Wheels Up Experience Inc. Material Event - What Happened

Hey there! Let's catch up on what's been going on with Wheels Up, the private jet company. Think of this as me explaining the news to you over coffee, without all the confusing business talk.

---

1. What happened? (The actual event, in plain English)

Okay, so Wheels Up, the company that lets you book private jets, got a huge financial lifeline around August 14, 2023. Basically, they were running low on cash and needed a big boost to stay in business. A group of important partners, including Delta Air Lines (which already owns a piece of Wheels Up), Certares (a big travel investment firm), and Knighthead Capital Management (a financial company), stepped in and pumped a massive amount of money into the company. This deal essentially saved Wheels Up from potentially going out of business.

More recently, on December 17, 2025, Wheels Up received some tough news from the New York Stock Exchange (NYSE). Their stock price has been trading below $1.00 per share for too long (specifically, an average of less than $1.00 over 30 consecutive trading days). This is a big no-no for companies listed on the NYSE, and they received a formal notice that they're not meeting the exchange's listing requirements. To fix this, the company is considering a "reverse stock split," which is a way to boost their share price by combining existing shares.

2. When did it happen?

The big financial rescue package was officially announced and put into motion around August 14, 2023. The recent notice from the NYSE about the low stock price was received on December 17, 2025.

3. Why did it happen? (The backstory)

Wheels Up has been having a tough time lately. After the initial boom in private jet travel during the pandemic, things got harder. They were spending more money than they were bringing in, and their business model wasn't quite working out as planned. They were losing a lot of cash, and their stock price had dropped significantly. Without the new money in August 2023, they were facing a serious risk of not being able to pay their bills and keep their planes flying.

The low stock price that led to the NYSE notice is a direct result of the company's ongoing struggles. Even after the rescue package, Wheels Up has continued to face challenges in turning its business around and becoming profitable. Investors haven't been confident in its future, leading to the stock price dropping significantly and staying low.

4. Why does this matter? (The "so what?")

The August 2023 rescue was a really big deal because it meant Wheels Up got to continue operating. Without that cash injection, the company might have gone bankrupt, which would have been a huge mess for everyone involved. It was a second chance for the company.

This new notice from the NYSE is also a big deal. If Wheels Up can't get its stock price back above $1.00 within six months, it risks being delisted from the NYSE. Delisting can make it much harder for investors to buy and sell shares, and it often signals serious trouble for a company. It's another significant hurdle Wheels Up needs to overcome to prove it can be a stable, successful business.

5. Who is affected?

• Customers (Members): The August 2023 rescue was good news, as it meant your memberships and flight credits were much safer. The current stock price issue doesn't directly impact your ability to fly, but the company's overall stability is still important for reliable service.
• Employees: Their jobs were made more secure by the August 2023 deal. The ongoing challenges and the delisting threat mean the company is still under pressure, but the efforts to regain compliance are aimed at maintaining stability.
• Existing Investors (People who owned Wheels Up stock before these events): This is a bit of a mixed bag, and mostly tough news. While the company was saved in August 2023, the new money came with a cost, significantly reducing the value of old shares. Now, the low stock price and the threat of delisting add another layer of concern. A reverse stock split, while potentially saving the listing, doesn't change the underlying value of the company and can sometimes be seen negatively by investors.
• New Investors (Delta, Certares, Knighthead): They now own a big chunk of Wheels Up and have a lot of say in how the company is run. Their investment is still at risk if the company can't turn around and maintain its listing.

6. What happens next? (Looking ahead)

Immediately after the August 2023 deal, Wheels Up focused on stabilizing its finances. They're working on becoming more efficient, cutting unnecessary costs, and improving their service.

Specifically regarding the stock price issue, Wheels Up has six months from December 17, 2025 (so until mid-June 2026) to get its stock price back up. They're considering a "reverse stock split" as a primary way to do this. This means they would combine multiple existing shares into one new share, which would artificially boost the per-share price. For example, if they did a 1-for-10 split, every 10 shares you own would become 1 share, but that new share would theoretically be worth 10 times more. While this helps meet the NYSE requirement, it doesn't change the overall value of the company or your total investment. The Board still needs to officially approve this, but it's a strong possibility. The goal is to stop losing money and eventually become a profitable company. It won't be an overnight fix, but they now have the resources to try.

7. What should investors/traders know? (Practical takeaways)

• Survival, but dilution: The company survived the initial cash crunch, which is a positive. However, if you owned Wheels Up stock (ticker: UP) before the August 2023 deal, your shares are now worth significantly less because the new investors received a huge amount of new shares, diluting the value of existing ones.
• Delisting Risk: The company is now officially on notice for potential delisting from the NYSE due to its low stock price. This is a serious concern that could impact the ease of trading the stock.
• Reverse Stock Split Likely: Expect a reverse stock split to be announced and implemented within the next six months. While it will increase the per-share price, it's a cosmetic change and doesn't inherently improve the company's financial health. It's a tactic to maintain listing, not a solution to operational problems.
• High risk, potential reward: While the company has a lifeline, it's still a turnaround story with significant challenges. For new investors, it might be seen as a high-risk, potentially high-reward situation if the company successfully executes its turnaround plan and overcomes the delisting threat.
• Watch for operational improvements: Keep an eye on news about how Wheels Up is improving its operations, managing costs, and attracting/retaining customers. These will be key indicators of whether the turnaround is working, beyond just the stock price.
• Delta's influence: Delta Air Lines now has a much stronger influence. Their involvement could bring stability and operational expertise, but also means Wheels Up's strategy might align more closely with Delta's broader travel goals.