Wheels Up Experience Inc 8-K/A, filed Jul 3, 2023
Wheels Up Experience Inc. (UP)
About this 8-K/A
Wheels Up Experience Inc filed this 8-K/A on July 3, 2023, reporting on events of May 9, 2023.
Items reported
- Item 5.02: Director or officer change, or executive pay
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(c)(e) As previously reported on the Current Report on Form 8-K filed by Wheels Up Experience Inc. (the “Company”) on May 9, 2023 (the “Initial Form 8-K”), the Company appointed Todd Smith, the Company’s Chief Financial Officer, to also serve as the Company’s Interim Chief Executive Officer and principal executive officer until a successor Chief Executive Officer is identified. At the time of the filing of the Initial Form 8-K, the Compensation Committee of the Company’s Board of Directors (the “Compensation Committee”) had not yet determined Mr. Smith’s compensation package. This Amendment to the Initial Form 8-K is being filed to report that on July 3, 2023, the Compensation Committee approved changes to Mr. Smith’s compensation package in recognition of his expanded duties as Interim Chief Executive Officer and principal executive officer, which consists of: (i) a $12,500 increase in Mr. Smith’s monthly salary for the period during which he serves as Interim Chief Executive Officer (the “Appointment Period”); (ii) an increase in Mr. Smith’s annual bonus target to 150% of his annual base salary as Interim Chief Executive Officer for the Appointment Period, to be paid in a lump sum at the same time and in the same manner as regular annual bonuses are distributed to other similarly situated senior executives of the Company; and (iii) a one-time equity award of 140,171 restricted stock units under the Amended and Restated Wheels Up Experience Inc. 2021 Long-Term Incentive Plan, which, subject to Mr. Smith’s continued service to the Company and the other terms set forth in the award agreement for such equity award, will vest, if at all, on January 3, 2024. Mr. Smith’s employment will continue to be governed by the terms of the Offer Letter, dated June 18, 2022, by and between Mr. Smith and Wheels Up Partners LLC, and the Company’s internal policies and compensation practices.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| WHEELS UP EXPERIENCE INC. | |||
| Date: July 3, 2023 | By: | /s/ Todd Smith | |
| Name: | Todd Smith | ||
| Title: |
Interim Chief Executive Officer and Chief Financial Officer
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