---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-23-093978"
form_type: "8-K"
ticker: "UP"
cik: "0001819516"
company_name: "Wheels Up Experience Inc."
filed_at: "2023-08-21T23:59:59+00:00"
generated_at: "2026-06-11T06:24:51.981546+00:00"
event_type: "debt"
sentiment: "negative"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Wheels Up amends Delta note to $45M total; extends equipment note grace period

## Summary
- Delta note originally $15M, increased to $25M on Aug 16, then up to $45M via second amendment.
- Additional $10M received Aug 16; further $20M available under second amendment.
- Grace period for Series A-1 equipment notes extended to Aug 23, 2023.
- Amendments do not contain additional material covenants or terms.

## SEC filing metadata
- accession: 0001104659-23-093978
- form_type: 8-K
- ticker: UP
- cik: 0001819516
- company_name: Wheels Up Experience Inc.
- filed_at: 2023-08-21T23:59:59+00:00
- event_type: debt
- sentiment: negative
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 2.03
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1819516/000110465923093978/0001104659-23-093978-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1819516/000110465923093978/tm2324269d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-23-093978
- JSON: https://secwatch.observer/filing/0001104659-23-093978.json
- Plain text: https://secwatch.observer/filing/0001104659-23-093978.txt

## Key facts
- Debt Financings
  Wheels Up Experience Inc. amended loan of outstanding principal and interest currently due with the lenders under the Loan Agreement dated October 14, 2022 at not disclosed maturing not disclosed.
  - Instrument: loan
  - Principal: outstanding principal and interest currently due
  - Counterparty: the lenders under the Loan Agreement dated October 14, 2022
  - Rate: not disclosed
  - Maturity: not disclosed
  - Event: amendment
  source text: on August 18, 2023, Wheels Up Partners LLC, an indirect subsidiary of the Company ("WUP"), and the lenders under that certain Loan Agreement, dated as of October 14, 2022, by and among Wheels Up Class A-1 Loan Trust 2022-1, a Delaware statutory trust, each lender from time to time made party thereto, and Wilmington Trust, National Association, as facility agent and as security trustee for the lenders, which relates to WUP's outstanding Series A-1 equipment notes, determined to further extend the grace period for the payment of outstanding principal and interest currently due under such equipment notes to August 23, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1819516/000110465923093978/0001104659-23-093978-index.htm
- Debt Financings
  Wheels Up Experience Inc. amended loan of $45.0 million with Delta Air Lines, Inc. at not disclosed maturing not disclosed.
  - Instrument: loan
  - Principal: $45.0 million
  - Counterparty: Delta Air Lines, Inc.
  - Rate: not disclosed
  - Maturity: not disclosed
  - Event: amendment
  source text: Pursuant to the Note First Amendment, the Company and Delta agreed to increase the aggregate principal amount of the Note by an additional $10.0 million to $25.0 million, of which the additional $10.0 million was received by the Company on August 16, 2023. Pursuant to the Note Second Amendment, the Company and Delta agreed to further increase the aggregate principal amount of the Note, as amended to the date thereof, by up to an additional $20.0 million, which brought the total principal amount under the Note and Amendments up to $45.0 million.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1819516/000110465923093978/0001104659-23-093978-index.htm
- Material Agreements
  Wheels Up Experience Inc. amended First Amendment to Secured Promissory Note with Delta Air Lines, Inc. valued at Increased the aggregate principal amount of the Note by an additional $10.0 million to $25.0 million (effective 2023-08-15).
  - Action: amendment
  - Agreement: credit facility
  - Counterparty: Delta Air Lines, Inc.
  - Value: Increased the aggregate principal amount of the Note by an additional $10.0 million to $25.0 million
  - Effective: 2023-08-15
  source text: Pursuant to the Note First Amendment, the Company and Delta agreed to increase the aggregate principal amount of the Note by an additional $10.0 million to $25.0 million, of which the additional $10.0 million was received by the Company on August 16, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1819516/000110465923093978/0001104659-23-093978-index.htm
- Material Agreements
  Wheels Up Experience Inc. amended Second Amendment to Secured Promissory Note with Delta Air Lines, Inc. valued at Further increased the aggregate principal amount of the Note by up to an additional $20.0 million to (effective 2023-08-21).
  - Action: amendment
  - Agreement: credit facility
  - Counterparty: Delta Air Lines, Inc.
  - Value: Further increased the aggregate principal amount of the Note by up to an additional $20.0 million to
  - Effective: 2023-08-21
  source text: Pursuant to the Note Second Amendment, the Company and Delta agreed to further increase the aggregate principal amount of the Note, as amended to the date thereof, by up to an additional $20.0 million, which brought the total principal amount under the Note and Amendments up to $45.0 million.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1819516/000110465923093978/0001104659-23-093978-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.