Partners Group Private Equity (Master Fund), LLC - Nov 11, 2024 Form 4 Insider Report for Life Time Group Holdings, Inc. (LTH)

Role
Member of 10% Owner Group
Signature
By: /s/Janel Gruber-Stevens, Authorized Signatory of Partners Group AG, attorney-in-fact for Partners Group (USA) Inc., investment manager of Partners Group Private Equity (Master Fund), LLC
Stock symbol
LTH
Transactions as of
Nov 11, 2024
Transactions value $
-$9,723,431
Form type
4
Date filed
11/13/2024, 04:05 PM
Previous filing
Aug 16, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LTH Common Stock Sale -$9.72M -402K -6.78% $24.18 5.53M Nov 11, 2024 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 Represents 211,757 shares sold by Partners Group Private Equity (Master Fund), LLC ("PG Master Fund"), 465 shares sold by Partners Group Private Equity II, LLC ("PG PE II"), 14,614 shares sold by Partners Group Access 83 PF LP ("PG Access 83"), and 175,291 shares sold by Partners Group Series Access II, LLC, Series 61 ("PG Series 61").
F2 2,910,588 of such shares of Common Stock are directly held by PG Master Fund, 6,397 of such shares are directly held by PG PE II, 200,868 of such shares are directly held by PG Access 83 and 2,409,368 of such shares are directly held by PG Series 61.
F3 The investment manager of PG Master Fund is Partners Group (USA) Inc. ("PG USA"). PG USA, PG PE II, PG Access 83 and PG Series 61 are indirectly controlled by Partners Group Holding AG. 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.

Remarks:

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.