Msd Capital L P - Oct 12, 2021 Form 4 Insider Report for Life Time Group Holdings, Inc. (LTH)

Role
10%+ Owner
Signature
/s/ MSD Capital, L.P. By: MSD Capital Management LLC Its: General Partner By: /s/ Marc R. Lisker Name: Marc R. Lisker Title: Manager
Stock symbol
LTH
Transactions as of
Oct 12, 2021
Transactions value $
$6,699,996
Form type
4
Date filed
10/14/2021, 04:47 PM
Previous filing
Oct 7, 2021
Next filing
Jan 11, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LTH Common Stock Conversion of derivative security +542K +5.03% 11.3M Oct 12, 2021 See footnotes F1, F2, F3, F4
transaction LTH Common Stock Purchase $6.7M +372K +3.29% $18.00 11.7M Oct 12, 2021 See footnotes F2, F3, F4

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 -440K -100% 0 Oct 12, 2021 Common Stock 542K See Footnotes F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 This statement is jointly filed by and on behalf of each of MSD Capital, L.P. ("MSD Capital"), MSD Life Time Investments, LLC ("MSD Life Time") and Michael S. Dell. MSD Life Time is the record and direct beneficial owner of the shares of the issuer's common stock reported herein. MSD Capital is the investment manager of MSD Life Time Investments and may be deemed to beneficially own securities owned by MSD Life Time Investments. MSD Capital Management LLC ("MSD Capital Management", and together with MSD Capital and MSD Life Time, the "MSD Parties") is the general partner of MSD Capital and may be deemed to beneficially own securities owned by MSD Capital. [cont.]
F3 Each of John C. Phelan and Marc R. Lisker is a manager of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Michael S. Dell is the controlling member of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Each of Messrs. Dell, Phelan, and Lisker disclaims beneficial ownership of such securities.
F4 The MSD Parties and each of Messrs. Phelan, Lisker and Dell may be deemed to be a member of a group with respect to the issuer or securities of the issuer for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 (the "Act"). Each of the MSD Parties and each of Messrs. Phelan, Lisker and Dell declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.