,796 5,830 Furniture and fixtures 3,199 4,246 Leasehold improvements 7,450 10,335 Total property, equipment, and software 32,180 47,972 Accumulated depreciation and amortization (7,921) (11,918) Total property, equipment, and software, net $ 24,259 $ 36,054 For the three and six months ended June 30, 2021, depreciation and amortization expense on property, equipment, and software was immaterial. For the three and six months ended June 30, 2022, depreciation and amortization was $2.3 million and $4.0 million, respectively. Capitalized internally developed software balances, net of accumulated amortization, were $13.5 million and $20.9 million as of December 31, 2021 and June 30, 2022, respectively. Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consisted of the following: December 31, June 30, 2021 2022 Accrued expenses $ 48,207 $ 37,055 Accrued payroll 37,293 17,774 Loan servicing liabilities (at fair value) 8,780 6,366 Trailing fee liability (at fair value) 4,315 5,446 Other liabilities 4,823 9,144 Total accrued expenses and other liabilities $ 103,418 $ 75,785

Acquisitions

Acquisitions	6 Months Ended
	Jun. 30, 2022
Business Combination and Asset Acquisition [Abstract]
Acquisitions	Acquisitions In April 2021, the Company completed its acquisition of Prodigy Software, Inc. (“Prodigy”). Prodigy provides an e-commerce platform for car dealerships which enables both online and in-store vehicle discovery, credit application, and checkout. Prodigy provides a modern multi-channel car buying experience, helping dealerships serve consumers with a holistic software solution that integrates legacy systems. In addition to modernizing the car buying experience, Prodigy has brought Upstart's AI enabled auto loans to dealerships across the country where a significant number of auto loans are transacted. The total consideration the Company provided for Prodigy was $89.0 million, comprised of the following: April 8, 2021 Fair value of Upstart common stock issued to Prodigy stockholders (1) $ 70,121 Cash paid to common and preferred stockholders, warrant holders, and vested option holders (2) 17,151 Fair value of assumed Prodigy options attributable to pre-combination service period 889 Transactions costs paid by Upstart on behalf of Prodigy 883 Total purchase consideration $ 89,044 _________ (1) The fair value is based on 568,539 shares of Company common stock at $123.33 per share, the closing stock price on April 8, 2021, and 87,339 shares are held in escrow as security for certain indemnification obligations of former Prodigy stockholders. (2) $1.9 million of the cash paid is being held in escrow as security for certain indemnification obligations of former Prodigy stockholders. Excluded from the total purchase consideration above are 82,201 shares of the Company’s restricted common stock (“restricted stock”) with a fair value of $10.1 million issued to certain Prodigy employees. The restricted stock is subject to transfer restrictions and a repurchase option and is contingent upon the employees' continued employment with the Company. The repurchase option will lapse with respect to 1/8th of the shares of restricted stock at the end of each successive three-month period following the closing date of the Prodigy acquisition. The Company will record stock-based compensation expense straight-line over the two-year period that the repurchase option lapses. The acquisition has been accounted for as a business combination. The purchase consideration was allocated to the tangible and intangible assets and liabilities acquired as of the acquisition date, with the excess recorded to goodwill as shown below. The values assigned to the assets acquired and liabilities assumed were based on estimates of fair value available to us as of the date of acquisition, and adjusted during the measurement period which ended on January 1, 2022. No material adjustments to the fair value of assets and liabilities were made during the measurement period. The following table summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition date: April 8, 2021 Goodwill $ 66,866 Acquisition-related intangible assets 23,200 Cash 1,479 Deferred tax liability, net (2,328) Other assets acquired and liabilities assumed, net (173) Total purchase consideration $ 89,044 The goodwill recognized was primarily attributable to the opportunity to bring Upstart's AI enabled auto loans to dealerships across the country where the vast majority of loans are transacted. The goodwill is not deductible for U.S. federal income tax purposes. The Company recognized acquisition-related costs of $1.2 million in the six months ended June 30, 2021, which are included in the general and administrative expense in the condensed consolidated statement of operations and comprehensive income (loss). No acquisition-related costs were incurred during the six months ended June 30, 2022. The following table summarizes the fair values of the acquisition-related intangible assets acquired as of the acquisition date: Fair values Useful life (years) Developed technology $ 9,400 3.0 Trade name 100 2.0 Customer relationships 13,700 12.0 Total acquisition-related intangible assets $ 23,200 The fair values of the acquisition-related intangibles were determined using the following methodologies: replacement cost method, the relief from royalty method, and the with/without method, a form of the income approach, for developed technology, trade name, and customer relationships, respectively. The acquired intangible assets have a total weighted-average amortization period of 8.3 years at the time of acquisition. We have included the financial results of the acquired business in our condensed consolidated financial statements from the date of acquisition. These revenues and expenses were immaterial for the three and six months ended June 30, 2021. Pro forma results of operations have not been presented because the effects of this acquisition were not material to our financial results.

Borrowings

Borrowings	6 Months Ended
	Jun. 30, 2022
Debt Disclosure [Abstract]
Borrowings	Borrowings The following table presents the aggregate principal outstanding of all loans mentioned in this note that are included in the condensed consolidated balance sheets: Borrowings December 31, June 30, 2021 2022 Warehouse credit facilities $ 48,030 $ 208,123 Risk retention funding loan 507 — Convertible senior notes 661,250 661,250 Total payments due 709,787 869,373 Unamortized debt discount (14,355) (12,818) Total borrowings $ 695,432 $ 856,555 Warehouse Credit Facilities Upstart Loan Trust Credit Facility In November 2015, the Company’s consolidated VIE, Upstart Loan Trust (“ULT”), entered into a revolving credit and security agreement with a third-party lender (the “ULT Warehouse Credit Facility”). The credit and security agreement for the ULT Warehouse Credit Facility was amended and restated in its entirety in May 2020 and has been further amended from time to time. Under the revolving credit and security agreement, as amended from time to time, the ULT Warehouse Credit Facility provides an aggregate of $175.0 million financing capacity of which $100.0 million is committed and $75.0 million is uncommitted. ULT may borrow up to this capacity until the earlier of June 15, 2023 or the occurrence of an accelerated amortization event. Accelerated amortization events include, but are not limited to, failure to satisfy certain loan performance metrics or the occurrence of an event of default. The proceeds may only be used to purchase unsecured personal loans and to pay fees and expenses related to the credit facility. The ULT Warehouse Credit Facility matures on the earlier of June 15, 2024 or acceleration of the facility following an event of default, upon which date 100% of the outstanding principal amount, together with any accrued and unpaid interest, becomes due and payable. The ULT Warehouse Credit Facility bears a floating interest rate of Compounded Secured Overnight Financing Rate (“SOFR”) plus a spread ranging from 1.90% to 3.28% per annum, due and payable monthly in arrears. The Company is also subject to a monthly unused fee ranging from 0.20% to 1.00% per annum on the undrawn balance. The maximum advance rate under the ULT Warehouse Credit Facility on outstanding principal of loans held by ULT was 85% as of December 31, 2021 and 72.5% as of June 30, 2022. The ULT Warehouse Credit Facility contains certain financial covenants. As of December 31, 2021 and June 30, 2022, ULT was in compliance with all applicable covenants under the ULT Warehouse Credit Facility. The creditors of ULT have no recourse to the general credit of the Company, except for certain limited obligations of ULT to its creditors that are guaranteed by the Company. The Company does not guarantee the credit performance of the loans owned by ULT, and the loans and other assets owned by ULT are not available to settle the claims of creditors of the Company. The following table includes the aggregate balances held by ULT that were pledged as collateral for the ULT Warehouse Credit Facility and included in loans at fair value and restricted cash in the condensed consolidated balance sheets: ULT Warehouse Credit Facility December 31, 2021 June 30, Outstanding borrowings $ 48,030 $ 109,951 Aggregate outstanding principal of loans pledged as collateral 76,865 169,373 Aggregate fair value of loans purchased and held by ULT 142,687 181,536 Restricted cash pledged as collateral $ 76,256 $ 6,366 Upstart Auto Warehouse Trust Credit Facility In December 2021, the Company’s consolidated VIE, Upstart Auto Warehouse Trust (“UAWT”), entered into a revolving credit and security agreement with a third-party lender (the “UAWT Warehouse Credit Facility”). Under the revolving credit and security agreement, UAWT may borrow up to $100.0 million until the earlier of December 2022 or the occurrence of an accelerated amortization event. An accelerated amortization event includes, but are not limited to, failure to satisfy certain loan performance metrics or the occurrence of an event of default. The proceeds may only be used to purchase secured auto loans originated using Upstart’s platform and to pay fees and expenses related to the credit facility. The UAWT Warehouse Credit Facility matures in December 2023. The entire amount of the outstanding principal and accrued interest and fees may be prepaid at any time without penalty. Borrowings under the UAWT Warehouse Credit Facility bears interest per annum at a rate equivalent to the weighted-average cost of commercial paper notes issued by the lender (the “UAWT Benchmark Rate”), plus a spread ranging from 1.8% to 3.5%. In the event the UAWT Benchmark Rate cannot be adequately ascertained or available, the UAWT Benchmark Rate will be replaced with an alternative rate such as SOFR. In addition, the UAWT Warehouse Credit Facility is also subject to a monthly unused fee of 0.50% per annum on the undrawn balance. The maximum advance rate under the UAWT Auto Warehouse Trust Credit Facility on outstanding principal of loans held by UAWT was 82.5% as of December 31, 2021 and June 30, 2022. The UAWT Warehouse Credit Facility contains certain financial covenants. As of December 31, 2021 and June 30, 2022, UAWT was in compliance with all applicable covenants under the UAWT Warehouse Credit Facility. The creditors of UAWT have no recourse to the general credit of the Company, except for certain limited obligations of UAWT to its creditors that are guaranteed by the Company. The following table includes the aggregate balances held by UAWT that were pledged as collateral for the UAWT Warehouse Credit Facility and included in loans at fair value and restricted cash in the condensed consolidated balance sheets as of June 30, 2022. The Company had no outstanding borrowings or loans owned by UAWT that were pledged as collateral under the UAWT Warehouse Credit Facility as of December 31, 2021. UAWT Warehouse Credit Facility June 30, Outstanding borrowings $ 98,172 Aggregate outstanding principal of loans pledged as collateral 120,628 Aggregate fair value of loans purchased and held by UAWT 131,183 Restricted cash pledged as collateral $ 662 Convertible Senior Notes On August 20, 2021, the Company issued $661.3 million aggregate principal amount of 0.25% convertible senior notes due 2026 (“Notes”) pursuant to an indenture (the “Indenture”), (including the exercise in full of the initial purchasers’ option of an additional $86.3 million aggregate principal of additional notes) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The net proceeds from the sale of the Notes were $645.5 million after deducting debt issuance costs. The estimated fair value of the Notes as of December 31, 2021 and June 30, 2022 was approximately $627.5 million and $380.3 million, respectively, which represent Level 2 valuations in the fair value hierarchy. The estimated fair value was determined based on the estimated or actual bids and offers of the Notes in an over-the-counter market. The carrying value of the Notes of December 31, 2021 and June 30, 2022 was $646.9 million and $648.4 million, respectively. The Notes represent senior unsecured obligations of the Company and bear interest at a rate of 0.25% per year, payable semiannually in arrears on February 15 and August 15 of each year beginning on February 15, 2022. The Notes mature on August 15, 2026 unless earlier converted, redeemed, or repurchased in accordance with their terms. The Notes will be convertible at an initial conversion rate of 3.5056 shares of our common stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of $285.26 per share, subject to adjustment if certain events occur. Following certain corporate events that may occur prior to the maturity date or following our issuance of a notice of redemption, the Company will increase the conversion rate for a holder who elects to convert its Notes in connection with such corporate event or during the related redemption period in certain circumstances. Additionally, upon the occurrence of a corporate event that constitutes a “fundamental change” per the Indenture, holders of the Notes may require the Company to repurchase for cash all or a portion of their respective notes at a purchase price equal to 100% of the principal amount of the Note plus accrued and unpaid interest. Holders may convert their Notes at their option any time prior to the close of business on the business day immediately preceding May 15, 2026 only under the following circumstances: (1) during any calendar quarter commencing after December 31, 2021 (and only during such calendar quarter), if the last reported sale price of the Common Stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business-day period after any five consecutive trading-day period in which the trading price per $1,000 principal amount of Notes for each trading day of such five consecutive trading-day period was less than 98% of the product of the last reported sale price of the Common Stock and the conversion rate on each such trading day; (3) if we call any or all of the Notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. On or after May 15, 2026, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders of the Notes may convert all or any portion of their Notes regardless of the foregoing conditions. Upon conversion, the Company will pay or deliver, as the case may be, either cash, shares of common stock or a combination of cash and shares of common stock, at its election. The Company may not redeem the Notes prior to August 20, 2024. The Company may redeem for cash all or any portion of the Notes, at our option, on or after August 20, 2024, if the last reported sale price of our common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading-day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides a notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. The Company accounted for the issuance of the Notes as a single liability at par as the conversion feature does not require bifurcation as a derivative under ASC 815 and the Notes were not issued at a substantial premium. Debt issuance costs related to the Notes totaled $15.7 million and consisted of underwriting fees and third-party offering costs, which are amortized to interest expense using the effective interest method over the contractual term. For the three and six months ended June 30, 2022, the Company recorded coupon interest expense of $0.4 million and $0.8 million, respectively, and amortization of debt issuance costs of $0.8 million and $1.5 million, respectively, within other expense on the condensed consolidated statements of operations and comprehensive income (loss). The effective interest rate of the Notes is 0.7%. Capped Call Transactions The Company used $58.5 million of the net proceeds from the Notes to enter into privately negotiated capped call instruments (“Capped Calls”) with certain financial institutions. The Capped Calls each have an initial strike price of $285.26 per share, subject to certain adjustments, which corresponds to the initial conversion price of the Notes. The Capped Calls each have an initial cap price of $400.36 per share. The Capped Calls cover, subject to anti-dilution adjustments, 2.3 million shares of common stock. The Capped Calls are expected to reduce the potential dilution to common stock upon any conversion of Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted Notes, as the case may be, in the event the market price per share of common stock, as measured under the terms of the Capped Call, is greater than the strike price of the Capped Call, with such reduction and/or offset subject to a cap. If, however, the market price per share of the common stock, as measured under the terms of the Capped Call, exceeds the cap price of the Capped Calls, there would be dilution and/or there would not be an offset of such potential cash payments, in each case, to the extent that such market price per share of the common stock exceeds the cap price of the Capped Calls. The Capped Calls expire on August 15, 2026, subject to earlier exercise. The Capped Calls were determined to be freestanding financial instruments that meet the criteria for classification in equity; as such the Capped Calls were recorded as a reduction of additional paid-in capital within stockholders’ equity. The following table summarizes the aggregate amount of maturities of all borrowings as of June 30, 2022: June 30, Remaining 2022 $ — 2023 98,172 2024 109,951 2025 — 2026 661,250 2027 — Total $ 869,373

Stockholders_ Equity

Stockholders’ Equity	6 Months Ended
	Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]
Stockholders’ Equity	Stockholders' EquityCommon Stock Reserved for Future Issuance The Company's amended and restated certificate of incorporation authorizes the issuance of 700,000,000 shares of common stock with a par value of $0.0001 per share. Shares of common stock reserved for issuance, on an as-converted basis, are as follows: December 31, June 30, 2021 2022 Options issued and outstanding 12,785,176 11,138,435 RSUs outstanding 1,508,615 2,497,064 PRSUs outstanding — 687,500 Shares available for future issuance under 2020 plan 9,979,700 12,149,138 Shares available for issuance under ESPP 1,869,302 2,657,991 Total 26,142,793 29,130,128 Share Repurchase Program In February 2022, the Board of Directors authorized the Company to purchase up to $400.0 million of common stock of the Company. The Company may repurchase shares from time to time through open market purchases, in privately negotiated transactions or by other means, including through the use of trading plans intended to qualify under Rule 10b5-1. The repurchase program does not obligate the Company to acquire any particular amount of its common stock, and may be suspended or terminated by the Company at any time at its discretion without prior notice. The Company records share repurchases on the settlement date. Repurchased shares are subsequently retired and returned to the status of authorized but unissued. The Company’s policy for share retirements is to allocate the excess between par value and the repurchase price, including costs and fees, to additional paid-in capital. During the six months ended June 30, 2022, the Company repurchased, and subsequently retired, 3.5 million shares for $125.0 million at an average cost of $35.69 per share. As of June 30, 2022, $275 million remains available for future purchases of our common stock under the share repurchase program. Equity Incentive Plan The Company's 2020 Equity Incentive Plan authorizes grants of ISOs, NSOs, stock appreciation rights, restricted stock, RSUs, and performance awards to eligible participants. Stock Options The following table summarized stock option activity for the six months ended June 30, 2022: Number of Options Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Life (years) Aggregate Balances at December 31, 2021 12,785,176 $ 10.23 6.8 $ 1,803,812 Options granted 289,343 121.25 Options exercised (1,804,373) 5.23 Options cancelled and forfeited (131,711) 34.30 Balances at June 30, 2022 11,138,435 13.64 6.3 268,860 Options exercisable – June 30, 2022 7,176,849 4.44 5.4 197,786 Options vested and expected to vest – June 30, 2022 11,070,099 $ 13.25 6.3 $ 268,281 The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the fair value of the Company’s stock as of June 30, 2022. The aggregate intrinsic value of options exercised for the six months ended June 30, 2021 and 2022, was $122.7 million and $145.7 million, respectively. The weighted-average grant date fair value of options granted during the six months ended June 30, 2021 and 2022, was $62.16, and $59.74 per share, respectively. The weighted-average fair value of options assumed in connection with an acquisition was $74.84 per share for the six months ended June 30, 2021. The total fair value of options vested for the six months ended June 30, 2021 and 2022, was $12.3 million, and $11.9 million, respectively. As of June 30, 2022, total unrecognized stock-based compensation expense related to unvested stock options was $55.9 million, which is expected to be recognized over a remaining weighted-average period of 1.6 years. In May 2021, the Company amended an employee stock option agreement which resulted in a modification of the vesting of a certain number of option shares. The Company valued the amended stock options as of the modification date. Based on the Black-Scholes option pricing model fair value, incremental stock-based compensation expense of $4.4 million resulting from the modification was recognized during the six months ended June 30, 2021. Restricted Stock Units The Company grants RSUs to employees and nonemployees. RSUs vest upon satisfaction of a service-based condition, which is generally satisfied over four years. The following table summarized RSU activity for the six months ended June 30, 2022: Number of Shares Weighted-Average Grant Date Fair Value Per Share Unvested at December 31, 2021 1,508,615 $ 140.10 RSUs granted 1,282,886 91.38 RSUs vested (179,878) 108.42 RSUs cancelled and forfeited (114,559) 126.40 Unvested at June 30, 2022 2,497,064 $ 117.98 As of June 30, 2022, total unrecognized stock-based compensation expense related to outstanding unvested RSUs was $246.0 million, which is expected to be recognized over a remaining weighted-average period of 3.0 years. Restricted Stock In connection with the Prodigy acquisition in April 2021, 82,201 shares of the Company’s restricted stock were issued to certain Prodigy employees. The restricted stock is subject to restrictions which lapse on a quarterly basis over two years. Refer to “ Note 5. Acquisitions ” for further information. The following table summarized Restricted Stock activity for the six months ended June 30, 2022: Number of Shares Weighted-Average Grant Date Fair Value Per Share Unvested at December 31, 2021 61,651 $ 121.65 Vested 20,550 121.65 Unvested at June 30, 2022 41,101 $ 121.65 As of June 30, 2022, total unrecognized stock-based compensation expense related to restricted stock was $3.9 million, which is expected to be recognized over a remaining weighted-average period of 0.8 years. Performance-based Restricted Stock Units On February 18, 2022, the Compensation Committee of the Board of Directors, after extensive consultation with its independent compensation consultants, approved the grant of a PRSU award to an executive for 687,500 shares that will generally vest at the end of a period of seven years based on the achievement of certain stock price targets for the Company’s common stock. Except as otherwise provided in the Performance Award Agreement, the PRSU award will vest only if the executive is employed on a full-time basis through January 1, 2029 (the “Final Measurement Date”) and only to the extent that the company stock price targets are met. The first time that performance will be measured is on January 1, 2027 and achievement will be determined based on the average closing price of the Company’s stock on the 60 consecutive trading days ending immediately prior to that date. If any company stock price target is met at that time, up to 40% of the cumulative PRSUs possible for such company stock price target will become eligible to vest. One year later on January 1, 2028, the same procedure will be followed and if any higher company stock price target is met, up to 80% of the cumulative PRSUs possible for such company stock price target, less any PRSUs that previously vested, will vest. On the Final Measurement Date, the same procedure will be followed and the cumulative PRSUs possible for the highest company stock price target met at such time, less any PRSUs that previously became eligible to vest, will become eligible to vest. All PRSUs which did not meet the Company stock price targets on the Final Measurement Date will be forfeited. The ability to become eligible to vest only in up to 40% of the cumulative PRSUs possible after five years and only up to 80% of the cumulative PRSUs possible after six years was intentionally structured to ensure that sustained long-term stock price performance must be achieved. The 40% and 80% limitations do not apply in the case of a change in control prior to the Final Measurement Date. Compensation expense associated with the PRSUs is recognized using the straight-line attribution method for each of the nine vesting tranches over the respective derived service period. The weighted-average grant date fair value using the Monte Carlo simulation was $68.76 per share. The Company recognizes stock-based compensation expense for awards subject to market-based vesting conditions regardless of whether these conditions will be achieved or not, and stock-based compensation expense for any such awards is not reversed if the market condition is not met. As of June 30, 2022, total unrecognized stock-based compensation expense related to outstanding unvested PRSUs was $44.1 million, which is expected to be recognized over a remaining weighted-average period of 5.2 years. 2020 Employee Stock Purchase Plan Our ESPP provides for consecutive six-month offering periods. The offering periods are scheduled to start on the first trading day on or after February 15 and August 15 of each year. The ESPP permits participants to purchase shares in the amount of 85% of the lower of the fair market value of our shares of common stock on the first trading day of the offering period or on the exercise date. During the six months ended June 30, 2022, 47,894 shares of common stock were purchased under the ESPP. As of June 30, 2022, total unrecognized stock-based compensation expense related to the ESPP was immaterial. Fair Value of Awards Granted In determining the fair value of stock-based awards, the Company uses a Black-Scholes option-pricing model for its options granted and ESPP purchase rights and a Monte Carlo simulation model for its PRSUs. The inputs used for estimating the fair values of options granted, ESPP purchase rights and PRSUs granted during the period include: Fair Value of Common Stock –The fair value of the Company’s common stock is determined by the closing price, on the date of grant, of its common stock, which is traded on the Nasdaq Global Select Market. Expected Term –The expected term represents the period that the Company’s stock options and ESPP purchase rights are expected to be outstanding. We estimate the expected term based on the simplified method, which is the weighted-average time to vesting and the contractual maturity. The expected term for PRSUs is the simulation term, the time period from the valuation date to the end of the performance measurement period. Volatility –Because the Company has not had an active trading market for its common stock for a sufficient period of time, the expected volatility is estimated based on the average volatility for comparable publicly-traded companies, over a period equal to the expected term of the stock option grants. Risk-free Interest Rate –The risk-free interest rate assumption is based on the U.S. Treasury zero coupon issues in effect at the time of grant for periods corresponding with the expected term of the option. Dividends –The Company has never paid dividends on its common stock and does not anticipate paying dividends on common stock. Therefore, the Company uses an expected dividend yield of zero. The following assumptions were used to estimate the fair value of options granted: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Expected term (in years) * 6.0 – 6.2 5.3 – 6.9 5.2 – 7.0 Expected volatility * 49.37% – 49.78% 63.12% – 65.01% 47.58% – 49.78% Risk-free interest rate * 3.34% 0.62% – 1.14% 1.70% – 3.34% Dividend yield * —% —% —% _________ * No options were granted during the three months ended June 30, 2021 The following assumptions were used to estimate the fair value of the February 2022 PRSUs granted: Expected term (in years) 6.9 Expected volatility 48.43% Risk-free interest rate 1.89% Dividend yield —% The following assumptions were used to estimate the fair value of ESPP purchase rights: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Expected term (in years) * * 0.6 0.5 Expected volatility * * 61.65% 91.98% Risk-free interest rate * * 0.09% 0.72% Dividend yield * * —% —% _________ * No ESPP purchase rights were granted during the three months ended June 30, 2021 and 2022. Stock-Based Compensation The Company recorded stock-based compensation in the following expense categories in its condensed consolidated statements of operations and comprehensive income (loss) for employees and nonemployees: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Sales and marketing $ 1,427 $ 2,624 $ 2,180 $ 4,862 Customer operations 1,624 2,085 2,376 3,704 Engineering and product development 12,472 17,894 16,779 31,528 General, administrative, and other 5,663 7,726 8,473 15,285 Total $ 21,186 $ 30,329 $ 29,808 $ 55,379

Leases

Leases	6 Months Ended
	Jun. 30, 2022
Leases [Abstract]
Leases	LeasesThe Company’s operating leases expire between 2027 and 2032 and are primarily for its corporate headquarters in San Mateo, California and Columbus, Ohio, as well as additional office space for origination and servicing operations in Columbus, Ohio. Certain leases have rent abatement, escalating rent payment provisions, lease renewal options, and tenant allowances. Rent expense is recognized on a straight-line basis over the non-cancelable lease term, except when it is reasonably certain that the renewal option will be exercised. For leases where the Company is reasonably certain to exercise a renewal option, such option periods have been included in the determination of the Company’s ROU assets and lease liabilities on our condensed consolidated balance sheets. In connection with the Company’s lease agreements, letters of credit were issued on behalf of the Company for the benefit of the landlord in an aggregate amount of $3.4 million. The letters of credit are secured by certificates of deposit which are included in restricted cash on the condensed consolidated balance sheets. As of June 30, 2022, future minimum lease payments are as follows: Operating Leases Remaining 2022 $ 6,432 2023 14,741 2024 16,574 2025 17,050 2026 17,546 Thereafter 51,954 Total undiscounted lease payments 124,297 Less: Tenant improvement receivables (6,568) Less: Present value adjustment (17,864) Operating lease liabilities $ 99,865 The Company did not have any material finance leases in any period presented. The Company’s operating lease expense consists of rent and variable lease payments. Variable lease payments such as common area maintenance and parking fees, were included in operating expenses. Rent expense for the Company’s short-term leases was immaterial for the periods presented. Operating lease expense was as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Rent expense $ 1,467 $ 3,945 $ 2,995 $ 7,877 Variable lease payments $ 362 $ 922 $ 661 $ 1,788 Supplemental cash flow and non-cash information related to the Company’s operating leases was as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Cash paid for amounts included in the measurement of lease liabilities $ 1,075 $ 2,707 $ 2,132 $ 4,770 Supplemental balance sheet information related to the Company’s operating leases was as follows: June 30, 2022 Weighted-average remaining lease term (in years) 7.66 Weighted-average discount rate 3.83%

