Upstart (UPST) 10-Q 8 Nov 22 2022 Q3 Quarterly report Financial data

Cover Page

Cover Page - shares	9 Months Ended
	Sep. 30, 2022	Oct. 31, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 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		81,877,350
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Entity Central Index Key	0001647639
Current Fiscal Year End Date	--12-31

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands		Sep. 30, 2022	Dec. 31, 2021
Assets
Cash		$ 683,970	$ 986,608
Restricted cash		145,956	204,633
Loans (at fair value)		700,455	252,477
Property, equipment, and software, net		40,990	24,259
Operating lease right of use assets		87,475	96,118
Non-marketable equity securities		41,000	40,000
Goodwill		67,062	67,062
Intangible assets, net		16,700	19,906
Other assets (includes $26,676 and $40,496 at fair value as of December 31, 2021 and September 30, 2022, respectively)		131,702	129,392
Total assets	[1]	1,915,310	1,820,455
Liabilities:
Accounts payable		10,916	6,563
Payable to investors		93,844	107,598
Borrowings		918,917	695,432
Accrued expenses and other liabilities (includes $13,095 and $10,011 at fair value as of December 31, 2021 and September 30, 2022, respectively)		73,647	103,418
Operating lease liabilities		99,418	100,366
Total liabilities	[1]	1,196,742	1,013,377
Stockholders’ equity:
Common stock, $0.0001 par value; 700,000,000 shares authorized; 83,659,665 and 81,831,178 shares issued and outstanding as of December 31, 2021 and September 30, 2022, respectively		8	8
Additional paid-in capital		705,741	740,849
Retained earnings		12,819	66,221
Total stockholders’ equity		718,568	807,078
Total liabilities and stockholders’ equity		$ 1,915,310	$ 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 September 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, September 30, 2021 2022 Assets Cash $ 7,700 $ 949 Restricted cash 79,561 31,602 Loans (at fair value) 245,972 674,955 Other assets (includes $7,571 and $3,163 at fair value as of December 31, 2021 and September 30, 2022, respectively) 8,792 10,920 Total assets $ 342,025 $ 718,426 Liabilities Borrowings $ 48,536 $ 269,663 Accrued expenses and other liabilities 778 2,268 Total liabilities 49,314 271,931 Total net assets $ 292,711 $ 446,495

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands		Sep. 30, 2022	Dec. 31, 2021
Other assets at fair value		$ 40,496	$ 26,676
Accrued expenses and other liabilities at fair value		$ 10,011	$ 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)		81,831,178	83,659,665
Common stock, outstanding (in shares)		81,831,178	83,659,665
Assets
Cash		$ 683,970	$ 986,608
Restricted cash		145,956	204,633
Loans (at fair value)		700,455	252,477
Other assets (includes $26,676 and $40,496 at fair value as of December 31, 2021 and September 30, 2022, respectively)		131,702	129,392
Total assets	[1]	1,915,310	1,820,455
Other assets at fair value		40,496	26,676
Liabilities:
Borrowings		918,917	695,432
Accrued expenses and other liabilities (includes $13,095 and $10,011 at fair value as of December 31, 2021 and September 30, 2022, respectively)		73,647	103,418
Total liabilities	[1]	1,196,742	1,013,377
Total stockholders’ equity		718,568	807,078
Variable Interest Entity, Primary Beneficiary
Other assets at fair value		3,163	7,571
Assets
Cash		949	7,700
Restricted cash		31,602	79,561
Loans (at fair value)		674,955	245,972
Other assets (includes $26,676 and $40,496 at fair value as of December 31, 2021 and September 30, 2022, respectively)		10,920	8,792
Total assets		718,426	342,025
Other assets at fair value		3,163	7,571
Liabilities:
Borrowings		269,663	48,536
Accrued expenses and other liabilities (includes $13,095 and $10,011 at fair value as of December 31, 2021 and September 30, 2022, respectively)		2,268	778
Total liabilities		271,931	49,314
Total stockholders’ equity		$ 446,495	$ 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 September 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, September 30, 2021 2022 Assets Cash $ 7,700 $ 949 Restricted cash 79,561 31,602 Loans (at fair value) 245,972 674,955 Other assets (includes $7,571 and $3,163 at fair value as of December 31, 2021 and September 30, 2022, respectively) 8,792 10,920 Total assets $ 342,025 $ 718,426 Liabilities Borrowings $ 48,536 $ 269,663 Accrued expenses and other liabilities 778 2,268 Total liabilities 49,314 271,931 Total net assets $ 292,711 $ 446,495

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Revenue:
Revenue from fees, net	$ 179,348	$ 210,421	$ 751,675	$ 513,888
Interest income and fair value adjustments, net	(22,115)	18,029	(56,144)	29,853
Total revenue	157,233	228,450	695,531	543,741
Operating expenses:
Sales and marketing	56,362	93,346	295,023	218,638
Customer operations	45,028	34,978	144,507	76,530
Engineering and product development	66,182	37,085	173,218	87,504
General, administrative, and other	47,752	34,442	138,148	80,602
Total operating expenses	215,324	199,851	750,896	463,274
Income (loss) from operations	(58,091)	28,599	(55,365)	80,467
Other income (expense)	1,880	(754)	2,018	(6,003)
Net income (loss) before income taxes	(56,211)	27,845	(53,347)	74,464
(Benefit) provision for income taxes	12	(1,268)	55	(2,035)
Net income (loss)	$ (56,223)	$ 29,113	$ (53,402)	$ 76,499
Net income (loss) per share, basic (in dollars per share)	$ (0.69)	$ 0.37	$ (0.64)	$ 1
Net income (loss) per share, diluted (in dollars per share)	$ (0.69)	$ 0.30	$ (0.64)	$ 0.81
Weighted-average common shares outstanding used to calculate net income per share attributable to Upstart Holdings, Inc. common stockholders, basic (in shares)	81,672,099	79,392,600	83,236,131	76,586,395
Weighted-average common shares outstanding used to calculate net income per share attributable to Upstart Holdings, Inc. common stockholders, diluted (in shares)	81,672,099	96,057,210	83,236,131	94,165,325

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
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)		4,941,362
Issuance of common stock upon exercise of stock options	9,773		9,773
Issuance of common stock upon settlement of restricted stock units (in shares)		19,017
Exercise of common stock warrants (in shares)		72,407
Stock-based compensation expense	52,245		52,245
Shares withheld related to net share settlement of restricted stock units (in shares)		(1,730)
Shares withheld related to net share settlement of restricted stock units	(236)		(236)
Issuance of common stock in connection with an acquisition (in shares)		650,740
Issuance of common stock in connection with acquisition	71,003		71,003
Issuance of common stock in connection with follow-on offering, net of underwriting discounts, commissions, and offering costs (in shares)		2,300,000
Issuance of common stock in connection with follow-on offering, net of underwriting discounts, commissions, and offering costs	263,931	$ 1	263,930
Issuance of common stock under employee stock purchase plan (in shares)		243,725
Issuance of common stock under employee stock purchase plan	4,145		4,145
Purchase of capped calls	(58,523)		(58,523)
Net income (loss)	76,499			76,499
Ending balance (in shares) at Sep. 30, 2021		81,539,547
Ending balance at Sep. 30, 2021	719,089	$ 8	711,804	7,277
Beginning balance (in shares) at Jun. 30, 2021		77,626,866
Beginning balance at Jun. 30, 2021	716,096	$ 8	737,924	(21,836)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		3,656,385
Issuance of common stock upon exercise of stock options	6,841		6,841
Issuance of common stock upon settlement of restricted stock units (in shares)		12,571
Stock-based compensation expense	21,417		21,417
Issuance of common stock under employee stock purchase plan (in shares)		243,725
Issuance of common stock under employee stock purchase plan	4,145		4,145
Purchase of capped calls	(58,523)		(58,523)
Net income (loss)	29,113			29,113
Ending balance (in shares) at Sep. 30, 2021		81,539,547
Ending balance at Sep. 30, 2021	$ 719,089	$ 8	711,804	7,277
Beginning balance (in shares) at Dec. 31, 2021	83,659,665	83,659,665
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)	2,074,763	2,074,763
Issuance of common stock upon exercise of stock options	$ 10,726	$ 1	10,725
Issuance of common stock upon settlement of restricted stock units (in shares)		179,559
Issuance of common stock upon settlement of restricted stock units	(8)		(8)
Stock-based compensation expense	96,582		96,582
Shares withheld related to net share settlement of restricted stock units (in shares)		(188,726)
Issuance of common stock under employee stock purchase plan (in shares)		162,796
Issuance of common stock under employee stock purchase plan	7,662		7,662
Stock repurchased during period (in shares)		(4,434,331)
Repurchases of stock	(150,070)	$ (1)	(150,069)
Net income (loss)	$ (53,402)			(53,402)
Ending balance (in shares) at Sep. 30, 2022	81,831,178	81,831,178
Ending balance at Sep. 30, 2022	$ 718,568	$ 8	705,741	12,819
Beginning balance (in shares) at Jun. 30, 2022		82,188,372
Beginning balance at Jun. 30, 2022	757,071	$ 8	688,021	69,042
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		270,390
Issuance of common stock upon exercise of stock options	1,319		1,319
Issuance of common stock upon settlement of restricted stock units (in shares)		(319)
Issuance of common stock upon settlement of restricted stock units	(8)		(8)
Stock-based compensation expense	38,206		38,206
Shares withheld related to net share settlement of restricted stock units (in shares)		(188,726)
Issuance of common stock under employee stock purchase plan (in shares)		114,902
Issuance of common stock under employee stock purchase plan	3,231		3,231
Stock repurchased during period (in shares)		(930,893)
Repurchases of stock	(25,028)		(25,028)
Net income (loss)	$ (56,223)			(56,223)
Ending balance (in shares) at Sep. 30, 2022	81,831,178	81,831,178
Ending balance at Sep. 30, 2022	$ 718,568	$ 8	$ 705,741	$ 12,819

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash flows from operating activities
Net income (loss)	$ (53,402)	$ 76,499
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Change in fair value of financial instruments	71,056	(5,839)
Stock-based compensation	92,035	50,125
Gain on loan servicing arrangement, net	(23,770)	(4,223)
Depreciation and amortization	9,859	4,984
Non-cash interest expense	2,294	990
Net changes in operating assets and liabilities:
Purchase of loans for immediate resale	(5,519,116)	(5,872,988)
Proceeds from immediate resale of loans	5,519,116	5,872,988
Purchase of loans held-for-sale	(1,459,528)	(80,305)
Principal payments received for loans held-for-sale	104,049	4,398
Proceeds from sale of loans held-for-sale	854,991	90,537
Other assets	8,719	(22,806)
Operating lease liability and right-of-use asset	7,695	1,028
Accounts payable	3,446	(4,556)
Payable to investors	(13,754)	38,811
Accrued expenses and other liabilities	(25,494)	29,854
Net cash provided by (used in) operating activities	(421,804)	179,497
Cash flows from investing activities
Proceeds from sale of loans held-for-investment	11,993	10,793
Principal payments received for loans held-for-investment	27,711	14,722
Principal payments received for notes receivable and repayments of residual certificates	5,508	9,115
Purchase of loans held-for-investment	(55,294)	(92,738)
Purchase of non-marketable equity security	(1,000)	(40,000)
Purchase of property and equipment	(7,088)	(4,956)
Capitalized software costs	(10,842)	(4,476)
Acquisition, net of cash acquired	0	(16,561)
Net cash used in investing activities	(29,012)	(124,101)
Cash flows from financing activities
Repurchases of common stock	(150,070)	0
Proceeds from secondary offering, net of underwriting discounts, commissions, and offering costs	0	263,931
Proceeds from borrowings	430,270	667,081
Payment of debt issuance costs	0	(15,727)
Purchase of capped calls	0	(58,523)
Taxes paid related to net share settlement of equity awards	(8)	(236)
Repayments of borrowings	(209,079)	(65,412)
Proceeds from issuance of common stock under employee stock purchase plan	7,662	4,145
Proceeds from exercise of stock options	10,726	9,773
Net cash provided by financing activities	89,501	805,032
Change in cash and restricted cash	(361,315)	860,428
Cash and restricted cash at beginning of period	1,191,241	311,333
Cash and restricted cash at end of period	829,926	1,171,761
Supplemental disclosures of cash flow information
Cash paid for interest	7,952	2,796
Cash paid for income taxes	206	2,247
Cash paid for amounts included in the measurement of lease liabilities	7,967	3,279
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	4,547	2,120
Cash and Restricted Cash
Cash	683,970
Restricted cash	145,956
Total cash and restricted cash	$ 829,926	$ 1,171,761

