Hello, welcome to the 2026 Annual Meeting of Stockholders of Wheels Up Experience. You have joined the virtual annual meeting via the following web address, www.virtualshareholdermeeting.com/up2026. I would now like to introduce George Mattson, Chief Executive Officer of Wheels Up Experience, to begin the annual meeting.
Good morning. This is George Mattson, CEO of Wheels Up, on behalf of the board of directors and the executive management team, thank you for attending today. The 2026 annual meeting of Wheels Up stockholders is now called to order. I will act as chair of this meeting, Matthew Knopf, Wheels Up's Chief Legal Officer, will serve as secretary.
I would also like to welcome the other members of Wheels Up's board in attendance. In addition, a representative of Grant Thornton LLP, the company's independent registered public accounting firm, is present and may make a statement regarding proposal number three if desired. I will now turn it over to Matthew to cover the meeting rules of conduct and the qualification of this annual meeting to proceed.
Thank you, George, good morning to all in attendance. Upon logging in to the virtual meeting using the control number on your proxy card, you were presented with the meeting agenda and the rules of conduct. To conduct an orderly meeting, we appreciate your cooperation with these rules. Stockholders will be muted during the meeting and may submit up to two questions about the voting proposals in the questions pane of the meeting website.
We will address appropriate questions received after the proposals are presented and may respond directly to the stockholder after the meeting. Questions may be submitted from now until the closing of the polls. This virtual annual meeting is being held pursuant to a written notice timely distributed to all stockholders of record as of the close of the trading day on 10 April , 2026.
The company's proxy statement, form of proxy card, annual report to stockholders accompany the notice or have otherwise been made available. Francis Bird of The Carideo Group, as a representative of Broadridge Financial Solutions, is serving as Inspector of Election and has taken the required oath, which together with the meeting materials, will be filed in Wheels Up's records. Proxies received to date and the certified list of stockholders are in the custody of the Inspector of Election.
The Inspector of Election has reported that at least a majority of the voting power of all issued and outstanding shares of the company's capital stock entitled to vote at this annual meeting are represented either in attendance or by proxy. This constitutes a quorum, all legal requirements for holding this meeting have been satisfied.
Thank you, Matthew. This virtual annual meeting is lawfully convened and ready to transact business. The polls are now open and will remain open until shortly after the voting proposals have been presented. If you submitted a proxy, no further action is required. If you submitted a proxy but would like to change your vote, you may vote as provided on the virtual meeting website. Matthew will now present the matters to be voted on.
Thank you, George. The board has recommended that the stockholders vote for each of the following proposals, of which there are four in total. Proposal one is a vote to elect each of Andrew Davis, Roger Farah, George Mattson, and Greg Summe as Class II members of the board for a three-year term expiring at the 2029 annual meeting of the company's stockholders.
Proposal two is to provide the non-binding advisory say-on-pay vote to approve named executive officer compensation for the year ending December 31, 2025. Proposal three is a vote to ratify on a non-binding advisory basis the appointment of Grant Thornton to serve as the company's independent registered public accounting firm for the year ending December 31, 2026. Proposal four is a vote to approve an amendment to the Wheels Up Experience Inc.
2021 LTIP to increase the number of shares of the company's common stock available for awards made thereunder by 3.75 million shares and extend the termination date of the plan to March 31, 2036. Please vote in the next 30 seconds while polls remain open. We will address any appropriate questions received before closing the polls. Mr. Chairman, there are no questions.
The polls are now closed, and preliminary voting results from the Inspector of Election are available.
The preliminary voting results are as follows. For proposal 1, the stockholders elected Andrew Davis, Roger Farah, George Mattson, and Greg Summe to the board. For proposal 2, the stockholders approved the say-on-pay vote. For proposal 3, the stockholders ratified the appointment of Grant Thornton as the company's auditor for 2026. For proposal 4, the stockholders approved the LTIP amendment. The final report of the Inspector of Election will include the stockholder voting results for this meeting and will be available upon request. Results will also be reported in a Form 8-K in the coming days. Mr. Chairman, we have concluded all items of business on the meeting agenda.
With no further business to be conducted, this annual meeting is adjourned. Thank you for attending today and for the support you've shown for Wheels Up.
The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.