LIFE TIME GROUP HOLDINGS INC (LTH)
Sector: Consumer Discretionary
2026 Annual Meeting Analysis
LIFE TIME GROUP HOLDINGS INC · Meeting: April 22, 2026
Directors FOR
5
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of Five Class II Director Nominees
Alsfine has served since 2019, has strong investment and financial expertise, meets attendance requirements, holds 3 public board seats (within the 4-seat limit), and LTH's 3-year TSR of +52.3% outperforms the peer median by +57.8pp — well above the 50pp underperformance threshold required to trigger a No vote under strong-positive-TSR conditions.
Coslet has served since 2015, brings over 30 years of investment and advisory experience, meets attendance requirements, currently holds no public board seats following recent departures, and LTH's strong 3-year TSR outperformance of the peer group clears the policy threshold with no TSR trigger.
Galashan has served since 2015, brings private equity and growth-company expertise relevant to LTH's strategy, holds 2 current public board seats (within limit), meets attendance requirements, and LTH's 3-year TSR outperformance of the peer group clears the policy threshold with no TSR trigger.
Lasher has served since 2015, brings CPA background and fitness-industry operating experience directly relevant to LTH, holds 2 public board seats (within limit), was recently cleared as independent by the board following the resolution of related-party lease arrangements, and LTH's 3-year TSR outperformance of the peer group clears the policy threshold.
Pomerantz joined the board in April 2025 — less than 24 months ago — and is therefore exempt from the TSR trigger under policy; she brings strong financial, consumer-business, and governance credentials, holds 2 public board seats (within limit), and there are no other policy flags.
All five Class II nominees pass policy screens. LTH's 3-year TSR of +52.3% outperforms the disclosed peer group median by +57.8pp, which is above the 50pp underperformance threshold required to trigger a No vote under strong-positive-TSR conditions — meaning no director fails the TSR test. No overboarding, attendance, independence, or familial-relationship flags are raised for any nominee.
Say on Pay
✓ FORCEO
Bahram Akradi
Total Comp
$15,199,475
Prior Support
97%%
CEO Bahram Akradi received total compensation of approximately $15.2 million in 2025, consisting of a $1.5M base salary and roughly $13.5M in stock awards — meaning well over 85% of his pay is variable and equity-linked, comfortably exceeding the 50-60% variable-pay threshold required by policy. The prior year Say-on-Pay vote received over 97% support, indicating strong shareholder endorsement with no remediation concerns. On the pay-for-performance alignment check, LTH delivered record revenue, a 21.9% increase in Adjusted EBITDA to $825M, and a 3-year TSR of +52.3% that outperforms the disclosed peer group median by nearly 58 percentage points — incentive pay was clearly earned. The company maintains a formal clawback policy compliant with NYSE/SEC rules, and no dilution or structural concerns are flagged.
Auditor Ratification
✓ FORAuditor
Deloitte & Touche LLP
Tenure
N/A
Audit Fees
N/A
Non-Audit Fees
N/A
The fee table referenced in the filing text was not fully captured in the provided excerpt, so the non-audit fee ratio cannot be calculated; per policy, when fee data cannot be confirmed, we do not assume a No vote. Deloitte is a Big 4 firm appropriate for LTH's ~$5.8B market cap. Auditor tenure is not disclosed in the provided text; per policy, an undisclosed tenure does not trigger a No vote — this is noted as a minor negative but does not override the default FOR. No material restatements are identified in the filing.
Overall Assessment
The 2026 Life Time annual meeting presents a clean ballot with no major governance concerns: all five Class II director nominees pass policy screens given LTH's strong 3-year TSR outperformance of its peer group, the Say-on-Pay vote is supported by strong pay-for-performance alignment and a 97% prior-year endorsement, and the auditor ratification is recommended FOR with minor caveats around undisclosed tenure and fee data not fully available in the provided text. We recommend FOR on all three proposals.
Compensation Peer Group
15 companies disclosed in 2026 proxy filing