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At WHEELS UP EXPERIENCE INC.'s 2 shareholder meetings in the 2023-2024 proxy season (held November 9, 2023 and June 6, 2024), 94 asset managers reported how they voted in their SEC Form N-PX filings, covering 322 separate fund positions. Their filings are grouped here into 14 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item of the season, voted at the meeting held June 6, 2024 — THE NON-BINDING, ADVISORY VOTE ON NAMED EXECUTIVE OFFICER COMPENSATION FOR THE FISCAL YEAR… — WHEELS UP EXPERIENCE INC.'s filing reports the proposal as approved, with 99.2% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: WHEELS UP EXPERIENCE INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 7, 2024.
Download data (CSV): ballot items · votes by manager · column guide.
Compiled from SEC Form N-PX filings and WHEELS UP EXPERIENCE INC.’s Form 8-K, filed June 7, 2024 (Item 5.07 on EDGAR). Page generated November 8, 2026.
Meeting of June 6, 2024: 9 items on WHEELS UP EXPERIENCE INC.’s Form 8-K, filed June 7, 2024: 5 approved · 4 without a stated outcome.
Meeting of November 9, 2023: 4 items on WHEELS UP EXPERIENCE INC.’s Form 8-K, filed November 16, 2023: 4 approved.
None.
Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided
Explore WHEELS UP EXPERIENCE INC. in the interactive database Compare manager voting policies
These tallies are WHEELS UP EXPERIENCE INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 7, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX. WHEELS UP EXPERIENCE INC. reported 2 meetings in this season; each is tabulated separately below, with its own filing.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Alain Bellemare | 428,989,782 | -- | -- | 143,299 | 6,196,152 | 99.9% | Not verified | — |
| Elect Director: Adam Cantor | 428,440,072 | -- | -- | 693,009 | 6,196,152 | 99.8% | Not verified | — |
| Elect Director: Zachary Lazar | 426,483,148 | -- | -- | 2,649,933 | 6,196,152 | 99.3% | Not verified | — |
| Elect Director: Lee Moak | 429,011,110 | -- | -- | 121,971 | 6,196,152 | 99.9% | Not verified | — |
| The Stockholders voted to approve the non-binding, advisory vote on named executive officer compensation for the fiscal year ended December 31, 2023 | 425,621,648 | 3,397,623 | 113,810 | -- | 6,196,152 | 99.2% | Approved | — |
| The Stockholders voted to ratify the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 | 434,994,694 | 195,060 | 139,479 | -- | -- | 99.9% | Approved | — |
| The Stockholders voted to approve the LTIP Amendment to increase the aggregate number of shares of Common Stock of the Company available for awards made under the Amended and Restated 2021 LTIP and extend the termination date of such plan to April | 428,603,604 | 462,790 | 66,687 | -- | 6,196,152 | 99.8% | Approved | — |
| The Stockholders voted to approve the CEO Performance Award and authorize the Company to issue up to 73,000,000 shares of Common Stock thereunder, subject to the satisfaction of the applicable vesting conditions under the CEO Performance Award, if | 425,610,885 | 3,498,574 | 23,622 | -- | 6,196,152 | 99.1% | Approved | — |
| The Stockholders voted to approve the CFO Performance Award and authorize the Company to issue up to 20,000,000 shares of Common Stock thereunder, subject to the satisfaction of the applicable vesting conditions under the CFO Performance Award, if | 425,591,285 | 3,515,333 | 26,463 | -- | 6,196,152 | 99.1% | Approved | — |
Source: WHEELS UP EXPERIENCE INC., Form 8-K, filed with the SEC on June 7, 2024 — read the filing on EDGAR.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| 1. To approve the Increased Authorized Common Stock Amendment | 114,772,211 | 479,174 | 26,229 | -- | -- | 99.5% | Approved | a supermajority of the shares outstanding |
| 2. To approve the Written Consent Amendment | 113,588,016 | 1,677,691 | 11,907 | -- | -- | 99% | Approved | — |
| 3. To approve the Supermajority Vote Removal Amendment | 113,630,040 | 1,631,521 | 16,053 | -- | -- | 99% | Approved | — |
| 4. To approve the Article XIII Amendment | 114,962,636 | 278,622 | 36,356 | -- | -- | 99.7% | Approved | — |
Source: WHEELS UP EXPERIENCE INC., Form 8-K, filed with the SEC on November 16, 2023 — read the filing on EDGAR.