Description of Business and Sig

Description of Business and Significant Accounting Policies	9 Months Ended
	Sep. 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 nine months ended September 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

Revenue

Revenue	9 Months Ended
	Sep. 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 Nine Months Ended 2021 2022 2021 2022 Revenue from fees, net: Platform and referral fees, net $ 191,442 $ 134,786 $ 467,476 $ 618,208 Servicing and other fees, net 18,979 44,562 46,412 133,467 Total revenue from fees, net $ 210,421 $ 179,348 $ 513,888 $ 751,675 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 bank partners 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 $6.6 million and $16.2 million of loan premium fees and loan trailing fees as contra-revenue within platform and referral fees, net during the three and nine months ended September 30, 2021, respectively, and $6.1 million and $20.9 million during the three and nine months ended September 30, 2022, respectively. As of December 31, 2021 and September 30, 2022, the Company recognized $4.3 million and $5.2 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 September 30, 2022. The Company had $44.8 million and $34.3 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 September 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 September 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 Nine Months Ended 2021 2022 2021 2022 Customer A 56% 45% 59% 47% Customer B 28% 26% 25% 29% Customers accounting for greater than 10% of accounts receivable were as follows: December 31, September 30, 2021 2022 Customer C 25% 27% Customer D 33% * * 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 Nine Months Ended 2021 2022 2021 2022 Net gain related to loan servicing rights $ 2,121 $ 6,038 $ 4,223 $ 23,770 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 Nine Months Ended 2021 2022 2021 2022 Collection agency fees $ 1,214 $ 2,790 $ 3,068 $ 7,345 Borrower fees $ 2,062 $ 7,005 $ 4,043 $ 18,125 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 following table presents components of the interest income and fair value adjustments, net presented in the Company’s condensed consolidated statements of operations and comprehensive income (loss): Three Months Ended Nine Months Ended 2021 2022 2021 2022 Interest income $ 5,070 $ 22,180 $ 12,020 $ 66,288 Interest expense (269) (3,050) (2,796) (6,322) Fair value and other adjustments Unrealized gain (loss) and other adjustments, net (1) 11,360 (20,069) 14,470 (70,855) Realized gain (loss) on sale of loans, net 1,868 (21,176) 6,159 (45,255) Total fair value and other adjustments 13,228 (41,245) 20,629 (116,110) Total interest income and fair value adjustments, net $ 18,029 $ (22,115) $ 29,853 $ (56,144) _________ 1. Includes $12.7 million and $15.2 million of income from capital market programs, net for the three and nine months ended September 30, 2021, respectively. Income from capital market programs was immaterial for both the three and nine months ended September 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 September 30, 2022, the Company has recorded $2.6 million and $7.8 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 September 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	9 Months Ended
	Sep. 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 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 September 30, 2022 Total consolidated VIEs $ 718,426 $ 271,931 $ 446,495 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 September 30, 2022 Securitizations and other $ 89,796 $ 59,323 $ 30,473 $ 10,437 The carrying value of assets that relate to variable interests in unconsolidated VIEs consists of $8.3 million and $3.5 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 September 30, 2022, respectively. The Company also had $7.2 million and $7.0 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 September 30, 2022, respectively. 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. 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	9 Months Ended
	Sep. 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, September 30, 2021 2022 Assets Loans $ 252,477 $ 700,455 Notes receivable and residual certificates 8,288 3,459 Loan servicing assets 18,388 37,037 Total assets $ 279,153 $ 740,951 Liabilities Loan servicing liabilities $ 8,780 $ 4,810 Trailing fee liabilities 4,315 5,201 Total liabilities $ 13,095 $ 10,011 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 September 30, 2022, $647.2 million and $53.3 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 September 30, 2022 Minimum Maximum Weighted-Average (2) Minimum Maximum Weighted-Average (2) Discount rate 3.42 % 16.49 % 7.29 % 5.90 % 20.88 % 10.80 % Credit risk rate (1) 0.08 % 55.79 % 17.98 % 0.01 % 93.09 % 17.40 % Prepayment rate (1) 8.70 % 88.12 % 40.35 % 0.14 % 93.43 % 39.47 % (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 following 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 September 30, 2022, respectively. December 31, September 30, 2021 2022 Fair value of loans $ 252,477 $ 700,455 Discount rates 100 basis point increase (3,392) (8,482) 200 basis point increase (6,709) (16,793) Expected credit loss rates on underlying loans 10% adverse change (3,959) (8,691) 20% adverse change (7,927) (17,386) Expected prepayment rates 10% adverse change (239) (1,638) 20% adverse change (512) (3,277) 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 June 30, 2021 $ 26,741 $ 55,570 $ 82,311 Purchases of loans 41,994 50,190 92,184 Sale of loans (34,429) — (34,429) Purchase of loans for immediate resale 2,458,757 — 2,458,757 Immediate resale (2,458,757) — (2,458,757) Repayments received (1,831) (6,125) (7,956) Changes in fair value recorded in earnings (1,313) (1,576) (2,889) Other changes 46 358 404 Fair value at September 30, 2021 $ 31,208 $ 98,417 $ 129,625 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 80,305 92,738 173,043 Sale of loans (101,330) — (101,330) Purchase of loans for immediate resale 5,872,988 — 5,872,988 Immediate resale (5,872,988) — (5,872,988) Repayments received (6,867) (12,253) (19,120) Changes in fair value recorded in earnings (961) (960) (1,921) Other changes (145) 638 493 Fair value at September 30, 2021 $ 31,208 $ 98,417 $ 129,625 Loans Held-for- Loans Held-for-Investment Total Fair value at June 30, 2022 $ 605,319 $ 18,444 $ 623,763 Purchases of loans 333,779 41,402 375,181 Sale of loans (232,302) — (232,302) Purchase of loans for immediate resale 722,080 — 722,080 Immediate resale (722,080) — (722,080) Repayments received (43,748) (2,699) (46,447) Changes in fair value recorded in earnings (16,499) (4,560) (21,059) Other changes 629 690 1,319 Fair value at September 30, 2022 $ 647,178 $ 53,277 $ 700,455 Loans Held-for- Loans Held-for-Investment Total Fair value at December 31, 2021 $ 142,685 $ 109,792 $ 252,477 Reclassification of loans from HFS to HFI 103,679 (103,679) — Purchases of loans 1,459,544 55,278 1,514,822 Sale of loans (866,984) — (866,984) Purchase of loans for immediate resale 5,519,116 — 5,519,116 Immediate resale (5,519,116) — (5,519,116) Repayments received (128,023) (3,737) (131,760) Changes in fair value recorded in earnings (68,329) (5,047) (73,376) Other changes 4,606 670 5,276 Fair value at September 30, 2022 $ 647,178 $ 53,277 $ 700,455 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, September 30, December 31, September 30, 2021 2022 2021 2022 Outstanding principal balance $ 277,228 $ 785,856 $ 1,979 $ 8,801 Net fair value and accrued interest adjustments (24,751) (85,401) (1,692) (7,056) Fair value (1) $ 252,477 $ 700,455 $ 287 $ 1,745 _________ (1) Includes $50.1 million and $394.1 million of auto loans as of December 31, 2021 and September 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 September 30, 2022, the Company held notes receivable and residual certificates with an aggregate fair value of $8.3 million and $3.5 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 September 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 % 5.79 % 20.35 % 11.21 % Credit risk rate (1) 0.04 % 50.69 % 18.47 % 0.81 % 50.69 % 18.73 % Prepayment rate (1) 15.60 % 36.08 % 27.82 % 15.60 % 35.03 % 28.03 % _________ (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 8% decrease in the fair value of the residual certificates as of September 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 0.57% as of December 31, 2021 and September 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 1.13% as of December 31, 2021 and September 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 September 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 June 30, 2021 $ 12,995 Repayments and settlements (2,766) Changes in fair value recorded in earnings 260 Fair value at September 30, 2021 $ 10,489 Notes Receivable and Residual Certificates Fair value at December 31, 2020 $ 19,074 Repayments and settlements (9,115) Changes in fair value recorded in earnings 530 Fair value at September 30, 2021 $ 10,489 Notes Receivable and Residual Certificates Fair value at June 30, 2022 $ 4,698 Repayments and settlements (1,596) Changes in fair value recorded in earnings 357 Fair value at September 30, 2022 $ 3,459 Notes Receivable and Residual Certificates Fair value at December 31, 2021 $ 8,288 Repayments and settlements (5,508) Changes in fair value recorded in earnings 679 Fair value at September 30, 2022 $ 3,459 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 September 30, 2022 Minimum Maximum Weighted-Average (2) Minimum Maximum Weighted-Average (2) Discount rate 13.00 % 20.00 % 17.69 % 13.00 % 20.00 % 17.32 % Credit risk rate (1) 0.03 % 52.78 % 18.36 % 0.03 % 91.58 % 16.76 % 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 % 0.28 % 91.99 % 40.73 % _________ (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 following table 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 September 30, 2022, respectively. December 31, September 30, 2021 2022 Fair value of loan servicing assets $ 18,388 $ 37,037 Expected market-servicing rates 10% market-servicing rates increase (5,539) (10,505) 20% market-servicing rates increase (11,002) (20,976) December 31, September 30, 2021 2022 Fair value of loan servicing liabilities $ 8,780 $ 4,810 Expected market-servicing rates 10% market-servicing rates increase 5,357 2,836 20% market-servicing rates increase 10,788 5,712 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 June 30, 2021 $ 15,450 $ 11,883 Sale of loans 4,904 2,783 Changes in fair value recorded in earnings (7,974) (7,478) Fair value at September 30, 2021 $ 12,380 $ 7,188 Loan Servicing Assets Loan Servicing Liabilities Fair value at December 31, 2020 $ 6,831 $ 8,254 Sale of loans 14,833 10,610 Changes in fair value recorded in earnings (9,284) (11,676) Fair value at September 30, 2021 $ 12,380 $ 7,188 Loan Servicing Assets Loan Servicing Liabilities Fair value at June 30, 2022 $ 35,171 $ 6,366 Sale of loans 6,048 9 Changes in fair value recorded in earnings (4,182) (1,565) Fair value at September 30, 2022 $ 37,037 $ 4,810 Loan Servicing Assets Loan Servicing Liabilities Fair value at December 31, 2021 $ 18,388 $ 8,780 Sale of loans 26,066 2,296 Changes in fair value recorded in earnings (7,417) (6,266) Fair value at September 30, 2022 $ 37,037 $ 4,810 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 5.90% to 20.88% and credit risk rates of 0.01% to 93.09% as of September 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 June 30, 2021 $ 2,513 Issuances 1,148 Repayments and settlements (350) Changes in fair value recorded in earnings 23 Fair value at September 30, 2021 $ 3,334 Trailing Fee Liabilities Fair value at December 31, 2020 $ 1,276 Issuances 2,753 Repayments and settlements (766) Changes in fair value recorded in earnings 71 Fair value at September 30, 2021 $ 3,334 Trailing Fee Liabilities Fair value at June 30, 2022 $ 5,446 Issuances 618 Repayments and settlements (816) Changes in fair value recorded in earnings (47) Fair value at September 30, 2022 $ 5,201 Trailing Fee Liabilities Fair value at December 31, 2021 $ 4,315 Issuances 3,404 Repayments and settlements (2,211) Changes in fair value recorded in earnings (307) Fair value at September 30, 2022 $ 5,201

Acquisitions

Acquisitions	9 Months Ended
	Sep. 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 nine months ended September 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 nine months ended September 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 nine months ended September 30, 2021. Pro forma results of operations have not been presented because the effects of this acquisition were not material to our financial results.

