X0306 4 2017-06-16 1 0001281774 TOWN SPORTS INTERNATIONAL HOLDINGS INC CLUB 0001693981 Dreyfuss Philip D C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001611816 Fisch Michael B. C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001245637 FRIED RICHARD B C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001595643 Kim David T C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001245636 LANDRY MONICA R C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% Common Stock, par value $0.001 per share 2017-06-16 4 S 0 1323777 3.60 D 72234 D Common Stock, par value $0.001 per share 2017-06-16 4 S 0 1492872 3.60 D 81462 D Common Stock, par value $0.001 per share 2017-06-16 4 S 0 968413 3.60 D 52843 D Common Stock, par value $0.001 per share 2017-06-16 4 S 0 2371 3.60 D 129 D Common Stock, par value $0.001 per share 2017-06-16 4 S 0 62567 3.60 D 3414 D Common Stock, par value $0.001 per share 2017-06-19 4 S 0 72234 3.60 D 0 D Common Stock, par value $0.001 per share 2017-06-19 4 S 0 81462 3.60 D 0 D Common Stock, par value $0.001 per share 2017-06-19 4 S 0 52843 3.60 D 0 D Common Stock, par value $0.001 per share 2017-06-19 4 S 0 129 3.60 D 0 D Common Stock, par value $0.001 per share 2017-06-19 4 S 0 3414 3.60 D 0 D Common Stock, par value $0.001 per share 0 I See footnotes. Common Stock, par value $0.001 per share 0 I See footnotes. The entities and individuals identified in the footnotes to this Form 4 may be deemed members of a group holding equity securities of Town Sports International Holdings, Inc. (the "Issuer"). The filing of this Form 4 and any statements included herein shall not be deemed to be an admission that such entities and individuals are members of such a group. Since the number of reporting persons that may be listed on a Form 4 is limited, the entities and individuals listed in these footnotes that are not reporting persons on this Form 4 are filing an additional Form 4 on the date hereof as reporting persons with respect to the securities described herein (the "Parallel Form 4"). Information regarding these entities and individuals is included in this Form 4 for purposes of clarification and convenience only, and is duplicative of the information contained in the Parallel Form 4. The amount of securities shown in this row is owned directly by Farallon Capital Partners, L.P. ("FCP"). The amount of securities shown in this row is owned directly by Farallon Capital Institutional Partners, L.P. ("FCIP"). The amount of securities shown in this row is owned directly by Farallon Capital Institutional Partners II, L.P. ("FCIP II"). The amount of securities shown in this row is owned directly by Farallon Capital Institutional Partners III, L.P. ("FCIP III"). The amount of securities shown in this row is owned directly by Farallon Capital Offshore Investors II, L.P. ("FCOI II" and, together with FCP, FCIP, FCIP II and FCIP III, the "Farallon Funds"). The amount of securities shown in this row is owned directly by the Farallon Funds. As the general partner of each of the Farallon Funds, Farallon Partners, L.L.C. ("FPLLC") may be deemed to be a beneficial owner of the Issuer's securities held by the Farallon Funds. FPLLC hereby disclaims any beneficial ownership of any of the Issuer's securities reported or referenced herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "'34 Act"), or otherwise, except as to securities representing FPLLC's pro rata interest in, and interest in the profits of, the Farallon Funds. Each of Philip D. Dreyfuss, Michael B. Fisch, Richard B. Fried, David T. Kim, Monica R. Landry, Michael G. Linn, Ravi K. Paidipaty, Rajiv A. Patel, Thomas G. Roberts, Jr., William Seybold, John R. Warren and Mark C. Wehrly (collectively, the "Managing Members") and Andrew J.M. Spokes (the "Senior Managing Member"), as a Managing Member or the Senior Managing Member, as the case may be, of FPLLC, in each case with the power to exercise investment discretion, may be deemed to be a beneficial owner of the Issuer's securities held by the Farallon Funds. Each of the Managing Members and the Senior Managing Member disclaims any beneficial ownership of any of the Issuer's securities reported or referenced herein for purposes of Section 16 of the '34 Act or otherwise, except to the extent of his or her pecuniary interest, if any. /s/ Michael Fisch, as attorney-in-fact and/or authorized signer for Philip D. Dreyfuss 2017-06-20 /s/ Michael Fisch, for himself. 2017-06-20 /s/ Michael Fisch, as attorney-in-fact and/or authorized signer for Richard B. Fried 2017-06-20 /s/ Michael Fisch, as attorney-in-fact and/or authorized signer for David T. Kim 2017-06-20 /s/ Michael Fisch, as attorney-in-fact and/or authorized signer for Monica R. Landry 2017-06-20