Life Time Group Holdings Inc 2025年度报告

(Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December31, 2025OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the transition period from toCommission file number 001-40887 Life Time Group Holdings, Inc. (Exact name of registrant as specified in its charter) 47-3481985 (State or other jurisdiction of incorporation or organization) 2902 Corporate PlaceChanhassen, Minnesota 55317(952) 947-0000 (Address of principal executive offices, including zip code and Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.YesNo☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐No Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) hasbeen subject to such filing requirements for the past 90 days.YesNo☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wasrequired to submit such files).YesNo☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filerNon-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐No As of June 30, 2025, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value ofthe registrant’s common stock held by non-affiliates of the registrant was approximately $3,795.1million (based upon the closing sale priceof the common stock on that date on the NYSE). As ofFebruary20, 2026, the registrant had 221,805,082 shares of common stock outstanding, par value $0.01 per share. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Proxy Statement for the Annual Meeting of Stockholders to be held on April 30, 2026, are incorporated by reference intoPart III, Items 10-14 of this Annual Report on Form 10-K. The Proxy Statement will be filed with the Securities and Exchange Commissionwithin 120 days after the end of the fiscal year to which this report relates. TABLE OF CONTENTS Part IItem 1. Business.Item 1A. Risk Factors.12Item 1B. Unresolved Staff Comments.25Item 1C. Cybersecurity.25Item 2. Properties.27Item 3. Legal Proceedings.29Item 4. Mine Safety Disclosures.29Part IIItem 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.30Item 6. [Reserved].31Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.31Item 7A. Quantitative and Qualitative Disclosures About Market Risk.46Item 8. Financial Statements and Supplementary Data.47Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.97Item 9A. Controls and Procedures.97Item 9B. Other Information.97Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.97Part IIIItem 10. Directors, Executive Officers and Corporate Governance.97Item 11. Executive Compensation.97Item 12.