Goodwill and Intangible Assets

Goodwill and Intangible Assets	9 Months Ended
	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible assets	Goodwill and Intangible Assets Goodwill During the nine months ended September 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: September 30, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life (Years) Developed technology $ 9,400 $ 4,700 $ 4,700 1.5 Customer relationships 13,700 1,713 11,987 10.5 $ 23,100 $ 6,413 $ 16,687 Amortization expense was $1.1 million and $2.2 million for the three and nine months ended September 30, 2021, respectively, and was $1.1 million and $3.2 million for the three and nine months ended September 30, 2022, respectively. Expected future amortization expense for intangible assets as of September 30, 2022 is as follows: Fiscal Years: Remaining 2022 $ 1,068 2023 4,275 2024 1,925 2025 1,142 2026 1,142 Thereafter 7,135 Total $ 16,687

Balance Sheet Components

Balance Sheet Components	9 Months Ended
	Sep. 30, 2022
Other Assets [Abstract]
Balance Sheet Components	Balance Sheet Components Other Assets Other assets consisted of the following: December 31, September 30, 2021 2022 Servicing fees and other receivables $ 55,518 $ 49,878 Loan servicing assets (at fair value) 18,388 37,037 Prepaid expenses 30,012 23,564 Other assets 8,809 8,968 Deposits 8,377 8,796 Notes receivable and residual certificates (at fair value) 8,288 3,459 Total other assets $ 129,392 $ 131,702 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, September 30, 2021 2022 Internally developed software $ 17,735 $ 33,124 Leasehold improvements 7,450 12,145 Computer and networking equipment 3,796 6,049 Furniture and fixtures 3,199 4,246 Total property, equipment, and software 32,180 55,564 Accumulated depreciation and amortization (7,921) (14,574) Total property, equipment, and software, net $ 24,259 $ 40,990 For the three and nine months ended September 30, 2021, depreciation and amortization expense on property, equipment, and software was $1.0 million and $2.7 million, respectively, and $2.7 million and $6.7 million for the three and nine months ended September 30, 2022, respectively. Capitalized internally developed software balances, net of accumulated amortization, were $13.5 million and $24.6 million as of December 31, 2021 and September 30, 2022, respectively. Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consisted of the following: December 31, September 30, 2021 2022 Accrued expenses $ 48,207 $ 30,598 Accrued payroll 37,293 19,168 Other liabilities 4,823 13,870 Trailing fee liability (at fair value) 4,315 5,201 Loan servicing liabilities (at fair value) 8,780 4,810 Total accrued expenses and other liabilities $ 103,418 $ 73,647

Borrowings

Borrowings	9 Months Ended
	Sep. 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, September 30, 2021 2022 Warehouse credit facilities $ 48,030 $ 269,728 Risk retention funding loan 507 — Convertible senior notes 661,250 661,250 Total payments due 709,787 930,978 Unamortized debt discount (14,355) (12,061) Total borrowings $ 695,432 $ 918,917 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 is 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 September 30, 2022. The ULT Warehouse Credit Facility contains certain financial covenants. As of December 31, 2021 and September 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 September 30, Outstanding borrowings $ 48,030 $ 100,523 Aggregate outstanding principal of loans pledged as collateral 76,865 147,221 Aggregate fair value of loans purchased and held by ULT 142,687 153,799 Restricted cash pledged as collateral $ 76,256 $ 2,480 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”). The credit and security agreement for the UAWT Warehouse Credit Facility was amended and restated in its entirety in August 2022. Under the revolving credit and security agreement, UAWT may borrow up to $200.0 million until the earlier of December 2022 or the occurrence of an accelerated amortization event. An accelerated amortization event includes, but is 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 2.2% 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 September 30, 2022. The UAWT Warehouse Credit Facility contains certain financial covenants. As of December 31, 2021 and September 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 September 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 September 30, Outstanding borrowings $ 169,205 Aggregate outstanding principal of loans pledged as collateral 250,294 Aggregate fair value of loans purchased and held by UAWT 254,277 Restricted cash pledged as collateral $ 874 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 September 30, 2022 was approximately $627.5 million and $374.3 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 September 30, 2022 was $646.9 million and $649.2 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 nine months ended September 30, 2022, the Company recorded immaterial coupon interest expense and amortization of debt issuance costs 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 September 30, 2022: September 30, Remaining 2022 $ — 2023 169,205 2024 100,523 2025 — 2026 661,250 2027 — Total $ 930,978

Stockholders_ Equity

Stockholders’ Equity	9 Months Ended
	Sep. 30, 2022
Share-Based Payment Arrangement [Abstract]
Stockholders’ Equity	Stockholders' Equity Common 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, September 30, 2021 2022 Options issued and outstanding 12,785,176 11,723,427 RSUs outstanding 1,508,615 4,679,719 PRSUs outstanding — 687,500 Shares available for future issuance under 2020 plan 9,979,700 8,920,902 Shares available for issuance under ESPP 1,869,302 2,543,089 Total 26,142,793 28,554,637 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 nine months ended September 30, 2022, the Company repurchased, and subsequently retired, 4.4 million shares for $150.1 million at an average cost of $33.84 per share. As of September 30, 2022, $249.9 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 summarizes stock option activity for the nine months ended September 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 1,253,496 46.63 Options exercised (2,074,763) 5.19 Options cancelled and forfeited (240,482) 25.79 Balances at September 30, 2022 11,723,427 14.70 6.4 151,680 Options exercisable – September 30, 2022 7,590,584 4.96 5.3 124,319 Options vested and expected to vest – September 30, 2022 11,663,853 $ 14.37 6.4 $ 151,478 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 September 30, 2022. The aggregate intrinsic value of options exercised for the nine months ended September 30, 2021 and 2022, was $873.9 million and $151.7 million, respectively. The weighted-average grant date fair value of options granted during the nine months ended September 30, 2021 and 2022, was $61.97, and $23.29 per share, respectively. The weighted-average fair value of options assumed in connection with an acquisition was $74.84 per share for the nine months ended September 30, 2021. The total fair value of options vested for the nine months ended September 30, 2021 and 2022, was $16.7 million, and $17.3 million, respectively. As of September 30, 2022, total unrecognized stock-based compensation expense related to unvested stock options was $58.9 million, which is expected to be recognized over a remaining weighted-average period of 1.9 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, incremental stock-based compensation expense of $4.4 million resulting from the modification was recognized during the nine months ended September 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 one Number of Shares Weighted-Average Grant Date Fair Value Per Share Unvested at December 31, 2021 1,508,615 $ 140.10 RSUs granted 3,778,851 47.64 RSUs vested (368,604) 130.64 RSUs cancelled and forfeited (239,143) 114.46 Unvested at September 30, 2022 4,679,719 $ 67.50 As of September 30, 2022, total unrecognized stock-based compensation expense related to outstanding unvested RSUs was $271.9 million, which is expected to be recognized over a remaining weighted-average period of 2.5 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 nine months ended September 30, 2022: Number of Shares Weighted-Average Grant Date Fair Value Per Share Unvested at December 31, 2021 61,651 $ 121.65 Vested 30,825 121.65 Unvested at September 30, 2022 30,826 $ 121.65 As of September 30, 2022, total unrecognized stock-based compensation expense related to restricted stock was $2.6 million, which is expected to be recognized over a remaining weighted-average period of 0.6 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 September 30, 2022, total unrecognized stock-based compensation expense related to outstanding unvested PRSUs was $41.9 million, which is expected to be recognized over a remaining weighted-average period of 4.9 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 nine months ended September 30, 2022, 162,796 shares of common stock were purchased under the ESPP. As of September 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 for the foreseeable future. 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 September 30, Nine Months Ended September 30, 2021 2022 2021 2022 Expected term (in years) 5.8 – 6.7 5.1 – 6.1 5.3 – 6.9 5.1 – 7.0 Expected volatility 63.03% – 63.53% 49.66% – 50.73% 63.03% – 65.01% 47.58% – 50.73% Risk-free interest rate 0.93% – 0.93% 3.28% – 4.02% 0.62% – 1.14% 1.70% – 4.02% Dividend yield —% —% —% —% 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 September 30, Nine Months Ended September 30, 2021 2022 2021 2022 Expected term (in years) 0.5 0.5 0.5 – 0.6 0.5 Expected volatility 152.95% 179.35% 61.65% – 152.95% 91.98% – 179.35% Risk-free interest rate 0.05% 3.13% 0.05% – 0.09% 0.72% – 3.13% Dividend yield —% —% —% —% 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 Nine Months Ended 2021 2022 2021 2022 Sales and marketing $ 1,771 $ 3,028 $ 3,951 $ 7,890 Customer operations 1,938 2,682 4,314 6,386 Engineering and product development 10,273 21,726 27,052 53,254 General, administrative, and other 6,335 9,220 14,808 24,505 Total $ 20,317 $ 36,656 $ 50,125 $ 92,035

Leases

Leases	9 Months Ended
	Sep. 30, 2022
Leases [Abstract]
Leases	Leases The 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 September 30, 2022, future minimum lease payments are as follows: Operating Leases Remaining 2022 $ 3,235 2023 14,741 2024 16,574 2025 17,050 2026 17,546 Thereafter 51,954 Total undiscounted lease payments 121,100 Less: Tenant improvement receivables (4,800) Less: Present value adjustment (16,882) Operating lease liabilities $ 99,418 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 Nine Months Ended 2021 2022 2021 2022 Rent expense $ 1,772 $ 3,961 $ 4,767 $ 11,837 Variable lease payments $ 454 $ 936 $ 1,115 $ 2,724 Supplemental cash flow and non-cash information related to the Company’s operating leases was as follows: Three Months Ended Nine Months Ended 2021 2022 2021 2022 Cash paid for amounts included in the measurement of lease liabilities $ 1,147 $ 3,197 $ 3,279 $ 7,967 Total right-of-use assets capitalized $ 55,149 $ — $ 55,149 $ — Supplemental balance sheet information related to the Company’s operating leases was as follows: September 30, 2022 Weighted-average remaining lease term (in years) 7.49 Weighted-average discount rate 3.84%

