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SEC Company Response from Upstart Holdings, Inc. (UPST) (CIK 0001647639) (UPST) — Apr 6, 2021

Upstart Holdings, Inc. (UPST) (CIK 0001647639)
Date: April 6, 2021 · CIK: 0001647639 · Accession: 0001193125-21-107811

AI Filing Summary & Sentiment

File numbers found in text: 333-255073

Date
April 6, 2021
Author
GOLDMAN SACHS & CO. LLC
Form
CORRESP
Company
Upstart Holdings, Inc. (UPST) (CIK 0001647639)

Letter

Re: Upstart Holdings, Inc.

April 6, 2021

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Registration Statement on Form S-1 (File No. 333-255073)

Request for Acceleration of Effective Date

Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join in the request of Upstart Holdings, Inc. that the effectiveness of the above-captioned Registration Statement, be accelerated to 5:00 p.m., Eastern Time, on April 8, 2021, or as soon thereafter as practicable.

Pursuant to Rule 460 under the Act, please be advised that there will be distributed, to each underwriter or dealer who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

The undersigned advise that they have complied and will continue to comply, and that they have been informed by the participating underwriters that they have complied and will continue to comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature page follows.]

Very truly yours,
GOLDMAN SACHS & CO. LLC

Show Raw Text
CORRESP
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filename1.htm

CORRESP

 April 6, 2021

VIA EDGAR

 Securities and Exchange Commission

Division of Corporation Finance

 100 F Street, N.E.

Washington, D.C. 20549

Re:
 Upstart Holdings, Inc.

 Registration Statement on Form S-1 (File
No. 333-255073)

 Request for Acceleration of Effective Date

Ladies and Gentlemen:

 In accordance with Rule 461 under the
Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters, hereby join in the request of Upstart Holdings, Inc. that the effectiveness of the above-captioned Registration Statement, be accelerated
to 5:00 p.m., Eastern Time, on April 8, 2021, or as soon thereafter as practicable.

 Pursuant to Rule 460 under the Act, please be advised that
there will be distributed, to each underwriter or dealer who is reasonably anticipated to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate
distribution of the preliminary prospectus.

 The undersigned advise that they have complied and will continue to comply, and that they have been informed
by the participating underwriters that they have complied and will continue to comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature page follows.]

 Very truly yours,

GOLDMAN SACHS & CO. LLC

 BOFA SECURITIES, INC.

CITIGROUP GLOBAL MARKETS INC.

 As Representatives of the

Several Underwriters

 GOLDMAN SACHS & CO. LLC

By:

 /s/ Rebecca Steinthal

Name: Rebecca Steinthal

Title: Managing Director

 BOFA SECURITIES, INC.

By:

 /s/ Warren Fixmer

Name: Warren Fixmer

Title: Managing Director

 CITIGROUP GLOBAL MARKETS INC.

By:

 /s/ Alexander Ivanov

Name: Alexander Ivanov

Title: Managing Director

[Signature Page to Underwriters’ Acceleration Request Letter]