Life Time stockholder proposes $88.9M share sale

Separate Forms 144 from the named selling-stockholder group report aggregate sales of 8,792,869 common shares during the past three months.

Available on EDGAR 11/10/2026 - 04:24 PM EST Accepted by SEC EDGAR 11/10/2026 - 04:24 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Life Time Group Holdings, Inc. (LTH) stockholder TPG VII Magni SPV, L.P. reported a proposed sale of 1,895,368 common shares, with an aggregate market value of $88,873,805.52 and an approximate sale date of November 10, 2026. Citigroup Global Markets Inc. is named as the broker. The seller also reported selling 1,801,336 common shares for gross proceeds of $78,898,516.80 on August 26, 2026.

Separate Forms 144 from the named selling-stockholder group report aggregate sales of 8,792,869 common shares during the past three months. TPG VII Magni SPV’s securities information lists 37,639,159 shares acquired on October 12, 2021, originally from the issuer and/or through automatic conversion of preferred stock. Matthew White is the signatory.

Key Figures

Proposed sale: 1,895,368 common shares Aggregate market value: $88,873,805.52 Shares sold: 1,801,336 common shares +2 more

5 metrics

Proposed sale 1,895,368 common shares Approximate sale date November 10, 2026

Aggregate market value $88,873,805.52 Proposed sale

Shares sold 1,801,336 common shares August 26, 2026

Gross proceeds $78,898,516.80 Sale on August 26, 2026

Aggregate shares sold 8,792,869 common shares Separate Forms 144 by the named selling-stockholder group during the past three months

Key Terms

Aggregate Market Value, Gross Proceeds, automatic conversion

3 terms

Aggregate Market Value financial

"Aggregate Market Value | Number of Shares or Other Units Outstanding"

Aggregate market value is the combined price you would pay to buy all outstanding shares of a company or all companies in a group at current market prices — essentially the sum of each stock’s market capitalization. It matters to investors because it shows the overall size and weight of an investment or sector (like the total cost to buy every piece of a puzzle), helps compare scale across companies or markets, and influences index composition and risk exposure.

Gross Proceeds financial

"Amount of Securities Sold | Gross Proceeds"

The total amount of cash a company receives from a financing event or sale before any fees, expenses, taxes or deductions are taken out. Investors watch gross proceeds because it shows the raw scale of new capital being raised—think of it as the paycheck amount before withholdings—which helps assess how much funding is available for operations, growth, debt payoff or how much shareholder dilution might occur once costs are removed.

automatic conversion technical

"upon the automatic conversion of shares of Preferred Stock"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many LTH shares does TPG VII Magni SPV plan to sell?

TPG VII Magni SPV reported a proposed sale of 1,895,368 common shares, with an aggregate market value of $88,873,805.52 and an approximate sale date of November 10, 2026.

How many LTH shares did TPG VII Magni SPV sell recently?

The seller reported selling 1,801,336 common shares on August 26, 2026, for gross proceeds of $78,898,516.80.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001972834
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Life Time Group Holdings, Inc.
SEC File Number	001-40887
Address of Issuer	2902 Corporate Place Chanhassen MINNESOTA 55317
Phone	952-947-0000
Name of Person for Whose Account the Securities are To Be Sold	TPG VII Magni SPV, L.P.
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Stockholder

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common stock, par value $0.01 per share	Citigroup Global Markets Inc. 388 Greenwich Street 4th Floor Trading New York NY 10013	1895368	88873805.52	224603501	11/10/2026	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common stock, par value $0.01 per share	10/12/2021	The shares of Common Stock reported herein were originally acquired by Seller from Issuer and/or upon the automatic conversion of shares of Preferred Stock of the Issuer into shares of Common Stock.	Issuer			37639159	10/12/2021	Cash and/or automatic conversion of shares of Preferred Stock of the Issuer into shares of Common Stock.

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
TPG VII Magni SPV, L.P. 301 Commerce Street, Suite 3300 Fort Worth TX 76102	Common stock, par value $0.01 per share	08/26/2026	1801336	78898516.80

144: Remarks and Signature

Remarks	Sales by Seller should be aggregated with the sales of shares of Common Stock of the Issuer by TPG VII Magni Co-Invest, L.P., TPG Lonestar I, L.P., Green LTF Holdings II LP, LGP Associates VI-A, LLC, LGP Associates VI-B, LLC, Partners Group Private Equity Fund, LLC, Partners Group Series Access II, LLC, Series 61, Partners Group Private Equity II, LLC, Partners Group Access 83 PF, LP (together with Seller, the "Selling Stockholders"). The Selling Stockholders have filed separate Forms 144 for aggregate sales of 8,792,869 shares of Common Stock of the Issuer during the past three months.
Date of Notice	11/10/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Matthew White
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)