Each item below shows how the 94 asset managers that disclosed a WHEELS UP EXPERIENCE INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of WHEELS UP EXPERIENCE INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.
Meeting held June 6, 2024.
Combines 3 wordings of this item as funds reported it.
99.8% Majority: yes · of votes cast
Description as filed by funds: Election of Class III Directors: Adam Cantor
WHEELS UP EXPERIENCE INC.’s own tally for this item (“Elect Director: Adam Cantor”): 428,440,072 for, 693,009 withheld, per its Form 8-K filed June 7, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.8% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 9 asset managers below reported 2,452,532 for, 20,370 withheld, 185 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,444,489 | 0 | 0 | 0 | For |
| Fidelity | 4,481 | 0 | 0 | 12,656 | Mixed |
| Dimensional | 0 | 0 | 0 | 7,169 | Withhold |
| EA Series Trust | 3,553 | 0 | 0 | 0 | For |
| Victory Capital | 0 | 0 | 0 | 452 | Withhold |
| John Hancock | 0 | 0 | 185 | 0 | Abstain |
| Nationwide | 0 | 0 | 0 | 93 | Withhold |
| Charles Schwab | 6 | 0 | 0 | 0 | For |
| EntrepreneurShares Series Trust | 3 | 0 | 0 | 0 | For |
Meeting held June 6, 2024.
Combines 3 wordings of this item as funds reported it.
99.9% Majority: yes · of votes cast
Description as filed by funds: Election of Class III Directors: Alain Bellemare
WHEELS UP EXPERIENCE INC.’s own tally for this item (“Elect Director: Alain Bellemare”): 428,989,782 for, 143,299 withheld, per its Form 8-K filed June 7, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.9% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 9 asset managers below reported 2,473,087 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,444,489 | 0 | 0 | 0 | For |
| Fidelity | 17,137 | 0 | 0 | 0 | For |
| Dimensional | 7,169 | 0 | 0 | 0 | For |
| EA Series Trust | 3,553 | 0 | 0 | 0 | For |
| Victory Capital | 452 | 0 | 0 | 0 | For |
| John Hancock | 185 | 0 | 0 | 0 | For |
| Nationwide | 93 | 0 | 0 | 0 | For |
| Charles Schwab | 6 | 0 | 0 | 0 | For |
| EntrepreneurShares Series Trust | 3 | 0 | 0 | 0 | For |
Meeting held June 6, 2024.
Combines 3 wordings of this item as funds reported it.
99.9% Majority: yes · of votes cast
Description as filed by funds: Election of Class III Directors: Lee Moak
WHEELS UP EXPERIENCE INC.’s own tally for this item (“Elect Director: Lee Moak”): 429,011,110 for, 121,971 withheld, per its Form 8-K filed June 7, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.9% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 9 asset managers below reported 2,473,087 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,444,489 | 0 | 0 | 0 | For |
| Fidelity | 17,137 | 0 | 0 | 0 | For |
| Dimensional | 7,169 | 0 | 0 | 0 | For |
| EA Series Trust | 3,553 | 0 | 0 | 0 | For |
| Victory Capital | 452 | 0 | 0 | 0 | For |
| John Hancock | 185 | 0 | 0 | 0 | For |
| Nationwide | 93 | 0 | 0 | 0 | For |
| Charles Schwab | 6 | 0 | 0 | 0 | For |
| EntrepreneurShares Series Trust | 3 | 0 | 0 | 0 | For |
Meeting held June 6, 2024.
Combines 3 wordings of this item as funds reported it.
99.3% Majority: yes · of votes cast
Description as filed by funds: Election of Class III Directors: Zachary Lazar
WHEELS UP EXPERIENCE INC.’s own tally for this item (“Elect Director: Zachary Lazar”): 426,483,148 for, 2,649,933 withheld, per its Form 8-K filed June 7, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.3% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 9 asset managers below reported 15,942 for, 2,457,145 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 0 | 0 | 0 | 2,444,489 | Withhold |
| Fidelity | 4,481 | 0 | 0 | 12,656 | Mixed |
| Dimensional | 7,169 | 0 | 0 | 0 | For |
| EA Series Trust | 3,553 | 0 | 0 | 0 | For |
| Victory Capital | 452 | 0 | 0 | 0 | For |
| John Hancock | 185 | 0 | 0 | 0 | For |
| Nationwide | 93 | 0 | 0 | 0 | For |
| Charles Schwab | 6 | 0 | 0 | 0 | For |
| EntrepreneurShares Series Trust | 3 | 0 | 0 | 0 | For |
Meeting held November 9, 2023.
