ASPL Aspirational Consumer Lifestyle Corp

On July 15, 2022, Wheels Up Experience Inc., a Delaware corporation (the “Company”) announced that Thomas Bergeson, Chief Operating Officer of Wheels Up Partners LLC, a wholly-owned subsidiary of the Company (“WUP”), will retire on August 17, 2022 (the “Separation Date”). In connection with Mr. Bergeson’s retirement, On July 14, 2022 WUP and Mr. Bergeson entered into a Separation and Release Agreement (the “Separation Agreement”). The Separation Agreement includes a general release of claims by Mr. Bergeson subject to a 21-day consideration period beginning on the date the Separation Agreement was delivered to Mr. Bergeson and a 7-day revocation period beginning on the Separation Date.

Pursuant to the Separation Agreement, the Company will pay Mr. Bergeson a lump sum in the amount equal to twelve (12) months of Mr. Bergeson’s base salary ($495,000.00), less applicable withholdings and other customary payroll deductions, payable on the Company’s first regularly scheduled payroll date that is at least ten (10) business days from the Separation Date (the “Payment Date”). In addition, Mr. Bergeson will receive $20,000, less applicable withholding and other customary payroll deductions, to assist Mr. Bergeson with certain relocation expenses, which will be paid on the Payment Date. Further, Mr. Bergeson will be eligible for an annual bonus with a target of 100% of his annual base salary for fiscal year 2022, to be paid in a lump sum to Mr. Bergeson at the same time and in the same manner as regular annual bonuses are distributed to other similarly situated senior executives of WUP in accordance with WUP’s policy and as would otherwise have been payable to Mr. Bergeson had he continued employment with WUP. Further, following the Separation Date, Mr. Bergeson is eligible to receive five (5) King Air 350i flight hours for each of the third and fourth quarters of fiscal year 2022, provided that Mr. Bergeson remains a Core Member in good standing, and subject to the terms of WUP’s executive flight hour plan, as amended from time to time. Any stock options and restricted stock units, or any other equity interest in the Company, held by Mr. Bergeson as of the Separation Date that would have otherwise vested in accordance with its terms, absent Mr. Bergeson’s retirement, during the thirteen (13) month period immediately following the Separation Date will become vested and exercisable as of the Separation Date. Mr. Bergeson will also be entitled to exercise any stock options that are vested as of the Separation Date until the earlier of the fifth anniversary of the Separation Date and the expiration of such stock options. Mr. Bergeson may elect to continue to participate in the Company’s group health insurance plans pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985 (COBRA), provided that WUP will pay the premiums for such coverage (at the coverage levels in effect immediately prior to Employee’s separation from service) for a period of up to twelve (12) months.

The preceding description of the Separation Agreement is a summary of its material terms, does not purport to be complete, and is qualified in its entirety by reference to the Separation Agreement, a copy of which is being filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.