Commitment and Contingencies

Commitment and Contingencies	6 Months Ended
	Jun. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Commitments The Company has loan purchase obligations under the Company’s loan agreements with certain bank partners. These bank partners retain ownership of the loans facilitated through Upstart’s platform for three days or longer (the “holding period”) after origination, as required under the respective agreements. The Company has committed to purchase the loans at the conclusion of the required holding period. As of December 31, 2021 and June 30, 2022, the total loan purchase commitment included outstanding principal balance of $111.3 million and $12.1 million, respectively. Contingencies Accounting for contingencies requires the Company to use judgment related to both the likelihood of a loss and the estimate of the amount or range of loss. The Company records a loss contingency when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company discloses material contingencies when it believes a loss is not probable but reasonably possible and may voluntarily provide information on additional contingencies. From time to time the Company is subject to, and it is presently involved in, various litigation and legal proceedings arising from the ordinary course of business activities the outcome of which the Company cannot reasonably determine. Other than the class actions described below, the Company does not believe that it is presently a party to any litigation of which the outcome would individually, or taken together, have a material adverse effect on our business, operating results, cash flows, or financial condition. As of December 31, 2021 and June 30, 2022, no loss contingency has been recorded in connection with legal proceedings. Indemnifications In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to vendors, directors, officers and other parties with respect to certain matters. In addition, the Company has entered into indemnification agreements with directors and certain officers and employees that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers or employees. No demands have been made upon the Company to provide indemnification under such agreements, and thus, there are no claims that the Company is aware of that could have a material effect on the Company’s condensed consolidated financial statements. Repurchases Under the terms of the loan purchase and loan servicing agreements between the Company and institutional investors, as well as in agreements with investors in securitizations and pass-through certificate transactions, the Company may, in certain circumstances, become obligated to repurchase loans from such investors. Generally, these circumstances include the occurrence of verifiable identity theft, the failure of sold loans to meet the terms of certain loan-level representations and warranties that speak as of the time of origination or sale, the failure to comply with other contractual terms with the investors, or a violation of the applicable federal, state, or local lending laws. The maximum potential amount of future payments associated under this obligation is the outstanding balances of the loans sold to the investors, which at December 31, 2021 and June 30, 2022 is $12,905.5 million and $16,543.8 million, respectively. Actual payments made relating to the Company’s repurchase and indemnification obligations were immaterial. The Company has recorded contingent liabilities as of December 31, 2021 and June 30, 2022 of immaterial amounts to cover estimated future obligations related to these contractual terms. These amounts are included in accrued expenses and other liabilities on the Company’s condensed consolidated balance sheets. Legal On May 13, 2022, a purported class action lawsuit was filed in the United States District Court, Northern District of California, captioned Ward v. Upstart Holdings, Inc., et al., Case No. 5:22-cv-02856-BLF (N.D. Cal.) against the Company, the Company’s Chief Executive Officer, and Chief Financial Officer alleging, among other things, that the defendants made false and/or misleading statements or omissions about the Company’s business, operations, and prospects in violation of Section 10(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Rule 10b-5 promulgated thereunder, as well as Section 20(a) of the Exchange Act. The Ward lawsuit claimed unspecified damages and legal fees. Between May 19, 2022 and June 22, 2022, two additional related purported class action lawsuits were filed in the United States District Court, Northern District of California, captioned Plymouth County Retirement Association v. Upstart Holdings, Inc., et al., Case No. 3:22-cv-02973-WHO (N.D. Cal.) and Zhang v. Upstart Holdings, Inc., et al., Case No. 3:22-cv-03668-JD (N.D. Cal.). On July 7, 2022, a related purported class action lawsuit was filed in the United States District Court, Southern District of Ohio, captioned Handelsbanken Fonder AB v. Upstart Holdings, Inc., et al., Case No. 2:22-cv-02706-SDM-EPD (S.D. Ohio). The Zhang, Plymouth County, and Handelsbanken Fonder actions named the same defendants and made similar allegations to those in the Ward action. On July 11, 2022, plaintiffs in the Zhang and Plymouth County actions filed notices voluntarily dismissing their lawsuits without prejudice. On July 12, 2022, motions to appoint lead plaintiff and lead counsel were filed in both the Ward action and the Handelsbanken Fonder action. On July 26, 2022, plaintiff in the Ward action filed a notice voluntarily dismissing his lawsuit without prejudice, and on July 27, 2022, plaintiff in the Handelsbanken Fonder action filed a notice voluntarily dismissing its lawsuit without prejudice. On July 26, 2022, an additional lawsuit was filed in United States District Court, Southern District of Ohio, captioned Crain v. Upstart Holdings, Inc. et al., Case No. 2:22-cv-02935-ALM-EPD (S.D. Ohio) against the Company, the Company’s Chief Executive Officer, and Chief Financial Officer. The Crain lawsuit makes allegations similar to those in the Handelsbanken Fonder action and alleges that the defendants made false and/or misleading statements or omissions about the Company’s business, operations, and prospects in violation of Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder, as well as Section 20(a) of the Exchange Act. The Crain lawsuit claims unspecified damages and legal fees. The Company believes the claims in the above-referenced lawsuits are without merit and intends to defend itself vigorously. On July 28, 2022, a derivative lawsuit was filed in United States District Court, Southern District of Ohio, captioned OConnor v. Huber et al., Case No. 2:22-cv-02961-EAS-KAJ (S.D. Ohio). The OConnor action includes allegations similar to those in the Crain complaint, and names as defendants each of the Company’s current board members and its Chief Financial Officer. The Company is named as a nominal defendant. The OConnor action includes claims for violation of Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder, breach of fiduciary duty, aiding and abetting breach of fiduciary duty, unjust enrichment, and waste of corporate assets. The OConnor action seeks unspecified monetary damages and an accounting from the individual defendants. The OConnor action also seeks unspecified corporate governance and internal procedure modifications, punitive damages, and legal fees.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2022
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company’s effective tax rates for the three and six months ended June 30, 2021 and 2022, are as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 (Benefit) provision for income taxes $ (988) $ 24 $ (767) $ 43 Effective tax rate (3.33) % (0.08) % (1.92) % 1.49 % The Company's tax provision and the resulting effective tax rate for interim periods is determined based upon its estimated annual effective tax rate adjusted for the effect of discrete items arising during the period. The increase in the effective tax rate for the three and six months ended June 30, 2022 was primarily driven by an increase in the Company's state tax liabilities in 2022. Compared to the same periods in 2021, the Company’s effective tax rate in 2022 has normalized from a partial valuation allowance release driven by an acquisition that occurred during the three months ended June 30, 2021. The effective tax rate differs from the U.S. statutory tax rate primarily due to the valuation allowance on the Company’s deferred tax assets as it is more likely than not that some or all of these deferred tax assets will not be realized.

Net Income (Loss) Per Share

Net Income (Loss) Per Share	6 Months Ended
	Jun. 30, 2022
Earnings Per Share [Abstract]
Net Income (Loss) Per Share	Net Income (Loss) Per Share Basic net income (loss) per common share is based on the weighted-average common shares outstanding during the relevant period. Diluted net income (loss) per share is based on the weighted-average common shares outstanding during the relevant period adjusted for the dilutive effect of share-based awards and convertible debt. Basic and diluted net income (loss) per share are computed independently for each fiscal quarter and year-to-date period, which involves the use of different weighted-average share count figures relating to quarterly and year-to-date periods. As a result, and after factoring the effect of rounding to the nearest cent per share, the sum of each fiscal quarter-to-date basic and diluted net income (loss) per share may not equal year-to-date basic and diluted net income (loss) per share. For periods in which the Company reports net losses, basic and diluted net loss per share are the same because potentially dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Numerator: Net income (loss) $ 37,284 $ (29,871) $ 47,386 $ 2,821 Denominator: Weighted-average common shares outstanding used to calculate net income (loss) per share, basic 76,674,129 83,833,963 75,160,037 84,031,109 Weighted-average effect of dilutive securities 18,127,994 — 18,033,116 10,477,951 Weighted-average common shares outstanding used to calculate net income (loss) per share, diluted 94,802,123 83,833,963 93,193,153 94,509,060 Net income (loss) per share, basic $ 0.49 $ (0.36) $ 0.63 $ 0.03 Net income (loss) per share, diluted $ 0.39 $ (0.36) $ 0.51 $ 0.03 The following securities were excluded from the computation of diluted net income (loss) per share for the periods presented, because including them would have been anti-dilutive. These amounts represent the number of instruments outstanding at the end of each respective period: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Options to purchase common stock 451,493 11,138,435 500,065 770,852 Unvested RSUs 262,914 2,497,064 1,117,330 2,061,568 Unvested PRSUs — 687,500 687,500 Purchase rights committed under the ESPP — 216,088 — — Convertible debt — 2,318,078 — 2,318,078 Total 714,407 16,857,165 1,617,395 5,837,998

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2022
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events The Company has evaluated events that have occurred through the filing date of this Form 10-Q. Based on its evaluation, other than any items recorded or disclosed within the condensed consolidated financial statements and related notes, the Company has determined no subsequent events were required to be recognized or disclosed.

Description of Business and S_2

Description of Business and Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of consolidation	The accompanying unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements included in our Annual Report on Form 10-K and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company’s financial position, results of operations, comprehensive income (loss) and cash flows for the periods presented, but are not necessarily indicative of the results of operations to be anticipated of any future annual or interim periods. Certain information and disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to rules and regulations of the Securities and Exchange Commission. Accordingly, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2021.
Basis of presentation	The accompanying unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements included in our Annual Report on Form 10-K and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company’s financial position, results of operations, comprehensive income (loss) and cash flows for the periods presented, but are not necessarily indicative of the results of operations to be anticipated of any future annual or interim periods. Certain information and disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to rules and regulations of the Securities and Exchange Commission. Accordingly, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2021.
Use of estimates	Use of Estimates The preparation of the unaudited condensed consolidated financial statements in conformity with GAAP requires that management make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods.
Stock-based compensation	Stock-Based Compensation The Company issues stock options, restricted stock units (“RSUs”), performance-based restricted stock units (“PRSUs”), and restricted stock to employees and non-employees, including directors and third-party service providers, and employee stock purchase rights granted under the Company’s employee stock purchase plan (“ESPP”). Stock options and employee stock purchase rights granted under the ESPP are initially measured at fair value at the date of grant using the Black-Scholes option-pricing model. RSUs and restricted stock are measured at the fair market value of our common stock at the grant date. PRSUs are initially measured at fair value using a Monte Carlo simulation model. Stock-based compensation expenses are recognized based on their respective grant-
Recently adopted and issued accounting pronouncements	Recently Adopted Accounting Pronouncements The Company did not adopt any new accounting standards during the six months ended June 30, 2022. Recently Issued Accounting Pronouncements In March 2020 the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting followed by ASU 2021-01, Reference Rate Reform, Scop e issued in January 2021. ASU 2020-04 and ASU 2021-01 provide temporary optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate or another reference rate expected to be discontinued because of reference rate reform, if certain criteria are met. The optional guidance in ASU 2020-04 and ASU 2021-01 is effective for a limited period of time through December 31, 2022 and may be applied prospectively to contract modifications and hedging relationships. The Company does not expect the adoption of this guidance will have a material impact on the Company’s condensed consolidated financial statements or related disclosures. In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers . The new guidance requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers, as if it had originated the contracts. Under the current business combinations guidance, such assets and liabilities are recognized by the acquirer at fair value on the acquisition date. The ASU is effective for fiscal years beginning after December 15, 2022, with early adoption permitted. The ASU is to be applied prospectively to business combinations occurring on or after the effective date of the amendment (or if adopted early as of an interim period, as of the beginning of the fiscal year that includes the interim period of early application). This standard has no impact on acquired contract assets or liabilities from business combinations occurring prior to the effective date of adoption. The Company is currently assessing the impact the standard will have on its condensed consolidated financial statements and related disclosures.
Variable Interest Entities	Consolidated VIEs The Company consolidates VIEs in which the Company has a variable interest and is determined to be the primary beneficiary. This determination is based on whether the Company has a variable interest (or combination of variable interests) that provides the Company with (a) the power to direct the activities that most significantly impact the VIE’s economic performance and (b) the obligation to absorb losses or right to receive benefits that could be potentially significant to the VIE. The Company continually reassesses whether it is the primary beneficiary of a VIE throughout the entire period the Company is involved with the VIE. The Company also determines whether decision-maker or service-provider fees are variable interests. Decision-maker or service-provider fees are not considered variable interests when the arrangement does not expose the Company to risks of loss that a potential VIE was designed to pass on to its variable interest holders, the fees are commensurate, the arrangement is at market, and the Company does not have any other interests (including direct interests and certain indirect interests held through related parties) that absorb more than an insignificant amount of a VIE’s potential variability. This determination can have a significant impact on the Company’s consolidation analysis, as it could affect whether a legal entity is a VIE and whether the Company is the primary beneficiary of a VIE. When the Company’s decision-maker or service-provider fee is not a variable interest, the Company is viewed as acting as a fiduciary for the potential VIE. Unconsolidated VIEs The Company’s transactions with unconsolidated VIEs include securitizations of unsecured personal whole loans and sales of whole loans to VIEs. While the Company continues to be involved with the unconsolidated VIEs in its role as the sponsor and the servicer of these transactions, the Company does not hold a significant economic interest in these entities and has determined that it is not the primary beneficiary of these entities. The Company’s unconsolidated VIEs include entities established as the issuers and grantor trusts for the 2018-2, 2019-1, and 2019-2 securitization transactions. In cases where the VIEs are not consolidated and the transfer of the loans from the Company to the securitization trust meets sale accounting criteria, the Company recognizes a gain or loss on sales of loans. The net proceeds of the sale represent the fair value of any assets obtained or liabilities incurred as part of the transaction. The assets are transferred into a trust such that the assets are legally isolated from the creditors of the Company and are not available to satisfy obligations of the Company. These assets can only be used to settle obligations of the underlying securitization trusts. The Company’s maximum exposure to loss from its involvement with unconsolidated VIEs represents the estimated loss that would be incurred under severe, hypothetical circumstances, for which the Company believes the possibility is remote, such as where the value of securitization notes and senior and residual certificates the Company holds as part of the risk retention requirement declines to zero. Retained Interest in Unconsolidated VIEs
Off-Balance Sheet Loans	Off-Balance Sheet Loans Off-balance sheet loans relate to securitization transactions for which the Company has some form of continuing involvement, including as servicer. For a loan related to securitization transactions where servicing is the only form of continuing involvement, the Company would only experience a loss if it were required to repurchase such a loan due to a breach in representations and warranties associated with its loan sale or servicing contracts. Additionally, in the unlikely event principal payments on the loans backing a securitization are insufficient to pay senior note holders, any amounts the Company contributed to the securitization reserve accounts may be depleted.