Combines 3 wordings of this item as funds reported it.
99% Approved · of votes cast
Description as filed by funds: Approve the amendment and restatement of the Company's Certificate of Incorporation to permit the Company's stockholders to act by written consent without the calling of a meeting of the Company's stockholders.
WHEELS UP EXPERIENCE INC.’s own tally for this item (“2. To approve the Written Consent Amendment”): 113,588,016 for, 1,677,691 against — passed, per its Form 8-K filed November 16, 2023 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “As a result, the Company's stockholders approved the Written Consent Amendment.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 8 asset managers below reported 6 for, 425,382 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 0 | 327,615 | 0 | 0 | Against |
| Fidelity | 0 | 47,106 | 0 | 0 | Against |
| Invesco | 0 | 42,489 | 0 | 0 | Against |
| Dimensional | 0 | 7,805 | 0 | 0 | Against |
| John Hancock | 0 | 347 | 0 | 0 | Against |
| Victory Capital | 0 | 19 | 0 | 0 | Against |
| Charles Schwab | 6 | 0 | 0 | 0 | For |
| BlackRock | 0 | 1 | 0 | 0 | Against |
Meeting held November 9, 2023.
Combines 3 wordings of this item as funds reported it.
4% of fund votes cast · no official result
Description as filed by funds: Approve the amendment and restatement of the Company's Certificate of Incorporation to remove the requirement of an affirmative vote of the holders of two-thirds (2/3) of the outstanding voting shares to amend, alter, modify or repeal Article IV, Article V, Article VI, Article VII, Article VIII, Article XI or Article XII of the Certificate of Incorporation.
The 8 asset managers below reported 17,256 for, 408,132 against. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 0 | 327,615 | 0 | 0 | Against |
| Fidelity | 17,250 | 29,856 | 0 | 0 | Mixed |
| Invesco | 0 | 42,489 | 0 | 0 | Against |
| Dimensional | 0 | 7,805 | 0 | 0 | Against |
| John Hancock | 0 | 347 | 0 | 0 | Against |
| Victory Capital | 0 | 19 | 0 | 0 | Against |
| Charles Schwab | 6 | 0 | 0 | 0 | For |
| BlackRock | 0 | 1 | 0 | 0 | Against |
Meeting held November 9, 2023.
100% of fund votes cast · no official result
Description as filed by funds: Approve the amendment and restatement of the Company's Certificate of incorporation to replace the first three references to "Article XII" with "Certificate of Incorporation" in Article XIII of the Company's Certificate of Incorporation, the effect of which amendment will clarify that if any provision or provisions of the Certificate of Incorporation shall be held to be invalid, illegal or unenforceable, the remaining provisions of the Certificate of Incorporation will not be affected or impaired thereby.
The 6 asset managers below reported 425,035 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 327,615 | 0 | 0 | 0 | For |
| Fidelity | 47,106 | 0 | 0 | 0 | For |
| Invesco | 42,489 | 0 | 0 | 0 | For |
| Dimensional | 7,805 | 0 | 0 | 0 | For |
| Victory Capital | 19 | 0 | 0 | 0 | For |
| BlackRock | 1 | 0 | 0 | 0 | For |
Meeting held November 9, 2023.
Combines 2 wordings of this item as funds reported it.
100% of fund votes cast · no official result
Description as filed by funds: Approve the amendment and restatement of the Company s Certificate of Incorporation to replace the first three references to Article XIII with Certificate of Incorporation in Article XIII of the Company s Certificate of Incorporation, the effect of which amendment will clarify that if any provision or provisions of the Certificate of Incorporation shall be held to be invalid, illegal or unenforceable, the remaining provisions of the Certificate of Incorporation will not be affected or impaired thereby.
The 2 asset managers below reported 353 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| John Hancock | 347 | 0 | 0 | 0 | For |
| Charles Schwab | 6 | 0 | 0 | 0 | For |
Meeting held June 6, 2024.
Combines 4 wordings of this item as funds reported it.
99.1% Approved · of votes cast
Description as filed by funds: Approval of the Wheels Up Experience Inc. Performance Award Agreement, dated as of March 3, 2024 (the "CFO Performance Award"), granted to Todd Smith, the Company's Chief Financial Officer, and to authorize the Company to issue up to 20,000,000 shares of Common Stock thereunder, subject to the satisfaction of the applicable vesting conditions under the CFO Performance Award, if at all.
