Wheels Up officer withholds 188 shares for taxes

Chief Accounting Officer Alexander Chatkewitz had a small share withholding to cover taxes from RSU vesting and continues to hold a sizeable direct position in UP.

Available on EDGAR 09/09/2026 - 08:01 PM EDT Accepted by SEC EDGAR 09/09/2026 - 08:01 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Wheels Up Experience Inc. (UP) reported that its Chief Accounting Officer Alexander Chatkewitz had 188 shares of Class A common stock withheld on September 5, 2026 to satisfy tax liability from vesting restricted stock units. The shares were valued at $4.36 per share, and he now holds 42,350 shares directly. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Tax Withholding: 188 shares

Tax Withholding 1 txn

Insider Chatkewitz Alexander

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock, par value $0.0001 per share F1	188	$4.36	$819.68

Holdings After Transaction: Class A Common Stock, par value $0.0001 per share — 42,350 shares (Direct)

Footnotes (1)

1. F1. Represents shares of Class A common stock, par value $0.0001 per share, of Wheels Up Experience Inc. that were withheld for the payment of tax liability arising as a result of the vesting of restricted stock units 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), which were originally reported by the Reporting Person in a Form 3 filed with the United States Securities and Exchange Commission on September 11, 2024.

Key Figures

Shares withheld for tax liability: 188 shares Withholding price per share: $4.36 per share Shares held after transaction: 42,350 shares

3 metrics

Shares withheld for tax liability 188 shares Class A common stock withheld on September 5, 2026 for tax liability

Withholding price per share $4.36 per share Valuation used for the 188 shares withheld for tax liability

Shares held after transaction 42,350 shares Direct holdings of Alexander Chatkewitz following the September 5, 2026 transaction

Key Terms

restricted stock units, tax liability, Long-Term Incentive Plan

3 terms

restricted stock units financial

"arising as a result of the vesting of restricted stock units 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.

tax liability financial

"were withheld for the payment of tax liability arising as a result"

Long-Term Incentive Plan financial

"granted under the Wheels Up Experience Inc. 2021 Long-Term Incentive Plan"

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transaction did UP’s Chief Accounting Officer report on this Form 4?

The Chief Accounting Officer, Alexander Chatkewitz, reported that 188 shares of Wheels Up Experience Inc. Class A common stock were withheld on September 5, 2026 to pay tax liability arising from the vesting of restricted stock units.

Was the UP (UP) Form 4 transaction an open market sale or purchase?

No. The Form 4 shows a code F transaction, meaning shares were withheld to pay tax liability on vesting restricted stock units, not an open market buy or sell transaction.

How many UP shares were withheld for taxes and at what price?

The filing reports that 188 shares of Wheels Up Experience Inc. Class A common stock were withheld at $4.36 per share to satisfy the officer’s tax liability related to RSU vesting.

How many UP shares does Alexander Chatkewitz hold after this transaction?

After the tax-withholding transaction, Alexander Chatkewitz directly holds 42,350 shares of Wheels Up Experience Inc. Class A common stock, as reported in the Form 4.

Was a Rule 10b5-1 trading plan used for this UP Form 4 transaction?

The document-level Rule 10b5-1 checkbox is unchecked, and there is no footnote stating use of a 10b5-1 plan, so no Rule 10b5-1 plan is reported for this tax-withholding transaction.

What is the source of the UP shares withheld in this Form 4?

The withheld 188 shares arose from vesting restricted stock units granted under the Wheels Up Experience Inc. 2021 Long-Term Incentive Plan, as amended, which were previously reported on a Form 3.

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

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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
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^*

Chatkewitz Alexander

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock, par value $0.0001 per share	09/05/2026		F		188(1)	D	$4.36	42,350	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. Represents shares of Class A common stock, par value $0.0001 per share, of Wheels Up Experience Inc. that were withheld for the payment of tax liability arising as a result of the vesting of restricted stock units 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), which were originally reported by the Reporting Person in a Form 3 filed with the United States Securities and Exchange Commission on September 11, 2024.

	/s/ Oliver Fankhauser as attorney-in-fact for Alexander Chatkewitz	09/09/2026
	** 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.
* Form 4: SEC 1474 (03-26)