Revenue (Tables)

Revenue (Tables)	6 Months Ended
	Jun. 30, 2022
Revenue from Contract with Customer [Abstract]
Disaggregation of revenue by type of service	The Company disaggregates revenue from fees by type of service for the periods presented as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Revenue from fees, net: Platform and referral fees, net $ 169,080 $ 211,610 $ 276,033 $ 483,422 Servicing and other fees, net 18,217 46,735 27,434 88,905 Total revenue from fees, net $ 187,297 $ 258,345 $ 303,467 $ 572,327
Customers accounting for greater than 10% of accounts receivable	Customers accounting for greater than 10% of total revenue were as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Customer A 63% 50% 62% 48% Customer B 22% 28% 23% 30% Customers accounting for greater than 10% of accounts receivable were as follows: December 31, June 30, 2021 2022 Customer C 33% * Customer D 25% 28% * Less than 10%
Gain (loss) on loan servicing rights	The Company recognized a net gain related to loan servicing rights upon loan sales for the periods presented as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Net gain related to loan servicing rights $ 2,169 $ 9,027 $ 2,102 $ 17,732
Schedule of collection agency and borrower fees	The Company recognized collection agency fees and borrower fees, which are included in servicing and other fees, net for the periods presented as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Collection agency fees $ 991 $ 2,565 $ 1,854 $ 4,555 Borrower fees $ 1,095 $ 5,890 $ 1,980 $ 11,120
Components of interest income and fair value adjustments, net	The table below presents components of the interest income and fair value adjustments, net presented in the Company’s condensed consolidated statements of operations and comprehensive income: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Interest income and fair value adjustments, net: Interest income $ 3,545 $ 28,974 $ 6,951 $ 44,108 Interest expense (1,497) (2,313) (2,527) (3,272) Fair value and other adjustments, net (1)(2) 4,601 (56,844) 7,400 (74,865) Total interest income and fair value adjustments, net $ 6,649 $ (30,183) $ 11,824 $ (34,029) _________ 1. Includes $1.4 million and $4.3 million of realized gains on sale of loans for the three and six months ended June 30, 2021, respectively, and $(25.4) million and $(24.1) million of realized losses on sale of loans for the three and six months ended June 30, 2022, respectively. 2. Includes $1.4 million and $2.5 million of income from capital market programs, net for the three and six months ended June 30, 2021, respectively. Income from capital market programs was immaterial for both the three and six months ended June 30, 2022.

Variable Interest Entities (Tab

Variable Interest Entities (Tables)	6 Months Ended
	Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of financial assets and liabilities from variable interest entities	The following tables present a summary of financial assets and liabilities from the Company’s involvement with consolidated VIEs: Assets Liabilities Net Assets December 31, 2021 Total consolidated VIEs $ 342,025 $ 49,314 $ 292,711 Assets Liabilities Net Assets June 30, 2022 Total consolidated VIEs $ 627,869 $ 212,013 $ 415,856 The following tables summarize the aggregate value of assets and liabilities of unconsolidated VIEs in which the Company holds a variable interest but is not the primary beneficiary: Assets Liabilities Net Assets Maximum Exposure to Losses December 31, 2021 Securitizations and other $ 217,321 $ 160,248 $ 57,073 $ 15,503 Assets Liabilities Net Assets Maximum Exposure to Losses June 30, 2022 Securitizations and other $ 121,454 $ 83,779 $ 37,675 $ 11,913

Fair Value Measurement (Tables)

Fair Value Measurement (Tables)	6 Months Ended
	Jun. 30, 2022
Fair Value Disclosures [Abstract]
Assets and liabilities measured at fair value	The following table presents assets and liabilities measured at fair value and categorized as Level 3 in the fair value hierarchy: December 31, June 30, 2021 2022 Assets Loans $ 252,477 $ 623,763 Notes receivable and residual certificates 8,288 4,698 Loan servicing assets 18,388 35,171 Total assets $ 279,153 $ 663,632 Liabilities Loan servicing liabilities $ 8,780 $ 6,366 Trailing fee liabilities 4,315 5,446 Total liabilities $ 13,095 $ 11,812
Significant unobservable inputs	The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements for loans held-for-investment and held-for-sale: December 31, 2021 June 30, 2022 Minimum Maximum Weighted-Average (2) Minimum Maximum Weighted-Average (2) Discount rate 3.42 % 16.49 % 7.29 % 5.92 % 18.94 % 9.63 % Credit risk rate (1) 0.08 % 55.79 % 17.98 % 0.01 % 79.09 % 17.50 % Prepayment rate (1) 8.70 % 88.12 % 40.35 % 1.55 % 90.30 % 40.78 % (1) Expressed as a percentage of the original principal balance of the loans (2) Unobservable inputs were weighted by relative fair value The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements of assets related to securitization transactions: December 31, 2021 June 30, 2022 Minimum Maximum Weighted-Average (2) Minimum Maximum Weighted-Average (2) Notes receivable and residual certificates Discount rate 4.96 % 15.72 % 6.78 % 5.82 % 18.14 % 9.61 % Credit risk rate (1) 0.04 % 50.69 % 18.47 % 0.76 % 50.69 % 18.63 % Prepayment rate (1) 15.60 % 36.08 % 27.82 % 15.60 % 35.03 % 27.90 % _________ (1) Expressed as a percentage of the original principal balance of the loans underlying the financial instruments (2) Unobservable inputs were weighted by relative fair value
Sensitivity analysis of fair value	The below table presents the sensitivity of the loans held-for-sale and held-for-investment to adverse changes in key assumptions used in the valuation model as of December 31, 2021 and June 30, 2022, respectively. December 31, June 30, 2021 2022 Fair value of loans $ 252,477 $ 623,763 Discount rates 100 basis point increase (3,392) (7,525) 200 basis point increase (6,709) (14,901) Expected credit loss rates on underlying loans 10% adverse change (3,959) (8,626) 20% adverse change (7,927) (17,269) Expected prepayment rates 10% adverse change (239) (2,395) 20% adverse change (512) (4,739)
Rollforward of level 3 assets	The following tables include a rollforward of the loans classified within Level 3 of the fair value hierarchy: Loans Held-for- Loans Held-for-Investment Total Fair value at March 31, 2021 $ 28,794 $ 28,395 $ 57,189 Purchases of loans 20,071 29,601 49,672 Sale of loans (20,432) — (20,432) Purchase of loans for immediate resale 2,119,597 — 2,119,597 Immediate resale (2,119,597) — (2,119,597) Repayments received (1,726) (3,800) (5,526) Changes in fair value recorded in earnings (5) 1,174 1,169 Other changes 39 200 239 Fair value at June 30, 2021 $ 26,741 $ 55,570 $ 82,311 Loans Held-for- Loans Held-for-Investment Total Fair value at December 31, 2020 $ 60,232 $ 18,228 $ 78,460 Reclassification of loans (26) 26 — Purchases of loans 38,311 42,548 80,859 Sale of loans (66,901) — (66,901) Purchase of loans for immediate resale 3,414,231 — 3,414,231 Immediate resale (3,414,231) — (3,414,231) Repayments received (5,036) (6,129) (11,165) Changes in fair value recorded in earnings 352 616 968 Other changes (191) 281 90 Fair value at June 30, 2021 $ 26,741 $ 55,570 $ 82,311 Loans Held-for- Loans Held-for-Investment Total Fair value at March 31, 2022 $ 597,981 $ — $ 597,981 Reclassification of loans (6,113) 6,113 — Purchases of loans 682,575 13,876 696,451 Sale of loans (583,918) — (583,918) Purchase of loans for immediate resale 1,782,442 — 1,782,442 Immediate resale (1,782,442) — (1,782,442) Repayments received (54,549) (1,038) (55,587) Changes in fair value recorded in earnings (32,319) (487) (32,806) Other changes 1,662 (20) 1,642 Fair value at June 30, 2022 $ 605,319 $ 18,444 $ 623,763 Loans Held-for- Loans Held-for-Investment Total Fair value at December 31, 2021 $ 142,685 $ 109,792 $ 252,477 Reclassification of loans, net 103,679 (103,679) — Purchases of loans 1,125,765 13,876 1,139,641 Sale of loans (634,682) — (634,682) Purchase of loans for immediate resale 4,797,036 — 4,797,036 Immediate resale (4,797,036) — (4,797,036) Repayments received (84,275) (1,038) (85,313) Changes in fair value recorded in earnings (51,830) (487) (52,317) Other changes 3,977 (20) 3,957 Fair value at June 30, 2022 $ 605,319 $ 18,444 $ 623,763 The following tables include a rollforward of the notes receivable and residual certificates related to securitization transactions classified by the Company within Level 3 of the fair value hierarchy: Notes Receivable and Residual Certificates Fair value at March 31, 2021 $ 16,033 Repayments and settlements (3,230) Changes in fair value recorded in earnings 192 Fair value at June 30, 2021 $ 12,995 Notes Receivable and Residual Certificates Fair value at December 31, 2020 $ 19,074 Repayments and settlements (6,349) Changes in fair value recorded in earnings 270 Fair value at June 30, 2021 $ 12,995 Notes Receivable and Residual Certificates Fair value at March 31, 2022 $ 6,384 Repayments and settlements (1,845) Changes in fair value recorded in earnings 159 Fair value at June 30, 2022 $ 4,698 Notes Receivable and Residual Certificates Fair value at December 31, 2021 $ 8,288 Repayments and settlements (3,912) Changes in fair value recorded in earnings 322 Fair value at June 30, 2022 $ 4,698
Aggregate fair value and principal outstanding of all loans and loans 90 days or more past due	The following table presents the aggregate fair value and aggregate principal outstanding of all loans and loans that were 90 days or more past due included in the condensed consolidated balance sheets: Loans Loans > 90 Days Past Due December 31, June 30, December 31, June 30, 2021 2022 2021 2022 Outstanding principal balance $ 277,228 $ 689,424 $ 1,979 $ 4,134 Net fair value and accrued interest adjustments (24,751) (65,661) (1,692) (3,414) Fair value (1) $ 252,477 $ 623,763 $ 287 $ 720 _________ (1) Includes $50.1 million and $382.5 million of auto loans as of December 31, 2021 and June 30, 2022, respectively, of which an immaterial amount is 90 days or more past due for each period presented.
Level 3 fair value assumptions for loan servicing assets and liabilities	The following table presents quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements for loan servicing assets and liabilities: December 31, 2021 June 30, 2022 Minimum Maximum Weighted-Average (2) Minimum Maximum Weighted-Average (2) Discount rate 13.00 % 20.00 % 17.69 % 13.00 % 20.00 % 17.42 % Credit risk rate (1) 0.03 % 52.78 % 18.36 % 0.03 % 64.90 % 17.19 % Market-servicing rate (3)(4)(5) 0.62 % 3.73 % 0.62 % 0.62 % 3.73 % 0.62 % Prepayment rate (1) 5.99 % 91.43 % 36.39 % 5.99 % 91.99 % 40.01 % _________ (1) Expressed as a percentage of the original principal balance of the loans underlying the servicing arrangement (2) Unobservable inputs were weighted by relative fair value (3) Excludes ancillary fees that would be passed on to a third-party servicer (4) Expressed as a percentage of the outstanding principal balance of the loan (5) Includes personal loans and auto loans
Fair value sensitivity of loan servicing assets and liabilities to adverse changes in key assumptions	The table below presents the fair value sensitivity of loan servicing assets and liabilities to adverse changes in key assumptions. The fair value of loan servicing assets and liabilities is not sensitive to adverse changes in discount rates and prepayment rates as such changes would not result in a significant impact on the fair value as of December 31, 2021 and June 30, 2022, respectively. December 31, June 30, 2021 2022 Fair value of loan servicing assets $ 18,388 $ 35,171 Expected market-servicing rates 10% market-servicing rates increase (5,539) (10,156) 20% market-servicing rates increase (11,002) (20,262) December 31, June 30, 2021 2022 Fair value of loan servicing liabilities $ 8,780 $ 6,366 Expected market-servicing rates 10% market-servicing rates increase 5,357 3,730 20% market-servicing rates increase 10,788 7,509
Servicing liabilities at fair value rollforward	The following tables present a rollforward of the loan servicing assets and liabilities classified by the Company within Level 3 of the fair value hierarchy: Loan Servicing Assets Loan Servicing Liabilities Fair value at March 31, 2021 $ 8,734 $ 10,853 Sale of loans 6,477 4,308 Changes in fair value recorded in earnings 239 (3,278) Fair value at June 30, 2021 $ 15,450 $ 11,883 Loan Servicing Assets Loan Servicing Liabilities Fair value at December 31, 2020 $ 6,831 $ 8,254 Sale of loans 9,929 7,827 Changes in fair value recorded in earnings (1,310) (4,198) Fair value at June 30, 2021 $ 15,450 $ 11,883 Loan Servicing Assets Loan Servicing Liabilities Fair value at March 31, 2022 $ 27,960 $ 8,290 Sale of loans 9,408 382 Changes in fair value recorded in earnings (2,197) (2,306) Fair value at June 30, 2022 $ 35,171 $ 6,366 Loan Servicing Assets Loan Servicing Liabilities Fair value at December 31, 2021 $ 18,388 $ 8,780 Sale of loans 20,018 2,286 Changes in fair value recorded in earnings (3,235) (4,700) Fair value at June 30, 2022 $ 35,171 $ 6,366
Servicing assets at fair value rollforward	The following tables present a rollforward of the loan servicing assets and liabilities classified by the Company within Level 3 of the fair value hierarchy: Loan Servicing Assets Loan Servicing Liabilities Fair value at March 31, 2021 $ 8,734 $ 10,853 Sale of loans 6,477 4,308 Changes in fair value recorded in earnings 239 (3,278) Fair value at June 30, 2021 $ 15,450 $ 11,883 Loan Servicing Assets Loan Servicing Liabilities Fair value at December 31, 2020 $ 6,831 $ 8,254 Sale of loans 9,929 7,827 Changes in fair value recorded in earnings (1,310) (4,198) Fair value at June 30, 2021 $ 15,450 $ 11,883 Loan Servicing Assets Loan Servicing Liabilities Fair value at March 31, 2022 $ 27,960 $ 8,290 Sale of loans 9,408 382 Changes in fair value recorded in earnings (2,197) (2,306) Fair value at June 30, 2022 $ 35,171 $ 6,366 Loan Servicing Assets Loan Servicing Liabilities Fair value at December 31, 2021 $ 18,388 $ 8,780 Sale of loans 20,018 2,286 Changes in fair value recorded in earnings (3,235) (4,700) Fair value at June 30, 2022 $ 35,171 $ 6,366
Rollforward of level 3 liabilities	The following tables include a rollforward of trailing fee liabilities classified by the Company within Level 3 of the fair value hierarchy: Trailing Fee Liabilities Fair value at March 31, 2021 $ 1,775 Issuances 936 Repayments and settlements (246) Changes in fair value recorded in earnings 48 Fair value at June 30, 2021 $ 2,513 Trailing Fee Liabilities Fair value at December 31, 2020 $ 1,276 Issuances 1,605 Repayments and settlements (416) Changes in fair value recorded in earnings 48 Fair value at June 30, 2021 $ 2,513 Trailing Fee Liabilities Fair value at March 31, 2022 $ 5,241 Issuances 1,119 Repayments and settlements (766) Changes in fair value recorded in earnings (148) Fair value at June 30, 2022 $ 5,446 Trailing Fee Liabilities Fair value at December 31, 2021 $ 4,315 Issuances 2,786 Repayments and settlements (1,395) Changes in fair value recorded in earnings (260) Fair value at June 30, 2022 $ 5,446