WHEELS UP EXPERIENCE INC.’s own tally for this item (“Proposal 6: The Stockholders voted to approve the CFO Performance Award and authorize the Company to issue up to 20,000,000 shares of Common Stock thereunder, subject to the satisfaction of the applicable vesting conditi”): 425,591,285 for, 3,515,333 against — passed, per its Form 8-K filed June 7, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The Stockholders voted to approve the CFO Performance Award and authorize the Company to issue up to 20,000,000 shares of Common Stock thereunder, subject to the satisfaction of the applicable vesting conditions under the CFO Performance Award, if at all:”
Support: 99.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 10 asset managers below reported 8,037 for, 2,465,050 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 0 | 2,444,489 | 0 | 0 | Against |
| Fidelity | 4,481 | 12,656 | 0 | 0 | Mixed |
| Dimensional | 0 | 7,169 | 0 | 0 | Against |
| EA Series Trust | 3,553 | 0 | 0 | 0 | For |
| Victory Capital | 0 | 452 | 0 | 0 | Against |
| John Hancock | 0 | 185 | 0 | 0 | Against |
| Nationwide | 0 | 93 | 0 | 0 | Against |
| Charles Schwab | 0 | 6 | 0 | 0 | Against |
| EntrepreneurShares Series Trust | 3 | 0 | 0 | 0 | For |
| OARSMAN CAPITAL, INC. | 0 | 0 | 0 | 0 | -- |
Meeting held June 6, 2024.
Combines 4 wordings of this item as funds reported it.
99.1% Approved · of votes cast
Description as filed by funds: Approval of the Wheels Up Experience Inc. Performance Award agreement, dated as of November 30, 2023 (the "CEO Performance Award"), granted to George Mattson, the Company's Chief Executive Officer, and to authorize the Company to issue up to 73,000,000 shares of Common Stock thereunder, subject to the satisfaction of the applicable vesting conditions under the CEO Performance Award, if at all.
WHEELS UP EXPERIENCE INC.’s own tally for this item (“Proposal 5: The Stockholders voted to approve the CEO Performance Award and authorize the Company to issue up to 73,000,000 shares of Common Stock thereunder, subject to the satisfaction of the applicable vesting conditi”): 425,610,885 for, 3,498,574 against — passed, per its Form 8-K filed June 7, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The Stockholders voted to approve the CEO Performance Award and authorize the Company to issue up to 73,000,000 shares of Common Stock thereunder, subject to the satisfaction of the applicable vesting conditions under the CEO Performance Award, if at all:”
Support: 99.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 10 asset managers below reported 3,556 for, 2,469,531 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 0 | 2,444,489 | 0 | 0 | Against |
| Fidelity | 0 | 17,137 | 0 | 0 | Against |
| Dimensional | 0 | 7,169 | 0 | 0 | Against |
| EA Series Trust | 3,553 | 0 | 0 | 0 | For |
| Victory Capital | 0 | 452 | 0 | 0 | Against |
| John Hancock | 0 | 185 | 0 | 0 | Against |
| Nationwide | 0 | 93 | 0 | 0 | Against |
| Charles Schwab | 0 | 6 | 0 | 0 | Against |
| EntrepreneurShares Series Trust | 3 | 0 | 0 | 0 | For |
| OARSMAN CAPITAL, INC. | 0 | 0 | 0 | 0 | -- |
Meeting held November 9, 2023.
Combines 3 wordings of this item as funds reported it.
99.5% Approved · of votes cast
Description as filed by funds: Approve the amendment and restatement of Wheels Up Experience Inc.'s (the "Company") Certificate of Incorporation, dated as of July 13, 2021 (the "Original Certificate of incorporation"), as amended by the Certificate of Amendment to the Certificate of Incorporation of the Company, dated as of June 7, 2023 (together with the Original Certificate of incorporation, the "Certificate of Incorporation") to increase the number of authorized shares of Class A common stock, $0.0001 par value per share, of the Company ("Common Stock") available for issuance from 250,000,000 to 1,500,000,000.
WHEELS UP EXPERIENCE INC.’s own tally for this item (“1. To approve the Increased Authorized Common Stock Amendment”): 114,772,211 for, 479,174 against — passed, per its Form 8-K filed November 16, 2023 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “As a result, the Company's stockholders approved the Increased Authorized Common Stock Amendment.”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a supermajority of the shares outstanding (“86.9% of the shares of Common Stock outstanding”).
