Life Time (LTH) Files Form 144 for 325,061-Share Sale Worth $9.55M

Rhea-AI Filing Summary

Life Time Group Holdings, Inc. (LTH) filed a Form 144 notice reporting a proposed sale of common stock. The filer intends to sell 325,061 shares through BofA Securities, Inc. at an aggregate market value of $9,550,292.18, with an approximate sale date of 09/11/2025 on the NYSE. The company has 219,996,102 shares outstanding, so the contemplated sale represents about 0.15% of outstanding shares. The reported shares were acquired on 10/12/2021 (2,868,000 shares originally acquired by the seller, including automatic conversions from preferred stock) and were paid for in cash and/or via automatic conversion. The filer reports no securities sold in the past three months and provides the standard representation that they are not aware of any undisclosed material adverse information about the issuer.

Positive

• Clear disclosure of broker (BofA Securities), share count (325,061), and aggregate market value ($9,550,292.18)
• Filing indicates no prior sales by the seller in the past three months, simplifying aggregation considerations
• Acquisition details provided (shares acquired 10/12/2021; includes automatic conversion from preferred stock)

Negative

• Insider sale planned for 325,061 shares (approximately 0.15% of 219,996,102 outstanding shares), which could be viewed negatively by some investors
• Aggregate market value of $9.55 million represents meaningful monetary liquidity being realized by the seller

Insights

Securities Analyst

TL;DR Insider plans to sell a small stake (~0.15% of shares), disclosed transparently via Form 144.

The filing documents a proposed sale of 325,061 common shares through BofA Securities with an aggregate market value of $9.55 million. Relative to the 219.99 million shares outstanding, this is immaterial in size and unlikely to move the market by itself. The shares were originally acquired on 10/12/2021, including automatic conversions from preferred stock, and no sales by the seller were reported in the prior three months. For investors, the key takeaway is routine insider liquidity rather than a large, dilutive or strategic transaction.

Corporate Governance Expert

TL;DR Form 144 provides required disclosure of proposed insider sale; filing appears compliant and routine.

The notice meets Rule 144 disclosure requirements by specifying class, broker, share count, market value, acquisition details, and the seller's representation about material information. The filing flags that the shares were acquired via issuer transactions and automatic conversion, and that payment was cash and/or conversion-based. No sales in the prior three months were reported, which simplifies aggregation rules. From a governance perspective, the document reflects standard compliance with securities sale notification obligations.

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	325061	9550292.18	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			2868000	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 does Life Time Group Holdings (LTH) report in this Form 144?

The filer reports a proposed sale of 325,061 common shares through BofA Securities with an aggregate market value of $9,550,292.18, targeting sale on 09/11/2025 on the NYSE.

How large is the proposed sale relative to LTH's outstanding shares?

The company has 219,996,102 shares outstanding, so the proposed sale represents about 0.15% of outstanding shares.

When were the securities being sold originally acquired?

The shares were acquired on 10/12/2021; the filing notes they were originally acquired from the issuer and/or via automatic conversion of preferred stock.

Did the filer sell any LTH securities in the past three months?

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

Through which broker will the sale be executed?

The sale is to be executed through BofA Securities, Inc., One Bryant Park, New York, NY.