Partners Group Private Equity (Master Fund), LLC - Oct 12, 2021 Form 4/A - Amendment Insider Report for Life Time Group Holdings, Inc. (LTH)

Role
Member of 10% Owner Group
Signature
By: /s/ Andres Small, Authorized Signatory of Partners Group (USA) Inc., investment manager of Partners Group Private Equity (Master Fund), LLC
Stock symbol
LTH
Transactions as of
Oct 12, 2021
Transactions value $
$4,999,986
Form type
4/A - Amendment
Date filed
10/22/2021, 06:56 PM
Date Of Original Report
Oct 13, 2021
Previous filing
Oct 22, 2021
Next filing
Aug 16, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LTH Common Stock Conversion of derivative security +302K +5.03% 6.3M Oct 12, 2021 See footnote F1, F3, F4
transaction LTH Common Stock Purchase $5M +278K +4.41% $18.00 6.58M Oct 12, 2021 See footnote F3, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction LTH Series A Preferred Stock Conversion of derivative security -245K -100% 0 Oct 12, 2021 Common Stock 302K See footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Life Time Group Holdings, Inc.'s (the "Issuer") Series A Preferred Stock (the "Series A Preferred Stock") automatically converted into shares of the Issuer's common stock (the "Common Stock") upon the closing of the Issuer's initial public offering, for no additional consideration, in accordance with the Certificate of Designations of the Series A Preferred Stock. The Series A Preferred Stock had no expiration date.
F2 Partners Group Private Equity (Master Fund), LLC ("PG Master Fund") directly held 140,583 shares of Series A Preferred Stock, Partners Group Private Equity II, LLC ("PG PE II") directly held 3,218 shares of Series A Preferred Stock and Partners Group Access 83 PF LP ("PG Access 83") directly held 101,055 shares of Series A Preferred Stock.
F3 The investment manager of PG Master Fund is Partners Group (USA) Inc. ("PG USA"). PG USA, PG PE II, PG Access 83 and Partners Group Series Access II, LLC, Series 61 ("PG Series 61") are indirectly controlled by Partners Group Holding AG ("Partners Group"). Each of PG Master Fund, PG PE II, PG Access 83 and PG Series 61 disclaims beneficial ownership of any securities that it does not directly beneficially own, except to the extent of its pecuniary interest, if any, therein.
F4 3,305,146 of such shares of Common Stock are directly held by PG Master Fund, 3,963 of such shares are directly held by PG PE II, 124,462 of such shares are directly held by PG Access 83 and 2,868,000 of such shares are directly held by PG Series 61.
F5 3,464,630 of such shares of Common Stock are directly held by PG Master Fund, 7,614 of such shares are directly held by PG PE II, 239,104 of such shares are directly held by PG Access 83 and 2,868,000 of such shares are directly held by PG Series 61.

Remarks:

This Amendment to the Form 4 filed on October 13, 2021 is being filed to add Partners Group Series Access II, LLC and Partners Group Access 83 PF LP as Reporting Owners, but does not reflect any change in the Reporting Persons' ownership as reported in the original filing. The Reporting Persons may be deemed to be members of a "group" for the purposes of the Securities Exchange Act of 1934 by virtue of being parties to the Life Time Group Holdings, Inc. Third Amended and Restated Stockholders Agreement (the "Stockholders Agreement"). Each Reporting Person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by such Reporting Person. This report shall not be deemed an admission that the Reporting Persons are members of a group or the beneficial owners of any securities not directly owned by the Reporting Persons. The Reporting Persons disclaim beneficial ownership of any such securities except to the extent of their pecuniary interest, if any, therein. Pursuant to the Stockholders Agreement, Mr. Andres Small, an employee of an affiliate of the Reporting Persons, serves on the Issuer's board of directors as the Reporting Persons' representative.