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	6 Months Ended
	Jun. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Acquired intangible assets	Acquired intangible assets subject to amortization are as follows: June 30, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life (Years) Developed technology $ 9,400 $ 3,917 $ 5,483 1.8 Customer relationships 13,700 1,427 12,273 10.8 $ 23,100 $ 5,344 $ 17,756
Expected future amortization expense	Expected future amortization expense for intangible assets as of June 30, 2022 is as follows: Fiscal Years: Remaining 2022 $ 2,137 2023 4,275 2024 1,925 2025 1,142 2026 1,142 Thereafter 7,135 Total $ 17,756

Balance Sheet Components (Table

Balance Sheet Components (Tables)	6 Months Ended
	Jun. 30, 2022
Other Assets [Abstract]
Schedule of Other Assets	Other assets consisted of the following: December 31, June 30, 2021 2022 Servicing fees and other receivables $ 55,518 $ 46,122 Deposits 8,377 10,424 Prepaid expenses 30,012 22,407 Loan servicing assets (at fair value) 18,388 35,171 Notes receivable and residual certificates (at fair value) 8,288 4,698 Other assets 8,809 7,776 Total other assets $ 129,392 $ 126,598
Schedule of Property, Equipment, and Software	Property, equipment, and software, net consisted of the following: December 31, June 30, 2021 2022 Internally developed software $ 17,735 $ 27,561 Computer and networking equipment 3,796 5,830 Furniture and fixtures 3,199 4,246 Leasehold improvements 7,450 10,335 Total property, equipment, and software 32,180 47,972 Accumulated depreciation and amortization (7,921) (11,918) Total property, equipment, and software, net $ 24,259 $ 36,054
Accrued Expenses and Other Liabilities	Accrued expenses and other liabilities consisted of the following: December 31, June 30, 2021 2022 Accrued expenses $ 48,207 $ 37,055 Accrued payroll 37,293 17,774 Loan servicing liabilities (at fair value) 8,780 6,366 Trailing fee liability (at fair value) 4,315 5,446 Other liabilities 4,823 9,144 Total accrued expenses and other liabilities $ 103,418 $ 75,785

Acquisitions (Tables)

Acquisitions (Tables)	6 Months Ended
	Jun. 30, 2022
Business Combination and Asset Acquisition [Abstract]
Summary Of Total Consideration	The total consideration the Company provided for Prodigy was $89.0 million, comprised of the following: April 8, 2021 Fair value of Upstart common stock issued to Prodigy stockholders (1) $ 70,121 Cash paid to common and preferred stockholders, warrant holders, and vested option holders (2) 17,151 Fair value of assumed Prodigy options attributable to pre-combination service period 889 Transactions costs paid by Upstart on behalf of Prodigy 883 Total purchase consideration $ 89,044 _________ (1) The fair value is based on 568,539 shares of Company common stock at $123.33 per share, the closing stock price on April 8, 2021, and 87,339 shares are held in escrow as security for certain indemnification obligations of former Prodigy stockholders. (2) $1.9 million of the cash paid is being held in escrow as security for certain indemnification obligations of former Prodigy stockholders.
Purchase Price Allocation	The following table summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition date: April 8, 2021 Goodwill $ 66,866 Acquisition-related intangible assets 23,200 Cash 1,479 Deferred tax liability, net (2,328) Other assets acquired and liabilities assumed, net (173) Total purchase consideration $ 89,044
Intangible Assets Acquired	The following table summarizes the fair values of the acquisition-related intangible assets acquired as of the acquisition date: Fair values Useful life (years) Developed technology $ 9,400 3.0 Trade name 100 2.0 Customer relationships 13,700 12.0 Total acquisition-related intangible assets $ 23,200

Borrowings (Tables)

Borrowings (Tables)	6 Months Ended
	Jun. 30, 2022
Debt Disclosure [Abstract]
Schedule of aggregate principal outstanding of all loans	The following table presents the aggregate principal outstanding of all loans mentioned in this note that are included in the condensed consolidated balance sheets: Borrowings December 31, June 30, 2021 2022 Warehouse credit facilities $ 48,030 $ 208,123 Risk retention funding loan 507 — Convertible senior notes 661,250 661,250 Total payments due 709,787 869,373 Unamortized debt discount (14,355) (12,818) Total borrowings $ 695,432 $ 856,555
Schedule of assets pledge as collateral	The following table includes the aggregate balances held by ULT that were pledged as collateral for the ULT Warehouse Credit Facility and included in loans at fair value and restricted cash in the condensed consolidated balance sheets: ULT Warehouse Credit Facility December 31, 2021 June 30, Outstanding borrowings $ 48,030 $ 109,951 Aggregate outstanding principal of loans pledged as collateral 76,865 169,373 Aggregate fair value of loans purchased and held by ULT 142,687 181,536 Restricted cash pledged as collateral $ 76,256 $ 6,366 The following table includes the aggregate balances held by UAWT that were pledged as collateral for the UAWT Warehouse Credit Facility and included in loans at fair value and restricted cash in the condensed consolidated balance sheets as of June 30, 2022. The Company had no outstanding borrowings or loans owned by UAWT that were pledged as collateral under the UAWT Warehouse Credit Facility as of December 31, 2021. UAWT Warehouse Credit Facility June 30, Outstanding borrowings $ 98,172 Aggregate outstanding principal of loans pledged as collateral 120,628 Aggregate fair value of loans purchased and held by UAWT 131,183 Restricted cash pledged as collateral $ 662
Schedule of maturities of all borrowings	The following table summarizes the aggregate amount of maturities of all borrowings as of June 30, 2022: June 30, Remaining 2022 $ — 2023 98,172 2024 109,951 2025 — 2026 661,250 2027 — Total $ 869,373

Stockholders_ Equity (Tables)

Stockholders’ Equity (Tables)	6 Months Ended
	Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]
Schedule of shares and warrants reserved for issuance	The Company's amended and restated certificate of incorporation authorizes the issuance of 700,000,000 shares of common stock with a par value of $0.0001 per share. Shares of common stock reserved for issuance, on an as-converted basis, are as follows: December 31, June 30, 2021 2022 Options issued and outstanding 12,785,176 11,138,435 RSUs outstanding 1,508,615 2,497,064 PRSUs outstanding — 687,500 Shares available for future issuance under 2020 plan 9,979,700 12,149,138 Shares available for issuance under ESPP 1,869,302 2,657,991 Total 26,142,793 29,130,128
Summarized stock option activity	The following table summarized stock option activity for the six months ended June 30, 2022: Number of Options Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Life (years) Aggregate Balances at December 31, 2021 12,785,176 $ 10.23 6.8 $ 1,803,812 Options granted 289,343 121.25 Options exercised (1,804,373) 5.23 Options cancelled and forfeited (131,711) 34.30 Balances at June 30, 2022 11,138,435 13.64 6.3 268,860 Options exercisable – June 30, 2022 7,176,849 4.44 5.4 197,786 Options vested and expected to vest – June 30, 2022 11,070,099 $ 13.25 6.3 $ 268,281
Summaries of restricted stock units and restricted stock	The following table summarized RSU activity for the six months ended June 30, 2022: Number of Shares Weighted-Average Grant Date Fair Value Per Share Unvested at December 31, 2021 1,508,615 $ 140.10 RSUs granted 1,282,886 91.38 RSUs vested (179,878) 108.42 RSUs cancelled and forfeited (114,559) 126.40 Unvested at June 30, 2022 2,497,064 $ 117.98 The following table summarized Restricted Stock activity for the six months ended June 30, 2022: Number of Shares Weighted-Average Grant Date Fair Value Per Share Unvested at December 31, 2021 61,651 $ 121.65 Vested 20,550 121.65 Unvested at June 30, 2022 41,101 $ 121.65
Stock options fair value assumptions	The following assumptions were used to estimate the fair value of options granted: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Expected term (in years) * 6.0 – 6.2 5.3 – 6.9 5.2 – 7.0 Expected volatility * 49.37% – 49.78% 63.12% – 65.01% 47.58% – 49.78% Risk-free interest rate * 3.34% 0.62% – 1.14% 1.70% – 3.34% Dividend yield * —% —% —% _________ * No options were granted during the three months ended June 30, 2021
Employee stock purchase plan fair value assumptions	The following assumptions were used to estimate the fair value of the February 2022 PRSUs granted: Expected term (in years) 6.9 Expected volatility 48.43% Risk-free interest rate 1.89% Dividend yield —% The following assumptions were used to estimate the fair value of ESPP purchase rights: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Expected term (in years) * * 0.6 0.5 Expected volatility * * 61.65% 91.98% Risk-free interest rate * * 0.09% 0.72% Dividend yield * * —% —% _________ * No ESPP purchase rights were granted during the three months ended June 30, 2021 and 2022.
Stock-based compensation expense	The Company recorded stock-based compensation in the following expense categories in its condensed consolidated statements of operations and comprehensive income (loss) for employees and nonemployees: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Sales and marketing $ 1,427 $ 2,624 $ 2,180 $ 4,862 Customer operations 1,624 2,085 2,376 3,704 Engineering and product development 12,472 17,894 16,779 31,528 General, administrative, and other 5,663 7,726 8,473 15,285 Total $ 21,186 $ 30,329 $ 29,808 $ 55,379

Leases (Tables)

Leases (Tables)	6 Months Ended
	Jun. 30, 2022
Leases [Abstract]
Future minimum lease payments	As of June 30, 2022, future minimum lease payments are as follows: Operating Leases Remaining 2022 $ 6,432 2023 14,741 2024 16,574 2025 17,050 2026 17,546 Thereafter 51,954 Total undiscounted lease payments 124,297 Less: Tenant improvement receivables (6,568) Less: Present value adjustment (17,864) Operating lease liabilities $ 99,865
Operating lease expense and supplemental cash and non-cash information	Operating lease expense was as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Rent expense $ 1,467 $ 3,945 $ 2,995 $ 7,877 Variable lease payments $ 362 $ 922 $ 661 $ 1,788 Supplemental cash flow and non-cash information related to the Company’s operating leases was as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Cash paid for amounts included in the measurement of lease liabilities $ 1,075 $ 2,707 $ 2,132 $ 4,770 Supplemental balance sheet information related to the Company’s operating leases was as follows: June 30, 2022 Weighted-average remaining lease term (in years) 7.66 Weighted-average discount rate 3.83%

Income Taxes (Tables)

Income Taxes (Tables)	6 Months Ended
	Jun. 30, 2022
Income Tax Disclosure [Abstract]
Schedule of effective tax rates	The Company’s effective tax rates for the three and six months ended June 30, 2021 and 2022, are as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 (Benefit) provision for income taxes $ (988) $ 24 $ (767) $ 43 Effective tax rate (3.33) % (0.08) % (1.92) % 1.49 %

