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8-K2026-05-07· grok-4-1-fast-non-reasoning

LTH · Life Time Group Holdings, Inc.

0001869198-26-000034

SEC filing

Summary

Life Time Group Holdings, Inc. completed a private repurchase of 2,192,500 shares of common stock from affiliates of Leonard Green & Partners, TPG Inc., and Partners Group (USA) Inc. for $62,705,000 on May 7, 2026.

Key takeaways

Full analysis

Life Time Group Holdings, Inc. executed a targeted share repurchase from major stockholders, reducing outstanding common shares by 2,192,500 through a private transaction at a fixed price of $28.60 per share. This aligns with the company's board-approved repurchase program from February 2026, signaling confidence in valuation and commitment to capital return. The sellers, affiliates of prominent private equity firms Leonard Green & Partners, TPG Inc., and Partners Group (USA) Inc., participated severally, with clear representations on share title and no liens. The agreement includes standard closing mechanics like wire transfers and IRS tax forms, with explicit intent to treat the transaction as a sale for tax purposes under IRC Section 302(a), avoiding dividend characterization. No withholding applies for compliant sellers. This reduces free float and potential dilution, while the Delaware corporation's New York-governed deal underscores routine execution without third-party consents beyond routine filings.