Wheels Up Experience Inc.
For the period ended Nov 3, 2026. Filed Nov 5, 2026.
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A notice of a major event between regular reports, such as results, a deal or a change of executives. It is often the first formal record of the news.
Nov 3, 2026 · Filed Nov 5, 2026
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Contents
EX-99.3 · Cautionary Note Regarding Forward-Looking Statements
Cautionary Note Regarding Forward-Looking Statements
This press release contains certain “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to known and unknown risks, uncertainties, assumptions, and other important factors, many of which are outside of the control of Wheels Up Experience Inc. (“Wheels Up”, “our”, “us”, “we” or the “Company”). These forward-looking statements include, but are not limited to, statements regarding: (i) the Company’s plans and ability to acquire the new Embraer Phenom 300E aircraft described herein (the “New Phenoms”) pursuant to the terms and conditions of the Purchase Agreement entered into with Embraer Executive Aircraft, Inc., the expected delivery timeline, cost and financing plans to acquire such aircraft, and the anticipated future business, financial and operational benefits to the Company from any acquisition of the New Phenoms; and (ii) the Company’s fleet strategy, future member and customer demand for flight services, operating performance, and business, financial and growth plans. The words “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “future,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “strive,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that statement is not forward-looking. The Company has identified certain known material risk factors applicable to the Company under Part I, Item 1A “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the U.S. Securities and Exchange Commission (“SEC”) on March 10, 2026, under Part II, Item 1A “Risk Factors” in the Company’s Quarterly Report on Form 10-Q for the three months ended June 30, 2026 filed with the SEC on August 5, 2026, and the Company’s other filings with the SEC from time to time. You are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Except as required by law, the Company does not intend to update any of these forward-looking statements after the date of this press release.
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