Every 8-K that Lifeway Foods Inc (LWAY) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow LWAY and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full LWAY filings page.
Lifeway Foods reported record second-quarter 2026 net sales of $66.9 million, up 24.1% year-over-year and surpassing its prior quarterly record by $3.9 million. This marked the company’s 27th consecutive quarter of year-over-year net sales growth. First-half 2026 net sales were $129.9 million, up 29.9% from the prior-year period.
Strong top-line growth was offset by higher input costs. Gross profit margin fell to 19.5% from 28.6% in the quarter, primarily due to elevated milk prices and higher resin and transportation costs. Quarterly net income declined to $0.1 million ($0.01 per share) from $4.3 million ($0.28 per share). For the first half, net income was $4.8 million versus $7.8 million a year earlier.
The company continued to invest heavily in capacity and growth. Property, plant and equipment, net, increased to $65.6 million from $48.3 million at year-end 2025, supported by $19.5 million in capital spending and new borrowings under a $23.0 million line of credit, with $21.9 million outstanding. Lifeway also repurchased $4.9 million of treasury stock. Management highlighted ongoing distribution gains, brand activations and a planned Waukesha facility expansion, and stated an expectation that gross margin and profitability will fully recover in 2027 as milk costs ease and operational efficiencies materialize.
Lifeway Foods, Inc. entered into a new Master Security Agreement with CIBC Bank USA to fund equipment purchases through an Interim Funding Agreement of up to $22,000,000 in total loan advances. The interim funding period runs until June 30, 2027, after which outstanding advances convert into a single Equipment Guidance Line Note. That note will be repaid over five years from the conversion date, with interest on both the interim advances and term note set at 1‑month Term SOFR plus 1.65%, paid monthly in arrears. Existing terms under the prior Credit Agreement, including its Sixth Modification effective December 29, 2025, remain in place.
Lifeway Foods, Inc. reported results of its 2026 Annual Meeting of Shareholders. Of 15,281,888 common shares entitled to vote, 13,982,124 were represented, establishing a quorum. Shareholders elected seven board nominees, including CEO Julie Smolyansky, to serve until the 2027 annual meeting.
Investors also ratified Grant Thornton LLP as independent registered public accountants, and approved executive compensation on a nonbinding advisory basis. A separate director, Jason Scher, was elected for a term through the 2027 meeting. The company furnished a CEO investor presentation highlighting Lifeway’s leading kefir brand, revenue growth to about $212.5 in FY 2025 with a 15.8% CAGR, no outstanding debt at 12/31/2025, and planned capital investment of approximately $48 in its Waukesha, Wisconsin manufacturing facility.
Lifeway Foods, Inc. disclosed that its Board of Directors has redeemed all preferred share purchase rights outstanding under its previously disclosed Shareholder Rights Agreement with Computershare Trust Company, N.A. as rights agent, effective June 5, 2026.
Each Right will be redeemed for a cash payment of $0.001 per Right. After the redemption, the rights will terminate, holders’ only remaining entitlement will be to receive the redemption price, and the Rights Agreement dated November 4, 2024, as amended on October 29, 2025, will terminate and have no further force or effect.
Lifeway Foods, Inc. filed an update to its proxy materials related to the upcoming annual shareholder meeting. The company originally proposed seven director nominees and a reduction of the board from eight to seven members after the election.
The board has now decided to keep the board size at eight directors and has nominated Jason Scher for re-election at the June 17, 2026 annual meeting. His election will be voted on separately as Proposal Four for a term lasting until the 2027 annual meeting of shareholders. Shareholders are encouraged to review both the original proxy statement and the new supplement before voting.
Lifeway Foods, Inc. disclosed that Danone USA Public Benefit Corporation is conducting a secondary underwritten public offering of 3,454,756 shares of Lifeway common stock at $19.50 per share. All shares are being sold by the selling stockholder, so Lifeway will not receive offering proceeds.
Lifeway has agreed to repurchase approximately $5.0 million of these shares at the same price, with the repurchase conditioned on the closing of the offering, which is expected on May 19, 2026 subject to customary conditions. The transaction is being made under an effective Form S-3 shelf registration, with BTIG, LLC acting as sole underwriter and book-running manager.
Lifeway Foods reported record results for the quarter ended March 31, 2026, with net sales of $63.0 million, up 36.7% year-over-year, driven mainly by its flagship Lifeway Kefir. Gross profit margin improved to 27.5% from 23.9%, showing better profitability on each dollar of sales.
