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  4. [Form 4] Life Time Group Holdings, Inc. Insider Trading Activity

Life Time Group Holdings (LTH) major holders sell 5.1M shares at $43.16

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Life Time Group Holdings, Inc. large shareholders affiliated with Leonard Green & Partners reported open-market sales of a combined 5,119,099 shares of Common Stock on August 10, 2026 at $43.16 per share. The sales were executed by Green LTF Holdings II LP, LGP Associates VI-A LLC, and LGP Associates VI-B LLC, with related LGP entities reporting indirect interests and disclaiming beneficial ownership beyond their pecuniary interests. The transactions were not made pursuant to a Rule 10b5-1 trading plan.

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Insights

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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 Director | Director | Director | Director | Director | Director | Director | Director | Director | Director
Sold 5,119,099 shs ($220.94M)
Type Security Shares Price Value
Sale Common Stock F1, F2, F3, F4, F5 5,025,751 $43.16 $216.91M
Sale Common Stock F6, F7, F3, F4, F5 8,512 $43.16 $367K
Sale Common Stock F8, F9, F3, F4, F5 84,836 $43.16 $3.66M
Holdings After Transaction: Common Stock — 97,921 shares (Direct)
Footnotes (9)
  1. F1. 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").
  2. F2. Represents shares of Common Stock held by Green LTF.
  3. F3. 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").
  4. F4. 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.
  5. F5. 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.
  6. F6. Represents shares of Common Stock sold by Associates VI-A.
  7. F7. Represents shares of Common Stock held by Associates VI-A.
  8. F8. Represents shares of Common Stock sold by Associates VI-B.
  9. F9. Represents shares of Common Stock held by Associates VI-B.
Shares sold (total) 5,119,099 shares Aggregate Life Time Common Stock sold by LGP-affiliated entities on August 10, 2026
Sale price per share $43.1600 Reported sale price per share for all Common Stock transactions on August 10, 2026
Shares sold by Green LTF Holdings II LP 5,025,751 shares Common Stock sold by Green LTF Holdings II LP, as referenced in footnote F1
Shares sold by LGP Associates VI-A LLC 8,512 shares Common Stock sold by Associates VI-A, as referenced in footnote F6
Shares sold by LGP Associates VI-B LLC 84,836 shares Common Stock sold by Associates VI-B, as referenced in footnote F8
Section 16 of the Securities Exchange Act of 1934 regulatory
"may be deemed to be a director 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.
indirect beneficial owner regulatory
"may be deemed for purposes of Section 16 ... to be the indirect beneficial owner"
pecuniary interest financial
"disclaims beneficial ownership of the securities reported herein ... except to the extent of its pecuniary interest"
Common Stock financial
"Represents shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock")"
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
open market or private transaction financial
"transaction code description: Sale in open market or private transaction"

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FAQ

What insider activity did Life Time Group Holdings (LTH) report on August 10, 2026?
Life Time Group Holdings reported that LGP-affiliated entities sold 5,119,099 shares of Common Stock on August 10, 2026 at $43.16 per share. The sales were open-market or private transactions by Green LTF Holdings II LP and two LGP Associates vehicles.

How many Life Time (LTH) shares did Leonard Green-affiliated funds sell and at what price?
LGP-affiliated entities sold a total of 5,119,099 Life Time shares at $43.16 per share. The reported sales were divided among Green LTF Holdings II LP, LGP Associates VI-A LLC, and LGP Associates VI-B LLC in separate Form 4 transaction line items.

Were the August 10, 2026 LTH insider sales done under a Rule 10b5-1 plan?
The filing indicates the Rule 10b5-1 checkbox is not selected, meaning the reported 5,119,099-share sale was not affirmed as executed under a pre-arranged Rule 10b5-1 trading plan, based on the document-level trading plan status field.

Which entities conducted the August 2026 Life Time (LTH) share sales?
The sale of 5,119,099 shares involved Green LTF Holdings II LP, LGP Associates VI-A LLC, and LGP Associates VI-B LLC. These entities are affiliated with Leonard Green & Partners, and related funds and managers reported indirect interests through a complex partnership and LLC structure.

