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[Form 4] Lifeway Foods, Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Edward Smolyansky, a director of Lifeway Foods, Inc. (LWAY), reported open-market sales of common stock on 09/23/2025 and 09/24/2025. He sold 6,357 shares on 09/23/2025 at a weighted average price of $26.53 and 10,000 shares on 09/24/2025 at a weighted average price of $26.69, reducing his direct holdings to 1,235,285 shares. The filing also discloses multiple indirect holdings: 75,000 shares held by a family foundation, 1,233,333 shares in a trust for which he is trustee, 100,000 shares owned by his son (disclaimed), and 500,000 shares held by Smolyansky Holding LLC (partially disclaimed). The form is signed and dated 09/25/2025.

Positive

  • Timely disclosure of insider sales filed and signed on 09/25/2025
  • Substantial remaining ownership: reporting person retains 1,235,285 direct shares plus significant indirect holdings
  • No derivative transactions reported, limiting complexity of the insider position

Negative

  • Open-market disposals of 16,357 shares on 09/23/2025 and 09/24/2025 at weighted averages $26.53 and $26.69
  • Multiple indirect ownership structures (foundation, trust, LLC, family) which may complicate transparency of ultimate control

Insights

TL;DR: Director disclosed routine open-market sales while retaining substantial direct and indirect ownership in LWAY.

The reported transactions on 09/23/2025 and 09/24/2025 are presented as open-market dispositions at weighted average prices of $26.53 and $26.69 respectively. The director maintains significant holdings both directly (1,235,285 shares after sales) and indirectly via a trust, foundation and LLC. From a governance perspective, the disclosure appears timely and compliant with Section 16 reporting requirements. The presence of multiple indirect ownership vehicles and disclaimers is common in family-controlled positions and should be monitored for potential related-party dynamics, but the filing itself shows no governance flag beyond ordinary insider sales.

TL;DR: Insider sold 16,357 shares across two days; remaining stake remains sizable, so market impact is likely limited.

The aggregate reported disposals total 16,357 shares executed in multiple transactions at prices between $26.01 and $27.00 as noted in the filing. Compared with the director's retained direct position of over 1.23 million shares and additional indirect holdings, the sale represents a small portion of his overall exposure. There is no derivative activity reported. For investors, the filing documents liquidity actions by an insider but provides no indication of material change to ownership control or company fundamentals.

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
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SMOLYANSKY EDWARD

(Last) (First) (Middle)
1219 N. WELLS ST.

(Street)
CHICAGO IL 60610

(City) (State) (Zip)
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)
3. Date of Earliest Transaction (Month/Day/Year)
09/23/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 09/23/2025 S 6,357 D $26.53(1) 1,245,285 D
Common Stock, no par value 09/24/2025 S 10,000 D $26.69(1) 1,235,285 D
Common Stock, no par value 75,000 I See footnote(2)
Common Stock, no par value 1,233,333 I See footnote(3)
Common Stock, no par value 100,000 I By son(4)
Common Stock, no par value 500,000 I See footnote(5)
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:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging between $26.01 and $27.00, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
2. Held by The Ludmila and Edward Smolyansky Family Foundation, of which the reporting person and his spouse are directors. The reporting person disclaims beneficial ownership of such shares.
3. Beneficially held by the Edward Smolyansky Trust 2/2/16, of which the reporting person is the trustee.
4. The reporting person disclaims beneficial ownership of the shares owned by his son.
5. Held by Smolyansky Holding LLC. The reporting person disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein.
/s/ Edward Smolyansky 09/25/2025
** 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.

FAQ

What did Edward Smolyansky report on Form 4 for LWAY?

He reported open-market sales of common stock: 6,357 shares on 09/23/2025 and 10,000 shares on 09/24/2025 with weighted average prices of $26.53 and $26.69.

How many shares does Smolyansky directly own after the reported transactions?

1,235,285 direct shares are reported as owned following the transactions.

Are there indirect holdings disclosed in the filing?

Yes. The filing discloses 75,000 shares held by a family foundation, 1,233,333 shares in a trust (he is trustee), 100,000 shares owned by his son (disclaimed), and 500,000 shares held by Smolyansky Holding LLC.

Were any derivative securities reported in this Form 4?

No. Table II of the filing contains no reported derivative transactions or holdings.

What price range were the sold shares executed at?

Between $26.01 and $27.00 as noted in the footnote; the filing states the reported prices are weighted averages and the range of execution prices.
Lifeway Food

NASDAQ:LWAY

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342.65M
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65.29%
22.35%
0.89%
Packaged Foods
Dairy Products
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United States
MORTON GROVE