Net Income (Loss) Per Share (Ta

Net Income (Loss) Per Share (Tables)	6 Months Ended
	Jun. 30, 2022
Earnings Per Share [Abstract]
Schedule of net income per share attributable to common stockholders	For periods in which the Company reports net losses, basic and diluted net loss per share are the same because potentially dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Numerator: Net income (loss) $ 37,284 $ (29,871) $ 47,386 $ 2,821 Denominator: Weighted-average common shares outstanding used to calculate net income (loss) per share, basic 76,674,129 83,833,963 75,160,037 84,031,109 Weighted-average effect of dilutive securities 18,127,994 — 18,033,116 10,477,951 Weighted-average common shares outstanding used to calculate net income (loss) per share, diluted 94,802,123 83,833,963 93,193,153 94,509,060 Net income (loss) per share, basic $ 0.49 $ (0.36) $ 0.63 $ 0.03 Net income (loss) per share, diluted $ 0.39 $ (0.36) $ 0.51 $ 0.03
Schedule of antidilutive securities excluded from computation of earnings per share	The following securities were excluded from the computation of diluted net income (loss) per share for the periods presented, because including them would have been anti-dilutive. These amounts represent the number of instruments outstanding at the end of each respective period: Three Months Ended June 30, Six Months Ended June 30, 2021 2022 2021 2022 Options to purchase common stock 451,493 11,138,435 500,065 770,852 Unvested RSUs 262,914 2,497,064 1,117,330 2,061,568 Unvested PRSUs — 687,500 687,500 Purchase rights committed under the ESPP — 216,088 — — Convertible debt — 2,318,078 — 2,318,078 Total 714,407 16,857,165 1,617,395 5,837,998

Revenue - Disaggregation of Rev

Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Disaggregation of Revenue [Line Items]
Revenue from fees, net	$ 258,345	$ 187,297	$ 572,327	$ 303,467
Platform and referral fees, net
Disaggregation of Revenue [Line Items]
Revenue from fees, net	211,610	169,080	483,422	276,033
Servicing and other fees, net
Disaggregation of Revenue [Line Items]
Revenue from fees, net	$ 46,735	$ 18,217	$ 88,905	$ 27,434

Revenue - Narrative (Details)

Revenue - Narrative (Details) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Trailing fee liability (at fair value)	$ 5,446,000		$ 5,446,000		$ 4,315,000
Revenue recognized from performance obligations related to prior periods	0	$ 0	0	$ 0
Servicing fees and other receivables	46,122,000		46,122,000		55,518,000
Accrued interest income	$ 7,000,000		$ 7,000,000		$ 2,600,000
Customer A | Customer Concentration Risk | Revenue Benchmark
Disaggregation of Revenue [Line Items]
Concentration risk (in percent)	50%	63%	48%	62%
Customer B | Customer Concentration Risk | Revenue Benchmark
Disaggregation of Revenue [Line Items]
Concentration risk (in percent)	28%	22%	30%	23%
Customer C | Customer Concentration Risk | Accounts Receivable
Disaggregation of Revenue [Line Items]
Concentration risk (in percent)					33%
Customer D | Customer Concentration Risk | Accounts Receivable
Disaggregation of Revenue [Line Items]
Concentration risk (in percent)			28%		25%
Platform and referral fees, net
Disaggregation of Revenue [Line Items]
Loan premium and loan trailing fees recognized	$ 6,100,000	$ 6,000,000	$ 14,800,000	$ 9,600,000
Trailing fee liability (at fair value)	5,400,000		5,400,000		$ 4,300,000
Servicing fees and other receivables	$ 37,000,000		$ 37,000,000		$ 44,800,000
Capitalized cost amortization term	3 years		3 years

Revenue - Loan Servicing Rights

Revenue - Loan Servicing Rights (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Revenue from Contract with Customer [Abstract]
Net gain related to loan servicing rights	$ 9,027	$ 2,169	$ 17,732	$ 2,102

Revenue - Fees Collected (Detai

Revenue - Fees Collected (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Disaggregation of Revenue [Line Items]
Revenue from fees, net	$ 258,345	$ 187,297	$ 572,327	$ 303,467
Collection agency fees
Disaggregation of Revenue [Line Items]
Revenue from fees, net	2,565	991	4,555	1,854
Borrower fees
Disaggregation of Revenue [Line Items]
Revenue from fees, net	$ 5,890	$ 1,095	$ 11,120	$ 1,980

Revenue - Interest Income and F

Revenue - Interest Income and Fair Value Adjustments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Revenue from Contract with Customer [Abstract]
Interest income	$ 28,974	$ 3,545	$ 44,108	$ 6,951
Interest expense	(2,313)	(1,497)	(3,272)	(2,527)
Fair value and other adjustments, net	(56,844)	4,601	(74,865)	7,400
Total interest income and fair value adjustments, net	(30,183)	6,649	(34,029)	11,824
Gain (loss) on transfer of loans	$ (25,400)	1,400	$ (24,100)	4,300
Income from capital market program, net		$ 1,400		$ 2,500

Variable Interest Entities - As

Variable Interest Entities - Assets and Liabilities (Details) - USD ($) $ in Thousands		Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020
Variable Interest Entity [Line Items]
Assets	[1]	$ 1,917,018		$ 1,820,455
Liabilities	[1]	1,159,947		1,013,377
Net Assets		757,071	$ 876,504	807,078	$ 716,096	$ 320,590	$ 300,252
Variable Interest Entity, Primary Beneficiary
Variable Interest Entity [Line Items]
Assets		627,869		342,025
Liabilities		212,013		49,314
Net Assets		415,856		292,711
Variable Interest Entity, Not Primary Beneficiary | Securitizations and other
Variable Interest Entity [Line Items]
Assets		121,454		217,321
Liabilities		83,779		160,248
Net Assets		37,675		57,073
Maximum Exposure to Losses		$ 11,913		$ 15,503
[1]The following table presents information on assets and liabilities related to variable interest entities (“VIEs”) that are consolidated by Upstart Holdings, Inc. at December 31, 2021 and June 30, 2022. The assets in the table below may only be used to settle obligations of consolidated VIEs and are in excess of those obligations. The holders of the beneficial interests do not have recourse to the general credit of Upstart Holdings, Inc. The assets and liabilities in the table below include third-party assets and liabilities of consolidated VIEs and exclude intercompany balances that eliminate in consolidation. December 31, June 30, 2021 2022 Assets Cash $ 7,700 $ 1,326 Restricted cash 79,561 11,460 Loans (at fair value) 245,972 607,830 Other assets (includes $7,571 and $4,310 at fair value as of December 31, 2021 and June 30, 2022, respectively) 8,792 7,253 Total assets $ 342,025 $ 627,869 Liabilities Borrowings 48,536 208,123 Other liabilities 778 3,890 Total liabilities 49,314 212,013 Total net assets $ 292,711 $ 415,856

Variable Interest Entities - Na

Variable Interest Entities - Narrative (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Variable Interest Entity [Line Items]
Loans (at fair value)	$ 623,763	$ 252,477
Restricted cash	123,990	204,633
Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Restricted cash	$ 7,200	7,200
Variable Interest Entity, Not Primary Beneficiary | Notes receivable and residual certificates (at fair value)
Variable Interest Entity [Line Items]
Loans (at fair value)		$ 8,300

Fair Value Measurement - Assets

Fair Value Measurement - Assets and Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Assets
Loan servicing assets	$ 35,171	$ 18,388
Liabilities
Loan servicing liabilities	6,366	8,780
Fair Value, Inputs, Level 3
Assets
Loans	623,763	252,477
Notes receivable and residual certificates	4,698	8,288
Loan servicing assets	35,171	18,388
Total assets	663,632	279,153
Liabilities
Loan servicing liabilities	6,366	8,780
Trailing fee liabilities	5,446	4,315
Total liabilities	$ 11,812	$ 13,095

Fair Value Measurement - Narrat

Fair Value Measurement - Narrative (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Average effect of fair value of hypothetical 20% adverse change in expected credit loss rates (in percent)	7%
Financing Receivable, Threshold Period Past Due	120 days
Financing Receivable, Threshold Period Past Due, Writeoff	120 days
Fair Value, Inputs, Level 3
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loans held-for-sale	$ 605,300	$ 142,700
Loans held-for-investment	18,400	109,800
Notes receivable and residual certificates	$ 4,698	$ 8,288
Fair Value, Inputs, Level 3 | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Average effect on fair value of a 100 basis point increase in discount rates (in percent)	0.62%	0.69%
Average effect on fair value of a 200 basis point increase in discount rates (in percent)	1.24%	1.37%
Fair Value, Inputs, Level 3 | Minimum | Discount rate | Valuation Technique, Discounted Cash Flow
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Trailing fees liability, measurement input	5.92%
Fair Value, Inputs, Level 3 | Minimum | Credit risk rate | Valuation Technique, Discounted Cash Flow
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Trailing fees liability, measurement input	0.01%
Fair Value, Inputs, Level 3 | Maximum | Discount rate | Valuation Technique, Discounted Cash Flow
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Trailing fees liability, measurement input	18.94%
Fair Value, Inputs, Level 3 | Maximum | Credit risk rate | Valuation Technique, Discounted Cash Flow
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Trailing fees liability, measurement input	79.09%

Fair Value Measurement - Signif

Fair Value Measurement - Significant Inputs and Assumptions (Details) - Valuation Technique, Discounted Cash Flow - Fair Value, Inputs, Level 3	Jun. 30, 2022	Dec. 31, 2021
Minimum | Discount rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	5.92%	3.42%
Minimum | Discount rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	5.82%	4.96%
Minimum | Credit risk rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	0.01%	0.08%
Minimum | Credit risk rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	0.76%	0.04%
Minimum | Prepayment rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	1.55%	8.70%
Minimum | Prepayment rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	15.60%	15.60%
Maximum | Discount rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	18.94%	16.49%
Maximum | Discount rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	18.14%	15.72%
Maximum | Credit risk rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	79.09%	55.79%
Maximum | Credit risk rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	50.69%	50.69%
Maximum | Prepayment rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	90.30%	88.12%
Maximum | Prepayment rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	35.03%	36.08%
Weighted Average | Discount rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	9.63%	7.29%
Weighted Average | Discount rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	9.61%	6.78%
Weighted Average | Credit risk rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	17.50%	17.98%
Weighted Average | Credit risk rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	18.63%	18.47%
Weighted Average | Prepayment rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	40.78%	40.35%
Weighted Average | Prepayment rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	27.90%	27.82%

Fair Value Measurement - Sensit

Fair Value Measurement - Sensitivity of Fair Value (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Loans (at fair value)
Discount rates
100 basis point increase	$ (7,525)	$ (3,392)
200 basis point increase	(14,901)	(6,709)
Expected credit loss rates on underlying loans
10% adverse change	(8,626)	(3,959)
20% adverse change	(17,269)	(7,927)
Expected prepayment rates
10% adverse change	(2,395)	(239)
20% adverse change	(4,739)	(512)
Fair Value, Inputs, Level 3
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Aggregate fair value of loans purchased and held	623,763	252,477
Fair Value, Inputs, Level 3 | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Aggregate fair value of loans purchased and held	$ 623,763	$ 252,477

Fair Value Measurement - Loans

Fair Value Measurement - Loans Rollforward (Details) - Fair Value, Inputs, Level 3 - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Loans (at fair value)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning balance	$ 597,981	$ 57,189	$ 252,477	$ 78,460
Reclassification of loans	0		0	0
Purchases of loans	696,451	49,672	1,139,641	80,859
Sale of loans	(583,918)	(20,432)	(634,682)	(66,901)
Purchase of loans for immediate resale	1,782,442	2,119,597	4,797,036	3,414,231
Immediate resale	(1,782,442)	(2,119,597)	(4,797,036)	(3,414,231)
Repayments received	(55,587)	(5,526)	(85,313)	(11,165)
Changes in fair value recorded in earnings	(32,806)	1,169	(52,317)	968
Other changes	1,642	239	3,957	90
Fair value, ending balance	623,763	82,311	623,763	82,311
Loan Held For Sale
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning balance	597,981	28,794	142,685	60,232
Reclassification of loans	(6,113)		103,679	(26)
Purchases of loans	682,575	20,071	1,125,765	38,311
Sale of loans	(583,918)	(20,432)	(634,682)	(66,901)
Purchase of loans for immediate resale	1,782,442	2,119,597	4,797,036	3,414,231
Immediate resale	(1,782,442)	(2,119,597)	(4,797,036)	(3,414,231)
Repayments received	(54,549)	(1,726)	(84,275)	(5,036)
Changes in fair value recorded in earnings	(32,319)	(5)	(51,830)	352
Other changes	1,662	39	3,977	(191)
Fair value, ending balance	605,319	26,741	605,319	26,741
Loans Held For Investment
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning balance	0	28,395	109,792	18,228
Reclassification of loans	6,113		(103,679)	26
Purchases of loans	13,876	29,601	13,876	42,548
Sale of loans	0	0	0	0
Purchase of loans for immediate resale	0	0	0	0
Immediate resale	0	0	0	0
Repayments received	(1,038)	(3,800)	(1,038)	(6,129)
Changes in fair value recorded in earnings	(487)	1,174	(487)	616
Other changes	(20)	200	(20)	281
Fair value, ending balance	$ 18,444	$ 55,570	$ 18,444	$ 55,570

Fair Value Measurement - Loan_2

Fair Value Measurement - Loans at Fair Value (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Financing Receivable, Past Due [Line Items]
Fair value	$ 623,763	$ 252,477
Loans (at fair value)
Financing Receivable, Past Due [Line Items]
Outstanding principal balance	689,424	277,228
Net fair value and accrued interest adjustments	(65,661)	(24,751)
Fair value	623,763	252,477
Loans (at fair value) | Auto Loans
Financing Receivable, Past Due [Line Items]
Fair value	382,500	50,100
Loans > 90 Days Past Due | Loans (at fair value)
Financing Receivable, Past Due [Line Items]
Outstanding principal balance	4,134	1,979
Net fair value and accrued interest adjustments	(3,414)	(1,692)
Fair value	$ 720	$ 287

Fair Value Measurement - Note R

Fair Value Measurement - Note Receivable Rollforward (Details) - Notes receivable and residual certificates (at fair value) - Fair Value, Inputs, Level 3 - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning balance	$ 6,384	$ 16,033	$ 8,288	$ 19,074
Repayments and settlements	(1,845)	(3,230)	(3,912)	(6,349)
Changes in fair value recorded in earnings	159	192	322	270
Fair value, ending balance	$ 4,698	$ 12,995	$ 4,698	$ 12,995

