Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-21-060498
Date:2021-10-12
Issuer: LIFE TIME GROUP HOLDINGS, INC. (LTH)
Original Submission Date:

Reporting Person:

GREEN LTF HOLDINGS II LP
11111 SANTA MONICA BLVD.
SUITE 2000 LOS ANGELES, CA 90025

Reporting Person:

GEI CAPITAL VI, LLC
11111 SANTA MONICA BLVD.
SUITE 2000 LOS ANGELES, CA 90025

Reporting Person:

GREEN EQUITY INVESTORS SIDE VI, L.P.
11111 SANTA MONICA BLVD.
SUITE 2000 LOS ANGELES, CA 90025

Reporting Person:

GREEN EQUITY INVESTORS VI, L.P.
11111 SANTA MONICA BLVD.
SUITE 2000 LOS ANGELES, CA 90025

Reporting Person:

GREEN VI HOLDINGS, LLC
11111 SANTA MONICA BLVD.
SUITE 2000 LOS ANGELES, CA 90025

Reporting Person:

LEONARD GREEN & PARTNERS, L.P.
11111 SANTA MONICA BLVD.
SUITE 2000 LOS ANGELES, CA 90025

Reporting Person:

LGP ASSOCIATES VI-A LLC
11111 SANTA MONICA BLVD.
SUITE 2000 LOS ANGELES, CA 90025

Reporting Person:

LGP ASSOCIATES VI-B LLC
11111 SANTA MONICA BLVD.
SUITE 2000 LOS ANGELES, CA 90025

Reporting Person:

LGP MANAGEMENT INC
11111 SANTA MONICA BLVD.
SUITE 2000 LOS ANGELES, CA 90025

Reporting Person:

PERIDOT COINVEST MANAGER LLC
11111 SANTA MONICA BLVD.
SUITE 2000 LOS ANGELES, CA 90025

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2021-10-12 C 2,197,020 a $0.00 52,670,520 f6 direct
COMMON STOCK 2021-10-12 C 4,074 a $0.00 97,678 f6 direct
COMMON STOCK 2021-10-12 C 40,606 a $0.00 973,502 f6 direct
COMMON STOCK 2021-10-12 P 5,000,000 a $18.00 57,670,520 f6 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
SERIES A PREFERRED STOCK 0.0 2021-10-12 deemed execution date C 1,783,830 (d) common stock 2,197,020 $0.00 0 direct
SERIES A PREFERRED STOCK 0.0 2021-10-12 deemed execution date C 3,308 (d) common stock 4,074 $0.00 0 direct
SERIES A PREFERRED STOCK 0.0 2021-10-12 deemed execution date C 32,970 (d) common stock 40,606 $0.00 0 direct
Footnotes
IDfootnote
f1 represents shares of common stock of the issuer acquired by green ltf holdings ii lp ("green ltf") pursuant to the automatic conversion of shares of series a preferred stock upon the closing of the issuer's initial public offering in accordance with the certificate of designations pertaining to the series a preferred stock.
f2 each share of series a preferred stock automatically converted into common stock upon the closing of the issuer's initial public offering in accordance with the certificate of designations pertaining to the series a preferred stock.
f3 represents shares of common stock owned by green ltf.
f4 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 vl-b").
f5 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 (together, the "investors") and, therefore, a "ten percent holder" hereunder.
f6 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.
f7 represents shares of common stock of the issuer acquired by associates vi-a pursuant to the automatic conversion of shares of series a preferred stock upon the closing of the issuer's initial public offering in accordance with the certificate of designations pertaining to the series a preferred stock.
f8 represents shares of common stock owned by associates vi-a.
f9 represents shares of common stock of the issuer acquired by associates vi-b pursuant to the automatic conversion of shares of series a preferred stock upon the closing of the issuer's initial public offering in accordance with the certificate of designations pertaining to the series a preferred stock.
f10 represents shares of common stock owned by associates vi-b.
f11 represents shares of common stock purchased by green ltf.
f12 the securities reported on this row are held by green ltf.
f13 the securities reported on this row are held by associates vi-a.
f14 the securities reported on this row are held by associates vi-b.

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