Wheels Up posts press release and investor letter on Q3 2025

Rhea-AI Filing Summary

Wheels Up Experience Inc. (UP) furnished an update on its business by releasing a press release and investor letter with financial results for the quarter ended September 30, 2025. These materials are included as Exhibits 99.1 (Earnings Release) and 99.2 (Investor Letter) to a Form 8-K.

The company states this information is being furnished under Item 2.02 and is not deemed “filed” under the Exchange Act, which limits Section 18 liability and incorporation by reference unless specifically noted.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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 UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

 CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 Date of Report (Date of earliest event reported): November 5, 2025

WHEELS UP EXPERIENCE INC.

(Exact name of registrant as specified in its charter)

Delaware			001-39541			98-1617611
(State or other jurisdiction			(Commission			(I.R.S. Employer
of incorporation)			File Number)			Identification No.)

2135 American Way
Chamblee, Georgia			30341
(Address of principal executive offices)			(Zip Code)

(212) 257-5252

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

			☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
			☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
			☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
			☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A common stock, $0.0001 par value per share

UP

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02    Results of Operations and Financial Condition.

On November 5, 2025, Wheels Up Experience Inc. (the “Company”) issued a press release and an investor letter announcing its financial results for the three months ended September 30, 2025. The full text of the press release and investor letter are furnished as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K (“Current Report”) and are incorporated by reference herein.

The information in Item 2.02 of this Current Report and Exhibits 99.1 and 99.2 is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits.

 (d)    Exhibits.

Exhibit Number						Description
99.1						Press Release, dated November 5, 2025 (Earnings Release)
99.2						Investor Letter, dated November 5, 2025
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			WHEELS UP EXPERIENCE INC.
Date: November 5, 2025			By:			/s/ George Mattson
						Name:			George Mattson
						Title:			Chief Executive Officer

FAQ

What did Wheels Up (UP) announce in this 8-K?

The company furnished a press release and investor letter with financial results for the quarter ended September 30, 2025.

Which exhibits contain Wheels Up’s Q3 2025 materials?

Exhibit 99.1 is the earnings press release and Exhibit 99.2 is the investor letter.

Are the materials considered filed or furnished?

They are furnished under Item 2.02 and are not deemed “filed” under the Exchange Act unless specifically incorporated by reference.

What exchange and symbol does Wheels Up use?

Wheels Up Class A common stock trades on the NYSE under the symbol UP.

What period do the results cover for Wheels Up (UP)?

The results cover the three months ended September 30, 2025.

Who signed the report for Wheels Up?

It was signed by George Mattson, Chief Executive Officer.