0001567619-21-000261.txt : 20210105 0001567619-21-000261.hdr.sgml : 20210105 20210105161630 ACCESSION NUMBER: 0001567619-21-000261 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201228 FILED AS OF DATE: 20210105 DATE AS OF CHANGE: 20210105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FITNESS TSI, LLC CENTRAL INDEX KEY: 0001838867 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36803 FILM NUMBER: 21505711 BUSINESS ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 BUSINESS PHONE: 212-872-1000 MAIL ADDRESS: STREET 1: 111 WEST 33RD STREET STREET 2: SUITE 1910 CITY: NEW YORK STATE: NY ZIP: 10120 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TOWN SPORTS INTERNATIONAL HOLDINGS INC CENTRAL INDEX KEY: 0001281774 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEMBERSHIP SPORTS & RECREATION CLUBS [7997] IRS NUMBER: 200640002 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1001 US NORTH HIGHWAY 1 STREET 2: SUITE 201 CITY: JUPITER STATE: FL ZIP: 33477 BUSINESS PHONE: (212) 246-6700 MAIL ADDRESS: STREET 1: 399 EXECUTIVE BOULEVARD CITY: ELMSFORD STATE: NY ZIP: 10523 3 1 doc1.xml FORM 3 X0206 3 2020-12-28 0 0001281774 TOWN SPORTS INTERNATIONAL HOLDINGS INC CLUBQ 0001838867 FITNESS TSI, LLC 111 WEST 33RD STREET SUITE 1910 NEW YORK NY 10120 1 0 0 0 Common Stock 14694218 D These shares of common stock of Town Sports International Holdings, Inc. (the "Issuer") are held for the account of Fitness TSI, LLC ("TSI"), a private investment fund for which Kennedy Lewis Management LP (the "Adviser") serves as investment manager. The Adviser may be deemed to beneficially own the shares of common stock of the Issuer held by TSI because the Adviser has been delegated voting and investment power over such shares. KLM GP LLC ("KLM") may be deemed to exercise voting and investment power over and thus have beneficial ownership of such shares of common stock of the Issuer held by TSI as the general partner of the Adviser. In addition, Kennedy Lewis Investment Management LLC ("Kennedy Lewis Management") may be deemed to exercise voting and investment power over and thus have beneficial ownership of such shares of common stock of the Issuer held by TSI as the owner and control person of KLM. (cont' from Footnote 1) Further, Darren Richman and David Chene may be deemed to exercise voting and investment power over and thus have beneficial ownership of such shares of common stock of the Issuer held by TSI as the managing members and control persons of Kennedy Lewis Management. For purposes of Section 16 of the Securities Exchange Act of 1934, each of the Adviser, KLM, Kennedy Lewis Management, Mr. Richman and Mr. Chene disclaims beneficial ownership of the securities of the Issuer held directly by TSI except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of the Adviser, KLM, Kennedy Lewis Management, Mr. Richman or Mr. Chene is the beneficial owner of such securities for purposes of Section 16 or any other purpose. David Chene, a managing member of Kennedy Lewis Investment Management LLC, Brian Dubin, a partner at Kennedy Lewis Management LP (the "Adviser"), and Doug Logigian, a partner at the Adviser, each serve, or in the case of Mr. Logigian, will serve, on the Board of Directors of Town Sports International Holdings, Inc. (the "Issuer"). By virtue of its representation on the Board of Directors of the Issuer, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, Fitness TSI, LLC is deemed a director by deputization of the Issuer. FITNESS TSI, LLC, By: Name: /s/ Anthony Pasqua, Title: Chief Operating Officer 2021-01-05