The 8 asset managers below reported 425,382 for, 6 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 327,615 | 0 | 0 | 0 | For |
| Fidelity | 47,106 | 0 | 0 | 0 | For |
| Invesco | 42,489 | 0 | 0 | 0 | For |
| Dimensional | 7,805 | 0 | 0 | 0 | For |
| John Hancock | 347 | 0 | 0 | 0 | For |
| Victory Capital | 19 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 6 | 0 | 0 | Against |
| BlackRock | 1 | 0 | 0 | 0 | For |
Meeting held June 6, 2024.
Combines 3 wordings of this item as funds reported it.
99.8% Approved · of votes cast
Description as filed by funds: Approval of an amendment to the Wheels Up Experience Inc. 2021 Long-Term Incentive Plan, as amended and restated April 1, 2023, to increase the aggregate number of shares of the Company's Class A common stock, $0.0001 par value per share ("Common Stock"), available for awards made thereunder and extend the termination date of such plan to April 15, 2034.
WHEELS UP EXPERIENCE INC.’s own tally for this item (“Proposal 4: The Stockholders voted to approve the LTIP Amendment to increase the aggregate number of shares of Common Stock of the Company available for awards made under the Amended and Restated 2021 LTIP and extend the”): 428,603,604 for, 462,790 against — passed, per its Form 8-K filed June 7, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The Stockholders voted to approve the LTIP Amendment to increase the aggregate number of shares of Common Stock of the Company available for awards made under the Amended and Restated 2021 LTIP and extend the termination date of such plan to April 15, 2034:”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 9 asset managers below reported 2,460,425 for, 12,662 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,444,489 | 0 | 0 | 0 | For |
| Fidelity | 4,481 | 12,656 | 0 | 0 | Mixed |
| Dimensional | 7,169 | 0 | 0 | 0 | For |
| EA Series Trust | 3,553 | 0 | 0 | 0 | For |
| Victory Capital | 452 | 0 | 0 | 0 | For |
| John Hancock | 185 | 0 | 0 | 0 | For |
| Nationwide | 93 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 6 | 0 | 0 | Against |
| EntrepreneurShares Series Trust | 3 | 0 | 0 | 0 | For |
Meeting held June 6, 2024.
Combines 9 wordings of this item as funds reported it.
99.2% Approved · of votes cast
Description as filed by funds: THE NON-BINDING, ADVISORY VOTE ON NAMED EXECUTIVE OFFICER COMPENSATION FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023.
WHEELS UP EXPERIENCE INC.’s own tally for this item (“Proposal 2: The Stockholders voted to approve the non-binding, advisory vote on named executive officer compensation for the fiscal year ended December 31, 2023:”): 425,621,648 for, 3,397,623 against — passed, per its Form 8-K filed June 7, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The Stockholders voted to approve the non-binding, advisory vote on named executive officer compensation for the fiscal year ended December 31, 2023:”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 93 asset managers below reported 413,796,292 for, 2,977,598 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| DELTA AIR LINES, INC. | 263,369,307 | 0 | 0 | 0 | For |
| Knighthead Capital Management, LLC | 126,885,060 | 0 | 0 | 0 | For |
| Baron Financial Group, LLC | 22,900,000 | 0 | 0 | 0 | For |
| Vanguard | 0 | 2,450,807 | 0 | 0 | Against |
| Goldman Sachs | 586,853 | 0 | 0 | 0 | For |
| MARSHALL WACE, LLP | 0 | 71,788 | 0 | 0 | Against |
| John Hancock | 0 | 70,056 | 0 | 0 | Against |
| BlackRock | 70 | 66,056 | 0 | 0 | Against |
| BALYASNY ASSET MANAGEMENT L.P. | 0 | 61,412 | 0 | 0 | Against |
| Fidelity | 0 | 36,227 | 0 | 0 | Against |
| Northern Trust | 36,175 | 0 | 0 | 0 | For |
| UMB Bank, n.a. | 0 | 26,660 | 0 | 0 | Against |
| AUGUSTINE ASSET MANAGEMENT INC | 0 | 24,640 | 0 | 0 | Against |
| MSD Partners, L.P. | 0 | 20,000 | 0 | 0 | Against |
| State Street | 0 | 17,987 | 0 | 0 | Against |
| Baird | 0 | 16,030 | 0 | 0 | Against |
| BNY Mellon | 0 | 15,850 | 0 | 0 | Against |
| HighTower Advisors, LLC | 0 | 13,462 | 0 | 0 | Against |
| BROWN BROTHERS HARRIMAN & CO | 0 | 10,358 | 0 | 0 | Against |
| PNC BANK, NATIONAL ASSOCIATION | 0 | 9,394 | 0 | 0 | Against |
| Two Sigma | 0 | 8,062 | 0 | 0 | Against |
| Dimensional | 0 | 7,169 | 0 | 0 | Against |
| TRUIST FINANCIAL CORP | 0 | 6,995 | 0 | 0 | Against |
| Corient Private Wealth LLC | 2,953 | 3,920 | 0 | 0 | Mixed |
| Man Group plc | 0 | 6,257 | 0 | 0 | Against |
Showing the 25 largest of 93 asset managers. All 93 are in the interactive database (link above).
