Life Time holder plans 2.8M-share stock sale

Life Time Group Holdings, Inc. (LTH) received a notice that Green LTF Holdings II intends to sell shares of its common stock under Rule 144.

Rhea-AI Filing Summary

Life Time Group Holdings, Inc. (LTH) received a notice that Green LTF Holdings II intends to sell shares of its common stock under Rule 144. The planned sale covers 2,826,651 shares of common stock, to be handled by J.P. Morgan Securities LLC.

The filing reports an aggregate market value of $125,927,302.05 for the shares covered and states that 223,461,948 shares of common stock were outstanding as of August 26, 2026. Green LTF Holdings II is shown as having originally acquired 57,670,520 shares of common stock on October 12, 2021, including via automatic conversion of preferred stock.

During the past three months, Green LTF Holdings II sold 5,025,751 shares for $216,911,413.16. The remarks state that its sales are to be aggregated with those of several related selling stockholders, with 8,783,945 shares of Life Time common stock reportedly sold in aggregate by these parties over the same period.

Key Figures

Shares covered by planned Rule 144 sale: 2,826,651 shares Aggregate market value of planned sale: $125,927,302.05 Shares outstanding: 223,461,948 shares +4 more

7 metrics

Shares covered by planned Rule 144 sale 2,826,651 shares Common stock of Life Time Group Holdings, Inc. to be sold by Green LTF Holdings II

Aggregate market value of planned sale $125,927,302.05 Value of 2,826,651 shares of common stock covered by the notice

Shares outstanding 223,461,948 shares Common stock outstanding as of August 26, 2026; baseline figure, not offered amount

Originally acquired shares 57,670,520 shares Common shares acquired by Green LTF Holdings II on October 12, 2021, including automatic conversion of preferred stock

Shares sold in past three months by Green LTF Holdings II 5,025,751 shares Rule 144 sales during the past three months

Value of past three months' sales $216,911,413.16 Aggregate sale price for 5,025,751 shares sold during the past three months

Aggregate shares sold by Selling Stockholders in past three months 8,783,945 shares Combined sales of common stock by Green LTF Holdings II and related Selling Stockholders

Key Terms

Rule 144, Selling Stockholders, automatic conversion, aggregate sales, +1 more

5 terms

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

Selling Stockholders financial

"together with Seller, the "Selling Stockholders""

Selling stockholders are existing owners of a company's shares who are offering some or all of their holdings for sale, often as part of a public offering or secondary transaction. For investors this matters because such sales increase the number of shares available to buy, can signal how confident current owners are about future prospects, and may put short-term pressure on the stock price similar to more tickets being released for a popular event.

automatic conversion financial

"upon the automatic conversion of shares of Preferred Stock of the Issuer"

aggregate sales financial

"for aggregate sales of 8,783,945 shares of Common Stock"

par value financial

"Common stock, par value $0.01 per share"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

FAQ

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

What does the Form 144 filing mean for Life Time Group Holdings, Inc. (LTH)?

The filing states that Green LTF Holdings II intends to sell shares of Life Time Group Holdings, Inc. common stock under Rule 144. It discloses the number of shares covered, their market value, prior sales, and the outstanding share count as of August 26, 2026.

How many LTH shares does Green LTF Holdings II plan to sell under this Form 144?

Green LTF Holdings II plans to sell 2,826,651 shares of Life Time Group Holdings, Inc. common stock. J.P. Morgan Securities LLC is listed as the broker for these planned Rule 144 sales.

What is the reported market value of the LTH shares covered by this Form 144?

The filing reports an aggregate market value of $125,927,302.05 for the 2,826,651 shares of Life Time Group Holdings, Inc. common stock that Green LTF Holdings II intends to sell under Rule 144.

How many LTH shares were outstanding at the time of the Form 144 notice?

The notice states that 223,461,948 shares of Life Time Group Holdings, Inc. common stock were outstanding as of August 26, 2026; this figure serves as context and is not the amount being sold.

What prior holdings of LTH does Green LTF Holdings II report?

Green LTF Holdings II reports that 57,670,520 shares of Life Time Group Holdings, Inc. common stock were originally acquired on October 12, 2021, including shares received upon automatic conversion of preferred stock into common stock.

How many LTH shares have been sold recently by Green LTF Holdings II and related holders?

Over the past three months, Green LTF Holdings II sold 5,025,751 shares for $216,911,413.16. The remarks state that, in aggregate, the "Selling Stockholders" reported sales of 8,783,945 shares of Life Time common stock during this period.

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

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Available on EDGAR 08/26/2026 - 08:15 PM EDT Accepted by SEC EDGAR 08/26/2026 - 08:14 PM EDT Learn about SEC filing dates

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	0001886438
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	Green LTF Holdings II LP
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	Owner

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	J.P. Morgan Securities LLC 383 Madison Avenue New York NY 10179	2826651	125927302.05	223461948	08/26/2026	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 the Issuer and/or upon the automatic conversion of shares of Preferred Stock of the Issuer into shares of Common Stock.	Issuer			57670520	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
Green LTF Holdings II LP 11111 Santa Monica Boulevard, Suite 2000 Los Angeles CA 90025	Common stock, par value $0.01 per share	08/10/2026	5025751	216911413.16

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 SPV, L.P., TPG VII Magni Co-Invest, L.P., TPG Lonestar I, L.P., LGP Associates VI-A LLC and LGP Associates VI-B LLC (together with Seller, the "Selling Stockholders"). The Selling Stockholders have filed separate Forms 144 for aggregate sales of 8,783,945 shares of Common Stock of the Issuer during the past three months.
Date of Notice	08/26/2026
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	Andrew Goldberg
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)