Fair Value Measurement - Fair V

Fair Value Measurement - Fair Value Assumptions (Details) - Fair Value, Inputs, Level 3 - Valuation Technique, Discounted Cash Flow	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Minimum
Assumption for Fair Value as of Balance Sheet Date of Assets or Liabilities that relate to Transferor's Continuing Involvement [Line Items]
Discount rate	13%	13%
Credit risk rate	0.03%	0.03%
Market-servicing rate	0.62%	0.62%
Prepayment rate	5.99%	5.99%
Maximum
Assumption for Fair Value as of Balance Sheet Date of Assets or Liabilities that relate to Transferor's Continuing Involvement [Line Items]
Discount rate	20%	20%
Credit risk rate	64.90%	52.78%
Market-servicing rate	3.73%	3.73%
Prepayment rate	91.99%	91.43%
Weighted Average
Assumption for Fair Value as of Balance Sheet Date of Assets or Liabilities that relate to Transferor's Continuing Involvement [Line Items]
Discount rate	17.42%	17.69%
Credit risk rate	17.19%	18.36%
Market-servicing rate	0.62%	0.62%
Prepayment rate	40.01%	36.39%

Fair Value Measurement - Loan S

Fair Value Measurement - Loan Servicing Sensitivity (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020
Sensitivity Analysis of Fair Value of Interests Continued to be Held by Transferor, Servicing Assets or Liabilities, Impact of Adverse Change in Assumption [Line Items]
Loan servicing assets	$ 35,171		$ 18,388
Loan servicing liabilities	6,366		8,780
Fair Value, Inputs, Level 3
Sensitivity Analysis of Fair Value of Interests Continued to be Held by Transferor, Servicing Assets or Liabilities, Impact of Adverse Change in Assumption [Line Items]
Loan servicing assets	35,171		18,388
Loan servicing liabilities	6,366		8,780
Fair Value, Inputs, Level 3 | Loan Servicing Liabilities
Sensitivity Analysis of Fair Value of Interests Continued to be Held by Transferor, Servicing Assets or Liabilities, Impact of Adverse Change in Assumption [Line Items]
Loan servicing liabilities	6,366	$ 8,290	8,780	$ 11,883	$ 10,853	$ 8,254
10% market-servicing rates increase	3,730		5,357
20% market-servicing rates increase	7,509		10,788
Fair Value, Inputs, Level 3 | Loan Servicing Assets
Sensitivity Analysis of Fair Value of Interests Continued to be Held by Transferor, Servicing Assets or Liabilities, Impact of Adverse Change in Assumption [Line Items]
Loan servicing assets	35,171	$ 27,960	18,388	$ 15,450	$ 8,734	$ 6,831
10% market-servicing rates increase	(10,156)		(5,539)
20% market-servicing rates increase	$ (20,262)		$ (11,002)

Fair Value Measurement - Loan_3

Fair Value Measurement - Loan Servicing Rollforward (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Servicing Asset at Fair Value, Amount [Roll Forward]
Fair value, beginning balance			$ 18,388
Fair value, ending balance	$ 35,171		35,171
Servicing Liability at Fair Value, Amount [Roll Forward]
Fair value, beginning balance			8,780
Fair value, ending balance	6,366		6,366
Fair Value, Inputs, Level 3
Servicing Asset at Fair Value, Amount [Roll Forward]
Fair value, beginning balance			18,388
Fair value, ending balance	35,171		35,171
Servicing Liability at Fair Value, Amount [Roll Forward]
Fair value, beginning balance			8,780
Fair value, ending balance	6,366		6,366
Fair Value, Inputs, Level 3 | Loan Servicing Liabilities
Servicing Liability at Fair Value, Amount [Roll Forward]
Fair value, beginning balance	8,290	$ 10,853	8,780	$ 8,254
Sale of loans	382	4,308	2,286	7,827
Changes in fair value recorded in earnings	(2,306)	(3,278)	(4,700)	(4,198)
Fair value, ending balance	6,366	11,883	6,366	11,883
Loan Servicing Assets | Fair Value, Inputs, Level 3
Servicing Asset at Fair Value, Amount [Roll Forward]
Fair value, beginning balance	27,960	8,734	18,388	6,831
Sale of loans	9,408	6,477	20,018	9,929
Changes in fair value recorded in earnings	(2,197)	239	(3,235)	(1,310)
Fair value, ending balance	$ 35,171	$ 15,450	$ 35,171	$ 15,450

Fair Value Measurement - Traili

Fair Value Measurement - Trailing Fee Rollforward (Details) - Fair Value, Inputs, Level 3 - Trailing Fee Liabilities - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning balance	$ 5,241	$ 1,775	$ 4,315	$ 1,276
Issuances	1,119	936	2,786	1,605
Repayments and settlements	(766)	(246)	(1,395)	(416)
Changes in fair value recorded in earnings	148	(48)	260	(48)
Fair value, ending balance	$ 5,446	$ 2,513	$ 5,446	$ 2,513

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 67,062		$ 67,062		$ 67,062
Amortization Expense	$ 1,100	$ 1,100	$ 2,100	$ 1,100

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2022 USD ($)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 23,100
Accumulated Amortization	5,344
Net Carrying Amount	17,756
Developed technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	9,400
Accumulated Amortization	3,917
Net Carrying Amount	$ 5,483
Developed technology | Weighted Average
Finite-Lived Intangible Assets [Line Items]
Weighted-Average Remaining Useful Life (Years)	1 year 9 months 18 days
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 13,700
Accumulated Amortization	1,427
Net Carrying Amount	$ 12,273
Customer relationships | Weighted Average
Finite-Lived Intangible Assets [Line Items]
Weighted-Average Remaining Useful Life (Years)	10 years 9 months 18 days

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Future Expected Amortization (Details) $ in Thousands	Jun. 30, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Remaining 2022	$ 2,137
2023	4,275
2024	1,925
2025	1,142
2026	1,142
Thereafter	7,135
Net Carrying Amount	$ 17,756

Balance Sheet Components - Othe

Balance Sheet Components - Other Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Other Assets [Abstract]
Servicing fees and other receivables	$ 46,122	$ 55,518
Deposits	10,424	8,377
Prepaid expenses	22,407	30,012
Loan servicing assets (at fair value)	35,171	18,388
Loans (at fair value)	4,698	8,288
Other assets	7,776	8,809
Total other assets	$ 126,598	$ 129,392

Balance Sheet Components - Prop

Balance Sheet Components - Property Plant and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Total property, equipment, and software	$ 47,972	$ 47,972	$ 32,180
Accumulated depreciation and amortization	(11,918)	(11,918)	(7,921)
Total property, equipment, and software, net	36,054	36,054	24,259
Depreciation	2,300	4,000
Capitalized internally developed software balances, net of accumulated amortization	20,900	20,900	13,500
Internally developed software
Property, Plant and Equipment [Line Items]
Total property, equipment, and software	27,561	27,561	17,735
Computer and networking equipment
Property, Plant and Equipment [Line Items]
Total property, equipment, and software	5,830	5,830	3,796
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property, equipment, and software	4,246	4,246	3,199
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property, equipment, and software	$ 10,335	$ 10,335	$ 7,450

Balance Sheet Components - Accr

Balance Sheet Components - Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Other Assets [Abstract]
Accrued expenses	$ 37,055	$ 48,207
Accrued payroll	17,774	37,293
Loan servicing liabilities (at fair value)	6,366	8,780
Trailing fee liability (at fair value)	5,446	4,315
Other liabilities	9,144	4,823
Total accrued expenses and other liabilities	$ 75,785	$ 103,418

Acquisitions - Consideration Tr

Acquisitions - Consideration Transferred (Details) - USD ($) $ / shares in Units, $ in Thousands		6 Months Ended
	Apr. 08, 2021	Jun. 30, 2022	Jun. 30, 2021
Business Acquisition [Line Items]
Issuance of common stock in connection with acquisition		$ 0	$ 80,256
Prodigy Software, Inc.
Business Acquisition [Line Items]
Issuance of common stock in connection with acquisition	$ 70,121
Cash paid to common and preferred stockholders, warrant holders, and vested option holders	17,151
Fair value of assumed Prodigy options attributable to pre-combination service period	889
Transactions costs paid by Upstart on behalf of Prodigy	883
Total purchase consideration	$ 89,044
Shares of common stock transferred (in shares)	568,539
Value of common stock transferred (in dollars per share)	$ 123.33
Shares held in escrow (in shares)	87,339
Cash payments held in escrow	$ 1,900

Acquisitions - Narrative (Detai

Acquisitions - Narrative (Details) - USD ($)			6 Months Ended
	Apr. 13, 2021	Apr. 08, 2021	Jun. 30, 2022	Jun. 30, 2021
Business Acquisition [Line Items]
Acquisition costs recognized			$ 1,200,000	$ 0
Prodigy Software, Inc.
Business Acquisition [Line Items]
Consideration transferred		$ 89,044,000
Restricted stock issued (in shares)		82,201
Value of restricted stock issued		$ 10,100,000
Expected tax deductible portion of goodwill		$ 0
Useful life (years)		8 years 3 months 18 days
Prodigy Software, Inc. | Restricted Stock
Business Acquisition [Line Items]
Repurchase option (in percent)	12.50%
Repurchase period		3 months
Share-based compensation expense period of recognition		2 years

Acquisitions - Purchase Price A

Acquisitions - Purchase Price Allocation (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021	Apr. 08, 2021
Business Acquisition [Line Items]
Goodwill	$ 67,062	$ 67,062
Prodigy Software, Inc.
Business Acquisition [Line Items]
Goodwill			$ 66,866
Acquisition-related intangible assets			23,200
Cash			1,479
Deferred tax liability, net			(2,328)
Other assets acquired and liabilities assumed, net			(173)
Total purchase consideration			$ 89,044

Acquisitions - Intangible Asset

Acquisitions - Intangible Assets (Details) - Prodigy Software, Inc. $ in Thousands	Apr. 08, 2021 USD ($)
Business Acquisition [Line Items]
Acquisition-related intangible assets	$ 23,200
Useful life (years)	8 years 3 months 18 days
Developed technology
Business Acquisition [Line Items]
Acquisition-related intangible assets	$ 9,400
Useful life (years)	3 years
Trade name
Business Acquisition [Line Items]
Acquisition-related intangible assets	$ 100
Useful life (years)	2 years
Customer relationships
Business Acquisition [Line Items]
Acquisition-related intangible assets	$ 13,700
Useful life (years)	12 years

Borrowings - Summary (Details)

Borrowings - Summary (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Schedule of Borrowings [Line Items]
Total payments due	$ 869,373	$ 709,787
Unamortized debt discount	(12,818)	(14,355)
Total borrowings	856,555	695,432
Warehouse credit facilities | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Total payments due	208,123	48,030
Risk retention funding loan
Schedule of Borrowings [Line Items]
Total payments due	0	507
Convertible senior notes
Schedule of Borrowings [Line Items]
Total payments due	$ 661,250	$ 661,250

Borrowings - Narrative (Details

Borrowings - Narrative (Details) $ / shares in Units, $ in Thousands, shares in Millions		1 Months Ended		3 Months Ended	6 Months Ended
	Aug. 20, 2021 USD ($) optionToExtend day $ / shares shares	Dec. 31, 2021 USD ($)	May 31, 2020 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2022 USD ($)
Schedule of Borrowings [Line Items]
Outstanding borrowings		$ 709,787		$ 869,373	$ 869,373
ULT Warehouse Credit Facility | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Maximum borrowing capacity			$ 175,000
Redemption price (in percent)			100%
Maximum advance rate (in percent)		85%		72.50%	72.50%
ULT Warehouse Credit Facility | Minimum | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Monthly unused fee (in percent)			0.20%
ULT Warehouse Credit Facility | Maximum | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Monthly unused fee (in percent)			1%
ULT Warehouse Credit Facility - Committed | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Maximum borrowing capacity			$ 100,000
ULT Warehouse Credit Facility - Uncommitted | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Maximum borrowing capacity			$ 75,000
UAWT Warehouse Credit Facility | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Monthly unused fee (in percent)		0.50%
Maximum advance rate (in percent)		82.50%		82.50%	82.50%
UAWT Warehouse Credit Facility | Revolving Credit Facility | Primary Beneficiary
Schedule of Borrowings [Line Items]
Maximum borrowing capacity		$ 100,000
2026 ("Notes")
Schedule of Borrowings [Line Items]
Outstanding borrowings		661,250		$ 661,250	$ 661,250
Convertible notes payable		646,900		648,400	648,400
Purchase of capped calls	$ 58,500
Initial conversion price (in dollars per share) | $ / shares	$ 285.26
Initial cap price (in dollars per share) | $ / shares	$ 400.36
Capped call cover (in shares) | shares	2.3
2026 ("Notes") | Fair Value, Inputs, Level 2
Schedule of Borrowings [Line Items]
Fair value of convertible senior notes		$ 627,500		380,300	380,300
2026 ("Notes") | Convertible Debt
Schedule of Borrowings [Line Items]
Stated interest rate	0.25%
Aggregate principal amount	$ 661,300
Additional aggregate principal	86,300
Net proceeds from sale of the notes	$ 645,500
Initial conversion rate (in shares)	0.003506
Initial conversion price (in dollars per share) | $ / shares	$ 285.26
Percent of the principal amount	100%
2026 ("Notes") | Convertible Debt | Conversion Period One
Schedule of Borrowings [Line Items]
Trading days | day	20
Consecutive trading days | optionToExtend	30
Conversion price maximum threshold	130%
2026 ("Notes") | Convertible Debt | Conversion Period Two
Schedule of Borrowings [Line Items]
Trading days | optionToExtend	5
Consecutive trading days | optionToExtend	5
Percentage of the last reported sale price	98%
2026 ("Notes") | Convertible Debt | Conversion Period Three
Schedule of Borrowings [Line Items]
Redemption price (in percent)	100%
Trading days | day	20
Consecutive trading days | day	30
Conversion price maximum threshold	130%
Gross debt issuance cost	$ 15,700
Coupon interest expense				400	800
Amortization of debt issuance costs				$ 800	$ 1,500
Effective interest rate				0.70%	0.70%
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ULT Warehouse Credit Facility | Minimum | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Basis spread on variable rate (in percent)			1.90%
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ULT Warehouse Credit Facility | Maximum | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Basis spread on variable rate (in percent)			328%
Weighted-Average Cost Of Commercial Paper Notes Issued By The Lender | UAWT Warehouse Credit Facility | Minimum | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Basis spread on variable rate (in percent)		1.80%
Weighted-Average Cost Of Commercial Paper Notes Issued By The Lender | UAWT Warehouse Credit Facility | Maximum | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Basis spread on variable rate (in percent)		3.50%

