SC 13G/A: Wheels Up Experience Inc.

AI Summary

SC 13G/A filing by Wheels Up Experience Inc..

Risk Assessment

Risk Level: low

FAQ

Key Financial Figures

• $0.0001 — ssuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securitie

Filing Documents

• ef20036167_sc13ga.htm (SC 13G/A) — 95KB
• 0001140361-24-041657.txt ( ) — 96KB

From the Filing

SC 13G/A 1 ef20036167_sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Wheels Up Experience Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 96328L205 (CUSIP Number) September 13, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: Rule 13d-1(b) Rule 13d-1(c) Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 96328L205 1 NAMES OF REPORTING PERSONS Whitebox Advisors LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 0 6 SHARED VOTING POWER 9,558,330 (see item 4) 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 43,028,201 (see item 4) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 43,028,201 (see item 4) 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.2% (see item 4) 12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IA CUSIP No. 96328L205 1 NAMES OF REPORTING PERSONS Whitebox General Partner LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 0 6 SHARED VOTING POWER 9,558,330 (see item 4) 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 43,028,201 (see item 4) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 43,028,201 (see item 4) 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.2% (see item 4) 12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO CUSIP No. 96328L205 Item 1. (a). Name of Issuer: Wheels Up Experience Inc. (the "Issuer") (b). Address of Issuer's principal executive offices: 2135 American Way, Chamblee, GA 30341 Item 2. (a). Name of person filing: This statement is filed by: (i) Whitebox Advisors LLC, a Delaware limited liability company ("WA"); and (ii) Whitebox General Partner LLC, a Delaware limited liability company ("WGP"). (b). Address or principal business office or, if none, residence: The address of the business office of WA and WGP is: 3033 Excelsior Boulevard Suite 500 Minneapolis, MN 55416 (c). Citizenship: WA and WGP are organized under the laws of the State of Delaware. (d). Title of class of securities: Class A Common Stock, par value $0.0001 per share ("Class A Common Stock") (e). CUSIP No.: 96328L205 Item 3. If This Statement is filed pursuant to .240.13d-1(b) or 240.13d-2(b), or (c), check whether the person filing is a (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). (e) An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E); (f) An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F); (g) A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G); (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813); (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J); (k) Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J), please specify the type of institution: CUSIP No. 96328L205 Item 4. (a) Amount beneficially owned: Each of WA and WGP is deemed to be the beneficial owner of 43,028,201 shares of Class A Common Stock, as a result of WA's clients' ownership of 43,028,201 shares of Class A Common Stock. The voting rights over the shares of

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