Form 4: Leonard Green & Partners Sells Life Time Group Shares

Entities affiliated with Leonard Green & Partners sold approximately 3.66 million shares of Life Time Group Holdings, Inc. in private transactions.

Summary

• Green LTF Holdings II LP and affiliated entities sold a total of 3,666,524 shares of Life Time Group Holdings, Inc. (LTH) common stock.
• The transactions occurred on May 5, 2026, at a price of $28.60 per share.
• The sales included both private transactions exempt from registration and direct sales back to the issuer.
• Following these transactions, the reporting entities maintain significant holdings in the company.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as neutral-to-negative, as the exit of a major institutional shareholder often creates supply-side pressure on the stock, despite being a routine financial event.

Positives

• The transaction was executed at a clear, fixed price of $28.60 per share.
• The company demonstrated liquidity by participating in the repurchase of shares directly from the reporting entities.

Negatives

• Significant divestment by a major 10% shareholder and director-affiliated entity.
• The sale of over 3.6 million shares may signal a reduction in long-term conviction or a portfolio rebalancing by the private equity sponsor.

Risks

• Potential downward pressure on the stock price due to the large volume of shares being offloaded.
• Loss of influence or strategic oversight as the major shareholder reduces its equity stake.

Future Outlook

No specific forward-looking guidance regarding company operations was provided in this ownership disclosure.

Management Comments

• The reporting persons disclaim beneficial ownership of the securities reported herein, except to the extent of their pecuniary interest.

Industry Context

StockSavvy.ai notes that private equity firms often exit positions in public companies through secondary offerings or private repurchases as they reach the end of their investment horizon, which is a standard lifecycle event for portfolio companies.

Comparison to Industry Standards

• The divestment aligns with typical private equity exit strategies for mature portfolio companies.
• The use of private transactions to facilitate the sale is a common mechanism to minimize market volatility compared to open-market sales.

Related Party Transactions

• The issuer repurchased shares directly from the reporting entities (Green LTF, Associates VI-A, and Associates VI-B).

Stakeholder Impact

• Shareholders may experience short-term price volatility due to the large volume of shares sold.
• The company's capital structure is impacted by the repurchase of shares.

Next Steps

• Continued monitoring of LTH share price performance following the large block sale.
• Observation of future SEC filings to determine if further divestment by Leonard Green & Partners occurs.

Key Dates

Recommendation

While the sale is a significant event, it is a standard exit for a private equity sponsor and does not necessarily reflect a change in the underlying business fundamentals of Life Time Group.

Keywords

Life Time Group Holdings, LTH, Insider Trading, Form 4, Leonard Green & Partners, Equity Divestment, SEC Filing