LTH Form 144: Proposed Sale of 428,930 Shares ($12.6M)

Life Time Group Holdings, Inc. (LTH) filed a Form 144 notice reporting a proposed sale of 428,930 shares of common stock through BofA Securities, Inc. at an aggregate market value of $12,601,963.40.

Rhea-AI Filing Summary

Life Time Group Holdings, Inc. (LTH) filed a Form 144 notice reporting a proposed sale of 428,930 shares of common stock through BofA Securities, Inc. at an aggregate market value of $12,601,963.40. The shares represent an approximate portion of the company's 219,996,102 outstanding shares and are planned for sale on 09/11/2025 on the NYSE. The reported shares were acquired on 10/12/2021, totaling 5,169,207 shares from the issuer or via automatic conversion of preferred stock, with payment in cash and/or by conversion.

Positive

• Form 144 filed disclosing proposed sale of 428,930 shares
• Details provided on broker, planned sale date, acquisition date, and payment method

Negative

• None.

Insights

Securities Analyst

TL;DR: A scheduled insider sale of 428,930 LTH shares (about $12.6M) is disclosed; size is small relative to outstanding shares and presents limited market impact.

The Form 144 provides clear, standardized disclosure of a proposed sale under Rule 144. At 428,930 shares against 219,996,102 outstanding, the volume represents roughly 0.2% of shares outstanding, indicating limited dilution or market pressure from this single transaction. No sales in the past three months were reported, and the acquisition date and origin (issuer or conversion) are documented, which helps trace holding history and compliance with resale rules.

Corporate Governance Expert

TL;DR: The filing demonstrates compliance with disclosure obligations; it contains routine attestations about knowledge of material nonpublic information.

The signer affirms they are not aware of undisclosed material adverse information, a required representation on Form 144. The notice records the broker, planned sale date, and acquisition details, supporting governance transparency. There is no indication of accelerated insider selling or clustered recent disposals, and the form lists no securities sold in the past three months, reducing immediate governance concerns.

FAQ

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

What does the Form 144 for Life Time Group Holdings (LTH) disclose?

The Form 144 discloses a proposed sale of 428,930 common shares via BofA Securities with an aggregate market value of $12,601,963.40, planned for 09/11/2025 on the NYSE.

How many LTH shares are outstanding and what percentage does this proposed sale represent?

The filing lists 219,996,102 shares outstanding; the proposed sale of 428,930 shares is roughly 0.2% of outstanding shares.

When were the shares being sold originally acquired?

The shares were acquired on 10/12/2021, either from the issuer or upon automatic conversion of preferred stock, totaling 5,169,207 shares acquired on that date.

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

The Form 144 states "Nothing to Report" for securities sold during the past three months.

Which broker is handling the proposed sale for LTH?

The broker named in the filing is BofA Securities, Inc., One Bryant Park, New York, NY.

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

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Accepted by SEC EDGAR 09/11/2025 - 08:51 PM 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	0001972856
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 Co-Invest, 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	BofA Securities, Inc. One Bryant Park New York NY 10036	428930	12601963.40	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			5169207	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	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 Lonestar I, L.P., Green LTF Holdings II LP, LGP Associates VI-A, LLC, LGP Associates VI-B, LLC, Partners Group Private Equity (Master 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 9,311,519 shares of Common Stock of the Issuer during the past three months.
Date of Notice	09/11/2025
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/ Martin Davidson
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)