Wheels Up (UP) CAO has 188 shares withheld to cover RSU taxes

Rhea-AI Filing Summary

Wheels Up Experience Inc. Chief Accounting Officer Alexander Chatkewitz reported a small tax-related share disposition. On the vesting of previously granted restricted stock units, 188 shares of Class A common stock were withheld at a price of $7.20 per share to cover associated tax liabilities.

Following this withholding, Chatkewitz directly holds 42,812 shares of Class A common stock. This event reflects routine tax withholding on equity compensation rather than an open-market stock sale.

Insider Trade Summary

1 transaction reported

Mixed 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	188	$7.20	$1K

Holdings After Transaction: Class A Common Stock, par value $0.0001 per share — 42,812 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares withheld for taxes: 188 shares Withholding price per share: $7.20 per share Shares held after transaction: 42,812 shares +2 more

5 metrics

Shares withheld for taxes 188 shares Tax-withholding disposition on RSU vesting

Withholding price per share $7.20 per share Value used for tax-withholding shares

Shares held after transaction 42,812 shares Direct Class A common stock holdings post-transaction

Transaction type Tax-withholding disposition (Code F) Payment of tax liability by delivering securities

Security title Class A Common Stock Par value $0.0001 per share

Key Terms

restricted stock units, 2021 Long-Term Incentive Plan, tax liability, Form 4, +1 more

5 terms

restricted stock units financial

"arising as a result of the vesting of restricted stock units granted under the Wheels Up Experience Inc. 2021 Long-Term Incentive Plan"

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.

2021 Long-Term Incentive Plan financial

"granted under the Wheels Up Experience Inc. 2021 Long-Term Incentive Plan, as amended and restated April 1, 2023"

tax liability financial

"were withheld for the payment of tax liability arising as a result of the vesting of restricted stock units"

Form 4 regulatory

"which were originally reported by the Reporting Person in a Form 3 filed with the United States Securities and Exchange Commission"

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.

Class A common stock financial

"Represents shares of Class A common stock, par value $0.0001 per share, of Wheels Up Experience Inc."

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

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Form 4 Insider Transactions: What Each Field Means →

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)
06/05/2026

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	06/05/2026		F		188(1)	D	$7.2	42,812	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	06/09/2026
	** 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)

FAQ

What insider transaction did Wheels Up (UP) report for Alexander Chatkewitz?

Wheels Up reported that Chief Accounting Officer Alexander Chatkewitz had 188 shares of Class A common stock withheld to cover tax liabilities from vesting restricted stock units. This is a routine tax-withholding transaction, not an open-market purchase or sale of shares.

How many Wheels Up (UP) shares were withheld for taxes in this Form 4?

A total of 188 shares of Wheels Up Class A common stock were withheld to satisfy tax liabilities arising from the vesting of restricted stock units. The withholding price recorded was $7.20 per share, reflecting a non-market tax settlement mechanism.

What is Alexander Chatkewitz’s shareholding in Wheels Up (UP) after this transaction?

After the tax-withholding disposition of 188 shares, Alexander Chatkewitz directly holds 42,812 shares of Wheels Up Class A common stock. This remaining position shows that the transaction affected only a small fraction of his reported holdings.

Was the Wheels Up (UP) Form 4 transaction an open-market sale or a tax event?

The transaction was a tax event, not an open-market sale. Shares were withheld by Wheels Up to cover tax liabilities triggered by vesting restricted stock units granted under the company’s long-term incentive plan, as described in the Form 4 footnote.

What plan governed the restricted stock units in this Wheels Up (UP) Form 4?

The restricted stock units were granted under the Wheels Up Experience Inc. 2021 Long-Term Incentive Plan, as amended and restated with subsequent amendments through March 31, 2026. The vesting of these units led to the tax withholding of 188 shares.