Home › Companies › Wheels Up Experience Inc. › 2025-2026
At Wheels Up Experience Inc.'s shareholder meeting held June 9, 2026, in the 2025-2026 proxy season, 82 asset managers reported how they voted on 7 ballot items in their SEC Form N-PX filings, covering 246 separate fund positions. On the most widely held item on that ballot — The non-binding, advisory vote to approve named executive officer compensation for the fiscal… — Wheels Up Experience Inc.'s filing reports the proposal as approved, with 99.4% 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 10, 2026.
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 10, 2026 (Item 5.07 on EDGAR). Page generated November 8, 2026.
Meeting of June 9, 2026: 7 items on Wheels Up Experience Inc.’s Form 8-K, filed June 10, 2026: 3 approved · 4 without a stated outcome.
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 10, 2026 (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.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Andrew Davis | 506,447,451 | -- | -- | 1,356,473 | 39,845,045 | 99.7% | Not verified | — |
| Elect Director: Roger Farah | 507,002,005 | -- | -- | 801,919 | 39,845,045 | 99.8% | Not verified | — |
| Elect Director: George Mattson | 506,965,589 | -- | -- | 838,335 | 39,845,045 | 99.8% | Not verified | — |
| Elect Director: Gregory Summe | 507,108,505 | -- | -- | 695,419 | 39,835,045 | 99.8% | Not verified | — |
| The Stockholders voted to approve the non-binding, advisory vote to approve named executive officer compensation for the fiscal year ended December 31, 2025 | 504,699,609 | 2,937,327 | 166,988 | -- | 39,845,045 | 99.4% | Approved | — |
| The Stockholders voted to ratify, on a non-binding, advisory basis, the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026 | 544,018,799 | 3,043,148 | 587,022 | -- | -- | 99.4% | 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 A&R 2021 LTIP and extend the termination date of such plan to March 31, 2036 | 504,934,147 | 2,788,304 | 81,473 | -- | 39,845,045 | 99.4% | Approved | — |
Source: Wheels Up Experience Inc., Form 8-K, filed with the SEC on June 10, 2026 — read the filing on EDGAR.
Each item below shows how the 82 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.
Combines 4 wordings of this item as funds reported it.
99.7% Majority: yes · of votes cast
Description as filed by funds: Election of Class II directors to serve a term ending at Wheels Up Experience Inc.'s (the "Company") 2029 annual meeting of stockholders: Andrew Davis
Wheels Up Experience Inc.’s own tally for this item (“Elect Director: Andrew Davis”): 506,447,451 for, 1,356,473 withheld, per its Form 8-K filed June 10, 2026 (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: 99.7% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 9 asset managers below reported 919,126 for, 727 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Charles Schwab | 573,938 | 0 | 0 | 0 | For |
| Vanguard | 312,975 | 0 | 0 | 0 | For |
| Fidelity | 27,865 | 0 | 0 | 0 | For |
| Victory Capital | 2,579 | 0 | 0 | 0 | For |
| BlackRock | 0 | 0 | 727 | 0 | Abstain |
| Goldman Sachs | 593 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund III | 568 | 0 | 0 | 0 | For |
| Northern Trust | 456 | 0 | 0 | 0 | For |
| John Hancock | 152 | 0 | 0 | 0 | For |
Combines 4 wordings of this item as funds reported it.
99.8% Majority: yes · of votes cast
Description as filed by funds: Election of Class II directors to serve a term ending at Wheels Up Experience Inc.'s (the "Company") 2029 annual meeting of stockholders: George Mattson
Wheels Up Experience Inc.’s own tally for this item (“Elect Director: George Mattson”): 506,965,589 for, 838,335 withheld, per its Form 8-K filed June 10, 2026 (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 919,284 for, 568 withheld, 1 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Charles Schwab | 573,938 | 0 | 0 | 0 | For |
| Vanguard | 312,974 | 0 | 1 | 0 | For |
| Fidelity | 27,865 | 0 | 0 | 0 | For |
| Victory Capital | 2,579 | 0 | 0 | 0 | For |
| BlackRock | 727 | 0 | 0 | 0 | For |
| Goldman Sachs | 593 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund III | 0 | 0 | 0 | 568 | Withhold |
| Northern Trust | 456 | 0 | 0 | 0 | For |
| John Hancock | 152 | 0 | 0 | 0 | For |
Combines 4 wordings of this item as funds reported it.
