Wheels Up Experience Inc. — fact timeline

Wheels Up Experience Inc. shareholders approved Approval of LTIP Amendment to increase shares available under A&R 2021 LTIP and extend termination date to March 31, 2036 at the 2026-06-09 meeting.

“The Stockholders voted to approve the LTIP Amendment to increase the aggregate number of shares of Common Stock of the Company available for awards made under the A&R 2021 LTIP and extend the termination date of such plan to March 31, 2036: Votes For Votes Against Abstentions Broker Non-Votes 504,934,147 2,788,304 81,473 39,845,045”

Wheels Up Experience Inc. shareholders approved Ratification of Grant Thornton LLP as independent registered public accounting firm for fiscal year ending December 31, 2026 at the 2026-06-09 meeting.

“The Stockholders voted to ratify, on a non-binding, advisory basis, the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026: Votes For Votes Against Abstentions 544,018,799 3,043,148 587,022”

Wheels Up Experience Inc. shareholders approved Non-binding advisory vote to approve named executive officer compensation for fiscal year ended December 31, 2025 at the 2026-06-09 meeting.

“The Stockholders voted to approve the non-binding, advisory vote to approve named executive officer compensation for the fiscal year ended December 31, 2025: Votes For Votes Against Abstentions Broker Non-Votes 504,699,609 2,937,327 166,988 39,845,045”

Wheels Up Experience Inc. shareholders approved Election of four Class II directors at the 2026-06-09 meeting.

“The Stockholders voted to elect four Class II directors on the Board to serve until the 2029 annual meeting of stockholders or until the election and qualification of their respective successors: Nominee Votes For Withheld Broker Non-Votes Andrew Davis 506,447,451 1,356,473 39,845,045 Roger Farah 507,002,005 801,919 39,845,045 George Mattson 506,965,589 838,335 39,845,045 Gregory Summe 507,108,505 695,419 39,835,045”

Wheels Up Experience Inc. amended Amendment No. 4 to Credit Agreement with Lead Lenders (Delta Air Lines, Inc., Cox Investment Holdings, LLC, CK Wheels LLC) (effective 2026-05-29).

“On the Closing Date, the Company entered into Amendment No. 4 to Credit Agreement (“Amendment No. 4”), by and among the Company, as borrower, the Guarantors, each of the Lead Lenders, and the Agent, pursuant to which, among other things, certain conforming amendments were made to (a) permit the incurrence of the 2026 Term Loan and reflect its terms, and (b) further reflect the Series B Revolving Equipment Notes Facility (as defined in the Company’s Current Report on Form 8-K filed with the SEC on May 26, 2026 ) that closed on May 21, 2026 as senior secured indebtedness and constitute EETC Obligations (as defined in the 2023 Credit Agreement).”

Wheels Up Experience Inc. entered into 2026 Credit Agreement with Lead Lenders (Delta Air Lines, Inc., Cox Investment Holdings, LLC, CK Wheels LLC) valued at $100.0 million (effective 2026-05-29).

“On May 29, 2026 (the “Closing Date”), the Company entered into a Credit Agreement (the “2026 Credit Agreement”), by and among the Company, as borrower (in such capacity, the “Borrower”), certain subsidiaries of the Company as guarantors (the “Guarantors” and, collectively with the Borrower, the “Loan Parties”), each of the Lead Lenders, and U.S. Bank Trust Company, N.A., as administrative agent (the “Agent”), pursuant to which the Lead Lenders provided the Initial 2026 Term Loan, the net proceeds of which were received by the Company on the Closing Date.”

Wheels Up Experience Inc. amended credit facility with Delta Air Lines, Inc., Cox Investment Holdings, LLC and CK Wheels LLC.

“On the Closing Date, the Company entered into Amendment No. 4 to Credit Agreement ("Amendment No. 4"), by and among the Company, as borrower, the Guarantors, each of the Lead Lenders, and the Agent, pursuant to which, among other things, certain conforming amendments were made to (a) permit the incurrence of the 2026 Term Loan and reflect its terms, and (b) further reflect the Series B Revolving Equipment Notes Facility (as defined in the Company's Current Report on Form 8-K filed with the SEC on May 26, 2026 ) that closed on May 21, 2026 as senior secured indebtedness and constitute EETC Obligations (as defined in the 2023 Credit Agreement).”

