STOCK TITAN

Wheels Up CMO has 529 shares withheld for taxes

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Wheels Up Experience Inc. (UP) reported that Chief Marketing Officer Kristen Lauria had shares of Class A common stock withheld on August 26, 2026 to cover tax liabilities from vesting restricted stock units under the company’s amended and restated 2021 Long-Term Incentive Plan.

Two tax-withholding dispositions were reported: 146 shares and 383 shares of Class A common stock, each valued at $5.06 per share. The filing characterizes both transactions as shares withheld for payment of tax liability rather than market sales.

Positive

  • None.

Negative

  • None.
Insider Lauria Kristen
Role Chief Marketing Officer
Type Security Shares Price Value
Tax Withholding Class A Common Stock, par value $0.0001 per share F1 146 $5.06 $738.76
Tax Withholding Class A Common Stock, par value $0.0001 per share F2 383 $5.06 $2K
Holdings After Transaction: Class A Common Stock, par value $0.0001 per share — 81,645 shares (Direct)
Footnotes (2)
  1. F1. Represents shares of Class A common stock, par value $0.0001 per share ("Common Stock"), of Wheels Up Experience Inc. (the "Issuer") that were withheld for the payment of tax liability arising as a result of the vesting of restricted stock units ("RSUs") granted under the Wheels Up Experience Inc. 2021 Long-Term Incentive Plan, as amended and restated April 1, 2023 (as amended by Amendment No. 1 thereto, effective April 15, 2024, Amendment No. 2 thereto, effective March 26, 2025, and Amendment No. 3 thereto, effective March 31, 2026, the "A&R 2021 LTIP"), which were originally reported by the Reporting Person in a Form 4 filed with the United States Securities and Exchange Commission ("SEC") on June 7, 2024.
  2. F2. Represents shares of Common Stock of the Issuer that were withheld for the payment of tax liability arising as a result of the vesting of RSUs granted under the A&R 2021 LTIP, which were originally reported by the Reporting Person in a Form 4/A filed with the SEC on March 14, 2025.
Tax-withholding shares (transaction 1) 146 shares Shares of Class A common stock withheld on August 26, 2026 to pay tax liability on RSU vesting under the A&R 2021 LTIP
Tax-withholding shares (transaction 2) 383 shares Additional shares of Class A common stock withheld on August 26, 2026 to pay tax liability on RSU vesting under the A&R 2021 LTIP
Total shares withheld for tax liability 529 shares Aggregate of the two code F transactions reported for August 26, 2026
Per-share value used for withholding $5.06 per share Applied to both Class A common stock tax-withholding transactions on August 26, 2026
restricted stock units financial
"arising as a result of the vesting of restricted stock units ("RSUs") granted"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
A&R 2021 LTIP financial
"granted under the Wheels Up Experience Inc. 2021 Long-Term Incentive Plan, as amended"
tax liability financial
"were withheld for the payment of tax liability arising as a result of the vesting"
Form 4 regulatory
"originally reported by the Reporting Person in a Form 4 filed"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
Form 4/A regulatory
"originally reported by the Reporting Person in a Form 4/A filed"
Form 4/A is an amended filing that corrects or updates an earlier Form 4, the mandatory report that insiders (like company executives, directors, or large shareholders) must file when their ownership stakes change. Think of it as an edited receipt showing who bought or sold stock and when; investors use it to track insider confidence, detect potential conflicts, and spot trading patterns that might signal future company prospects.

FAQ

What insider transaction did UP report for Kristen Lauria on this Form 4?

Kristen Lauria, Chief Marketing Officer of Wheels Up Experience Inc., reported two transactions in Class A common stock on August 26, 2026, both involving shares withheld to satisfy tax liabilities arising from the vesting of restricted stock units granted under the company’s A&R 2021 LTIP.

How many UP shares were withheld for taxes in Kristen Lauria’s August 26, 2026 transactions?

A total of 529 shares of Wheels Up Experience Inc. Class A common stock were withheld for taxes, consisting of one transaction for 146 shares and another for 383 shares, both related to vesting RSUs under the A&R 2021 LTIP.

What price per share was used for the UP tax-withholding transactions?

Both tax-withholding transactions for Kristen Lauria used a value of $5.06 per share for Wheels Up Experience Inc. Class A common stock in connection with the shares withheld to pay tax liabilities on RSU vesting.

Were Kristen Lauria’s UP transactions open-market sales?

No. The Form 4 describes both transactions as code F events, with shares withheld for payment of tax liability arising from RSU vesting under the A&R 2021 LTIP, rather than open-market sales or purchases.

Were Kristen Lauria’s UP Form 4 transactions made under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is not marked as an affirming trading plan, and the footnotes describe the transactions as shares withheld for tax liability on RSU vesting, with no reference to a trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
Estimated average burden
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*
Lauria Kristen

(Last)(First)(Middle)
C/O WHEELS UP EXPERIENCE INC.
2135 AMERICAN WAY

(Street)
CHAMBLEE GEORGIA 30341

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Wheels Up Experience Inc. [ UP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Marketing Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/26/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock, par value $0.0001 per share08/26/2026F146(1)D$5.0682,028D
Class A Common Stock, par value $0.0001 per share08/26/2026F383(2)D$5.0681,645D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares of Class A common stock, par value $0.0001 per share ("Common Stock"), of Wheels Up Experience Inc. (the "Issuer") that were withheld for the payment of tax liability arising as a result of the vesting of restricted stock units ("RSUs") granted under the Wheels Up Experience Inc. 2021 Long-Term Incentive Plan, as amended and restated April 1, 2023 (as amended by Amendment No. 1 thereto, effective April 15, 2024, Amendment No. 2 thereto, effective March 26, 2025, and Amendment No. 3 thereto, effective March 31, 2026, the "A&R 2021 LTIP"), which were originally reported by the Reporting Person in a Form 4 filed with the United States Securities and Exchange Commission ("SEC") on June 7, 2024.
2. Represents shares of Common Stock of the Issuer that were withheld for the payment of tax liability arising as a result of the vesting of RSUs granted under the A&R 2021 LTIP, which were originally reported by the Reporting Person in a Form 4/A filed with the SEC on March 14, 2025.
/s/ Mark Sorensen as attorney-in-fact for Kristen Lauria08/28/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)