3//SEC Filing
Cox Investment Holdings, Inc. 3
Accession 0000950170-23-065088
CIK 0001819516other
Filed
Nov 19, 7:00 PM ET
Accepted
Nov 20, 4:05 PM ET
Size
6.2 KB
Accession
0000950170-23-065088
Insider Transaction Report
Form 3
Cox Investment Holdings, Inc.
10% Owner
Holdings
- 86,056,403
Class A Common Stock
Footnotes (3)
- [F1]On September 20, 2023 (the "Initial Closing Date"), the Reporting Person entered into a Credit Agreement (the "Credit Agreement") by and among Wheels Up Experience Inc. (the "Issuer"), as borrower, certain subsidiaries of the Issuer as guarantors, the Reporting Person and certain other lenders party thereto (collectively with the Reporting Person, the "Lenders"). In connection with the entry into the Credit Agreement and the extension of credit thereunder, the Issuer and Lenders entered into an Investment and Investor Rights Agreement, dated as of the Initial Closing Date (the "Investor Rights Agreement"), pursuant to which the Issuer issued to the Reporting Person 20,187,667 shares of the Issuer's Class A common stock, par value $0.0001 per share ("Common Stock"), on the Initial Closing Date. On November 15, 2023 (the "Final Closing Date"),
- [F2](Cotinued from footnote 1) the Issuer issued to the Reporting Person 65,868,736 of Common Stock pursuant to the terms of the Investor Rights Agreement, as amended as of the Final Closing Date, which was also in consideration of the extension of credit under the Credit Agreement, as amended as of the Final Closing Date.
- [F3]The board of directors of the Reporting Person exercises voting and dispositive power with respect to the shares subject to this Form 3. The board of directors of the Reporting Person consists of Dallas S. Clement and Jennifer Hightower, neither of whom has individual voting or dispositive power with respect to the shares and each of whom disclaims any beneficial ownership of the shares. The trustees of the Cox Family Voting Trust u/a/d 7/26/13 (the "Cox Family Voting Trust"), consisting of James C. Kennedy, Alexander C. Taylor and John M. Dyer, are responsible for appointing all of the members of the board of directors of the Reporting Person. Because the board of directors of the Reporting Person exercises voting and dispositive power with respect to the shares, each of the foregoing individuals disclaims any beneficial ownership of the shares held by the Reporting Person.
Documents
Issuer
Wheels Up Experience Inc.
CIK 0001819516
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001852349
Filing Metadata
- Form type
- 3
- Filed
- Nov 19, 7:00 PM ET
- Accepted
- Nov 20, 4:05 PM ET
- Size
- 6.2 KB