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Borrowings (Tables)
9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Schedule of Aggregate Principal Outstanding of All Debt
The following table presents the aggregate principal outstanding of all debt that are included in the condensed consolidated balance sheets:
Borrowings
December 31, 2023September 30, 2024
Warehouse credit facilities$387,425 $170,084 
Convertible senior notes661,250 730,379 
Total payments due1,048,675 900,463 
Unamortized debt discount(8,251)(13,096)
Total borrowings$1,040,424 $887,367 
The following table presents the details of the Company’s revolving warehouse credit facilities:
December 31, 2023September 30, 2024
Stated Interest Rate(1)
Termination and Maturity(2)
Total Borrowing Capacity
(3)
Collateral(4)
Outstanding Borrowings
Collateral(4)
Outstanding Borrowings
Upstart Auto Warehouse Trust
Benchmark rate + 3.0%
June 2024 - December 2025$— $278,022 $139,483 $190,861 $47,477 
Upstart Auto Warehouse Trust 2
Benchmark rate + 0% - 4.0%
June 2025 - June 202650,000 — — 10,472 5,437 
Upstart Loan Trust
Benchmark rate + 2.8% - 3.8%
June 2025 - June 2026325,000 361,195 247,942 94,963 73,735 
Upstart Small Dollar Loan Trust
Benchmark rate + 5.5%
June 2027 - June 2028100,000 — — 77,179 43,435 
Total$475,000 $639,217 $387,425 $373,475 $170,084 
_________
(1)The interest rates on our warehouse credit facilities are floating and designed as a reference rate plus a spread. Reference rates include the Compounded Secured Overnight Financing Rate and weighted-average cost of commercial paper notes issued by the lender. The stated interest rate excludes unused commitment fees which range from 0.5% to 1.0%. The undrawn fee for Upstart Small Dollar Loan Trust is the dollar amount of interest and fees that would have been due if the daily average aggregate outstanding principal balance was equal to 75% of the then-applicable borrowing base.
(2)The first date represents the final date the Company may borrow up to the maximum capacity under the warehouse. The second date is the maturity date, when the outstanding principal amount, together with accrued and unpaid interest will be due and payable in full.
(3)Total capacity is as of September 30, 2024. All amounts are committed, except for Upstart Small Dollar Loan Trust of $100.0 million and Upstart Loan Trust for which $150.0 million of the $325.0 million total capacity is uncommitted. As of September 30, 2024, the Upstart Auto Warehouse Trust facility is in the amortization period and can no longer be drawn on.
(4)Represents the aggregate restricted cash and unpaid principal balance of loans pledged as collateral.
Schedule of Maturities of All Borrowings
The following table summarizes the aggregate amount of maturities of all borrowings:
September 30, 2024
Remaining 2024$— 
202547,477 
2026378,301 
2027— 
202843,435 
2029431,250 
Thereafter— 
Total$900,463 
Convertible Debt The table below presents the activity of the Notes during the nine months ended September 30, 2024:
Principal balance of Notes outstanding as of December 31, 2023
$661,250 
Issuance of 2029 Notes
431,250 
Repurchases of 2026 Notes
(362,121)
Principal balance of Notes outstanding as of September 30, 2024
$730,379 
The following table presents details of the Notes:
Interest Rate
Initial Conversion Rate per $1,000 Principal
Initial Conversion Price
Conversion Date
2026 Notes
0.25%; payable semiannually on February 15 and August 15
3.5056$285.26May 15, 2026
2029 Notes
2.00%; payable semiannually on April 1 and October 1
21.9029$45.66July 1, 2029
The following table presents the components of the Notes as of December 31, 2023 and September 30, 2024:

December 31, 2023September 30, 2024
Principal Amount
Unamortized
Debt
Discount
Net
Carrying
Amount
Fair
Value
Principal Amount
Unamortized
Debt
Discount
Net
Carrying
Amount
Fair
Value
2026 Notes
$661,250 $(8,251)$652,999 $488,700 $299,129 $(2,687)$296,442 $265,851 
2029 Notes
— — — — 431,250 (10,409)420,841 471,162 
Total
$661,250 $(8,251)$652,999 $488,700 $730,379 $(13,096)$717,283 $737,013 
Schedule of Key Terms for Capped Calls
The following table sets forth other key terms for the Capped Calls related to each series of Notes as of September 30, 2024:

Initial Strike Price per Share, Subject to Certain Adjustments
Initial Cap Price per Share, Subject to Certain Adjustments
Shares of Common Stock Covered, Subject to Anti-Dilution Adjustments
(in millions)
Final Expiration Date
2026 Capped Calls
$285.26$400.361.0August 15, 2026
2029 Capped Calls
$45.66$70.249.4September 27, 2029