Director Sale: Donald Moak Disposes 43,166 UP Shares at $3.11

Rhea-AI Filing Summary

Donald Lee Moak, a director of Wheels Up Experience Inc. (UP), reported a sale of Class A common stock on 08/27/2025. He disposed of 43,166 shares in multiple transactions at a weighted average price of $3.11 per share, with reported trade prices ranging from $3.07 to $3.19. After the sale, the report shows he beneficially owned 180,431 shares. The Form 4 was signed by an attorney-in-fact on 08/28/2025. The filer notes availability of detailed per-price sale information on request.

Insights

Securities Analyst

TL;DR: A routine director sale of 43,166 shares at a weighted $3.11, leaving 180,431 shares beneficially owned.

This Form 4 documents a straightforward open-market sale by a company director rather than an option exercise or derivative transaction. The disclosure includes the weighted average sale price and a price range, with the filer offering to provide per-trade details if requested. For investors, this is a compliance filing showing reduced insider ownership but provides no company-operational information.

Corporate Governance Expert

TL;DR: Disclosure meets Section 16 reporting standards; transaction appears to be a marketed sale, not a Rule 10b5-1 plan.

The filing marks the reporting person as a director and indicates a direct disposition of Class A shares. There is no box checked indicating the sale was made under a 10b5-1 trading plan, and no amendment date was reported. The submission was executed via attorney-in-fact, consistent with routine administrative practice. The filing itself is a governance-level disclosure without material new information about company performance.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Moak Donald Lee

(Last) (First) (Middle)

C/O WHEELS UP EXPERIENCE INC.

2135 AMERICAN WAY

(Street)

CHAMBLEE GA 30341

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Wheels Up Experience Inc. [ UP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock, par value $0.0001 per share	08/27/2025		S		43,166	D	$3.11(1)	180,431	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The price reported in this box in Column 4 is a weighted average price. These shares were sold on August 27, 2025 in multiple transactions at prices ranging from $3.07 to $3.19 per share, inclusive. The Reporting Person undertakes to provide to Wheels Up Experience Inc. (the "Company"), any security holder of the Company, or the staff of the United States Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

	/s/ Mark Sorensen as attorney-in-fact for Donald Lee Moak	08/28/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Donald Lee Moak report on Form 4 for Wheels Up (UP)?

He reported an open-market sale of 43,166 Class A shares on 08/27/2025 at a weighted average price of $3.11, leaving 180,431 shares beneficially owned.

At what prices were the Wheels Up shares sold?

The Form 4 states sales occurred at prices ranging from $3.07 to $3.19 per share and the reported price is a weighted average of $3.11.

Was the sale reported as part of a 10b5-1 trading plan?

No. The filing does not indicate the transaction was made pursuant to a Rule 10b5-1 plan.

Who signed the Form 4 filing for Donald Lee Moak?

The Form 4 was signed by Mark Sorensen as attorney-in-fact on 08/28/2025.

How can I get the per-trade breakdown of the share sales?

The reporting person states they will provide detailed information on request regarding the number of shares sold at each separate price.