Commitment and Contingencies

Commitment and Contingencies	9 Months Ended
	Sep. 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 September 30, 2022, the total loan purchase commitment included outstanding principal balance of $111.3 million and $59.8 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 September 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 September 30, 2022 is $12,905.5 million and $16,379.6 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 September 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. On August 16, 2022, the court appointed a lead plaintiff and approved lead counsel in the Crain action. Under the current scheduling order, the lead plaintiff will file a consolidated amended complaint on or before November 14, 2022, and defendants will file a motion to dismiss on or before January 13, 2023. 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. On October 7, 2022, a second derivative lawsuit was filed in United States District Court, Southern District of Ohio, captioned Chung v. Huber et al., No. 2:22-cv-03620-MHW-CMV (S.D. Ohio). The Chung action includes allegations similar to those in the OConnor complaint, and names as defendants each of the Company’s current board members, a former board member, and its Chief Financial Officer. The Company is named as a nominal defendant. The Chung action includes claims for violation of Section 10(b), 14(a), and 21D of the Exchange Act, breach of fiduciary duties, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets. The Chung action seeks unspecified monetary damages, restitution, and attorney’s fees and costs from the individual defendants. It also seeks corporate governance and internal procedure modifications.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company’s effective tax rates for the three and nine months ended September 30, 2021 and 2022, are as follows: Three Months Ended Nine Months Ended 2021 2022 2021 2022 (Benefit) provision for income taxes $ (1,268) $ 12 $ (2,035) $ 55 Effective tax rate (4.55) % (0.02) % (2.73) % (0.10) % 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 nine months ended September 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 and a net 2021 tax expense decrease in separate filings state jurisdictions. 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	9 Months Ended
	Sep. 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 Nine Months Ended 2021 2022 2021 2022 Numerator: Net income (loss) $ 29,113 $ (56,223) $ 76,499 $ (53,402) Denominator: Weighted-average common shares outstanding used to calculate net income (loss) per share, basic 79,392,600 81,672,099 76,586,395 83,236,131 Weighted-average effect of dilutive securities 16,664,610 — 17,578,930 — Weighted-average common shares outstanding used to calculate net income (loss) per share, diluted 96,057,210 81,672,099 94,165,325 83,236,131 Net income (loss) per share, basic $ 0.37 $ (0.69) $ 1.00 $ (0.64) Net income (loss) per share, diluted $ 0.30 $ (0.69) $ 0.81 $ (0.64) 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 Nine Months Ended 2021 2022 2021 2022 Options to purchase common stock 5,310 11,723,427 501,476 11,723,427 Unvested RSUs 214,481 4,679,719 896,131 4,679,719 Unvested PRSUs — 687,500 — 687,500 Purchase rights committed under the ESPP 27,746 109,198 27,746 109,198 Convertible debt 2,318,078 2,318,078 2,318,078 2,318,078 Total 2,565,615 19,517,922 3,743,431 19,517,922

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 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)	9 Months Ended
	Sep. 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 nine months ended September 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
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 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.

Revenue (Tables)

Revenue (Tables)	9 Months Ended
	Sep. 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 Nine Months Ended 2021 2022 2021 2022 Revenue from fees, net: Platform and referral fees, net $ 191,442 $ 134,786 $ 467,476 $ 618,208 Servicing and other fees, net 18,979 44,562 46,412 133,467 Total revenue from fees, net $ 210,421 $ 179,348 $ 513,888 $ 751,675
Customers accounting for greater than 10% of accounts receivable	Customers accounting for greater than 10% of total revenue were as follows: Three Months Ended Nine Months Ended 2021 2022 2021 2022 Customer A 56% 45% 59% 47% Customer B 28% 26% 25% 29% Customers accounting for greater than 10% of accounts receivable were as follows: December 31, September 30, 2021 2022 Customer C 25% 27% Customer D 33% * * 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 Nine Months Ended 2021 2022 2021 2022 Net gain related to loan servicing rights $ 2,121 $ 6,038 $ 4,223 $ 23,770
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 Nine Months Ended 2021 2022 2021 2022 Collection agency fees $ 1,214 $ 2,790 $ 3,068 $ 7,345 Borrower fees $ 2,062 $ 7,005 $ 4,043 $ 18,125
Components of interest income and fair value adjustments, net	The following table presents components of the interest income and fair value adjustments, net presented in the Company’s condensed consolidated statements of operations and comprehensive income (loss): Three Months Ended Nine Months Ended 2021 2022 2021 2022 Interest income $ 5,070 $ 22,180 $ 12,020 $ 66,288 Interest expense (269) (3,050) (2,796) (6,322) Fair value and other adjustments Unrealized gain (loss) and other adjustments, net (1) 11,360 (20,069) 14,470 (70,855) Realized gain (loss) on sale of loans, net 1,868 (21,176) 6,159 (45,255) Total fair value and other adjustments 13,228 (41,245) 20,629 (116,110) Total interest income and fair value adjustments, net $ 18,029 $ (22,115) $ 29,853 $ (56,144) _________ 1. Includes $12.7 million and $15.2 million of income from capital market programs, net for the three and nine months ended September 30, 2021, respectively. Income from capital market programs was immaterial for both the three and nine months ended September 30, 2022.

Variable Interest Entities (Tab

Variable Interest Entities (Tables)	9 Months Ended
	Sep. 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 September 30, 2022 Total consolidated VIEs $ 718,426 $ 271,931 $ 446,495 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 September 30, 2022 Securitizations and other $ 89,796 $ 59,323 $ 30,473 $ 10,437

Fair Value Measurement (Tables)

Fair Value Measurement (Tables)	9 Months Ended
	Sep. 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, September 30, 2021 2022 Assets Loans $ 252,477 $ 700,455 Notes receivable and residual certificates 8,288 3,459 Loan servicing assets 18,388 37,037 Total assets $ 279,153 $ 740,951 Liabilities Loan servicing liabilities $ 8,780 $ 4,810 Trailing fee liabilities 4,315 5,201 Total liabilities $ 13,095 $ 10,011
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 September 30, 2022 Minimum Maximum Weighted-Average (2) Minimum Maximum Weighted-Average (2) Discount rate 3.42 % 16.49 % 7.29 % 5.90 % 20.88 % 10.80 % Credit risk rate (1) 0.08 % 55.79 % 17.98 % 0.01 % 93.09 % 17.40 % Prepayment rate (1) 8.70 % 88.12 % 40.35 % 0.14 % 93.43 % 39.47 % (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 September 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 % 5.79 % 20.35 % 11.21 % Credit risk rate (1) 0.04 % 50.69 % 18.47 % 0.81 % 50.69 % 18.73 % Prepayment rate (1) 15.60 % 36.08 % 27.82 % 15.60 % 35.03 % 28.03 % _________ (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 following 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 September 30, 2022, respectively. December 31, September 30, 2021 2022 Fair value of loans $ 252,477 $ 700,455 Discount rates 100 basis point increase (3,392) (8,482) 200 basis point increase (6,709) (16,793) Expected credit loss rates on underlying loans 10% adverse change (3,959) (8,691) 20% adverse change (7,927) (17,386) Expected prepayment rates 10% adverse change (239) (1,638) 20% adverse change (512) (3,277)
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 June 30, 2021 $ 26,741 $ 55,570 $ 82,311 Purchases of loans 41,994 50,190 92,184 Sale of loans (34,429) — (34,429) Purchase of loans for immediate resale 2,458,757 — 2,458,757 Immediate resale (2,458,757) — (2,458,757) Repayments received (1,831) (6,125) (7,956) Changes in fair value recorded in earnings (1,313) (1,576) (2,889) Other changes 46 358 404 Fair value at September 30, 2021 $ 31,208 $ 98,417 $ 129,625 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 80,305 92,738 173,043 Sale of loans (101,330) — (101,330) Purchase of loans for immediate resale 5,872,988 — 5,872,988 Immediate resale (5,872,988) — (5,872,988) Repayments received (6,867) (12,253) (19,120) Changes in fair value recorded in earnings (961) (960) (1,921) Other changes (145) 638 493 Fair value at September 30, 2021 $ 31,208 $ 98,417 $ 129,625 Loans Held-for- Loans Held-for-Investment Total Fair value at June 30, 2022 $ 605,319 $ 18,444 $ 623,763 Purchases of loans 333,779 41,402 375,181 Sale of loans (232,302) — (232,302) Purchase of loans for immediate resale 722,080 — 722,080 Immediate resale (722,080) — (722,080) Repayments received (43,748) (2,699) (46,447) Changes in fair value recorded in earnings (16,499) (4,560) (21,059) Other changes 629 690 1,319 Fair value at September 30, 2022 $ 647,178 $ 53,277 $ 700,455 Loans Held-for- Loans Held-for-Investment Total Fair value at December 31, 2021 $ 142,685 $ 109,792 $ 252,477 Reclassification of loans from HFS to HFI 103,679 (103,679) — Purchases of loans 1,459,544 55,278 1,514,822 Sale of loans (866,984) — (866,984) Purchase of loans for immediate resale 5,519,116 — 5,519,116 Immediate resale (5,519,116) — (5,519,116) Repayments received (128,023) (3,737) (131,760) Changes in fair value recorded in earnings (68,329) (5,047) (73,376) Other changes 4,606 670 5,276 Fair value at September 30, 2022 $ 647,178 $ 53,277 $ 700,455 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 June 30, 2021 $ 12,995 Repayments and settlements (2,766) Changes in fair value recorded in earnings 260 Fair value at September 30, 2021 $ 10,489 Notes Receivable and Residual Certificates Fair value at December 31, 2020 $ 19,074 Repayments and settlements (9,115) Changes in fair value recorded in earnings 530 Fair value at September 30, 2021 $ 10,489 Notes Receivable and Residual Certificates Fair value at June 30, 2022 $ 4,698 Repayments and settlements (1,596) Changes in fair value recorded in earnings 357 Fair value at September 30, 2022 $ 3,459 Notes Receivable and Residual Certificates Fair value at December 31, 2021 $ 8,288 Repayments and settlements (5,508) Changes in fair value recorded in earnings 679 Fair value at September 30, 2022 $ 3,459
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, September 30, December 31, September 30, 2021 2022 2021 2022 Outstanding principal balance $ 277,228 $ 785,856 $ 1,979 $ 8,801 Net fair value and accrued interest adjustments (24,751) (85,401) (1,692) (7,056) Fair value (1) $ 252,477 $ 700,455 $ 287 $ 1,745 _________ (1) Includes $50.1 million and $394.1 million of auto loans as of December 31, 2021 and September 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 September 30, 2022 Minimum Maximum Weighted-Average (2) Minimum Maximum Weighted-Average (2) Discount rate 13.00 % 20.00 % 17.69 % 13.00 % 20.00 % 17.32 % Credit risk rate (1) 0.03 % 52.78 % 18.36 % 0.03 % 91.58 % 16.76 % 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 % 0.28 % 91.99 % 40.73 % _________ (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 following table 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 September 30, 2022, respectively. December 31, September 30, 2021 2022 Fair value of loan servicing assets $ 18,388 $ 37,037 Expected market-servicing rates 10% market-servicing rates increase (5,539) (10,505) 20% market-servicing rates increase (11,002) (20,976) December 31, September 30, 2021 2022 Fair value of loan servicing liabilities $ 8,780 $ 4,810 Expected market-servicing rates 10% market-servicing rates increase 5,357 2,836 20% market-servicing rates increase 10,788 5,712
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 June 30, 2021 $ 15,450 $ 11,883 Sale of loans 4,904 2,783 Changes in fair value recorded in earnings (7,974) (7,478) Fair value at September 30, 2021 $ 12,380 $ 7,188 Loan Servicing Assets Loan Servicing Liabilities Fair value at December 31, 2020 $ 6,831 $ 8,254 Sale of loans 14,833 10,610 Changes in fair value recorded in earnings (9,284) (11,676) Fair value at September 30, 2021 $ 12,380 $ 7,188 Loan Servicing Assets Loan Servicing Liabilities Fair value at June 30, 2022 $ 35,171 $ 6,366 Sale of loans 6,048 9 Changes in fair value recorded in earnings (4,182) (1,565) Fair value at September 30, 2022 $ 37,037 $ 4,810 Loan Servicing Assets Loan Servicing Liabilities Fair value at December 31, 2021 $ 18,388 $ 8,780 Sale of loans 26,066 2,296 Changes in fair value recorded in earnings (7,417) (6,266) Fair value at September 30, 2022 $ 37,037 $ 4,810
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 June 30, 2021 $ 15,450 $ 11,883 Sale of loans 4,904 2,783 Changes in fair value recorded in earnings (7,974) (7,478) Fair value at September 30, 2021 $ 12,380 $ 7,188 Loan Servicing Assets Loan Servicing Liabilities Fair value at December 31, 2020 $ 6,831 $ 8,254 Sale of loans 14,833 10,610 Changes in fair value recorded in earnings (9,284) (11,676) Fair value at September 30, 2021 $ 12,380 $ 7,188 Loan Servicing Assets Loan Servicing Liabilities Fair value at June 30, 2022 $ 35,171 $ 6,366 Sale of loans 6,048 9 Changes in fair value recorded in earnings (4,182) (1,565) Fair value at September 30, 2022 $ 37,037 $ 4,810 Loan Servicing Assets Loan Servicing Liabilities Fair value at December 31, 2021 $ 18,388 $ 8,780 Sale of loans 26,066 2,296 Changes in fair value recorded in earnings (7,417) (6,266) Fair value at September 30, 2022 $ 37,037 $ 4,810
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 June 30, 2021 $ 2,513 Issuances 1,148 Repayments and settlements (350) Changes in fair value recorded in earnings 23 Fair value at September 30, 2021 $ 3,334 Trailing Fee Liabilities Fair value at December 31, 2020 $ 1,276 Issuances 2,753 Repayments and settlements (766) Changes in fair value recorded in earnings 71 Fair value at September 30, 2021 $ 3,334 Trailing Fee Liabilities Fair value at June 30, 2022 $ 5,446 Issuances 618 Repayments and settlements (816) Changes in fair value recorded in earnings (47) Fair value at September 30, 2022 $ 5,201 Trailing Fee Liabilities Fair value at December 31, 2021 $ 4,315 Issuances 3,404 Repayments and settlements (2,211) Changes in fair value recorded in earnings (307) Fair value at September 30, 2022 $ 5,201

