Lauria Kristen 4

What Happened
Kristen Lauria, Chief Marketing Officer of Wheels Up Experience Inc. (UP), received a grant of 721,154 restricted stock units (RSUs) on Feb 25, 2026 (reported 2026-02-27). The award is recorded at $0.00 acquisition price (standard for RSU grants). On Feb 26, 2026, a total of 39,708 shares were withheld/disposed to satisfy tax withholding: 3,438 shares @ $0.66 ($2,269) and 36,270 shares @ $0.66 ($23,938), totaling $26,207. These withholding transactions are routine tax-related dispositions rather than open-market sales.

Key Details

• Transaction dates: RSU grant on 2026-02-25; tax withholding dispositions on 2026-02-26; Form 4 filed 2026-02-27 (timely).
• Transaction types/codes: A = Award/Grant (RSUs); F = Tax withholding (shares withheld to pay taxes).
• Shares granted: 721,154 RSUs (to be settled in common stock upon vesting).
• Shares withheld for taxes: 39,708 shares (3,438 and 36,270) at $0.66 per share; total withheld value ≈ $26,207.
• Shares owned after transactions: Not specified in the provided filing.
• Footnotes of note:
  • F1: RSU vesting schedule — 1/4 vests on Feb 25, 2027; remaining RSUs vest in 12 equal quarterly installments beginning May 25, 2027, subject to continued service.
  • F2/F3: The withheld shares relate to tax liabilities from previously reported RSU vestings (originally reported on filings dated June 7, 2024 and March 14, 2025).

Context
RSU grants are a form of compensation, not an open-market purchase. The withheld/disposed shares here were used solely to cover tax liabilities arising from RSU vesting (a routine administrative step) and do not necessarily indicate a decision to sell shares for investment reasons.