Danone S.A. fully exits Lifeway Foods (LWAY) with 3.45M-share sale at $19.50

Rhea-AI Filing Summary

Lifeway Foods, Inc. reported a major insider transaction by significant shareholder Danone S.A.. Danone executed an open-market sale of 3,454,756 shares of Lifeway common stock at $19.50 per share on May 14, 2026, and its reported Lifeway holdings fell to zero shares after the transaction. This filing shows a complete exit of Danone’s directly held position in Lifeway in a single sale.

Positive

• None.

Negative

• Danone S.A. exited its entire Lifeway position by selling 3,454,756 common shares at $19.50 per share, reducing its reported holdings to zero and removing a previously significant shareholder from the ownership base.

Insights

Equity ownership & governance analyst

Danone fully exited its Lifeway stake through a large open-market sale.

Danone S.A., disclosed as a ten percent owner of Lifeway Foods, sold 3,454,756 common shares in an open-market transaction at $19.50 per share on May 14, 2026. Following this sale, its reported Lifeway holdings are zero shares.

This is a strong, clear reduction in strategic exposure from a former major shareholder, since the transactionSummary shows net-sell activity of 3,454,756 shares and no remaining derivative positions. The sale size equals Danone’s entire reported position, making it more significant than routine insider trading.

Future company filings may clarify any changes in Lifeway’s shareholder base or governance dynamics after this exit, including whether other institutional investors increase their stakes or whether insider ownership structures evolve in response to Danone’s departure.

Insider Trade Summary

Net Seller: 3,454,756 shares ($67,367,742)

Net Sell 1 txn

Insider Danone S.A.

Role null

Sold 3,454,756 shs ($67.37M)

Type	Security	Shares	Price	Value
Sale	Common Stock, no par value	3,454,756	$19.50	$67.37M

Holdings After Transaction: Common Stock, no par value — 0 shares (Direct, null)

Footnotes (1)

Key Figures

Shares sold: 3,454,756 shares Sale price: $19.50 per share Proceeds (gross, implied): $67,368,742 +2 more

5 metrics

Shares sold 3,454,756 shares Open-market sale on May 14, 2026

Sale price $19.50 per share Price for common stock, no par value

Proceeds (gross, implied) $67,368,742 3,454,756 shares × $19.50 per share

Shares after transaction 0 shares Total shares following transaction for Danone S.A.

Net shares sold 3,454,756 shares transactionSummary net-sell shares

Key Terms

open-market sale, ten percent owner, Common Stock, no par value, Form 4

4 terms

open-market sale financial

"transaction_action is described as an open-market sale of common stock"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

ten percent owner financial

"Danone S.A. is identified as a ten percent owner of Lifeway"

Common Stock, no par value financial

"security_title is listed as Common Stock, no par value"

Form 4 regulatory

"Insider activity is disclosed through a Form 4 filing"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Danone S.A.

(Last) (First) (Middle)

59-61 RUE LA FAYETTE

(Street)

PARIS FRANCE 79005

(City) (State) (Zip)

FRANCE

(Country)

2. Issuer Name and Ticker or Trading Symbol
Lifeway Foods, Inc. [ LWAY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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, no par value	05/14/2026	05/19/2026	S		3,454,756	D	$19.5	0	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

Remarks:

On May 19, 2026, Danone S.A.'s wholly owned subsidiary, Danone USA Public Benefit Corporation, completed the sale of Danone USA Public Benefit Corporation's holdings of Common Stock of Lifeway Foods, Inc. in an underwritten transaction registered under the Securities Act of 1933. Danone S.A. previously disclaimed any indirect beneficial ownership of Common Stock of Lifeway Foods, Inc. and, as a result of this transaction, Danone USA Public Benefit Corporation no longer has beneficial ownership of any of the Common Stock of Lifeway Foods, Inc. Danone USA Public Benefit Corporation only retains voting power over the shares of Common Stock in respect of matters where there is a record date prior to May 19, 2026.

	/s/ Laurent Sacchi	05/20/2026
	** Signature of Reporting Person	Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Danone S.A. do in this Lifeway Foods (LWAY) Form 4 filing?

Danone S.A. reported an open-market sale of 3,454,756 Lifeway Foods common shares. The shares were sold at $19.50 each, and Danone’s reported ownership in Lifeway fell to zero shares immediately after this single, large transaction.

How many Lifeway Foods (LWAY) shares did Danone S.A. sell and at what price?

Danone S.A. sold 3,454,756 shares of Lifeway Foods common stock at a price of $19.50 per share. This substantial open-market transaction removed all of Danone’s previously reported directly held Lifeway shares in one event.

Does Danone S.A. still own any Lifeway Foods (LWAY) shares after this transaction?

According to the Form 4, Danone S.A. reported owning zero Lifeway Foods shares after the sale. The total shares following the transaction are listed as 0.0000, indicating a complete exit from its directly held position in Lifeway.

Was the Danone S.A. Lifeway Foods (LWAY) transaction a buy or a sell?

The transaction was a sell. The Form 4 lists transaction code S and describes it as an open-market sale of common stock, with transaction_direction recorded as “sell,” covering 3,454,756 Lifeway shares at $19.50 each.

How significant is Danone S.A.’s Form 4 transaction for Lifeway Foods (LWAY)?

The filing is significant because Danone S.A. was identified as a ten percent owner and sold 3,454,756 shares, leaving zero reported holdings. This represents a full exit of a prior major shareholder, which can meaningfully change Lifeway’s ownership landscape.