Do the Leonard Green-affiliated reporting persons claim full beneficial ownership of the LTH shares?
The reporting persons disclaim beneficial ownership of Life Time shares not held of record by them, except to the extent of their pecuniary interest. They state the report should not be deemed an admission of beneficial ownership for Section 16 or other purposes.

What type of transaction code was used for the Life Time (LTH) insider trades?
All trades were coded “S”, indicating sales in open market or private transactions of Life Time Common Stock. Each line item shows a sale on August 10, 2026 at a reported price of $43.16 per share with no derivative exercises reported.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Green LTF Holdings II LP
(Last)(First)(Middle)
11111 SANTA MONICA BLVD.
SUITE 2000
(Street)
LOS ANGELES CALIFORNIA 90025
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Life Time Group Holdings, Inc. [ LTH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/10/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock08/10/2026S5,025,751(1)D$43.165,800,858(2)D(3)(4)(5)
Common Stock08/10/2026S8,512(6)D$43.169,825(7)D(3)(4)(5)
Common Stock08/10/2026S84,836(8)D$43.1697,921(9)D(3)(4)(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
Green LTF Holdings II LP
(Last)(First)(Middle)
11111 SANTA MONICA BLVD.
SUITE 2000
(Street)
LOS ANGELES CALIFORNIA 90025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
GEI Capital VI, LLC
(Last)(First)(Middle)
11111 SANTA MONICA BLVD.
SUITE 2000
(Street)
LOS ANGELES CALIFORNIA 90025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Green Equity Investors Side VI, L.P.
(Last)(First)(Middle)
11111 SANTA MONICA BLVD.
SUITE 2000
(Street)
LOS ANGELES CALIFORNIA 90025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Green Equity Investors VI, L.P.
(Last)(First)(Middle)
11111 SANTA MONICA BLVD.
SUITE 2000
(Street)
LOS ANGELES CALIFORNIA 90025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Green VI Holdings, LLC
(Last)(First)(Middle)
11111 SANTA MONICA BLVD.
SUITE 2000
(Street)
LOS ANGELES CALIFORNIA 90025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Leonard Green & Partners, L.P.
(Last)(First)(Middle)
11111 SANTA MONICA BLVD.
SUITE 2000
(Street)
LOS ANGELES CALIFORNIA 90025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
LGP Associates VI-A LLC
(Last)(First)(Middle)
11111 SANTA MONICA BLVD.
SUITE 2000
(Street)
LOS ANGELES CALIFORNIA 90025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
LGP Associates VI-B LLC
(Last)(First)(Middle)
11111 SANTA MONICA BLVD.
SUITE 2000
(Street)
LOS ANGELES CALIFORNIA 90025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
LGP MANAGEMENT INC
(Last)(First)(Middle)
11111 SANTA MONICA BLVD.
SUITE 2000
(Street)
LOS ANGELES CALIFORNIA 90025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
PERIDOT COINVEST MANAGER LLC
(Last)(First)(Middle)
11111 SANTA MONICA BLVD.
SUITE 2000
(Street)
LOS ANGELES CALIFORNIA 90025
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
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").
2. Represents shares of Common Stock held by Green LTF.
3. 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").
4. 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.
5. 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.
6. Represents shares of Common Stock sold by Associates VI-A.
7. Represents shares of Common Stock held by Associates VI-A.
8. Represents shares of Common Stock sold by Associates VI-B.
9. Represents shares of Common Stock held by Associates VI-B.
Remarks:
Messrs. John Danhakl and J. Kristofer Galashan are members of the board of directors of the Issuer, and each is a partner of LGP, which is an affiliate of the other reporting persons (the "LGP Entities"). Accordingly, Messrs. Danhakl and Galashan may be determined to represent the interests of the LGP Entities on the board of directors of the Issuer, and accordingly, the LGP Entities may be deemed to be a director for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.
/s/Andrew C. Goldberg, Attorney-in-fact08/12/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR