Eric Cabezas - Sep 6, 2024 Form 3 Insider Report for Wheels Up Experience Inc. (UP)

Role
Interim CFO
Signature
/s/ Mark Sorensen as attorney-in-fact for Eric Cabezas
Stock symbol
UP
Transactions as of
Sep 6, 2024
Transactions value $
$0
Form type
3
Date filed
9/11/2024, 08:00 PM
Previous filing
May 20, 2022
Next filing
Oct 4, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding UP Class A Common Stock, par value $0.0001 per share 119K Sep 6, 2024 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding UP Stock Option (right to buy) Sep 6, 2024 Class A Common Stock, par value $0.0001 per share 6.91K $70.40 Direct F2, F3, F4
holding UP Stock Option (right to buy) Sep 6, 2024 Class A Common Stock, par value $0.0001 per share 11.5K $75.60 Direct F2, F4, F5
holding UP Stock Option (right to buy) Sep 6, 2024 Class A Common Stock, par value $0.0001 per share 2.3K $83.90 Direct F2, F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents: (i) 16,406 shares of Class A Common Stock, par value $0.0001 per share ("Common Stock"), of Wheels Up Experience Inc. (the "Issuer") beneficially owned by the Reporting Person; (ii) 2,703 Restricted Stock Units ("RSUs") granted pursuant to Rule 16b-3(d) under the Securities Act of 1934 ("Rule 16b-3(d)") settleable in shares of Common Stock upon vesting on February 16, 2025; (iii) 1,667 RSUs granted pursuant to Rule 16b-3(d) settleable in shares of Common Stock upon vesting on May 18, 2025; (iv) 13,000 RSUs granted pursuant to Rule 16b-3(d) settleable in shares of Common Stock upon vesting in two equal installments on February 23, 2025 and 2026; and (v) 85,506 RSUs granted pursuant to Rule 16b-3(d) settleable in shares of Common Stock as follows: (a) 1/4th will vest on February 26, 2025, and (b) the remaining RSUs will vest in 12 equal quarterly installments commencing May 26, 2025. RSU vestings are subject to the Reporting Person's continued service to the Issuer.
F2 Amount of securities and amount or number of shares, as applicable, has been adjusted to reflect the Issuer's 10:1 reverse stock split for Common Stock that occurred on June 7, 2023.
F3 100% of the shares of Common Stock subject to such stock options vested as of January 12, 2022. The stock options were originally granted on April 30, 2019 under the Wheels Up Partners LLC Option Plan (the "WUP Option Plan").
F4 Exercise price of stock options has been adjusted to reflect the Issuer's 10:1 reverse stock split for Common Stock that occurred on June 7, 2023.
F5 100% of the shares of Common Stock subject to such stock options vested on August 24, 2022. The stock options were originally granted on December 11, 2019 under the WUP Option Plan.
F6 100% of the shares of Common Stock subject to such stock options vested on August 7, 2023. The stock options were granted on November 25, 2020 under the WUP Option Plan.

Remarks:

Exhibit List: Exhibit 24.1 - Power of Attorney