Wheels Up Experience Inc.

The Company’s director compensation program is designed to provide a compensation package that enables us to attract and retain qualified and experienced individuals to serve as directors and align our directors’ interests with those of our stockholders. The Compensation Committee has approved, and may from time to time adjust in its discretion, our director compensation program, under which Compensation-Eligible Directors (as defined herein) are entitled to receive a combination of cash retainer fees, equity incentive awards granted under the A&R 2021 LTIP and flight hours granted under the Company’s flight hours policy (as amended from time to time, the “FHP”).

Directors who are or were employees of Delta, CK Wheels or CIH or their respective affiliates during 2025 (each such director, a “Non-Compensated Director”) and our Chief Executive Officer, who is also a director, did not receive any compensation for their service on the Board during 2025. Any reference to director compensation entitlements in this Proxy Statement refers to each of Messrs. Armstrong, Moak and Summe (each, a “Compensation-Eligible Director”), each of whom is not a Non-Compensated Director. If Mr. Farah is elected to the Board at the Annual Meeting, it is expected that he will initially be a Compensation-Eligible Director.

Cash Retainers

Each Compensation-Eligible Director may receive annual cash retainers as described in the table below for general availability and participation in meetings and conference calls of the Board, and for holding certain Board-related positions. We pay cash retainers to Compensation-Eligible Directors in quarterly installments following the annual meeting of stockholders each year and, unless otherwise determined by the Board, such cash retainers will be prorated for any partial year of service. We do not pay additional compensation for attending individual committee meetings of the Board, but all directors are reimbursed for reasonable and necessary out-of-pocket expenses incurred to attend Board and committee meetings or performing other services in their capacity as a director.

Equity Awards

Each Compensation-Eligible Director may receive an annual award of restricted stock units (“RSUs”) under the A&R 2021 LTIP having an aggregate grant date fair value of $175,000, which have historically been granted following the annual meeting of stockholders each year and vest in quarterly installments by the date of the next annual meeting of stockholders. The Board, in its discretion, may approve an RSU grant for any newly appointed Compensation-Eligible Director, which will be prorated for any partial year of service.

Flight Hours

Under the FHP, in 2025, each Compensation-Eligible Director was entitled to receive 25 flight hours on a King Air 350i aircraft ($84,400 estimated value) and we awarded five additional flight hours on a King Air 350i aircraft ($16,880 estimated value) to each Compensation-Eligible Director that served as the Chairperson of the Board or a Board committee. We determine the estimated value of the personal use of our aircraft as the incremental cost to Wheels Up per hour of flight based on the estimated variable operating costs for the applicable cabin class. If the Compensation-Eligible Director flies on an aircraft other than the cabin class on which flight hours have been granted, we reduce the total value of the flight hours then available for future use by the applicable hourly rate for the aircraft actually flown. We deposit flight hours on a quarterly basis following the Company’s annual meeting of stockholders. Any flight hours not utilized in the year of grant may be carried over to subsequent years, including after the resignation of a director unless the director becomes employed by or affiliated with a competitor to the Company, at which time any remaining flight hours are automatically forfeited. As a result, flight hours used in a given year may exceed flight hours awarded in that year due to the carryover of flight hours awarded in prior years. Directors may use Company aircraft or receive reimbursement for other travel methods to attend Board or committee meetings.

We also allow all directors to acquire Wheels Up’s products and services, including additional flight hours, at a price determined by the Board that are intended to be not less than the then-current direct operating cost to us.

Wheels Up Experience Inc. Proxy Statement & Notice of 2026 Annual Meeting of Stockholders 33

DIRECTOR COMPENSATION (continued)