Meeting held June 6, 2024.
Combines 3 wordings of this item as funds reported it.
99.9% Approved · of votes cast
Description as filed by funds: Ratification of the appointment of Grant Thornton LLP as the independent registered public accounting firm of Wheels Up Experience Inc. (the "Company") for the fiscal year ending December 31, 2024.
WHEELS UP EXPERIENCE INC.’s own tally for this item (“Proposal 3: The Stockholders voted to ratify the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024:”): 434,994,694 for, 195,060 against — passed, per its Form 8-K filed June 7, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The Stockholders voted to ratify the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024:”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 9 asset managers below reported 2,473,087 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,444,489 | 0 | 0 | 0 | For |
| Fidelity | 17,137 | 0 | 0 | 0 | For |
| Dimensional | 7,169 | 0 | 0 | 0 | For |
| EA Series Trust | 3,553 | 0 | 0 | 0 | For |
| Victory Capital | 452 | 0 | 0 | 0 | For |
| John Hancock | 185 | 0 | 0 | 0 | For |
| Nationwide | 93 | 0 | 0 | 0 | For |
| Charles Schwab | 6 | 0 | 0 | 0 | For |
| EntrepreneurShares Series Trust | 3 | 0 | 0 | 0 | For |
Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 697,303,159 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 0.35% |
| 2 | Fidelity | <0.01% |
| 3 | Dimensional | <0.01% |
| 4 | EA Series Trust | <0.01% |
| 5 | Victory Capital | <0.01% |
| 6 | John Hancock | <0.01% |
| 7 | Nationwide | <0.01% |
| 8 | Charles Schwab | <0.01% |
| 9 | EntrepreneurShares Series Trust | <0.01% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | DELTA AIR LINES, INC. | 37.77% |
| 2 | Knighthead Capital Management, LLC | 18.20% |
| 3 | Baron Financial Group, LLC | 3.28% |
| 4 | Goldman Sachs | 0.08% |
| 5 | MARSHALL WACE, LLP | 0.01% |
| 6 | John Hancock | 0.01% |
| 7 | BlackRock | <0.01% |
| 8 | BALYASNY ASSET MANAGEMENT L.P. | <0.01% |
| 9 | Northern Trust | <0.01% |
| 10 | UMB Bank, n.a. | <0.01% |
As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.
| Holder | % outstanding | Disclosure |
|---|---|---|
| Delta Air Lines, Inc. | 37.77% | DEF14A |
| CK Wheels LLC | 37.02% | DEF14A |
| Cox Investment Holdings, Inc. | 12.34% | DEF14A |
| Whitebox Advisors LLC | 6.17% | DEF14A |
| Vanguard Group | 0.52% | 13F |
| BlackRock | 0.19% | 13F |
| Millennium Management | 0.15% | 13F |
| David Adelman | 0.05% | DEF14A |
| Timothy Armstrong | 0.03% | DEF14A |
| Geode Capital | 0.03% | 13F |
Percentages above are of 697,303,159 shares outstanding, as reported by WHEELS UP EXPERIENCE INC. on its Form 10-Q dated May 6, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from WHEELS UP EXPERIENCE INC.’s 10-Q dated May 6, 2024. This page is a static snapshot rebuilt weekly on November 8, 2026; a live search always shows the current data.
WHEELS UP EXPERIENCE INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.
proxyvotesnow.com, “WHEELS UP EXPERIENCE (UP) 2023-2024 Shareholder Meetings: Vote Results”, https://proxyvotesnow.com/company/wheels-up-experience-inc/2024 (version of November 8, 2026). Derived from SEC Form N-PX and Form 8-K filings; tables licensed CC BY 4.0. Licence: CC BY 4.0.