Form 4: LGP Affiliates Divest $144M in Life Time Group Stock

Entities affiliated with Leonard Green & Partners, L.P. reported the sale of nearly 5 million shares of Life Time Group Holdings, Inc. common stock for approximately $144.6 million.

Summary

• Green LTF Holdings II LP, LGP Associates VI-A LLC, and LGP Associates VI-B LLC, all affiliated with Leonard Green & Partners, L.P., collectively sold 4,991,976 shares of Life Time Group Holdings, Inc. common stock.
• The transactions occurred on September 11, 2025, with all shares sold at a price of $28.95 per share.
• The total value of the shares sold amounts to approximately $144,591,679.20.
• Following these transactions, Green LTF Holdings II LP beneficially owns 24,451,888 shares, LGP Associates VI-A LLC owns 41,415 shares, and LGP Associates VI-B LLC owns 412,758 shares.
• The reporting persons are identified as both Directors and 10% Owners of Life Time Group Holdings, Inc.
• The complex ownership structure involves multiple LGP-affiliated entities, including Green Equity Investors VI, L.P., GEI Capital VI, LLC, and LGP Management, Inc., all of whom may be deemed indirect beneficial owners.
• Messrs. John Danhakl and J. Kristofer Galashan, partners of LGP and members of the Issuer's board of directors, may represent the interests of the LGP Entities on the board.

Sentiment

Score: 3

Explanation: The sentiment is negative due to the substantial insider selling by major shareholders and directors. This action often signals a belief that the stock is fully valued or may face future challenges, leading to a cautious outlook.

Negatives

• Significant insider selling by major shareholders and directors can be perceived negatively by the market, potentially signaling a lack of confidence in the company's future prospects or a belief that the stock is fully valued.
• The sale of nearly 5 million shares represents a substantial divestment by key institutional investors and board-affiliated entities.

Risks

• Potential negative market reaction and downward pressure on Life Time Group Holdings, Inc.'s stock price due to the large volume of insider selling.
• Investor sentiment may be negatively impacted by the perception that significant shareholders and directors are reducing their stake.

Industry Context

This filing reports an insider transaction, which is a company-specific event and does not directly provide broader industry context or trends. However, significant insider selling can sometimes be interpreted in the context of overall market conditions or sector-specific valuations.

Related Party Transactions

• The reported sales of common stock were executed by entities (Green LTF Holdings II LP, LGP Associates VI-A LLC, LGP Associates VI-B LLC) that are affiliated with Leonard Green & Partners, L.P., whose partners (John Danhakl and J. Kristofer Galashan) serve as directors on the Issuer's board. These transactions are considered related party dealings due to the reporting persons' status as directors and 10% owners.

Stakeholder Impact

• Shareholders may interpret the significant insider selling as a negative indicator, potentially leading to decreased investor confidence and downward pressure on the stock price.
• The transactions highlight the ongoing portfolio management activities of large institutional investors associated with the company's governance.

Key Dates

Recommendation

The significant divestment of nearly 5 million shares by major shareholders and directors, including entities affiliated with Leonard Green & Partners, L.P., suggests that these insiders may believe the stock is fully valued or anticipate future headwinds. Such a large-scale insider sale typically signals a lack of confidence or a strategic exit, prompting a 'sell' recommendation for investors to consider reducing their exposure or avoiding the stock.

Keywords

Life Time Group Holdings, LTH, insider trading, Form 4, Leonard Green & Partners, stock sale, beneficial ownership, director, 10% owner