Acquisitions (Tables)

Acquisitions (Tables)	9 Months Ended
	Sep. 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

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Acquired intangible assets	Acquired intangible assets subject to amortization are as follows: September 30, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life (Years) Developed technology $ 9,400 $ 4,700 $ 4,700 1.5 Customer relationships 13,700 1,713 11,987 10.5 $ 23,100 $ 6,413 $ 16,687
Expected future amortization expense	Expected future amortization expense for intangible assets as of September 30, 2022 is as follows: Fiscal Years: Remaining 2022 $ 1,068 2023 4,275 2024 1,925 2025 1,142 2026 1,142 Thereafter 7,135 Total $ 16,687

Balance Sheet Components (Table

Balance Sheet Components (Tables)	9 Months Ended
	Sep. 30, 2022
Other Assets [Abstract]
Schedule of Other Assets	Other assets consisted of the following: December 31, September 30, 2021 2022 Servicing fees and other receivables $ 55,518 $ 49,878 Loan servicing assets (at fair value) 18,388 37,037 Prepaid expenses 30,012 23,564 Other assets 8,809 8,968 Deposits 8,377 8,796 Notes receivable and residual certificates (at fair value) 8,288 3,459 Total other assets $ 129,392 $ 131,702
Schedule of Property, Equipment, and Software	Property, equipment, and software, net consisted of the following: December 31, September 30, 2021 2022 Internally developed software $ 17,735 $ 33,124 Leasehold improvements 7,450 12,145 Computer and networking equipment 3,796 6,049 Furniture and fixtures 3,199 4,246 Total property, equipment, and software 32,180 55,564 Accumulated depreciation and amortization (7,921) (14,574) Total property, equipment, and software, net $ 24,259 $ 40,990
Accrued Expenses and Other Liabilities	Accrued expenses and other liabilities consisted of the following: December 31, September 30, 2021 2022 Accrued expenses $ 48,207 $ 30,598 Accrued payroll 37,293 19,168 Other liabilities 4,823 13,870 Trailing fee liability (at fair value) 4,315 5,201 Loan servicing liabilities (at fair value) 8,780 4,810 Total accrued expenses and other liabilities $ 103,418 $ 73,647

Borrowings (Tables)

Borrowings (Tables)	9 Months Ended
	Sep. 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, September 30, 2021 2022 Warehouse credit facilities $ 48,030 $ 269,728 Risk retention funding loan 507 — Convertible senior notes 661,250 661,250 Total payments due 709,787 930,978 Unamortized debt discount (14,355) (12,061) Total borrowings $ 695,432 $ 918,917
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 September 30, Outstanding borrowings $ 48,030 $ 100,523 Aggregate outstanding principal of loans pledged as collateral 76,865 147,221 Aggregate fair value of loans purchased and held by ULT 142,687 153,799 Restricted cash pledged as collateral $ 76,256 $ 2,480 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 September 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 September 30, Outstanding borrowings $ 169,205 Aggregate outstanding principal of loans pledged as collateral 250,294 Aggregate fair value of loans purchased and held by UAWT 254,277 Restricted cash pledged as collateral $ 874
Schedule of maturities of all borrowings	The following table summarizes the aggregate amount of maturities of all borrowings as of September 30, 2022: September 30, Remaining 2022 $ — 2023 169,205 2024 100,523 2025 — 2026 661,250 2027 — Total $ 930,978

Stockholders_ Equity (Tables)

Stockholders’ Equity (Tables)	9 Months Ended
	Sep. 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, September 30, 2021 2022 Options issued and outstanding 12,785,176 11,723,427 RSUs outstanding 1,508,615 4,679,719 PRSUs outstanding — 687,500 Shares available for future issuance under 2020 plan 9,979,700 8,920,902 Shares available for issuance under ESPP 1,869,302 2,543,089 Total 26,142,793 28,554,637
Summarized stock option activity	The following table summarizes stock option activity for the nine months ended September 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 1,253,496 46.63 Options exercised (2,074,763) 5.19 Options cancelled and forfeited (240,482) 25.79 Balances at September 30, 2022 11,723,427 14.70 6.4 151,680 Options exercisable – September 30, 2022 7,590,584 4.96 5.3 124,319 Options vested and expected to vest – September 30, 2022 11,663,853 $ 14.37 6.4 $ 151,478
Summaries of restricted stock units and restricted stock	The following table summarizes RSU activity for the nine months ended September 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 3,778,851 47.64 RSUs vested (368,604) 130.64 RSUs cancelled and forfeited (239,143) 114.46 Unvested at September 30, 2022 4,679,719 $ 67.50 The following table summarized Restricted Stock activity for the nine months ended September 30, 2022: Number of Shares Weighted-Average Grant Date Fair Value Per Share Unvested at December 31, 2021 61,651 $ 121.65 Vested 30,825 121.65 Unvested at September 30, 2022 30,826 $ 121.65
Stock options fair value assumptions	The following assumptions were used to estimate the fair value of options granted: Three Months Ended September 30, Nine Months Ended September 30, 2021 2022 2021 2022 Expected term (in years) 5.8 – 6.7 5.1 – 6.1 5.3 – 6.9 5.1 – 7.0 Expected volatility 63.03% – 63.53% 49.66% – 50.73% 63.03% – 65.01% 47.58% – 50.73% Risk-free interest rate 0.93% – 0.93% 3.28% – 4.02% 0.62% – 1.14% 1.70% – 4.02% Dividend yield —% —% —% —%
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 September 30, Nine Months Ended September 30, 2021 2022 2021 2022 Expected term (in years) 0.5 0.5 0.5 – 0.6 0.5 Expected volatility 152.95% 179.35% 61.65% – 152.95% 91.98% – 179.35% Risk-free interest rate 0.05% 3.13% 0.05% – 0.09% 0.72% – 3.13% Dividend yield —% —% —% —%
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 Nine Months Ended 2021 2022 2021 2022 Sales and marketing $ 1,771 $ 3,028 $ 3,951 $ 7,890 Customer operations 1,938 2,682 4,314 6,386 Engineering and product development 10,273 21,726 27,052 53,254 General, administrative, and other 6,335 9,220 14,808 24,505 Total $ 20,317 $ 36,656 $ 50,125 $ 92,035

Leases (Tables)

Leases (Tables)	9 Months Ended
	Sep. 30, 2022
Leases [Abstract]
Future minimum lease payments	As of September 30, 2022, future minimum lease payments are as follows: Operating Leases Remaining 2022 $ 3,235 2023 14,741 2024 16,574 2025 17,050 2026 17,546 Thereafter 51,954 Total undiscounted lease payments 121,100 Less: Tenant improvement receivables (4,800) Less: Present value adjustment (16,882) Operating lease liabilities $ 99,418
Operating lease expense and supplemental cash and non-cash information	Operating lease expense was as follows: Three Months Ended Nine Months Ended 2021 2022 2021 2022 Rent expense $ 1,772 $ 3,961 $ 4,767 $ 11,837 Variable lease payments $ 454 $ 936 $ 1,115 $ 2,724 Supplemental cash flow and non-cash information related to the Company’s operating leases was as follows: Three Months Ended Nine Months Ended 2021 2022 2021 2022 Cash paid for amounts included in the measurement of lease liabilities $ 1,147 $ 3,197 $ 3,279 $ 7,967 Total right-of-use assets capitalized $ 55,149 $ — $ 55,149 $ — Supplemental balance sheet information related to the Company’s operating leases was as follows: September 30, 2022 Weighted-average remaining lease term (in years) 7.49 Weighted-average discount rate 3.84%

Income Taxes (Tables)

Income Taxes (Tables)	9 Months Ended
	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Schedule of effective tax rates	The Company’s effective tax rates for the three and nine months ended September 30, 2021 and 2022, are as follows: Three Months Ended Nine Months Ended 2021 2022 2021 2022 (Benefit) provision for income taxes $ (1,268) $ 12 $ (2,035) $ 55 Effective tax rate (4.55) % (0.02) % (2.73) % (0.10) %

