EX-FILING FEES 4 tm2415910d3_ex-filingfees.htm EX-FILING FEES

Exhibit 107

 

Calculation of Filing Fee Table

 

Form S-8

(Form Type)

 

Wheels Up Experience Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Table 1: Newly Registered Securities

 

  Security
Type		 Security Class Title Fee
Calculation
or Carry
Forward
Rule		 Amount
Registered		 Proposed
Maximum
Offering
Price Per
Unit		 Maximum
Aggregate
Offering Price		 Fee Rate Amount of
Registration
Fee		 Carry
Forward
Form
Type		 Carry
Forward
File
Number		 Carry
Forward
Initial
effective
date		 Filing Fee
Previously
Paid In
Connection
with
Unsold
Securities to be
Carried
Forward
Newly Registered Securities
Fees to Be
Paid		 Equity Class A common stock, $0.0001 par value per share Other 20,000,000(1) $2.14(2) $42,800,000.00 .00014760 $6,317.28 -- -- -- --
Fees
Previously
Paid		 -- -- -- -- -- -- -- -- -- -- -- --
Carry Forward Securities
Carry
Forward
Securities		 -- -- -- -- -- -- -- -- -- -- -- --
  Total Offering Amounts       $6,317.28        
  Total Fees Previously Paid       --        
  Total Fee Offsets       --        
  Net Fee Due       $6,317.28        

 

(1) The shares of the Registrant’s Class A common stock, $0.0001 par value per share (“Common Stock”), registered hereby represent 20,000,000 shares of Common Stock authorized for issuance under the Wheels Up Experience Inc. Performance Award Agreement, dated March 3, 2024, granted by the Registrant to Todd Smith, the Registrant’s Chief Executive Officer (the “CFO Performance Award”), which CFO Performance Award and the authorization of 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, were approved by the Registrant’s stockholders at the Registrant’s 2024 annual meeting of stockholders held on June 6, 2024. In accordance with Rule 416 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement shall be deemed to cover any additional securities to be offered or issued from stock splits, reverse stock splits, stock dividends or similar transactions with respect to the shares being registered.

 

(2) Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) and 457(h) of the Securities Act on the basis of $2.14 the average of the high and low prices of a share of Common Stock as reported on the New York Stock Exchange on June 5, 2024.