Leonard Green & Partners, L.P. 4
4 · Life Time Group Holdings, Inc. · Filed May 7, 2026
Research Summary
AI-generated summary of this filing
Life Time (LTH) 10% Holder Green LTF Sells 3.67M Shares
What Happened
Green LTF Holdings II LP, a reported 10% holder of Life Time Group Holdings, sold a total of 3,671,929 shares of Life Time common stock on May 5, 2026 at $28.60 per share, generating approximately $105.02 million in proceeds. The disposals were a mix of open-market/private sales and transfers back to the issuer (repurchases or other issuer dispositions).
Key Details
- Transaction date: May 5, 2026; Form 4 filed May 7, 2026 (appears timely under Section 16 filing rules).
- Price: $28.60 per share for all reported lots.
- Total shares sold: 3,671,929; total proceeds ≈ $105,017,169.
- Open-market/private sales (code S): 2,493,083 shares → ~$71.30M.
- Dispositions to issuer (code D): 1,178,846 shares → ~$33.72M.
- Footnotes: several sales were private transactions exempt from registration (F1/F10/F7) and some were sold back to the issuer (F6/F12). Footnotes F3–F5 describe a group of related entities (LGP, GEI VI, Associates, etc.) and disclaimers about beneficial ownership.
- Shares owned after transaction: not specified in the provided excerpt; footnote F2 indicates Green LTF holds additional shares.
- Reporting status: Green LTF is a 10% institutional holder (not an individual officer); separate remarks note certain LGP partners sit on the board and related entities may be deemed directors for Section 16 purposes.
Context
This filing reports significant selling by a large institutional holder (mix of private sales and issuer dispositions). Sales by 10% holders can reflect portfolio or transaction-related activity; the Form and footnotes indicate private dealings and transfers to the issuer rather than a typical single open-market insider sale.
Insider Transaction Report
Form 4
Green LTF Holdings II LP
Director
Transactions
- Sale
Common Stock
[F1][F2][F3][F4][F5]2026-05-05$28.60/sh−2,447,621$70,001,961→ 22,004,267 total - Disposition to Issuer
Common Stock
[F6][F2][F3][F4][F5]2026-05-05$28.60/sh−1,157,349$33,100,181→ 20,846,918 total - Sale
Common Stock
[F7][F8][F3][F4][F5]2026-05-05$28.60/sh−4,145$118,547→ 37,270 total - Disposition to Issuer
Common Stock
[F9][F8][F3][F4][F5]2026-05-05$28.60/sh−1,960$56,056→ 35,310 total - Sale
Common Stock
[F10][F11][F3][F4][F5]2026-05-05$28.60/sh−41,317$1,181,666→ 371,441 total - Disposition to Issuer
Common Stock
[F12][F11][F3][F4][F5]2026-05-05$28.60/sh−19,537$558,758→ 351,904 total
Footnotes (12)
- [F1]Represents shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock"), sold by Green LTF Holdings II LP ("Green LTF") in a private transaction exempt from registration under the Securities Act of 1933.
- [F10]Represents shares of Common Stock sold by Associates VI-B in a private transaction exempt from registration under the Securities Act of 1933.
- [F11]Represents shares of Common Stock held by Associates VI-B.
- [F12]Represents shares of Common Stock sold by Associates VI-B in a private transaction to the Issuer.
- [F2]Represents shares of Common Stock held by Green LTF.
- [F3]Green Equity Investors VI, L.P. ("GEI VI") and Green Equity Investors Side VI, L.P. ("GEI Side VI") are limited partners of Green LTF. GEI Capital VI, LLC ("Capital") is the general partner of GEI VI and GEI Side VI. Leonard Green & Partners, L.P. ("LGP") is the management company of GEI VI and GEI Side VI, and an affiliate of Capital. LGP Management, Inc. ("LGPM") is the general partner of LGP. Green VI Holdings, LLC ("Holdings") is a limited partner of GEI VI. Peridot Coinvest Manager LLC ("Peridot") is the general partner of Green LTF and the management company of LGP Associates VI-A LLC ("Associates VI-A") and LGP Associates VI-B LLC ("Associates VI-B").
- [F4]Each of Green LTF, Associates VI-A, Associates VI-B, GEI VI, GEI Side VI, Holdings, Capital, LGP, LGPM, and Peridot directly (whether through ownership or position), or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the securities held by Green LTF, Associates VI-A and Associates VI-B and, therefore, a "ten percent holder" hereunder.
- [F5]Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein and not held for record by such Reporting Person, except to the extent of its pecuniary interest therein. This report shall not otherwise be deemed an admission that the Reporting Persons are the beneficial owners of such securities not held of record by the respective Reporting Person, for purposes of Section 16 or for any other purpose.
- [F6]Represents shares of Common Stock sold by Green LTF in a private transaction to the Issuer.
- [F7]Represents shares of Common Stock sold by Associates VI-A in a private transaction exempt from registration under the Securities Act of 1933.
- [F8]Represents shares of Common Stock held by Associates VI-A.
- [F9]Represents shares of Common Stock sold by Associates VI-A in a private transaction to the Issuer.
Signature
/s/Andrew C. Goldberg, Attorney-in-fact|2026-05-07