99.8% Majority: yes · of votes cast
Description as filed by funds: Election of Class II directors to serve a term ending at Wheels Up Experience Inc.'s (the "Company") 2029 annual meeting of stockholders: Gregory Summe
Wheels Up Experience Inc.’s own tally for this item (“Elect Director: Gregory Summe”): 507,108,505 for, 695,419 withheld, per its Form 8-K filed June 10, 2026 (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 919,853 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Charles Schwab | 573,938 | 0 | 0 | 0 | For |
| Vanguard | 312,975 | 0 | 0 | 0 | For |
| Fidelity | 27,865 | 0 | 0 | 0 | For |
| Victory Capital | 2,579 | 0 | 0 | 0 | For |
| BlackRock | 727 | 0 | 0 | 0 | For |
| Goldman Sachs | 593 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund III | 568 | 0 | 0 | 0 | For |
| Northern Trust | 456 | 0 | 0 | 0 | For |
| John Hancock | 152 | 0 | 0 | 0 | For |
Combines 4 wordings of this item as funds reported it.
99.8% Majority: yes · of votes cast
Description as filed by funds: Election of Class II directors to serve a term ending at Wheels Up Experience Inc.'s (the "Company") 2029 annual meeting of stockholders: Roger Farah
Wheels Up Experience Inc.’s own tally for this item (“Elect Director: Roger Farah”): 507,002,005 for, 801,919 withheld, per its Form 8-K filed June 10, 2026 (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 919,853 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Charles Schwab | 573,938 | 0 | 0 | 0 | For |
| Vanguard | 312,975 | 0 | 0 | 0 | For |
| Fidelity | 27,865 | 0 | 0 | 0 | For |
| Victory Capital | 2,579 | 0 | 0 | 0 | For |
| BlackRock | 727 | 0 | 0 | 0 | For |
| Goldman Sachs | 593 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund III | 568 | 0 | 0 | 0 | For |
| Northern Trust | 456 | 0 | 0 | 0 | For |
| John Hancock | 152 | 0 | 0 | 0 | For |
Combines 2 wordings of this item as funds reported it.
99.4% 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 (as previously amended by Amendment No. 1 thereto and Amendment No. 2 thereto, the "A&R 2021 LTIP"), to increase the aggregate number of shares of the Company's Class A common stock, $0.0001 par value per share available for awards made under the A&R 2021 LTIP and extend the termination date of such plan to March 31, 2036.
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 A&R 2021 LTIP and extend the termination date”): 504,934,147 for, 2,788,304 against — passed, per its Form 8-K filed June 10, 2026 (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 A&R 2021 LTIP and extend the termination date of such plan to March 31, 2036:”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 9 asset managers below reported 915,611 for, 4,242 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Charles Schwab | 573,938 | 0 | 0 | 0 | For |
| Vanguard | 312,488 | 487 | 0 | 0 | For |
| Fidelity | 27,865 | 0 | 0 | 0 | For |
| Victory Capital | 0 | 2,579 | 0 | 0 | Against |
| BlackRock | 727 | 0 | 0 | 0 | For |
| Goldman Sachs | 593 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund III | 0 | 568 | 0 | 0 | Against |
| Northern Trust | 0 | 456 | 0 | 0 | Against |
| John Hancock | 0 | 152 | 0 | 0 | Against |
Combines 6 wordings of this item as funds reported it.
99.4% Approved · of votes cast
Description as filed by funds: The non-binding, advisory vote to approve named executive officer compensation for the fiscal year ended December 31, 2025.
Wheels Up Experience Inc.’s own tally for this item (“Proposal 2: The Stockholders voted to approve the non-binding, advisory vote to approve named executive officer compensation for the fiscal year ended December 31, 2025:”): 504,699,609 for, 2,937,327 against — passed, per its Form 8-K filed June 10, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The Stockholders voted to approve the non-binding, advisory vote to approve named executive officer compensation for the fiscal year ended December 31, 2025:”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Charles Schwab | 0 | 573,938 | 0 | 0 | Against |
| Vanguard | 367 | 312,608 | 0 | 0 | Against |
| Fidelity | 0 | 27,865 | 0 | 0 | Against |
| Victory Capital | 0 | 2,579 | 0 | 0 | Against |
| BlackRock | 727 | 0 | 0 | 0 | For |
| Goldman Sachs | 593 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund III | 0 | 568 | 0 | 0 | Against |
| Northern Trust | 0 | 456 | 0 | 0 | Against |
| John Hancock | 0 | 152 | 0 | 0 | Against |
Fund voting reports, all 9 managers: 1,687 for, 918,166 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| WHITEBOX ADVISORS LLC | 23,832,927 | 0 | 0 | 0 | For |
