LifeStance Health Group Announces Pricing of Secondary Public Offering

LifeStance Health Group, Inc. has announced the pricing of a secondary underwritten public offering of 35,000,000 shares of its common stock at a public offering price of $8.15 per share. The offering is made pursuant to a shelf registration statement filed with the Securities and Exchange Commission (SEC) by certain stockholders of the Company, referred to as the Selling Stockholders. Proceeds from the offering will go entirely to the Selling Stockholders, as LifeStance will not be selling any shares or receiving any proceeds from the offering.

Additionally, LifeStance has agreed to purchase 6,000,000 shares of common stock from the underwriter, which will also be sold by the Selling Stockholders at the public offering price. This repurchase transaction will be contingent upon the completion of the offering and other customary conditions, although the offering is not dependent on the fulfillment of the repurchase. The underwriter will not receive compensation for the shares purchased by LifeStance.

The offering and the repurchase are expected to settle and close on or around May 12, 2026, subject to customary closing conditions. J.P. Morgan is serving as the underwriter for the offering. LifeStance’s automatic shelf registration statement related to this offering became effective when filed on May 21, 2024.

Founded in 2017, LifeStance is a provider of virtual and in-person outpatient mental health care, operating across 33 states and more than 550 centers. The Company employs over 8,300 psychiatrists, advanced practice nurses, psychologists, and therapists to help individuals experiencing a variety of mental health conditions.