NET LOSS PER SHARE (Tables)

3 Months Ended

Mar. 31, 2026

Schedule of Computation of Basic and Diluted Net Loss Per Share

The table below sets forth the computation of Basic and diluted net loss per share (in thousands, except per share data):


	Three Months Ended March 31,
	2026		2025
Numerator:
Net loss attributable to Wheels Up Experience Inc. - basic and diluted	$	(82,958)	$	(99,313)
Denominator:
Weighted-average shares of Common Stock outstanding - basic and diluted	36,149,112		34,913,507
Basic and diluted net loss per share of Common Stock	$	(2.29)	$	(2.84)

Schedule of Antidilutive Securities

The following securities were not included in the computation of diluted shares outstanding, because the effect would be anti-dilutive, and issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period:


	March 31,
	2026	2025
Warrants(1)	62,607	62,607
Earnout Shares	45,000	45,000
RSUs and PSUs	1,794,456	1,100,198
Stock options	43,021	44,398
Total anti-dilutive securities	1,945,084	1,252,203

__________________

(1) As of March 31, 2026 and 2025, each Warrant entitled the holder to purchase 1/200th of one share of Common Stock at a price of $2,300.00 per whole share of Common Stock. The foregoing information and number of shares of Common Stock listed in the table above for the Warrants reflects the maximum number of shares issuable upon full exercise of all Warrants as of the end of the period, taking into account the estimated impact of the Reverse Stock Split as if it had become effective as of each of the dates presented in the table above (see Note 10).