Wheels Up Experience Inc. incurred term loan of $100.0 million with Delta Air Lines, Inc., Cox Investment Holdings, LLC and CK Wheels LLC at 12% per annum maturing May 29, 2029.

“Lenders”), each of which is an existing lender of the Company, committed to provide an unsecured term loan facility to the Company in the aggregate original principal amount of $100.0 million (the “Initial 2026 Term Loan”). On May 29, 2026 (the “Closing Date”), the Company entered into a Credit Agreement (the “2026 Credit Agreement”), by and among the Company, as”

Wheels Up Experience Inc. entered into Series B Revolving Equipment Notes Facility with Wilmington Trust, National Association (as subordination agent and trustee), Wheels Up Class B-1 Loan Trust 2024-1 valued at $68.0 million Series B Revolving Equipment Notes Facility; net proceeds of approximately $64.3 milli (effective 2026-05-21).

“the Series B NPA provides for the issuance from time to time by WUP LLC of Series B-1 equipment notes (collectively, the “Series B Revolving Equipment Notes”) in the aggregate principal amount not to exceed $68.0 million (the “Series B Commitment Amount” and, such facility, the “Series B Revolving Equipment Notes Facility”), of which all $68.0 million aggregate principal amount of Series B Revolving Equipment Notes were issued on the Closing Date.”

Wheels Up Experience Inc. amended Amendment No. 4 to Investment and Investor Rights Agreement with Delta Air Lines, Inc. valued at Extension of lock-up restriction on Delta's shares through May 22, 2027; extension of deadline for f (effective 2026-05-23).

“On May 23, 2026 (the “Amendment Date”), Wheels Up Experience Inc. (the “Company”) entered into Amendment No. 4 to Investment and Investor Rights Agreement (the “Investor Rights Agreement Amendment”), with Delta Air Lines, Inc. (“Delta”) to amend and extend certain transfer restrictions set forth in the Investment and Investor Rights Agreement, dated September 20, 2023, by and among, the Company, Delta and each of CK Wheels LLC (“CK Wheels”), Cox Investment Holdings, LLC (“CIH” and, collectively with Delta and CK Wheels, the “Lead Lenders”), Kore Air LLC, Pandora Select Partners, L.P., Whitebox GT Fund, LP, Whitebox Multi-Strategy Partners, L.P., and Whitebox Relative Value Partners, L.P. (collectively with Delta, the “Investors”) (as amended by Amendment No. 1 thereto, dated as of November 15, 2023, as further amended by Amendment No. 2 thereto, dated as of September 22, 2024, as further amended by Amendment No. 3 thereto, dated as of September 21, 2025, as further amended by the Inves”

Wheels Up Experience Inc. incurred credit facility of $68.0 million with Wilmington Trust, National Association maturing November 23, 2027.

“purport to be complete and is qualified in its entirety by reference to a copy thereof, which is attached hereto as Exhibit 10.1 and incorporated by reference herein. Closing of $68 million Series B Revolving Equipment Notes Facility On May 21, 2026 (the “Closing Date”), Wheels Up Partners LLC (“WUP LLC”), an indirect subsidiary of the Company, completed its”

Wheels Up Experience Inc. reported financial results for the three months ended March 31, 2026.

“On May 11, 2026, Wheels Up Experience Inc. (the “Company”) issued a press release and a shareholder letter announcing its financial results for the three months ended March 31, 2026.”

Wheels Up Experience Inc.: Filed Certificate of Amendment to effect a 1-for-20 reverse stock split, reduce authorized shares of Common Stock from 1.5 billion to 75 million, and address fractional shares (effective 2026-04-24).

“On April 24, 2026, the Company filed a Certificate of Amendment to Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Delaware Secretary of State, which amended Section 4.1 of the A&R Certificate of Incorporation, effective as of the Effective Time, to (i) give effect to the Reverse Stock Split, (ii) reduce the total number of shares of all classes of capital stock and Common Stock of the Company authorized for issuance to 100 million and 75 million, respectively, taking into account the Reverse Stock Split, Authorized Share Reduction and Ratio, and (iii) describe the treatment of any fractional shares of Common Stock upon the effectiveness of the Reverse Stock Split.”

Wheels Up Experience Inc. entered into APA with UMB Bank, N.A., a national banking organization, not in its individual capacity but solely as owner trustee valued at approximately $104.7 million (effective 2025-12-22).

