Life Time (LTH) Files Form 144 for $91.8M Block Sale

Rhea-AI Filing Summary

Life Time Group Holdings, Inc. (LTH) submitted a Form 144 notice for a proposed sale of 3,123,218 shares of common stock on the NYSE with an aggregate market value of $91,760,144.84, and an approximate sale date of 09/11/2025. The filing shows the shares were originally acquired on 10/12/2021 from the issuer or via automatic conversion of preferred stock, and the acquisition record lists 37,639,159 shares acquired on that date. Payment is noted as cash and/or automatic conversion. The filer reports no securities sold by the account in the past three months and includes the required certification that the seller is not aware of undisclosed material adverse information about the issuer.

Positive

• Required disclosure filed under Rule 144 detailing the proposed sale and acquisition history
• No sales in the past three months reported for the account, clarifying resale aggregation

Negative

• Large proposed sale of 3,123,218 shares with an aggregate market value of $91,760,144.84 which could increase share supply near the sale date
• Significant portion of shares acquired on one date (37,639,159 on 10/12/2021) indicating concentrated prior holdings

Insights

Securities Analyst

TL;DR: A significant block of LTH common stock is slated for sale, disclosed under Rule 144 with standard acquisition history and no recent sales reported.

The Form 144 notifies the market of a proposed sale of 3,123,218 LTH shares valued at $91.76 million, to be executed through BofA Securities on the NYSE. The notice documents that the shares were acquired on October 12, 2021, either directly from the issuer or via automatic conversion of preferred shares, and that payment involved cash and/or conversion mechanisms. The filing also confirms no sales in the prior three months, which is relevant for Rule 144 aggregation and resale timing. This disclosure is procedural but material for trading liquidity and potential supply pressure on the stock around the stated sale date.

Corporate Governance Expert

TL;DR: The Form 144 appears complete and includes the required seller certification; it does not allege undisclosed material information.

The notice contains the standard representations required by Rule 144, including a signer representation that they are unaware of undisclosed material adverse information. The filing lists the broker (BofA Securities) and provides acquisition details indicating shares originated from the issuer or conversion of preferred stock on October 12, 2021. There are no reported sales by the account in the prior three months, which clarifies aggregation considerations under the rule. From a governance perspective, the filing is a routine disclosure that fulfils public transparency obligations ahead of a sizable proposed sale.

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

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

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

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	BofA Securities, Inc. One Bryant Park New York NY 10036	3123218	91760144.84	219996102	09/11/2025	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

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

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

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What did Life Time Group Holdings (LTH) disclose on Form 144?

The filing notifies a proposed sale of 3,123,218 common shares on the NYSE with an aggregate market value of $91,760,144.84, with an approximate sale date of 09/11/2025.

Who is the broker handling the proposed LTH share sale?

The broker listed is BofA Securities, Inc., One Bryant Park, New York, NY.

When were the shares being sold originally acquired according to the filing?

The shares were recorded as acquired on 10/12/2021 from the issuer or via automatic conversion of preferred stock.

Did the filer report any sales of LTH securities in the past three months?

The filing states Nothing to Report for securities sold during the past three months by the account.

What payment method is indicated for the acquisition of the securities?

The filing indicates payment was made by cash and/or automatic conversion of preferred stock into common stock.