Net Income (Loss) Per Share (Ta

Net Income (Loss) Per Share (Tables)	9 Months Ended
	Sep. 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 Nine Months Ended 2021 2022 2021 2022 Numerator: Net income (loss) $ 29,113 $ (56,223) $ 76,499 $ (53,402) Denominator: Weighted-average common shares outstanding used to calculate net income (loss) per share, basic 79,392,600 81,672,099 76,586,395 83,236,131 Weighted-average effect of dilutive securities 16,664,610 — 17,578,930 — Weighted-average common shares outstanding used to calculate net income (loss) per share, diluted 96,057,210 81,672,099 94,165,325 83,236,131 Net income (loss) per share, basic $ 0.37 $ (0.69) $ 1.00 $ (0.64) Net income (loss) per share, diluted $ 0.30 $ (0.69) $ 0.81 $ (0.64)
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 Nine Months Ended 2021 2022 2021 2022 Options to purchase common stock 5,310 11,723,427 501,476 11,723,427 Unvested RSUs 214,481 4,679,719 896,131 4,679,719 Unvested PRSUs — 687,500 — 687,500 Purchase rights committed under the ESPP 27,746 109,198 27,746 109,198 Convertible debt 2,318,078 2,318,078 2,318,078 2,318,078 Total 2,565,615 19,517,922 3,743,431 19,517,922

Revenue - Disaggregation of Rev

Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Revenue from fees, net	$ 179,348	$ 210,421	$ 751,675	$ 513,888
Platform and referral fees, net
Disaggregation of Revenue [Line Items]
Revenue from fees, net	134,786	191,442	618,208	467,476
Servicing and other fees, net
Disaggregation of Revenue [Line Items]
Revenue from fees, net	$ 44,562	$ 18,979	$ 133,467	$ 46,412

Revenue - Narrative (Details)

Revenue - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Trailing fee liability (at fair value)	$ 5,201,000		$ 5,201,000		$ 4,315,000
Revenue recognized from performance obligations related to prior periods	0	$ 0	0	$ 0
Servicing fees and other receivables	49,878,000		49,878,000		55,518,000
Accrued interest income	$ 7,800,000		$ 7,800,000		$ 2,600,000
Customer A | Customer Concentration Risk | Revenue Benchmark
Disaggregation of Revenue [Line Items]
Concentration risk (in percent)	45%	56%	47%	59%
Customer B | Customer Concentration Risk | Revenue Benchmark
Disaggregation of Revenue [Line Items]
Concentration risk (in percent)	26%	28%	29%	25%
Customer C | Customer Concentration Risk | Accounts Receivable
Disaggregation of Revenue [Line Items]
Concentration risk (in percent)			27%		25%
Customer D | Customer Concentration Risk | Accounts Receivable
Disaggregation of Revenue [Line Items]
Concentration risk (in percent)					33%
Platform and referral fees, net
Disaggregation of Revenue [Line Items]
Loan premium and loan trailing fees recognized	$ 6,100,000	$ 6,600,000	$ 20,900,000	$ 16,200,000
Servicing fees and other receivables	$ 34,300,000		$ 34,300,000		$ 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		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Revenue from Contract with Customer [Abstract]
Net gain related to loan servicing rights	$ 6,038	$ 2,121	$ 23,770	$ 4,223

Revenue - Fees Collected (Detai

Revenue - Fees Collected (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Revenue from fees, net	$ 179,348	$ 210,421	$ 751,675	$ 513,888
Collection agency fees
Disaggregation of Revenue [Line Items]
Revenue from fees, net	2,790	1,214	7,345	3,068
Borrower fees
Disaggregation of Revenue [Line Items]
Revenue from fees, net	$ 7,005	$ 2,062	$ 18,125	$ 4,043

Revenue - Interest Income and F

Revenue - Interest Income and Fair Value Adjustments (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Revenue from Contract with Customer [Abstract]
Interest income	$ 22,180	$ 5,070	$ 66,288	$ 12,020
Interest expense	(3,050)	(269)	(6,322)	(2,796)
Unrealized gain (loss) and other adjustments, net	(20,069)	11,360	(70,855)	14,470
Realized gain (loss) on sale of loans, net	(21,176)	1,868	(45,255)	6,159
Total fair value and other adjustments	(41,245)	13,228	(116,110)	20,629
Total interest income and fair value adjustments, net	(22,115)	18,029	(56,144)	29,853
Income from capital market program, net	$ 0	$ 12,700	$ 0	$ 15,200

Variable Interest Entities - As

Variable Interest Entities - Assets and Liabilities (Details) - USD ($) $ in Thousands		Sep. 30, 2022	Jun. 30, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Dec. 31, 2020
Variable Interest Entity [Line Items]
Assets	[1]	$ 1,915,310		$ 1,820,455
Liabilities	[1]	1,196,742		1,013,377
Net Assets		718,568	$ 757,071	807,078	$ 719,089	$ 716,096	$ 300,252
Variable Interest Entity, Primary Beneficiary
Variable Interest Entity [Line Items]
Assets		718,426		342,025
Liabilities		271,931		49,314
Net Assets		446,495		292,711
Variable Interest Entity, Not Primary Beneficiary | Securitizations and other
Variable Interest Entity [Line Items]
Assets		89,796		217,321
Liabilities		59,323		160,248
Net Assets		30,473		57,073
Maximum Exposure to Losses		$ 10,437		$ 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 September 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, September 30, 2021 2022 Assets Cash $ 7,700 $ 949 Restricted cash 79,561 31,602 Loans (at fair value) 245,972 674,955 Other assets (includes $7,571 and $3,163 at fair value as of December 31, 2021 and September 30, 2022, respectively) 8,792 10,920 Total assets $ 342,025 $ 718,426 Liabilities Borrowings $ 48,536 $ 269,663 Accrued expenses and other liabilities 778 2,268 Total liabilities 49,314 271,931 Total net assets $ 292,711 $ 446,495

Variable Interest Entities - Na

Variable Interest Entities - Narrative (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Variable Interest Entity [Line Items]
Loans (at fair value)	$ 700,455	$ 252,477
Restricted cash	145,956	204,633
Fair Value, Inputs, Level 3
Variable Interest Entity [Line Items]
Notes receivable and residual certificates	3,459	8,288
Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Restricted cash	7,000	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)	$ 3,500	$ 8,300

Fair Value Measurement - Assets

Fair Value Measurement - Assets and Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Assets
Loan servicing assets	$ 37,037	$ 18,388
Liabilities
Loan servicing liabilities	4,810	8,780
Trailing fee liabilities	5,200	4,300
Fair Value, Inputs, Level 3
Assets
Loans	700,455	252,477
Notes receivable and residual certificates	3,459	8,288
Loan servicing assets	37,037	18,388
Total assets	740,951	279,153
Liabilities
Loan servicing liabilities	4,810	8,780
Trailing fee liabilities	5,201	4,315
Total liabilities	$ 10,011	$ 13,095

Fair Value Measurement - Narrat

Fair Value Measurement - Narrative (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loans on non-accrual status	120 days
Charges-off loans	120 days
Average effect of fair value of hypothetical 20% adverse change in expected credit loss rates (in percent)	8%
Fair Value, Inputs, Level 3
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loans held-for-sale	$ 647,200	$ 142,700
Loans held-for-investment	53,300	109,800
Notes receivable and residual certificates	$ 3,459	$ 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)	0.57%	0.69%
Average effect on fair value of a 200 basis point increase in discount rates (in percent)	1.13%	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	5.90%
Fair Value, Inputs, Level 3 | Minimum | Discount rate | Notes Receivable | Valuation Technique, Discounted Cash Flow
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	5.79%	4.96%
Fair Value, Inputs, Level 3 | Minimum | Discount rate | Loans (at fair value) | Valuation Technique, Discounted Cash Flow
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	5.90%	3.42%
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 | Minimum | Credit risk rate | Notes Receivable | Valuation Technique, Discounted Cash Flow
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	0.81%	0.04%
Fair Value, Inputs, Level 3 | Minimum | Credit risk rate | Loans (at fair value) | Valuation Technique, Discounted Cash Flow
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	0.01%	0.08%
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	20.88%
Fair Value, Inputs, Level 3 | Maximum | Discount rate | Notes Receivable | Valuation Technique, Discounted Cash Flow
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	20.35%	15.72%
Fair Value, Inputs, Level 3 | Maximum | Discount rate | Loans (at fair value) | Valuation Technique, Discounted Cash Flow
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	20.88%	16.49%
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	93.09%
Fair Value, Inputs, Level 3 | Maximum | Credit risk rate | Notes Receivable | Valuation Technique, Discounted Cash Flow
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	50.69%	50.69%
Fair Value, Inputs, Level 3 | Maximum | Credit risk rate | Loans (at fair value) | Valuation Technique, Discounted Cash Flow
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	93.09%	55.79%

Fair Value Measurement - Signif

Fair Value Measurement - Significant Inputs and Assumptions (Details) - Valuation Technique, Discounted Cash Flow - Fair Value, Inputs, Level 3	Sep. 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	5.90%	3.42%
Minimum | Discount rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	5.79%	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	0.81%	0.04%
Minimum | Prepayment rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	0.14%	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	20.88%	16.49%
Maximum | Discount rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	20.35%	15.72%
Maximum | Credit risk rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	93.09%	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	93.43%	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	10.80%	7.29%
Weighted Average | Discount rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	11.21%	6.78%
Weighted Average | Credit risk rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	17.40%	17.98%
Weighted Average | Credit risk rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	18.73%	18.47%
Weighted Average | Prepayment rate | Loans (at fair value)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	39.47%	40.35%
Weighted Average | Prepayment rate | Notes Receivable
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Loan receivable, measurement input	28.03%	27.82%

Fair Value Measurement - Sensit

Fair Value Measurement - Sensitivity of Fair Value (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Loans (at fair value)
Discount rates
100 basis point increase	$ (8,482)	$ (3,392)
200 basis point increase	(16,793)	(6,709)
Expected credit loss rates on underlying loans
10% adverse change	(8,691)	(3,959)
20% adverse change	(17,386)	(7,927)
Expected prepayment rates
10% adverse change	(1,638)	(239)
20% adverse change	(3,277)	(512)
Fair Value, Inputs, Level 3
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Aggregate fair value of loans purchased and held by UAWT	700,455	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 by UAWT	$ 700,455	$ 252,477