“On December 22, 2025, Wheels Up Partners LLC (“WUP LLC”), an indirect subsidiary of the Company, entered into an Aircraft Purchase Agreement with UMB Bank, N.A., a national banking organization, not in its individual capacity but solely as owner trustee (“Buyer” and such agreement, the “APA”), pursuant to which (i) WUP LLC expects to sell three (3) Bombardier Challenger 300 series and seven (7) Embraer Phenom 300 series aircraft (collectively, the “Leased Aircraft”) to Buyer (the “Sales”), and (ii) concurrently with such Sales, Wheels Up Private Jets LLC, an indirect subsidiary of the Company, expects to enter into long-term operating leases with Buyer for all 10 Leased Aircraft (together with the Sales, the “Transactions”).”

Wheels Up Experience Inc. received a nyse deficiency notice notice regarding minimum bid price (rules 802.01C).

“December 17, 2025, Wheels Up Experience Inc. (the “Company”) received a notice (the “Notice”) from the New York Stock Exchange (the “NYSE”) that it is no longer in compliance with Section 802.01C of the NYSE Listed Company Manual (“Section 802.01C”), which requires listed companies to maintain an average closing price per share of at least $1.00 over a consecutive 30 trading-day period. The Company has six months after receipt of the Notice (the “Cure Period”) to regain compliance with Section 802.01C, which requires that during the Cure Period the Company’s Class A common stock, $0.0001 par v”

David Harvey departed as Chief Commercial Officer at Wheels Up Experience Inc..

“David Harvey, the Company’s Chief Commercial Officer, will depart from his position with the Company effective June 19, 2025, but will continue to act as a senior advisor to the Company through August 2025.”

Mark Briffa changed role as Chief Sales Officer at Wheels Up Experience Inc..

“On June 17, 2025 (the “Effective Date”), Wheels Up Experience Inc. (the “Company” or “Wheels Up”) announced that Mark Briffa has been promoted to the newly created position of Chief Sales Officer of Wheels Up, effective as of the Effective Date.”

Wheels Up Experience Inc. received a nyse deficiency notice notice regarding minimum bid price (rules 802.01C).

“April 22, 2025, Wheels Up Experience Inc. (the “Company”) received a notice (the “Notice”) from the New York Stock Exchange (the “NYSE”) that it is no longer in compliance with Section 802.01C of the NYSE Listed Company Manual (“Section 802.01C”), which requires listed companies to maintain an average closing price per share of at least $1.00 over a 30 consecutive trading-day period. The Company has six months after receipt of the Notice (the “Cure Period”) to regain compliance with Section 802.01C, which requires that during the Cure Period the Company’s Class A common stock, $0.0001 par valu”

Eric Cabezas changed role as Senior Vice President of Finance at Wheels Up Experience Inc..

“Eric Cabezas will continue to serve as the Company’s Interim Chief Financial Officer and principal financial officer until the Start Date, and thereafter it is anticipated that he will continue as the Company’s Senior Vice President of Finance, a role he has held since February 2019.”

John Verkamp was appointed as Chief Financial Officer at Wheels Up Experience Inc..

“On March 11, 2025, Wheels Up announced that the Company’s Board of Directors (the “Board”) has appointed John Verkamp to serve as Chief Financial Officer and principal financial officer of the Company.”

Alexander Chatkewitz was appointed as Principal Accounting Officer at Wheels Up Experience Inc..

“On the Notice Date, the Board appointed Alexander Chatkewitz, age 60, to serve as principal accounting officer of the Company, to become effective on the Departure Date.”

Eric Cabezas was appointed as Interim Chief Financial Officer at Wheels Up Experience Inc..

“On the Notice Date, the Company’s Board of Directors (the “Board”) appointed Eric Cabezas, age 39, to serve as Interim Chief Financial Officer and principal financial officer of the Company, to become effective on the Departure Date.”

Todd Smith resigned as Chief Financial Officer at Wheels Up Experience Inc..

“On August 20, 2024 (the “Notice Date”), Todd Smith, the Chief Financial Officer of Wheels Up Partners LLC, a Delaware limited liability company (“WUP LLC”) and an indirect subsidiary of Wheels Up Experience Inc. (the “Company”), and principal financial and accounting officer of the Company, notified the Company of his intention to resign from employment with the Company and its subsidiaries, to become effective on September 6, 2024 (the “Departure Date”), in order to pursue a new opportunity.”

Gregory L. Summe was appointed as Director at Wheels Up Experience Inc..