Net income rose to $4.7 million from $3.5 million, and diluted earnings per share increased to $0.30 from $0.23. Operating cash flow improved to $4.4 million, while the company invested $11.0 million in property and equipment and drew on a $8.0 million line of credit. Management reiterated a long‑term Adjusted EBITDA target of $45–$50 million for FY 2027 and expects FY 2026 to deliver the strongest annual sales in its history.
Lifeway Foods, Inc. reported preliminary unaudited net sales for the first quarter of 2026 of $60.8 million to $62.3 million, a 32% to 35% increase compared to the first quarter of 2025. Management attributes this growth to continued momentum in its core kefir and farmer cheese products and strong demand for protein-rich, probiotic foods.
The company plans to release full first quarter 2026 financial results on May 14, 2026, before the market opens, and will provide a pre-recorded conference call and webcast at 9:00 a.m. ET that day through its investor relations website.
Lifeway Foods reported a record 2025, with strong growth in sales and profits driven by its kefir business. Full-year net sales reached $212.5 million, up 13.7% year-over-year and about 19% on a comparable basis, marking six consecutive years of volume-led net sales growth. Gross profit margin for 2025 improved to 27.4% from 26.0%, while net income rose 54% to $13.9 million, or $0.89 per diluted share, compared with $0.60 a year earlier.
In the fourth quarter, net sales were $55.4 million, up 18.0% year-over-year, with gross margin expanding 250 basis points to 27.8%. The company generated quarterly net income of $2.5 million, or $0.16 per diluted share, versus a small loss in the prior-year quarter. Lifeway is investing in marketing, new products such as Lifeway Kefir Butter, and capacity while reiterating a long-term Adjusted EBITDA target of $45–$50 million for fiscal 2027.
Lifeway Foods, Inc. reported that its Compensation Committee approved new forms for deferred cash awards under the company’s 2022 Omnibus Incentive Plan. These include a Notice of Deferred Time-Vested Cash Award and a Notice of Deferred Performance-Based Cash Award, which will govern how certain cash incentives are structured and deferred.
The two forms are provided as exhibits to the report, signaling a formal framework for both time-based and performance-linked deferred cash compensation for eligible participants under the plan.
Lifeway Foods, Inc. reported that it expects net sales for the year ended December 31, 2025 to be between $211.0 million and $212.5 million. This preliminary outlook was shared in a press release dated January 8, 2026, which is referenced but not treated as filed for liability purposes under securities law. The company notes that these expectations are forward-looking and subject to various risks, including pricing, competitive actions, commodity costs, regulation, product launch timing, and customer acceptance.
Lifeway Foods (LWAY) filed an 8‑K announcing two items. First, the company furnished a press release with results for the quarter ended September 30, 2025. Second, Lifeway entered into a Cooperation Agreement with Danone North America and, pursuant to that agreement, filed a Form S‑3 “shelf” covering all shares of Lifeway common stock beneficially owned by Danone and its affiliates.
As part of that agreement, Lifeway publicly shared internal five‑year financial projections provided to Danone in August 2025. The summary shows Net Sales of $212 million (2025E) rising to $416 million (2029E), Operating Income from $18 million to $69 million, and Adjusted EBITDA from $29 million to $83 million. Capital Expenditures are listed at $26 million in 2025E, tapering to $3 million in 2029E, with Free Cash Flow increasing from $2 million to $76 million over the same period. Lifeway emphasizes these are unaudited, forward‑looking, non‑GAAP projections and not assurances of future results.
Lifeway Foods, Inc. (LWAY) reported a board change. On November 3, 2025, director Perfecto Sanchez resigned from the Board of Directors, effective immediately. The update was disclosed in a current report on Form 8-K.
The company’s common stock trades on the Nasdaq Global Market under the symbol LWAY. The filing was signed by Chief Financial Officer Eric Hanson.
Lifeway Foods (LWAY) announced board changes and a bylaw update. The Board appointed Andee Harris and Rachel Drori as directors to serve until the next annual meeting or earlier resignation or removal. Harris was also named to the Audit and Corporate Governance Committee. The new directors will be compensated under the company’s standard non‑employee director program.
The Board amended the bylaws to set a director range of five to ten and fixed the current Board size at eight, effective immediately. The company disclosed no arrangements or family relationships related to these appointments. An amendment to the bylaws was filed as Exhibit 3.1.