Fair Value Measurement - Loans

Fair Value Measurement - Loans Rollforward (Details) - Fair Value, Inputs, Level 3 - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Loans (at fair value)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning balance	$ 623,763	$ 82,311	$ 252,477	$ 78,460
Reclassification of loans			0	0
Purchases of loans	375,181	92,184	1,514,822	173,043
Sale of loans	(232,302)	(34,429)	(866,984)	(101,330)
Purchase of loans for immediate resale	722,080	2,458,757	5,519,116	5,872,988
Immediate resale	(722,080)	(2,458,757)	(5,519,116)	(5,872,988)
Repayments received	(46,447)	(7,956)	(131,760)	(19,120)
Changes in fair value recorded in earnings	(21,059)	(2,889)	(73,376)	(1,921)
Other changes	1,319	404	5,276	493
Fair value, ending balance	700,455	129,625	700,455	129,625
Loan Held For Sale
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning balance	605,319	26,741	142,685	60,232
Reclassification of loans			103,679	(26)
Purchases of loans	333,779	41,994	1,459,544	80,305
Sale of loans	(232,302)	(34,429)	(866,984)	(101,330)
Purchase of loans for immediate resale	722,080	2,458,757	5,519,116	5,872,988
Immediate resale	(722,080)	(2,458,757)	(5,519,116)	(5,872,988)
Repayments received	(43,748)	(1,831)	(128,023)	(6,867)
Changes in fair value recorded in earnings	(16,499)	(1,313)	(68,329)	(961)
Other changes	629	46	4,606	(145)
Fair value, ending balance	647,178	31,208	647,178	31,208
Loans Held For Investment
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning balance	18,444	55,570	109,792	18,228
Reclassification of loans			(103,679)	26
Purchases of loans	41,402	50,190	55,278	92,738
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	(2,699)	(6,125)	(3,737)	(12,253)
Changes in fair value recorded in earnings	(4,560)	(1,576)	(5,047)	(960)
Other changes	690	358	670	638
Fair value, ending balance	$ 53,277	$ 98,417	$ 53,277	$ 98,417

Fair Value Measurement - Loan_2

Fair Value Measurement - Loans at Fair Value (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Financing Receivable, Past Due [Line Items]
Fair value	$ 700,455	$ 252,477
Loans (at fair value)
Financing Receivable, Past Due [Line Items]
Outstanding principal balance	785,856	277,228
Net fair value and accrued interest adjustments	(85,401)	(24,751)
Fair value	700,455	252,477
Loans (at fair value) | Auto Loans
Financing Receivable, Past Due [Line Items]
Fair value	394,100	50,100
Loans > 90 Days Past Due | Loans (at fair value)
Financing Receivable, Past Due [Line Items]
Outstanding principal balance	8,801	1,979
Net fair value and accrued interest adjustments	(7,056)	(1,692)
Fair value	$ 1,745	$ 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		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning balance	$ 4,698	$ 12,995	$ 8,288	$ 19,074
Repayments and settlements	(1,596)	(2,766)	(5,508)	(9,115)
Changes in fair value recorded in earnings	357	260	679	530
Fair value, ending balance	$ 3,459	$ 10,489	$ 3,459	$ 10,489

Fair Value Measurement - Fair V

Fair Value Measurement - Fair Value Assumptions (Details) - Fair Value, Inputs, Level 3 - Valuation Technique, Discounted Cash Flow	9 Months Ended
	Sep. 30, 2022	Sep. 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	0.28%	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	91.58%	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	17.32%	17.69%
Credit risk rate	16.76%	18.36%
Market-servicing rate	0.62%	0.62%
Prepayment rate	40.73%	36.39%

Fair Value Measurement - Loan S

Fair Value Measurement - Loan Servicing Sensitivity (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Jun. 30, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 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	$ 37,037		$ 18,388
Loan servicing liabilities	4,810		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	37,037		18,388
Loan servicing liabilities	4,810		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	4,810	$ 6,366	8,780	$ 7,188	$ 11,883	$ 8,254
10% market-servicing rates increase	2,836		5,357
20% market-servicing rates increase	5,712		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	37,037	$ 35,171	18,388	$ 12,380	$ 15,450	$ 6,831
10% market-servicing rates increase	(10,505)		(5,539)
20% market-servicing rates increase	$ (20,976)		$ (11,002)

Fair Value Measurement - Loan_3

Fair Value Measurement - Loan Servicing Rollforward (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Servicing Asset at Fair Value, Amount [Roll Forward]
Fair value, beginning balance			$ 18,388
Fair value, ending balance	$ 37,037		37,037
Servicing Liability at Fair Value, Amount [Roll Forward]
Fair value, beginning balance			8,780
Fair value, ending balance	4,810		4,810
Fair Value, Inputs, Level 3
Servicing Asset at Fair Value, Amount [Roll Forward]
Fair value, beginning balance			18,388
Fair value, ending balance	37,037		37,037
Servicing Liability at Fair Value, Amount [Roll Forward]
Fair value, beginning balance			8,780
Fair value, ending balance	4,810		4,810
Fair Value, Inputs, Level 3 | Loan Servicing Liabilities
Servicing Liability at Fair Value, Amount [Roll Forward]
Fair value, beginning balance	6,366	$ 11,883	8,780	$ 8,254
Sale of loans	9	2,783	2,296	10,610
Changes in fair value recorded in earnings	(1,565)	(7,478)	(6,266)	(11,676)
Fair value, ending balance	4,810	7,188	4,810	7,188
Loan Servicing Assets | Fair Value, Inputs, Level 3
Servicing Asset at Fair Value, Amount [Roll Forward]
Fair value, beginning balance	35,171	15,450	18,388	6,831
Sale of loans	6,048	4,904	26,066	14,833
Changes in fair value recorded in earnings	(4,182)	(7,974)	(7,417)	(9,284)
Fair value, ending balance	$ 37,037	$ 12,380	$ 37,037	$ 12,380

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		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning balance	$ 5,446	$ 2,513	$ 4,315	$ 1,276
Issuances	618	1,148	3,404	2,753
Repayments and settlements	(816)	(350)	(2,211)	(766)
Changes in fair value recorded in earnings	(47)	23	(307)	71
Fair value, ending balance	$ 5,201	$ 3,334	$ 5,201	$ 3,334

Acquisitions - Consideration Tr

Acquisitions - Consideration Transferred (Details) - USD ($) $ / shares in Units, $ in Thousands		9 Months Ended
	Apr. 08, 2021	Sep. 30, 2022	Sep. 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 ($)			9 Months Ended
	Apr. 13, 2021	Apr. 08, 2021	Sep. 30, 2022	Sep. 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	Sep. 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

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 67,062		$ 67,062		$ 67,062
Amortization Expense	$ 1,100	$ 1,100	$ 3,200	$ 2,200

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 23,100
Accumulated Amortization	6,413
Net Carrying Amount	16,687
Developed technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	9,400
Accumulated Amortization	4,700
Net Carrying Amount	$ 4,700
Developed technology | Weighted Average
Finite-Lived Intangible Assets [Line Items]
Weighted-Average Remaining Useful Life (Years)	1 year 6 months
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 13,700
Accumulated Amortization	1,713
Net Carrying Amount	$ 11,987
Customer relationships | Weighted Average
Finite-Lived Intangible Assets [Line Items]
Weighted-Average Remaining Useful Life (Years)	10 years 6 months

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Future Expected Amortization (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Remaining 2022	$ 1,068
2023	4,275
2024	1,925
2025	1,142
2026	1,142
Thereafter	7,135
Net Carrying Amount	$ 16,687

Balance Sheet Components - Othe

Balance Sheet Components - Other Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Other Assets [Abstract]
Servicing fees and other receivables	$ 49,878	$ 55,518
Deposits	8,796	8,377
Prepaid expenses	23,564	30,012
Loan servicing assets (at fair value)	37,037	18,388
Loans (at fair value)	3,459	8,288
Other assets	8,968	8,809
Total other assets	$ 131,702	$ 129,392

Balance Sheet Components - Prop

Balance Sheet Components - Property Plant and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Total property, equipment, and software	$ 55,564		$ 55,564		$ 32,180
Accumulated depreciation and amortization	(14,574)		(14,574)		(7,921)
Total property, equipment, and software, net	40,990		40,990		24,259
Depreciation	2,700	$ 1,000	6,700	$ 2,700
Capitalized internally developed software balances, net of accumulated amortization	24,600		24,600		13,500
Internally developed software
Property, Plant and Equipment [Line Items]
Total property, equipment, and software	33,124		33,124		17,735
Computer and networking equipment
Property, Plant and Equipment [Line Items]
Total property, equipment, and software	6,049		6,049		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	$ 12,145		$ 12,145		$ 7,450

Balance Sheet Components - Accr

Balance Sheet Components - Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Other Assets [Abstract]
Accrued expenses	$ 30,598	$ 48,207
Accrued payroll	19,168	37,293
Loan servicing liabilities (at fair value)	4,810	8,780
Trailing fee liability (at fair value)	5,201	4,315
Accrued expenses and other liabilities	13,870	4,823
Total accrued expenses and other liabilities	$ 73,647	$ 103,418

Borrowings - Summary (Details)

Borrowings - Summary (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Schedule of Borrowings [Line Items]
Total payments due	$ 930,978	$ 709,787
Unamortized debt discount	(12,061)	(14,355)
Total borrowings	918,917	695,432
Warehouse credit facilities | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Total payments due	269,728	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, shares in Millions		1 Months Ended		9 Months Ended
	Aug. 20, 2021 USD ($) day option_to_extend $ / shares shares	Aug. 31, 2022 USD ($)	May 31, 2020 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Dec. 31, 2021 USD ($)
Schedule of Borrowings [Line Items]
Outstanding borrowings				$ 930,978,000		$ 709,787,000
Purchase of capped calls				$ 0	$ 58,523,000
ULT Warehouse Credit Facility | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Maximum borrowing capacity			$ 175,000,000
Redemption price (in percent)			100%
Maximum advance rate (in percent)				72.50%		85%
ULT Warehouse Credit Facility | Revolving Credit Facility | Variable Interest Entity, Primary Beneficiary
Schedule of Borrowings [Line Items]
Outstanding borrowings				$ 100,523,000		$ 48,030,000
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			$ 100,000,000
ULT Warehouse Credit Facility - Uncommitted | Revolving Credit Facility
Schedule of Borrowings [Line Items]
Maximum borrowing capacity			$ 75,000,000
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%
UAWT Warehouse Credit Facility | Revolving Credit Facility | Primary Beneficiary
Schedule of Borrowings [Line Items]
Maximum borrowing capacity		$ 200,000,000
UAWT Warehouse Credit Facility | Revolving Credit Facility | Variable Interest Entity, Primary Beneficiary
Schedule of Borrowings [Line Items]
Outstanding borrowings				$ 169,205,000		$ 0
2026 ("Notes")
Schedule of Borrowings [Line Items]
Outstanding borrowings				661,250,000		661,250,000
Convertible notes payable				649,200,000		646,900,000
Purchase of capped calls	$ 58,500,000
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				$ 374,300,000		$ 627,500,000
2026 ("Notes") | Convertible Debt
Schedule of Borrowings [Line Items]
Aggregate principal amount	$ 661,300,000
Stated interest rate	0.25%
Additional aggregate principal	$ 86,300,000
Net proceeds from sale of the notes	$ 645,500,000
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 | option_to_extend	30
Conversion price maximum threshold	130%
2026 ("Notes") | Convertible Debt | Conversion Period Two
Schedule of Borrowings [Line Items]
Trading days | option_to_extend	5
Consecutive trading days | option_to_extend	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	$ 15,700,000
Effective interest rate				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)		2.20%
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 ($)	Sep. 30, 2022	Dec. 31, 2021
Schedule of Borrowings [Line Items]
Outstanding borrowings	$ 930,978,000	$ 709,787,000
Restricted cash	145,956,000	204,633,000
Variable Interest Entity, Primary Beneficiary
Schedule of Borrowings [Line Items]
Restricted cash	31,602,000	79,561,000
ULT Warehouse Credit Facility | Revolving Credit Facility | Variable Interest Entity, Primary Beneficiary
Schedule of Borrowings [Line Items]
Outstanding borrowings	100,523,000	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	147,221,000	76,865,000
Aggregate fair value of loans purchased and held by UAWT	153,799,000	142,687,000
Restricted cash	2,480,000	76,256,000
UAWT Warehouse Credit Facility | Revolving Credit Facility | Variable Interest Entity, Primary Beneficiary
Schedule of Borrowings [Line Items]
Outstanding borrowings	169,205,000	$ 0
Outstanding principal balance	250,294,000
Aggregate fair value of loans purchased and held by UAWT	254,277,000
Restricted cash	$ 874,000

