Form 4: TPG Entities Divest Over 8 Million Shares in Life Time Group Holdings

TPG GP A, LLC and affiliated entities, including James G. Coulter and Jon Winkelried, reported the sale of 8,344,418 shares of Life Time Group Holdings, Inc. Class A Common Stock for approximately $29.38 per share.

Summary

• TPG GP A, LLC, along with James G. Coulter and Jon Winkelried, filed a Form 4 indicating a significant change in their beneficial ownership of Life Time Group Holdings, Inc. (LTH) Class A Common Stock.
• On June 6, 2025, the reporting persons disposed of 8,344,418 shares of Class A Common Stock at a price of $29.38 per share.
• Following this transaction, the reporting persons indirectly beneficially own 21,404,488 shares of Class A Common Stock.
• The reporting persons are identified as 'Former 10% Owners' of Life Time Group Holdings, Inc.
• The filing details the complex ownership structure through various TPG entities and funds (TPG VII Magni SPV, L.P., TPG Lonestar I, L.P., TPG VII Magni Co-Invest, L.P.) through which the shares are held.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to a large insider sale by a significant institutional investor, which can be interpreted as a lack of conviction or a strategic exit, potentially putting downward pressure on the stock price.

Negatives

• A significant sale of 8,344,418 shares by a former 10% owner, TPG, could be perceived negatively by the market as it might signal a reduction in confidence or a strategic exit from the investment.

Future Outlook

NA

Industry Context

This Form 4 filing reports a specific insider transaction and does not provide broader industry context or trends for Life Time Group Holdings, Inc. or the fitness/wellness industry.

Related Party Transactions

• The transaction involves TPG GP A, LLC, James G. Coulter, and Jon Winkelried, who are identified as former 10% owners of Life Time Group Holdings, Inc., making this a related party transaction.

Stakeholder Impact

• Shareholders: The sale by a major institutional investor could lead to negative market sentiment and potential downward pressure on the stock price.
• Company Management: May need to address market concerns regarding the significant share disposition by a former key investor.

Key Dates

Recommendation

Keywords

SEC Form 4, Life Time Group Holdings, LTH, TPG, Insider Sale, Beneficial Ownership, Equity Transaction, Institutional Investor