Welcome to our dedicated page for Wheels Up Experience SEC filings (Ticker: UP), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Wheels Up Experience Inc. filings document the public-company disclosures of an on-demand private aviation provider, including operating results, financial condition, fleet modernization, membership and charter activity, and non-GAAP performance measures reported with earnings materials. Current reports also cover Regulation FD releases, material agreements, and capital-structure matters tied to its common stock, warrants, and equity incentive arrangements.
The company’s proxy and 8-K filings address board composition, director elections, executive compensation votes, auditor ratification, long-term incentive plan matters, and amendments to governing documents. Recent capital-structure disclosures include the completed reverse stock split, authorized-share reduction, related amendments to the Wheels Up Partners Holdings LLC agreement, security-holder rights, and NYSE continued-listing compliance matters.
Prospectus supplement excerpts for Wheels Up Experience Inc. (UP) describe the types and amounts of securities that may be issued and key terms applicable to those securities. The text lists outstanding and potentially issuable common stock including 810,309 treasury shares, 2,880,861 shares issuable upon exchange of legacy profits interests (maximum potential amount dependent on market price and exchange mechanics), 886,810 shares issuable upon exercise of stock options at a weighted-average exercise price of $76.49, and 21,917,191 shares issuable upon settlement of RSUs and PRSUs as of June 30, 2025. An aggregate of 100,000,000 shares are reserved under the 2021 Long-Term Incentive Plan (as amended). The disclosure also describes 900,000 Earnout Shares tied to stock-price milestones ($125/$150/$175 triggers) and warrants exercisable for 1/10th of a share with an effective exercise price of $115 per whole share (through July 13, 2026).
The document outlines governance and voting limits tied to citizenship (a Citizenship Limitation limiting some holders to 24.9% voting power and specific smaller caps for certain Whitebox funds), board composition (director designees for Delta, CK Wheels, CIH, CEO, Tim Armstrong, David Adelman), terms and structural features of debt securities, events of default, trustee holder protections, global security/DTC provisions, redemption mechanics for warrants (including Reference Value thresholds of $100/$180 and specified redemption prices), and typical prospectus incorporation-by-reference citations to recent SEC filings.
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.
Kristen Lauria, Chief Marketing Officer of Wheels Up Experience Inc. (UP), reported a withholding of 2,901 shares of Class A common stock on 08/26/2025 at a price of $3.00 per share to satisfy tax liability from the vesting of restricted stock units originally reported on June 7, 2024. Following this withholding, Lauria beneficially owned 1,031,817 shares. The Form 4 was signed on behalf of Lauria by attorney-in-fact Mark Sorensen on 08/28/2025. The filing lists Lauria's address as C/O Wheels Up Experience Inc., 2135 American Way, Chamblee, GA 30341.
Brian Joseph Kedzior, Chief People Officer of Wheels Up Experience Inc. (UP), reported transactions dated 08/26/2025. The filing shows 2,097 Class A shares were withheld to satisfy tax liabilities from the vesting of previously reported restricted stock units. On the same date the Reporting Person sold 25,000 shares in multiple transactions at a weighted average price of $2.94 (individual prices ranged $2.92–$3.00). Following these transactions the Reporting Person beneficially owned 834,914 Class A shares. The Form 4 was signed by an attorney-in-fact on behalf of the Reporting Person on 08/28/2025.
Form 4 summary: This Form 4 reports a transaction by David L. Holtz, Chief Operating Officer of Wheels Up Experience Inc. (UP). On 08/26/2025 Mr. Holtz had 2,678 shares of Class A common stock disposed of under transaction code F at a price of $3 per share. The filing explains these shares were withheld to pay tax liability arising from the vesting of restricted stock units originally reported on June 7, 2024. After the reported disposition, Mr. Holtz beneficially owns 990,572 shares, held directly. The Form 4 is signed by an attorney-in-fact, Mark Sorensen, on 08/28/2025. No other transactions or derivative holdings are reported in this filing.
David Godsman, Chief Digital Officer and director of Wheels Up Experience Inc. (UP), reported transactions on 08/26/2025. The filing discloses two non-derivative transactions: 2,602 shares were withheld to satisfy tax obligations arising from the vesting of previously reported restricted stock units; and the Reporting Person sold 75,000 shares in multiple transactions at a weighted average price of $2.83 per share (sales ranged $2.81–$2.94). Ownership following the reported transactions is shown as 976,715 shares beneficially owned. The Form 4 is signed by an attorney-in-fact on behalf of Mr. Godsman on 08/28/2025.
Mark Briffa, Chief Sales Officer of Wheels Up Experience Inc. (UP), reported multiple transactions in Class A common stock in late August 2025. On 08/26/2025 5,127 shares were withheld to satisfy tax obligations from previously reported restricted stock unit vesting. Also on 08/26/2025 he sold 5,780 shares at a weighted average price of $3.00 (individual trade prices ranged $3.00–$3.03), and on 08/28/2025 he sold another 5,780 shares at a weighted average price of $2.96 (trade prices ranged $2.95–$2.99). Following these transactions, the Form 4 reports 1,069,157 shares beneficially owned directly by the reporting person.
Form 144 notice for Wheels Up Experience Inc. (UP) shows a proposed sale of 5,780 common shares through Morgan Stanley Smith Barney on the NYSE. The filer reports these shares were acquired as restricted stock from the issuer on 08/26/2025 and the sale is scheduled for 08/28/2025. The filing lists an aggregate market value of $17,095.51 for the shares and records gross proceeds of $17,343.47 from a sale on 08/26/2025 by Mark Briffa. The filer certifies no undisclosed material adverse information is known and includes the standard Rule 144 and trading-plan representation.
Wheels Up Experience Inc. (UP) submitted a Form 144 notice reporting a proposed sale of 43,166 common shares through Morgan Stanley Smith Barney LLC on 08/27/2025. The shares were acquired as restricted stock from the issuer on 06/06/2024. The filing lists an aggregate market value of $134,190.14 and reports 698,798,208 shares outstanding for the issuer. The filer indicated no securities sold by the account in the past three months and included the standard representation that they do not possess undisclosed material adverse information.
Wheels Up Experience Inc. (UP) filed a Form 144 notifying a proposed sale of 25,000 common shares through Morgan Stanley Smith Barney LLC with an aggregate market value of $73,537.50, to be executed approximately on 08/26/2025 on the NYSE. The filing shows the shares were received as restricted stock in multiple grants between 09/09/2023 and 02/26/2025 totaling the 25,000 shares listed. No securities were reported sold by the same person in the past three months. The filer certifies they are not aware of undisclosed material adverse information about the issuer.