Borrowings - Assets Pledged as

Borrowings - Assets Pledged as Collateral (Details) - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Schedule of Borrowings [Line Items]
Outstanding borrowings	$ 869,373,000	$ 709,787,000
Restricted cash	123,990,000	204,633,000
Variable Interest Entity, Primary Beneficiary
Schedule of Borrowings [Line Items]
Restricted cash	11,460,000	79,561,000
ULT Warehouse Credit Facility | Revolving Credit Facility | Variable Interest Entity, Primary Beneficiary
Schedule of Borrowings [Line Items]
Outstanding borrowings	109,951,000	48,030,000
ULT Warehouse Credit Facility | Revolving Credit Facility | Variable Interest Entity, Primary Beneficiary | Asset Pledged as Collateral
Schedule of Borrowings [Line Items]
Outstanding principal balance	169,373,000	76,865,000
Aggregate fair value of loans purchased and held	181,536,000	142,687,000
Restricted cash	6,366,000	76,256,000
UAWT Warehouse Credit Facility | Revolving Credit Facility | Variable Interest Entity, Primary Beneficiary
Schedule of Borrowings [Line Items]
Outstanding borrowings	98,172,000	$ 0
Outstanding principal balance	120,628,000
Aggregate fair value of loans purchased and held	131,183,000
Restricted cash	$ 662,000

Borrowings - Maturity (Details)

Borrowings - Maturity (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Debt Disclosure [Abstract]
Remaining 2022	$ 0
2023	98,172
2024	109,951
2025	0
2026	661,250
2027	0
Total payments due	$ 869,373	$ 709,787

Stockholders_ Equity - Reserved

Stockholders’ Equity - Reserved Shares of Common Stock for Issuance (Details) - shares	Jun. 30, 2022	Dec. 31, 2021
Class of Stock [Line Items]
Shares reserved of common stock for issuance	29,130,128,000	26,142,793,000
2020 Equity Incentive Plan | Common stock
Class of Stock [Line Items]
Shares reserved of common stock for issuance	12,149,138,000	9,979,700,000
Stock Options
Class of Stock [Line Items]
Shares reserved of common stock for issuance	11,138,435,000	12,785,176,000
Restricted Stock Units (RSUs)
Class of Stock [Line Items]
Shares reserved of common stock for issuance	2,497,064,000	1,508,615,000
PRSUs
Class of Stock [Line Items]
Shares reserved of common stock for issuance	687,500,000	0
Employee Stock Purchase Program (ESPP)
Class of Stock [Line Items]
Shares reserved of common stock for issuance	2,657,991,000	1,869,302,000

Stockholders_ Equity - Narrativ

Stockholders’ Equity - Narrative (Details)			3 Months Ended		6 Months Ended
	Feb. 18, 2022 day shares	Apr. 08, 2021 shares	Jun. 30, 2022 USD ($) $ / shares shares	Jun. 30, 2021 USD ($)	Jun. 30, 2022 USD ($) $ / shares shares	Jun. 30, 2021 USD ($) $ / shares	Feb. 28, 2022 USD ($)	Dec. 31, 2021 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, authorized (in shares) | shares			700,000,000		700,000,000			700,000,000
Common stock, par value (in dollars per share) | $ / shares			$ 0.0001		$ 0.0001			$ 0.0001
Authorized share repurchase amount							$ 400,000,000
Stock repurchased and retired during period (in shares) | shares					3,500,000
Stock repurchased and retired during period, value (in dollars per share)					$ 125,000,000
Stock repurchased and retired during period, average cost per share (in dollars per share) | $ / shares					$ 35.69
Stock repurchase program, remaining authorized repurchase amount (in dollars per share)			$ 275,000,000		$ 275,000,000
Aggregate intrinsic value of options exercised					145,700,000	$ 122,700,000
Fair value of options vested during period					11,900,000	12,300,000
Unrecognized stock-based compensation expense related to unvested stock options			55,900,000		55,900,000
Stock-based compensation expense			30,329,000	$ 21,186,000	$ 55,379,000	$ 29,808,000
Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issuance of common stock under employee stock purchase plan (in shares) | shares					47,894,000
Prodigy Software, Inc.
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock issued (in shares) | shares		82,201
Weighted Average
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value (in dollars per share) | $ / shares					$ 59.74	$ 62.16
Weighted average grant date fair value, assumed upon acquisition (in dollars per share) | $ / shares						$ 74.84
Stock Options | Black-Scholes Option Pricing Model
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense						$ 4,400,000
Stock Options | Weighted Average
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Period of recognition					1 year 7 months 6 days
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Period of recognition					3 years
Award vesting period					4 years
Unrecognized stock-based compensation expense			246,000,000		$ 246,000,000
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Period of recognition					9 months 18 days
Award vesting period		2 years
Unrecognized stock-based compensation expense			3,900,000		$ 3,900,000
PRSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value (in dollars per share) | $ / shares					$ 68.76
Period of recognition					5 years 2 months 12 days
Award vesting period	7 years
Unrecognized stock-based compensation expense			$ 44,100,000		$ 44,100,000
Awards granted (in shares) | shares	687,500
Consecutive trading days | day	60
PRSUs | Tranche one
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	5 years
Vesting percentage	40%
PRSUs | Tranche two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	6 years
Vesting percentage	80%
Employee Stock Purchase Program (ESPP)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Purchase period					6 months
ESPP purchase price of common stock, percent of market price					85%

Stockholders_ Equity - Stock Op

Stockholders’ Equity - Stock Option Activity (Details) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares
Number of Options
Beginning balance (in shares) | shares	12,785,176,000
Options granted (in shares) | shares	289,343,000
Options exercised (in shares) | shares	(1,804,373,000)
Options cancelled and forfeited (in shares) | shares	(131,711,000)
Ending balance (in shares) | shares	11,138,435,000	12,785,176,000
Options exercisable (in shares) | shares	7,176,849,000
Options vested and expected to vest (in shares) | shares	11,070,099,000
Weighted-Average Exercise Price Per Share
Options outstanding (in dollars per share) | $ / shares	$ 10.23
Options granted (in dollars per share) | $ / shares	121.25
Options exercised (in dollars per share) | $ / shares	5.23
Options forfeited or expired (in dollars per share) | $ / shares	34.30
Options outstanding (in dollars per share) | $ / shares	13.64	$ 10.23
Options exercisable, Weighted average exercise price per share (in dollars per share) | $ / shares	4.44
Options vested and expected to vest, Weighted Average Exercise Price Per Share (in dollars per share) | $ / shares	$ 13.25
Weighted-Average Remaining Contractual Life (years)
Options outstanding	6 years 3 months 18 days	6 years 9 months 18 days
Options exercisable	5 years 4 months 24 days
Options vested and expected to vest	6 years 3 months 18 days
Aggregate Intrinsic Value
Balances at June 30, 2022 | $	$ 268,860	$ 1,803,812
Options exercisable – June 30, 2022 | $	197,786
Options vested and expected to vest – June 30, 2022 | $	$ 268,281

Stockholders_ Equity - RSU Acti

Stockholders’ Equity - RSU Activity (Details) - $ / shares	6 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Restricted Stock Units (RSUs)
Number of Shares
Beginning balance (in shares)	1,508,615,000
Granted (in shares)	1,282,886,000
Vested (in shares)	(179,878,000)
Cancelled and forfeited (in shares)	(114,559,000)
Ending balance (in shares)	2,497,064,000
Weighted-Average Grant Date Fair Value Per Share
Unvested (in dollars per share)	$ 117.98	$ 140.10
Granted (in dollars per share)	91.38
Vested (in dollars per share)	108.42
Cancelled and forfeited (in dollars per share)	$ 126.40
Restricted Stock
Number of Shares
Beginning balance (in shares)	61,651,000
Vested (in shares)	(20,550,000)
Ending balance (in shares)	41,101,000
Weighted-Average Grant Date Fair Value Per Share
Unvested (in dollars per share)	$ 121.65	$ 121.65
Vested (in dollars per share)	$ 121.65

Stockholders_ Equity - Restrict

Stockholders’ Equity - Restricted Stock Activity (Details) - Restricted Stock - $ / shares	6 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Number of Shares
Beginning balance (in shares)	61,651,000
RSUs vested (in shares)	20,550,000
Ending balance (in shares)	41,101,000
Weighted-Average Grant Date Fair Value Per Share
Unvested (in dollars per share)	$ 121.65	$ 121.65
Vested (in dollars per share)	$ 121.65

Stockholders_ Equity - Weighted

Stockholders’ Equity - Weighted-Average Assumptions (Details) - shares	3 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2022	Jun. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, number of shares available for grant			0
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility, minimum	49.37%	47.58%	63.12%
Expected volatility, maximum	49.78%	49.78%	65.01%
Risk free rate, minimum		1.70%	0.62%
Risk free rate, maximum	3.34%	3.34%	1.14%
Dividend yield	0%	0%	0%
Stock Options | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	6 years	5 years 2 months 12 days	5 years 3 months 18 days
Stock Options | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	6 years 2 months 12 days	7 years	6 years 10 months 24 days
PRSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)		6 years 10 months 24 days
Dividend yield		0%
Expected volatility		48.43%
Risk-free interest rate		1.89%
Employee Stock Purchase Program (ESPP)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)		6 months	7 months 6 days
Dividend yield		0%	0%
Expected volatility		91.98%	61.65%
Risk-free interest rate		0.72%	0.09%

Stockholders_ Equity - Expense

Stockholders’ Equity - Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 30,329	$ 21,186	$ 55,379	$ 29,808
Sales and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	2,624	1,427	4,862	2,180
Customer operations
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	2,085	1,624	3,704	2,376
Engineering and product development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	17,894	12,472	31,528	16,779
General, administrative, and other
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 7,726	$ 5,663	$ 15,285	$ 8,473

Leases - Narrative (Details)

Leases - Narrative (Details) $ in Millions	Jun. 30, 2022 USD ($)
Leases [Abstract]
Letter of credit outstanding	$ 3.4

Leases - Lease Liability Maturi

Leases - Lease Liability Maturity (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Leases [Abstract]
Remaining 2022	$ 6,432
2023	14,741
2024	16,574
2025	17,050
2026	17,546
Thereafter	51,954
Total undiscounted lease payments	124,297
Less: Tenant improvement receivables	(6,568)
Less: Present value adjustment	(17,864)
Operating lease liabilities	$ 99,865	$ 100,366

Leases - Lease Expense (Details

Leases - Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Leases [Abstract]
Rent expense	$ 3,945	$ 1,467	$ 7,877	$ 2,995
Variable lease payments	922	362	1,788	661
Cash paid for amounts included in the measurement of lease liabilities	$ 2,707	$ 1,075	$ 4,770	$ 2,132
Weighted-average remaining lease term (in years)	7 years 7 months 28 days		7 years 7 months 28 days
Weighted-average discount rate	3.83%		3.83%

Commitment and Contingencies (D

Commitment and Contingencies (Details) - Obligation to Repurchase Loans - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Loss Contingencies [Line Items]
Loan purchase obligation	$ 12.1	$ 111.3
Maximum estimate of potential loss	$ 16,543.8	$ 12,905.5

Income Taxes - Effective Tax Ra

Income Taxes - Effective Tax Rates (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Income Tax Disclosure [Abstract]
(Benefit) provision for income taxes	$ 24	$ (988)	$ 43	$ (767)
Effective tax rate	(0.08%)	(3.33%)	1.49%	(1.92%)

Net Income (Loss) Per Share - C

Net Income (Loss) Per Share - Calculation (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Numerator:
Net income	$ (29,871)	$ 37,284	$ 2,821	$ 47,386
Denominator:
Weighted-average common shares outstanding used to calculate net income (loss) per share, basic (in shares)	83,833,963	76,674,129	84,031,109	75,160,037
Weighted-average effect of dilutive securities (in shares)	0	18,127,994	10,477,951	18,033,116
Weighted-average common shares outstanding used to calculate net income (loss) per share, diluted (in shares)	83,833,963	94,802,123	94,509,060	93,193,153
Net income (loss) per share, basic (in dollars per share)	$ (0.36)	$ 0.49	$ 0.03	$ 0.63
Net income (loss) per share, diluted (in dollars per share)	$ (0.36)	$ 0.39	$ 0.03	$ 0.51

Net Income (Loss) Per Share - A

Net Income (Loss) Per Share - Antidilutive Securities (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	16,857,165	714,407	5,837,998	1,617,395
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	11,138,435	451,493	770,852	500,065
Restricted Stock Units (RSUs)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	2,497,064	262,914	2,061,568	1,117,330
Performance Restricted Stock Units (PRSU's)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	687,500	0	687,500
Employee Stock Purchase Program (ESPP)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	216,088	0	0	0
Convertible debt
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	2,318,078	0	2,318,078	0