Sec Form 3 Filing - KENNEDY LEWIS MANAGEMENT LP @ TOWN SPORTS INTERNATIONAL HOLDINGS INC - 2019-12-27

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person KENNEDY LEWIS MANAGEMENT LP 2. Issuer Name and Ticker or Trading Symbol TOWN SPORTS INTERNATIONAL HOLDINGS INC [ CLUB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 80 BROAD STREET, 22ND FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 12/27/2019 (Street) NEW YORK, NY10004 4. If Amendment, Date Original Filed (MM/DD/YY) 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 Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 4,200,000 I See Footnotes ( 1 ) ( 2 ) ( 3 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KENNEDY LEWIS MANAGEMENT LP 80 BROAD STREET, 22ND FLOOR NEW YORK, NY10004 X KLM GP LLC 80 BROAD STREET, 22ND FLOOR NEW YORK, NY10004 X KENNEDY LEWIS INVESTMENT MANAGEMENT LLC 80 BROAD STREET, 22ND FLOOR NEW YORK, NY10004 X Richman Darren 80 BROAD STREET, 22ND FLOOR NEW YORK, NY10004 X CHENE DAVID 80 BROAD STREET, 22ND FLOOR NEW YORK, NY10004 X Signatures KENNEDY LEWIS MANAGEMENT LP by /s/ Anthony Pasqua, Chief Operating Officer 01/06/2020 Signature of Reporting Person Date KLM GP LLC by /s/ Anthony Pasqua, Chief Operating Officer 01/06/2020 Signature of Reporting Person Date KENNEDY LEWIS INVESTMENT MANAGEMENT LLC by /s/ Anthony Pasqua, Chief Operating Officer 01/06/2020 Signature of Reporting Person Date DARREN RICHMAN by /s/ Darren Richman 01/06/2020 Signature of Reporting Person Date DAVID CHENE by /s/ David Chene 01/06/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These shares of common stock of Town Sports International Holdings, Inc. (the "Issuer") are held for the account of a private investment fund (the "Fund") for which Kennedy Lewis Management LP (the "Adviser") acts as investment adviser. The Adviser may be deemed to beneficially own the shares of common stock of the Issuer held by the Fund 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 the Fund as the general partner of the Adviser. ( 2 )[continued from Footnote 1] 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 the Fund as the owner and control person of KLM. 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 the Fund as the managing members and control persons of Kennedy Lewis Management. ( 3 )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 the Fund 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.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(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).

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