“the Board resolved to appoint Gregory L. Summe as an independent member of the Board, effective upon the resignation of, and to fill the seat on the Board previously occupied by, Mr. Adelman.”

David Adelman resigned as Director at Wheels Up Experience Inc..

“On August 7, 2024 (the “Effective Date”), David Adelman notified the Company's Board of Directors (the “Board”) of his resignation from the Board and all committees thereof, effective immediately, in order to focus on his other professional pursuits.”

Wheels Up Experience Inc. completed a disposition involving Executive AirShare LLC for $19.1 million (closed 2023-09-30).

“assets as it focused on its operational efficiency and other cost reduction initiatives. The fair value of the aggregate consideration transferred, as of September 30, 2023, was $19.1 million and the Company recognized a loss on the sale of $3.0 million. The $19.1 million was comprised of $13.2 million of cash received on the Closing Date, contingent consideration”

Mark Briffa changed role as EVP, Charter & CEO of Air Partner at Wheels Up Experience Inc..

“update Mr. Briffa’s title to EVP, Charter & CEO of Air Partner”

Wheels Up Experience Inc. reported the first quarter, which ended March 31, 2024 results: revenue $197,101, net income $(97,393).

“$ 66,528 33 % Other Charter FTV 32,911 31,083 6 % Total Charter FTV $ 121,599 $ 97,611 25 % On-Time Performance (D-60) 87 % 86 % 1 % Completion Rate 98 % 98 % — % Revenue $ 197,101 $ 351,812 (44) % Net loss $ (97,393) $ (100,866) 3 % Adjusted EBITDA $ (49,229) $ (48,915) (1) % __________________ (1) For information regarding Wheels Up’s use and”

Wheels Up Experience Inc. reported financial results for the three months and fiscal year ended December 31, 2023.

“On March 7, 2024, Wheels Up Experience Inc. (the "Company") issued a press release announcing its financial results for the three months and fiscal year ended December 31, 2023.”

Thomas Klein was appointed as Director at Wheels Up Experience Inc..

“the Board resolved to appoint Thomas Klein to the Board, effective as of Mr. Nedelman’s resignation from the Board.”

Jeffrey Nedelman resigned as Director at Wheels Up Experience Inc..

“On March 1, 2024 (the "Effective Date"), Jeffrey Nedelman notified the Board of Directors (the "Board") of Wheels Up Experience Inc. (the "Company") of his resignation from the Board, effective as of such date.”

David Holtz was appointed as Chief Operating Officer at Wheels Up Experience Inc..

“the Board of Directors (“Board”) of Wheels Up Experience Inc. (the “Company” or “Wheels Up”) appointed David Holtz to serve as Chief Operating Officer of Wheels Up Partners LLC, an indirect subsidiary of the Company (“WUP”), effective February 5, 2024.”

Wheels Up Experience Inc.: Amended and restated bylaws with clarifications on quorum, stockholder list, meeting procedures, written consent alignment, director nominations, lead independent director, share consideration, foreign stock record, severability, notice methods, and stockholder bylaw adoption (effective 2023-11-15).

“on November 9, 2023, the Company’s Board of Directors (the “Board”) approved and adopted the Amended and Restated By-Laws of the Company, effective as of November 15, 2023 (the “A&R By-Laws”).”

Wheels Up Experience Inc.: Amended and restated certificate of incorporation to increase authorized common shares from 250M to 1.5B, permit stockholder written consent, remove supermajority vote requirement for certain articles, and clarify severability clause (effective 2023-11-15).

“On November 15, 2023, the Company filed an Amended and Restated Certificate of Incorporation (the “A&R Certificate of Incorporation”) with the Delaware Secretary of State to implement the Certificate of Incorporation Amendments, which became effective upon filing.”

Wheels Up Experience Inc. amended Amendment No. 1 to Credit Agreement with Whitebox Multi-Strategy Partners, LP, Whitebox Relative Value Partners, LP, Pandora Select Partners, LP, Whitebox GT Fund, LP and Kore Fund Ltd valued at $40.0 million (effective 2023-11-15).

“Amendment No. 1 to Credit Agreement As previously disclosed by Wheels Up Experience Inc. (the “Company” or “Wheels Up”) in a Current Report on Form 8-K filed with the U.S.”

Wheels Up Experience Inc. reported the three months ended September 30, 2023 results: revenue $320,063, net income $(144,813).