| DELTA AIR LINES, INC. | 13,168,465 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 574,196 | 0 | 0 | Against |
| State Street | 368,718 | 797 | 0 | 0 | For |
| BlackRock | 205,030 | 108 | 0 | 0 | For |
| Northern Trust | 0 | 103,757 | 0 | 0 | Against |
| Vanguard | 0 | 70,556 | 0 | 0 | Against |
| BLAIR WILLIAM & CO/IL | 0 | 46,155 | 0 | 0 | Against |
| STIFEL NICOLAUS & CO INC \MO\ | 0 | 36,065 | 0 | 0 | Against |
| GEODE CAPITAL MANAGEMENT, LLC | 0 | 31,722 | 0 | 0 | Against |
| AUGUSTINE ASSET MANAGEMENT INC | 0 | 24,640 | 0 | 0 | Against |
| MELLON INVESTMENTS Corp | 0 | 22,556 | 0 | 0 | Against |
| CIBC Asset Management Inc | 0 | 21,442 | 0 | 0 | Against |
| HighTower Advisors, LLC | 0 | 18,960 | 0 | 0 | Against |
| BROWN BROTHERS HARRIMAN & CO | 0 | 10,358 | 0 | 0 | Against |
| Summit Trail Advisors, LLC | 0 | 10,161 | 0 | 0 | Against |
| MITCHELL MCLEOD PUGH & WILLIAMS INC | 0 | 10,060 | 0 | 0 | Against |
| Sageworth Trust Co | 9,570 | 0 | 0 | 0 | For |
| PNC BANK, NATIONAL ASSOCIATION | 0 | 9,394 | 0 | 0 | Against |
| MARSHALL WACE, LLP | 0 | 7,460 | 0 | 0 | Against |
| TRUIST FINANCIAL CORP | 0 | 6,295 | 0 | 0 | Against |
| Corient Private Wealth LP | 1,578 | 3,217 | 0 | 0 | Mixed |
| Elyxium Wealth, LLC | 0 | 4,700 | 0 | 0 | Against |
| Edward D. Jones & Co., L.P. | 0 | 4,339 | 0 | 0 | Against |
| MANUFACTURERS & TRADERS TRUST CO | 0 | 3,850 | 0 | 0 | Against |
No total is shown for the institutional-manager reports: their sum exceeds the company's reported shares outstanding. Showing the 25 largest; every one is in the interactive database (link above).
99.4% Approved · of votes cast
Description as filed by funds: RATIFICATION, ON A NON-BINDING, ADVISORY BASIS, OF THE APPOINTMENT OF GRANT THORNTON LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2026.
Wheels Up Experience Inc.’s own tally for this item (“Proposal 3: The Stockholders voted to ratify, on a non-binding, advisory basis, the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31,”): 544,018,799 for, 3,043,148 against — passed, per its Form 8-K filed June 10, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The Stockholders voted to ratify, on a non-binding, advisory basis, the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026:”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 9 asset managers below reported 918,798 for, 1,055 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Charles Schwab | 573,938 | 0 | 0 | 0 | For |
| Vanguard | 312,488 | 487 | 0 | 0 | For |
| Fidelity | 27,865 | 0 | 0 | 0 | For |
| Victory Capital | 2,579 | 0 | 0 | 0 | For |
| BlackRock | 727 | 0 | 0 | 0 | For |
| Goldman Sachs | 593 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund III | 0 | 568 | 0 | 0 | Against |
| Northern Trust | 456 | 0 | 0 | 0 | For |
| John Hancock | 152 | 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 36,229,137 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Charles Schwab | 1.58% |
| 2 | Vanguard | 0.86% |
| 3 | Fidelity | 0.08% |
| 4 | Victory Capital | <0.01% |
| 5 | BlackRock | <0.01% |
| 6 | Goldman Sachs | <0.01% |
| 7 | Advisors' Inner Circle Fund III | <0.01% |
| 8 | Northern Trust | <0.01% |
| 9 | John Hancock | <0.01% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | WHITEBOX ADVISORS LLC | 65.78% |
| 2 | DELTA AIR LINES, INC. | 36.35% |
| 3 | Charles Schwab | 1.58% |
| 4 | State Street | 1.02% |
| 5 | BlackRock | 0.57% |
| 6 | Northern Trust | 0.29% |
| 7 | Vanguard | 0.19% |
| 8 | BLAIR WILLIAM & CO/IL | 0.13% |
| 9 | STIFEL NICOLAUS & CO INC \MO\ | 0.10% |
| 10 | GEODE CAPITAL MANAGEMENT, LLC | 0.09% |
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. | 36.35% | 13D |
| Vanguard Group | 10.72% | 13F |
| BlackRock | 3.56% | 13F |
| Geode Capital | 2.87% | 13F |
| WHITEBOX ADVISORS LLC | 2.82% | 13G |
| Kore Advisors LP | 2.13% | 13G |
| Charles Schwab | 1.58% | 13F |
| Timothy Armstrong | 1.15% | DEF14A |
| State Street | 1.14% | 13F |
| Citadel Advisors | 0.90% | 13F |
Percentages above are of 36,229,137 shares outstanding, as reported by Wheels Up Experience Inc. on its Form 10-Q dated May 8, 2026 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 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 8, 2026. 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 · 2024-2025 · 2025-2026 (this page).
proxyvotesnow.com, “Wheels Up Experience (UP) 2026 Annual Meeting: Vote Results”, https://proxyvotesnow.com/company/wheels-up-experience-inc/2026 (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.