SCHEDULE: Susquehanna Affiliates Disclose 4.6% Stake in Upstart
Beneficial Ownership Disclosure
A group of affiliated entities, including Susquehanna Securities, LLC, has disclosed a 4.6% beneficial ownership stake in Upstart Holdings, Inc. as of December 31, 2025.
Summary
- G1 Execution Services, LLC, SIG Brokerage, LP, Susquehanna Portfolio Strategies, LLC, and Susquehanna Securities, LLC, collectively referred to as 'Reporting Persons,' have filed an Amendment No. 1 to Schedule 13G.
- The Reporting Persons beneficially own an aggregate of 4,554,175 shares of Upstart Holdings, Inc. Common Stock.
- This ownership represents 4.6% of Upstart Holdings, Inc.'s outstanding common stock.
- The total shares outstanding for Upstart Holdings, Inc. were 98,033,361 as of December 31, 2025, as reported in the company's Form 10-K filed on February 10, 2026.
- Susquehanna Securities, LLC's beneficial ownership includes options to buy 3,256,200 shares.
- The shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing the control of Upstart Holdings, Inc.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a moderately positive development. The disclosure of a significant, albeit passive, stake by a reputable financial group like Susquehanna can instill investor confidence, although it doesn't signal any immediate operational or strategic changes for Upstart.
Positives
- Increased institutional ownership by a prominent financial group like Susquehanna could signal confidence in Upstart's long-term prospects.
- The disclosure indicates a passive investment, suggesting no immediate intent to influence company control, which can provide stability.
Negatives
- The 4.6% stake is below the 5% threshold that would typically trigger more active investor engagement or potential activist interest, limiting its immediate impact on governance.
Risks
- A significant portion of the reported beneficial ownership by Susquehanna Securities, LLC is in the form of options, which introduces potential volatility if these options are exercised or expire, impacting the actual share count and market dynamics.
- While stated as a passive investment, any future change in the Reporting Persons' intent could lead to a shift in their investment strategy, potentially influencing Upstart's stock price or corporate direction.
Future Outlook
NA
Industry Context
StockSavvy.ai notes that institutional filings like Schedule 13G provide transparency into significant ownership stakes. The disclosure of a 4.6% stake by Susquehanna-affiliated entities in Upstart Holdings, a prominent AI lending platform, reflects continued institutional interest in the fintech sector. This type of passive investment by a major trading firm often indicates a belief in the underlying company's market position and growth potential, aligning with broader trends of institutional capital flowing into technology-driven financial services.
Comparison to Industry Standards
- StockSavvy.ai observes that a 4.6% stake is a notable, but not controlling, position for an institutional investor. For comparison, other fintech companies often see a diverse range of institutional ownership, with significant stakes held by large asset managers like BlackRock or Vanguard, typically for passive index tracking or long-term growth strategies. Susquehanna's involvement, particularly with a substantial options component, suggests a more active trading or market-making strategy alongside a long-term investment view, which is common for broker-dealers and proprietary trading firms.
Stakeholder Impact
- Shareholders: The disclosure of a significant institutional stake by Susquehanna-affiliated entities may be viewed positively, potentially increasing confidence and liquidity in Upstart's stock. It signals that a sophisticated investor sees value in the company.
- Company Management: Management may view this as a validation of their strategy, though the passive nature of the investment means no immediate pressure for strategic changes.
Key Dates
| Date | Description |
|---|---|
| 12/31/2025 | Date of the event which requires the filing of this statement (beneficial ownership calculation date). |
| 02/10/2026 | Date Upstart Holdings, Inc. filed its Quarterly Report on Form 10-K, indicating shares outstanding. |
| 02/12/2026 | Date the Schedule 13G Amendment No. 1 was signed by the Reporting Persons. |
Recommendation
holdThe filing indicates a significant, passive institutional investment by Susquehanna-affiliated entities in Upstart Holdings, Inc. While this signals a degree of confidence from a sophisticated investor, it does not provide new fundamental information about Upstart's operational performance, financial health, or strategic direction that would warrant a 'buy' or 'sell' recommendation. The investment is stated to be in the ordinary course of business and not for control, suggesting no immediate catalyst for a significant re-rating based solely on this disclosure. Therefore, a 'hold' recommendation is appropriate, advising investors to maintain their current positions while awaiting further operational or financial updates from Upstart.
Keywords
Upstart Holdings Inc, UPST, Schedule 13G, Beneficial Ownership, Institutional Investor, Susquehanna, G1 Execution Services, SIG Brokerage, Susquehanna Portfolio Strategies, Common Stock, Equity Stake
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