Form 4 for UP Wheels Up Experience Inc.
Accepted 2021-07-15 00:00:00 ET · period of report 2021-07-13 · accession 0001104659-21-092720 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2021-07-15 | 2021-07-13 | UP | Jacobs Eric Douglas | CFO | A - Grant | — | +1.27M | 1.27M | New | — |
| D | 2021-07-15 | 2021-07-13 | UP | Jacobs Eric Douglas | CFO | A - Grant | — | +1.80M | 1.80M | New | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock, par value $0.0001 per share | 2021-07-13 | A | A | 1,266,078 | — | 1,266,078 | D | — | — | (F2) All 1,266,078 shares are restricted shares of Class A Common Stock. All shares of restricted stock will fully vest upon the later to occur of (i) six months after July 13, 2021 and (ii) 30 days following the expiration of the lock-up period applicable to the Reporting Person. (F1) Received in connection with Aspirational Consumer Lifestyle Corp.'s ("Aspirational") business combination transaction with Wheels Up Partners Holdings LLC ("Legacy Wheels Up") in accordance with the terms of the Agreement and Plan of Merger, dated as of February 1, 2021, as amended on May 6, 2021, by and among, inter alia, Aspirational, KittyHawk Merger Sub LLC and Legacy Wheels Up. |
| 2 | Derivative | Profits Interests (Series 6) | 2021-07-13 | A | A | 1,804,737 | — | 1,804,737 | D | — · — to — | 1,804,737 Class A Common Stock, par value $0.0001 per share | (F3) Represents profits interests ("Profits Interests") in Wheels Up MIP LLC, which indirectly correspond to profits interests in Wheels Up Partners Holdings LLC, a subsidiary of the Issuer. Subject to certain lock-up restrictions and the terms and conditions of the operating agreements of each of Wheels Up MIP LLC and Wheels Up Partners Holdings LLC, each vested Profits Interest may be redeemed and then exchanged at the election of the Reporting Person for a number of shares of Class A Common Stock, par value $0.0001 per share, based on the intrinsic value of the Profits Interest at the time of exchange calculated based on a specified hurdle amount. (F1) Received in connection with Aspirational Consumer Lifestyle Corp.'s ("Aspirational") business combination transaction with Wheels Up Partners Holdings LLC ("Legacy Wheels Up") in accordance with the terms of the Agreement and Plan of Merger, dated as of February 1, 2021, as amended on May 6, 2021, by and among, inter alia, Aspirational, KittyHawk Merger Sub LLC and Legacy Wheels Up. (F4) 50% of the Profits Interests (Series 6) vested in equal installments on April 30, 2020 and April 30, 2021, 25% vested as of the closing of the Business Combination, and the remaining 25% will vest in on January 12, 2022. The vested Profits Interests (Series 6) have no expiration date. All Profits Interests that have not been exchanged for shares of Class A Common Stock as of July 13, 2031 will automatically be so exchanged on such date. The Profits Interests (Series 6) have a hurdle amount equal to $7.04 per interest. |