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NET LOSS PER SHARE | 6 Months Ended
--- | ---
Jun. 30, 2024
Earnings Per Share [Abstract] |
NET LOSS PER SHARE | NET LOSS PER SHARE The following table sets forth the computation of Basic and diluted net loss per share (in thousands, except per share data):
| Three Months Ended June 30, |  | Six Months Ended June 30,
| 2024 |  | 2023 |  | 2024 |  | 2023
Numerator: |  |  |  |  |  |  |
Net loss attributable to Wheels Up Experience Inc. - basic and diluted | $ | (96,973) |  |  | $ | (160,593) |  |  | $ | (194,366) |  |  | $ | (261,459) |
Denominator: |  |  |  |  |  |  |
Weighted-average shares of Common Stock outstanding - basic and diluted | 697,458,966 |  |  | 25,570,200 |  |  | 697,403,388 |  |  | 25,446,199 |
Basic and diluted net loss per share of Common Stock | $ | (0.14) |  |  | $ | (6.28) |  |  | $ | (0.28) |  |  | $ | (10.27) |
There were no dividends declared or paid during each of the three and six months ended June 30, 2024 and 2023. Basic and diluted net loss per share were computed using the two-class method. All issued and outstanding shares of restricted stock are included in the weighted-average shares of Common Stock outstanding for all periods presented. WUP restricted interests were converted into shares of restricted stock as of the Business Combination Closing Date. WUP profits interests held by other members of MIP LLC are not subject to the net loss per share calculation until such time the vested WUP profits interests are actually exchanged for shares of Common Stock. The shares of Common Stock issuable under the Executive Performance Awards upon satisfaction of the performance- and service-based vesting conditions, if at all, are not subject to the net loss per share calculation until such time that such shares of Common Stock are actually issued to the applicable grantee. The exact number of shares of Common Stock that may be issued under the Executive Performance Awards will not be readily determinable until the first Determination Date following a Repayment Event and at each successive Determination Date thereafter through the Final Determination Date. There can be no assurance that both the performance- and service-based vesting conditions will be satisfied or that the foregoing variables will result in the vesting and issuance of any shares of Common Stock pursuant to any Executive Performance Award (see Note 10). 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:
| June 30, |  |
| 2024 |  | 2023 |  |  |  |
Warrants(1) | 1,252,149 |  |  | 1,252,149 |  |  |  |  |
Earnout Shares | 900,000 |  |  | 900,000 |  |  |  |  |
RSUs and PSUs | 6,459,297 |  |  | 2,898,439 |  |  |  |  |
Stock options | 1,081,993 |  |  | 1,320,291 |  |  |  |  |
Total anti-dilutive securities | 9,693,439 |  |  | 6,370,879 |  |  |  |  |
(1) Each Warrant entitles the holder to purchase 1/10th of one share of Common Stock at a price of $115.00 per whole share of Common Stock.

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