Lifeway Foods, Inc. extended its shareholder rights plan. The board approved Amendment No. 1 to the Shareholder Rights Agreement, moving the Final Expiration Time to the close of business on October 29, 2026.
The board cited “highly concentrated share ownership” and the potential for “a substantial number of shares” to become available for sale under existing agreements and registration obligations, which could allow a person or group to gain actual or de facto control without paying a control premium. The plan is intended to ensure all shareholders have the opportunity to realize the full value of their investment and to guard against control tactics that do not compensate other shareholders.
The amendment was executed with Computershare Trust Company, N.A. as Rights Agent. Related exhibits include the original rights agreement and the amendment, along with a press release announcing the change.
Lifeway Foods, Inc. announced that its 2025 annual meeting of shareholders will be held on December 16, 2025. This is the formal yearly meeting where shareholders can vote on directors and other matters brought before them.
Shareholder proposals or director nominations made under the company’s Second Amended and Restated By-laws must be received by the company no later than the close of business on October 20, 2025. Proposals that shareholders want included in the company’s proxy statement under Rule 14a-8 must also arrive at the principal executive office by the close of business on October 20, 2025 and satisfy all Rule 14a-8 requirements.
Lifeway Foods, Inc. reported preliminary, unaudited net sales estimates for the third quarter ended September 30, 2025. The company expects net sales between $55.8 million and $57.0 million, which represents an estimated 21–24% increase compared with the same quarter a year earlier. These figures were released via a press release attached to the current report.
The company emphasized that these net sales numbers are estimates and unaudited, and it included standard cautionary language about forward-looking statements, noting that actual results may differ due to competitive dynamics, commodity pricing, regulation, product timing, and customer acceptance.
Lifeway Foods, Inc. disclosed that board member Jody Levy resigned from the company’s Board of Directors, effective October 1, 2025. The company states that her resignation did not result from any disagreement with its operations, policies, or practices, indicating an orderly board change.
Lifeway Foods, Inc. disclosed changes to its agreements with Danone that limit Danone's involvement in corporate governance and certain transfer restrictions. Danone will not need to consent for the company to grant market‑term equity compensation to management (excluding JS, her immediate family and affiliates) provided the Compensation Committee—with a majority of New Independent Directors—approves the grants. Danone also waived its rights to board and committee representation and agreed to waive rights of first refusal on certain monthly sales by ES, LS and JS of up to 100,000 shares each, subject to those parties waiving claims related to shares held by Michael Smolyansky's estate. Danone's remaining Stockholders' Agreement rights (other than registration and books-and-records rights) will end once Danone and affiliates hold fewer than 761,438 shares (adjusted for recapitalizations).
Lifeway Foods, Inc. filed a current report to note that it issued a press release on September 18, 2025. The company used a Regulation FD disclosure item and attached the press release as Exhibit 99.1, making it available to the public through this filing.
Lifeway Foods, Inc. reported estimated unaudited net sales of $39.1 million for the first two months of its third quarter, through August 31, 2025. This represents a 20% increase compared with the same period a year earlier, indicating strong sales momentum early in the quarter.
The figures are preliminary and unaudited and were shared via a press release furnished under Regulation FD, meaning they are provided for informational purposes and are not incorporated into other securities law filings unless specifically referenced. The company also reminds readers that these sales figures and related discussion involve forward‑looking statements that are subject to various business and market risks.
Lifeway Foods, Inc. disclosed that it issued a press release reporting its financial results for the three and six months ended June 30, 2025, and attached that release as Exhibit 99.1 to this Form 8-K.
The company also announced estimated net sales of $26.4 million for the third quarter through August 11, 2025, which the filing states represents a 20% increase from approximately $22 million for the same period last year. The filing clarifies that the press release information is incorporated by reference and is not "filed" for Section 18 liabilities.
Lifeway Foods announced a Separation Agreement with former executive Amy Feldman on June 16, 2025. The agreement includes significant compensation and equity arrangements:
- A lump sum payment of $555,313.13, subject to statutory deductions
- Immediate vesting of 7,875 restricted stock units
- Vesting of 5,448 performance stock units under the 2022 Omnibus Incentive Plan
The agreement includes a comprehensive release of claims by Feldman and confirms that no additional compensation or benefits will be provided beyond those specified. The settlement fulfills all obligations under Feldman's original executive employment agreement from October 31, 2018. This material event follows her previously reported termination announced in March 2025.