Leonard Green entities dispose millions of LTH shares at $28.95
Rhea-AI Filing Summary
Life Time Group Holdings, Inc. (LTH) insiders associated with Leonard Green sold shares on 09/11/2025 at $28.95 per share. Green LTF Holdings II LP reported disposition of 4,900,945 shares, leaving 24,451,888 shares beneficially owned by Green LTF. LGP Associates VI-A LLC sold 8,301 shares, leaving 41,415, and LGP Associates VI-B LLC sold 82,730 shares, leaving 412,758. Multiple related reporting persons and entities are listed as directors or 10% owners and disclaim beneficial ownership except for pecuniary interests. The filing is signed by an attorney-in-fact on 09/15/2025.
Positive
- Timely SEC disclosure filed identifying insider transactions and related parties
- Remaining substantial holdings retained by reporting entities after the dispositions
Negative
- Large share dispositions by Green LTF (4,900,945 shares) and affiliates on 09/11/2025
- Sales by 10% holders and affiliated directors may be perceived negatively by the market
- No disclosed reason for the large dispositions in the filing
Insights
TL;DR: Large, coordinated dispositions by affiliated 10% holders at $28.95 may be perceived negatively by investors due to scale of sales.
The report documents substantial common stock sales by Green LTF and affiliated entities totaling multiple millions of shares disposed on 09/11/2025 at $28.95 per share, reducing their reported holdings but leaving sizable residual stakes. Such sizable dispositions by a 10% holder and affiliated entities are material events that can weigh on market perception, though the filing includes standard disclaimers of beneficial ownership and indicates sales rather than derivative exercises. No information on the reason for the sales or planned future transactions is provided in the filing.
TL;DR: Filing shows compliance and disclosure from related parties, with directors tied to reporting entities; governance implications are routine to monitor.
The Form 4 names multiple affiliated entities and notes two board members who are partners of Leonard Green & Partners, clarifying potential indirect beneficial ownership under Section 16. The disclosure and disclaimers are standard practice to delineate record versus beneficial ownership. While the sales are large, the filing itself follows Section 16 formatting and includes an attorney-in-fact signature, indicating procedural compliance. The document does not provide context about corporate governance decisions tied to the sales.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 4,900,945 | $28.95 | $141.88M |
| Sale | Common Stock | 8,301 | $28.95 | $240K |
| Sale | Common Stock | 82,730 | $28.95 | $2.40M |
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"). 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 Associates VI-A. Represents shares of Common Stock held by Associates VI-A. Represents shares of Common Stock sold by Associates VI-B. Represents shares of Common Stock held by Associates VI-B.
