Leonard Green funds trim Life Time Group stake (NYSE: LTH) in $28.60 private deals
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Investment funds affiliated with Leonard Green & Partners, including Green LTF Holdings II LP and related entities, reported significant sales of Life Time Group Holdings common stock. They sold 2,493,083 shares in private transactions at $28.60 per share and also disposed of 1,178,846 shares to Life Time in private deals at the same price.
After these transactions, Green LTF Holdings II LP continued to hold 22,004,267 shares of Life Time common stock, indicating that a large position remains. The reporting group disclaims beneficial ownership of securities not held of record by each entity, except to the extent of their pecuniary interests.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 2,493,083 shares ($71,302,174)
Net Sell
6 txns
Insider
Green LTF Holdings II LP, GEI Capital VI, LLC, Green Equity Investors Side VI, L.P., Green Equity Investors VI, L.P., Green VI Holdings, LLC, Leonard Green & Partners, L.P., LGP Associates VI-A LLC, LGP Associates VI-B LLC, LGP MANAGEMENT INC, PERIDOT COINVEST MANAGER LLC
Role
null | null | null | null | null | null | null | null | null | null
Sold
2,493,083 shs ($71.30M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 2,447,621 | $28.60 | $70.00M |
| Disposition | Common Stock | 1,157,349 | $28.60 | $33.10M |
| Sale | Common Stock | 4,145 | $28.60 | $119K |
| Disposition | Common Stock | 1,960 | $28.60 | $56K |
| Sale | Common Stock | 41,317 | $28.60 | $1.18M |
| Disposition | Common Stock | 19,537 | $28.60 | $559K |
Holdings After Transaction:
Common Stock — 22,004,267 shares (Direct, null)
Footnotes (1)
- Represents shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock"), sold by Green LTF Holdings II LP ("Green LTF") in a private transaction exempt from registration under the Securities Act of 1933. Represents shares of Common Stock held by Green LTF. Green Equity Investors VI, L.P. ("GEI VI") and Green Equity Investors Side VI, L.P. ("GEI Side VI") are limited partners of Green LTF. GEI Capital VI, LLC ("Capital") is the general partner of GEI VI and GEI Side VI. Leonard Green & Partners, L.P. ("LGP") is the management company of GEI VI and GEI Side VI, and an affiliate of Capital. LGP Management, Inc. ("LGPM") is the general partner of LGP. Green VI Holdings, LLC ("Holdings") is a limited partner of GEI VI. Peridot Coinvest Manager LLC ("Peridot") is the general partner of Green LTF and the management company of LGP Associates VI-A LLC ("Associates VI-A") and LGP Associates VI-B LLC ("Associates VI-B"). Each of Green LTF, Associates VI-A, Associates VI-B, GEI VI, GEI Side VI, Holdings, Capital, LGP, LGPM, and Peridot directly (whether through ownership or position), or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the securities held by Green LTF, Associates VI-A and Associates VI-B and, therefore, a "ten percent holder" hereunder. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein and not held for record by such Reporting Person, except to the extent of its pecuniary interest therein. This report shall not otherwise be deemed an admission that the Reporting Persons are the beneficial owners of such securities not held of record by the respective Reporting Person, for purposes of Section 16 or for any other purpose. Represents shares of Common Stock sold by Green LTF in a private transaction to the Issuer. Represents shares of Common Stock sold by Associates VI-A in a private transaction exempt from registration under the Securities Act of 1933. Represents shares of Common Stock held by Associates VI-A. Represents shares of Common Stock sold by Associates VI-A in a private transaction to the Issuer. Represents shares of Common Stock sold by Associates VI-B in a private transaction exempt from registration under the Securities Act of 1933. Represents shares of Common Stock held by Associates VI-B. Represents shares of Common Stock sold by Associates VI-B in a private transaction to the Issuer.
Key Figures
Shares sold in private transactions: 2,493,083 shares
Shares disposed to issuer: 1,178,846 shares
Sale price: $28.60 per share
+3 more
6 metrics
Shares sold in private transactions
2,493,083 shares
Common stock sales at $28.60 per share
Shares disposed to issuer
1,178,846 shares
Private dispositions of common stock to Life Time at $28.60
Sale price
$28.60 per share
Price for all reported common stock transactions
Green LTF holdings after transactions
22,004,267 shares
Common stock held following reported trades
Associates VI-A holdings after transactions
37,270 shares
Common stock held following its sales and dispositions
Associates VI-B holdings after transactions
371,441 shares
Common stock held following its sales and dispositions
Key Terms
private transaction exempt from registration, Section 16 of the Securities Exchange Act of 1934, ten percent holder, beneficial ownership, +1 more
5 terms
private transaction exempt from registration regulatory
"sold by Green LTF in a private transaction exempt from registration under the Securities Act of 1933"
Section 16 of the Securities Exchange Act of 1934 regulatory
"may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934"
A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.
ten percent holder regulatory
"therefore, a "ten percent holder" hereunder"
beneficial ownership financial
"disclaims beneficial ownership of the securities reported herein and not held for record"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of its pecuniary interest therein"
FAQ
What insider transactions did LTH Leonard Green affiliates report on this Form 4?
Affiliated investment funds reported selling 2,493,083 shares of Life Time Group Holdings common stock in private transactions and disposing of 1,178,846 shares to the company, all at $28.60 per share, reducing but not eliminating their holdings.
Were the LTH insider sales open-market or private transactions?
The filing states the sales were private transactions exempt from registration under the Securities Act of 1933. Some transactions involved sales to third parties, while others were private sales of common stock directly to Life Time Group Holdings.