Landau David A's Form 4 filing
Life Time Group Holdings, Inc. (LTH) · filed Oct 14, 2021
- Accession no.
- 0000950142-21-003172
- Filed
- Oct 14, 2021, 5:29 PM ET
- Trade date
- Oct 12, 2021
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 5 non-derivative transactions and 3 derivative transactions. Open-market purchases total $25.0M. It was filed 2 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Landau David ACIK 0001243762 | Director, 10% Owner |
| LNK Partners III, L.P.CIK 0001645259 | Director, 10% Owner |
| LNK Partners III (Parallel), L.P.CIK 0001647698 | Director, 10% Owner |
| LNK Life Time Fund, L.P.CIK 0001782485 | Director, 10% Owner |
| LNK Life Time GenPar, L.P.CIK 0001885181 | Director, 10% Owner |
| LNK GenPar III, L.P.CIK 0001885182 | Director, 10% Owner |
| LNK MGP III, LLCCIK 0001886463 | Director, 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Oct 12, 2021 | Common Stock | CConversionAcquired | +247,159 | –F1 | – | 5,086,760 | Indirect | |
| Oct 12, 2021 | Common Stock | PPurchaseAcquired | +1,344,333 | $18.00 | +$24,197,994 | 6,431,093 | Indirect | |
| Oct 12, 2021 | Common Stock | CConversionAcquired | +180,744 | –F1 | – | 3,857,235 | Indirect | |
| Oct 12, 2021 | Common Stock | CConversionAcquired | +8,196 | –F1 | – | 168,594 | Indirect | |
| Oct 12, 2021 | Common Stock | PPurchaseAcquired | +44,555 | $18.00 | +$801,990 | 213,149 | Indirect |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- 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. The Series A preferred stock has no expiration date.
Referenced by the price of 3 transactions in Table I and 3 transactions in Table II.
Remarks
Each of the LNK Funds are party to a Stockholders Agreement with other shareholders of the Issuer that (in addition to other rights and obligations) obligates the parties to vote in favor of certain designated nominees for election to the Issuer's board of directors. As a result, the Reporting Persons may be deemed members of a group that beneficially owns more than 10% of the outstanding shares of common stock of the Issuer. Mr. Landau serves on the board of directors of the Issuer as a representative of the LNK Funds. As a result, each of the Reporting Persons may be deemed to be a "director by deputization" of the Issuer.