“Flight Leg) 2023 2022 % Change Active Users (1) 11,988 13,339 (10) % Live Flight Legs (1) 16,581 21,025 (21) % Flight revenue per Live Flight Leg 12,945 13,266 (2)% Revenue $ 320,063 $ 420,356 (24) % Net loss $ (144,813) $ (148,838) 3 % Adjusted EBITDA (1) $ (18,529) $ (45,229) 59 % Nine Months Ended September 30, (In thousands) 2023 2022 % Change Revenue $”

George N. Mattson was appointed as Chief Executive Officer at Wheels Up Experience Inc..

“on October 2, 2023, Mr. Mattson joined the Company as Chief Executive Officer”

Adam Zirkin was appointed as Chairperson of the Board at Wheels Up Experience Inc..

“the Board appointed Adam Zirkin as Chairperson of the Board, effective as of September 20, 2023”

Lee Moak was appointed as Director at Wheels Up Experience Inc..

“on September 26, 2023, the Board resolved to appoint Lee Moak to the Board, effective as of September 26, 2023.”

Erik Snell resigned as Director at Wheels Up Experience Inc..

“On September 26, 2023, Erik Snell notified the Board of Directors (the “Board”) of Wheels Up Experience Inc. (the “Company”) of his resignation from the Board, effective immediately.”

Wheels Up Experience Inc. incurred credit facility of $350.0 million with Delta Air Lines, Inc., CK Wheels LLC, Cox Investment Holdings, Inc. at 10% per annum maturing September 20, 2028.

“the Lenders provided a term loan facility (the “Term Loan”) in the aggregate original principal amount of $350.0 million”

Wheels Up Experience Inc. entered into Investment and Investor Rights Agreement with Delta Air Lines, Inc., CK Wheels LLC, Cox Investment Holdings, Inc. valued at 141,313,671 shares (effective 2023-09-20).

“In connection with the transactions contemplated by the Credit Agreement, the Company entered into an Investment and Investor Rights Agreement, dated as of September 20, 2023 (the “Investor Rights Agreement”), by and among the Company and the Lenders, pursuant to which the Company agreed to issue to the Lenders: (i) on the Closing Date, 141,313,671 shares in the aggregate (the “Initial Shares””

Wheels Up Experience Inc. entered into Credit Agreement with Delta Air Lines, Inc., CK Wheels LLC, Cox Investment Holdings, Inc. valued at $350.0 million (effective 2023-09-20).

“On September 20, 2023, Wheels Up Experience Inc. (the “Company” or “Wheels Up”) entered into a Credit Agreement (the “Credit Agreement”), by and among the Company, as borrower (the “Borrower”), certain subsidiaries of the Company as guarantors (the “Guarantors” and together with the Borrower, the “Loan Parties”), Delta Air Lines, Inc. (“Delta”), CK Wheels LLC (“CK Wheels”) and Cox Investment Holdings, Inc. (“CIH” and collectively with Delta and CK Wheels, the “Lenders”), and U.S. Bank Trust Company, N.A., as administrative agent for the Lenders and as collateral agent for the secured parties, pursuant to which (i) the Lenders provided a term loan facility (the “Term Loan”) in the aggregate original principal amount of $350.0 million, the net proceeds of which were received by the Company on September 20, 2023 (the “Closing Date”), and (ii) Delta provided commitments for a revolving loan facility (the “Revolving Credit Facility”) in the aggregate original principal amount of $100.0 mill”

George N. Mattson was appointed as Chief Executive Officer at Wheels Up Experience Inc..

“George N. Mattson, the Company’s incoming Chief Executive Officer, as a Class II member of the Board”

Andrew Davis was appointed as Director at Wheels Up Experience Inc..

“Andrew Davis as a Class II member of the Board designated by CIH”

Zachary Lazar was appointed as Director at Wheels Up Experience Inc..

“Adam Cantor and Zachary Lazar as a Class III member of the Board”

Adam Cantor was appointed as Director at Wheels Up Experience Inc..

“Adam Cantor and Zachary Lazar as a Class III member of the Board”

Adam Zirkin was appointed as Director at Wheels Up Experience Inc..

“Jeff Nedelman and Adam Zirkin as a Class I member of the Board”

Jeff Nedelman was appointed as Director at Wheels Up Experience Inc..

“Jeff Nedelman and Adam Zirkin as a Class I member of the Board”

Alain Bellemare was appointed as Director at Wheels Up Experience Inc..

“Alain Bellemare as a Class III member of the Board designated by Delta”