Borrowings - Maturity (Details)

Borrowings - Maturity (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Debt Disclosure [Abstract]
Remaining 2022	$ 0
2023	169,205
2024	100,523
2025	0
2026	661,250
2027	0
Total	$ 930,978	$ 709,787

Stockholders_ Equity - Reserved

Stockholders’ Equity - Reserved Shares of Common Stock for Issuance (Details) - shares	Sep. 30, 2022	Dec. 31, 2021
Class of Stock [Line Items]
Shares reserved of common stock for issuance	28,554,637	26,142,793
2020 Equity Incentive Plan | Common stock
Class of Stock [Line Items]
Shares reserved of common stock for issuance	8,920,902	9,979,700
Stock Options
Class of Stock [Line Items]
Shares reserved of common stock for issuance	11,723,427	12,785,176
Restricted Stock Units (RSUs)
Class of Stock [Line Items]
Shares reserved of common stock for issuance	4,679,719	1,508,615
PRSUs
Class of Stock [Line Items]
Shares reserved of common stock for issuance	687,500	0
Employee Stock Purchase Program (ESPP)
Class of Stock [Line Items]
Shares reserved of common stock for issuance	2,543,089	1,869,302

Stockholders_ Equity - Narrativ

Stockholders’ Equity - Narrative (Details)			3 Months Ended		9 Months Ended
	Feb. 18, 2022 day shares	Apr. 08, 2021 shares	Sep. 30, 2022 USD ($) $ / shares shares	Sep. 30, 2021 USD ($) shares	Sep. 30, 2022 USD ($) vesting_tranche $ / shares shares	Sep. 30, 2021 USD ($) $ / shares 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					4,400,000
Stock repurchased and retired during period, value (in dollars per share)					$ 150,100,000
Stock repurchased and retired during period, average cost per share (in dollars per share) | $ / shares					$ 33.84
Stock repurchase program, remaining authorized repurchase amount (in dollars per share)			$ 249,900,000		$ 249,900,000
Aggregate intrinsic value of options exercised					151,700,000	$ 873,900,000
Fair value of options vested during period					17,300,000	16,700,000
Unrecognized stock-based compensation expense related to unvested stock options			58,900,000		58,900,000
Stock-based compensation expense			$ 36,656,000	$ 20,317,000	$ 92,035,000	$ 50,125,000
Number of vesting tranches | vesting_tranche					9
Dividend yield					0%
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			114,902	243,725	162,796	243,725
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					$ 23.29	$ 61.97
Weighted average grant date fair value, assumed upon acquisition (in dollars per share) | $ / shares						$ 74.84
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividend yield			0%	0%	0%	0%
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 10 months 24 days
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Period of recognition					2 years 6 months
Unrecognized stock-based compensation expense			$ 271,900,000		$ 271,900,000
Unvested (in dollars per share) | $ / shares			$ 67.50		$ 67.50			140.10
Restricted Stock Units (RSUs) | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period					1 year
Restricted Stock Units (RSUs) | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period					4 years
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Period of recognition					7 months 6 days
Unrecognized stock-based compensation expense			$ 2,600,000		$ 2,600,000
Award vesting period		2 years
Unvested (in dollars per share) | $ / shares			$ 121.65		$ 121.65			$ 121.65
PRSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Period of recognition					4 years 10 months 24 days
Unrecognized stock-based compensation expense			$ 41,900,000		$ 41,900,000
Award vesting period	7 years
Awards granted (in shares) | shares	687,500
Consecutive trading days | day	60
Unvested (in dollars per share) | $ / shares			$ 68.76		$ 68.76
Dividend yield					0%
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%
Dividend yield			0%	0%	0%	0%

Stockholders_ Equity - Stock Op

Stockholders’ Equity - Stock Option Activity (Details) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares
Number of Options
Beginning balance (in shares) | shares	12,785,176
Options granted (in shares) | shares	1,253,496
Options exercised (in shares) | shares	(2,074,763)
Options cancelled and forfeited (in shares) | shares	(240,482)
Ending balance (in shares) | shares	11,723,427	12,785,176
Options exercisable (in shares) | shares	7,590,584
Options vested and expected to vest (in shares) | shares	11,663,853
Weighted-Average Exercise Price Per Share
Options outstanding (in dollars per share) | $ / shares	$ 10.23
Options granted (in dollars per share) | $ / shares	46.63
Options exercised (in dollars per share) | $ / shares	5.19
Options forfeited or expired (in dollars per share) | $ / shares	25.79
Options outstanding (in dollars per share) | $ / shares	14.70	$ 10.23
Options exercisable, Weighted average exercise price per share (in dollars per share) | $ / shares	4.96
Options vested and expected to vest, Weighted Average Exercise Price Per Share (in dollars per share) | $ / shares	$ 14.37
Weighted-Average Remaining Contractual Life (years)
Options outstanding	6 years 4 months 24 days	6 years 9 months 18 days
Options exercisable	5 years 3 months 18 days
Options vested and expected to vest	6 years 4 months 24 days
Aggregate Intrinsic Value
Balances at September 30, 2022 | $	$ 151,680	$ 1,803,812
Options exercisable – September 30, 2022 | $	124,319
Options vested and expected to vest – September 30, 2022 | $	$ 151,478

Stockholders_ Equity - RSU Acti

Stockholders’ Equity - RSU Activity (Details) - $ / shares	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Restricted Stock Units (RSUs)
Number of Shares
Beginning balance (in shares)	1,508,615
Granted (in shares)	3,778,851
Vested (in shares)	(368,604)
Cancelled and forfeited (in shares)	(239,143)
Ending balance (in shares)	4,679,719
Weighted-Average Grant Date Fair Value Per Share
Unvested (in dollars per share)	$ 67.50	$ 140.10
Granted (in dollars per share)	47.64
Vested (in dollars per share)	130.64
Cancelled and forfeited (in dollars per share)	$ 114.46
Restricted Stock
Number of Shares
Beginning balance (in shares)	61,651
Vested (in shares)	(30,825)
Ending balance (in shares)	30,826
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	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Number of Shares
Beginning balance (in shares)	61,651
RSUs vested (in shares)	30,825
Ending balance (in shares)	30,826
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)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk free rate, minimum	3.28%
Dividend yield			0%
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility, minimum	49.66%	63.03%	47.58%	63.03%
Expected volatility, maximum	50.73%	63.53%	50.73%	65.01%
Risk free rate, minimum		0.93%	1.70%	0.62%
Risk free rate, maximum	4.02%	0.93%	4.02%	1.14%
Dividend yield	0%	0%	0%	0%
Stock Options | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	5 years 1 month 6 days	5 years 9 months 18 days	5 years 1 month 6 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 1 month 6 days	6 years 8 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
Expected volatility			48.43%
Risk-free interest rate			1.89%
Dividend yield			0%
Employee Stock Purchase Program (ESPP)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	6 months	6 months	6 months
Expected volatility, minimum			91.98%	61.65%
Expected volatility	179.35%	152.95%
Expected volatility, maximum			179.35%	152.95%
Risk free rate, minimum			0.72%	0.05%
Risk-free interest rate	3.13%	0.05%
Risk free rate, maximum			3.13%	0.09%
Dividend yield	0%	0%	0%	0%
Employee Stock Purchase Program (ESPP) | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)				6 months
Employee Stock Purchase Program (ESPP) | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)				7 months 6 days

Stockholders_ Equity - Expense

Stockholders’ Equity - Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 36,656	$ 20,317	$ 92,035	$ 50,125
Sales and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	3,028	1,771	7,890	3,951
Customer operations
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	2,682	1,938	6,386	4,314
Engineering and product development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	21,726	10,273	53,254	27,052
General, administrative, and other
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 9,220	$ 6,335	$ 24,505	$ 14,808

Leases - Narrative (Details)

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

Leases - Lease Liability Maturi

Leases - Lease Liability Maturity (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Leases [Abstract]
Remaining 2022	$ 3,235
2023	14,741
2024	16,574
2025	17,050
2026	17,546
Thereafter	51,954
Total undiscounted lease payments	121,100
Less: Tenant improvement receivables	(4,800)
Less: Present value adjustment	(16,882)
Operating lease liabilities	$ 99,418	$ 100,366

Leases - Lease Expense (Details

Leases - Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Leases [Abstract]
Rent expense	$ 3,961	$ 1,772	$ 11,837	$ 4,767
Variable lease payments	936	454	2,724	1,115
Cash paid for amounts included in the measurement of lease liabilities	3,197	1,147	7,967	3,279
Total right-of-use assets capitalized	$ 0	$ 55,149	$ 0	$ 55,149
Weighted-average remaining lease term (in years)	7 years 5 months 26 days		7 years 5 months 26 days
Weighted-average discount rate	3.84%		3.84%

Commitment and Contingencies (D

Commitment and Contingencies (Details) - Obligation to Repurchase Loans - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Loss Contingencies [Line Items]
Loan purchase obligation	$ 59.8	$ 111.3
Maximum estimate of potential loss	$ 16,379.6	$ 12,905.5

Income Taxes - Effective Tax Ra

Income Taxes - Effective Tax Rates (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Tax Disclosure [Abstract]
(Benefit) provision for income taxes	$ 12	$ (1,268)	$ 55	$ (2,035)
Effective tax rate	(0.02%)	(4.55%)	(0.10%)	(2.73%)

Net Income (Loss) Per Share - C

Net Income (Loss) Per Share - Calculation (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Numerator:
Net income (loss)	$ (56,223)	$ 29,113	$ (53,402)	$ 76,499
Denominator:
Weighted-average common shares outstanding used to calculate net income (loss) per share, basic (in shares)	81,672,099	79,392,600	83,236,131	76,586,395
Weighted-average effect of dilutive securities (in shares)	0	16,664,610	0	17,578,930
Weighted-average common shares outstanding used to calculate net income (loss) per share, diluted (in shares)	81,672,099	96,057,210	83,236,131	94,165,325
Net income (loss) per share, basic (in dollars per share)	$ (0.69)	$ 0.37	$ (0.64)	$ 1
Net income (loss) per share, diluted (in dollars per share)	$ (0.69)	$ 0.30	$ (0.64)	$ 0.81

Net Income (Loss) Per Share - A

Net Income (Loss) Per Share - Antidilutive Securities (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	19,517,922	2,565,615	19,517,922	3,743,431
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	11,723,427	5,310	11,723,427	501,476
Restricted Stock Units (RSUs)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	4,679,719	214,481	4,679,719	896,131
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	0
Employee Stock Purchase Program (ESPP)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	109,198	27,746	109,198	27,746
Convertible debt
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	2,318,078	2,318,078	2,318,078	2,318,078