October 7, 2021 - Landau David A, Lnk Life Time Fund, L.p., Lnk Partners Iii (parallel), L.p., Lnk Partners Iii, L.p., Lnk Life Time Genpar, L.p., Lnk Genpar Iii, L.p., Lnk Mgp Iii, Llc - 3: Initial statement of beneficial ownership of securities

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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3235-0104

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1. Name and Address of Reporting Person ^*

LANDAU DAVID A

2. Date of Event Requiring Statement (Month/Day/Year)
10/07/2021

3. Issuer Name and Ticker or Trading Symbol
Life Time Group Holdings, Inc. [LTH]

(Last)

(First)

(Middle)

81 MAIN STREET

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

WHITE PLAINS, NY 10601

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	4,839,601	I	See footnote ⁽¹⁾ ⁽⁵⁾
Common Stock	3,676,491	I	See footnote ⁽²⁾ ⁽⁵⁾
Common Stock	160,398	I	See footnote ⁽³⁾ ⁽⁵⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	247,159	$ ⁽⁴⁾	I	See footnote ⁽¹⁾ ⁽⁵⁾
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	180,744	$ ⁽⁴⁾	I	See footnote ⁽²⁾ ⁽⁵⁾
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	8,196	$ ⁽⁴⁾	I	See footnote ⁽³⁾ ⁽⁵⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
LANDAU DAVID A 81 MAIN STREET WHITE PLAINS, NY 10601	X	X
LNK Life Time Fund, L.P. 81 MAIN STREET WHITE PLAINS, NY 10601	X	X
LNK Partners III (Parallel), L.P. 81 MAIN STREET WHITE PLAINS, NY 10601	X	X
LNK Partners III, L.P. 81 MAIN STREET WHITE PLAINS, NY 10601	X	X
LNK Life Time GenPar, L.P. 81 MAIN STREET WHITE PLAINS, NY 10601	X	X
LNK GenPar III, L.P. 81 MAIN STREET WHITE PLAINS, NY 10601	X	X
LNK MGP III, LLC 81 MAIN STREET WHITE PLAINS, NY 10601	X	X

Signatures

See signatures attached as Exhibit 99.1		10/07/2021
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Held directly by LNK Partners III, LP.
(2)	Held directly by LNK Life Time Fund, LP.
(3)	Held directly by LNK Partners III (Parallel), LP (together with LNK Partners III, LP and LNK Life Time Fund, LP, the "LNK Funds").
(4)	Each share of Series A preferred stock will automatically convert 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.
(5)	Each of the LNK Funds is controlled by LNK GenPar III, L.P. and LNK Life Time GenPar, L.P., their respective general partners (together, the "General Partners"), and each of those is in turn controlled by David Landau, a director of Life Time, through LNK MGP III, LLC, of which he is the controlling member. As such, each of the General Partners and Mr. Landau may be deemed indirect beneficial owners of the securities held directly by the LNK Funds. The General Partners and Mr. Landau disclaim beneficial ownership of the shares of common stock held directly by the LNK Funds, except to the extent of their pecuniary interest.
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.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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Form: 3

Documents

Reporting Owners

Signatures

Explanation of Responses: