Director at Lifeway Foods (LWAY) receives RSU and phantom stock awards

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Lifeway Foods director Andee Harris received equity-based awards tied to future service. On July 1, 2026, Harris was granted 2,038 restricted stock units at an exercise price of $0.00 per unit, each representing a right to one share of common stock, subject to vesting conditions.

On June 30, 2026, Harris also received 566 shares of phantom stock with a value linked to Lifeway Foods common stock. Each phantom share corresponds to one common share and becomes payable when Harris no longer serves as a director. The phantom stock was acquired by deferring cash board compensation under the company’s Non-Employee Director Equity and Deferred Compensation Plan.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Harris Andee

Role null

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	2,038	$0.00	--
Grant/Award	Phantom Stock	566	$0.00	--
holding	Restricted Stock Units	--	--	--

Holdings After Transaction: Restricted Stock Units — 2,038 shares (Direct, null); Phantom Stock — 1,439 shares (Direct, null)

Footnotes (1)

Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock. The RSUs vest on December 30, 2026 contingent on the Reporting Person's continued service as a Director on such vesting date. The RSUs vest on July 1, 2027 contingent on the Reporting Person's continued service as a Director on such vesting date. Each share of phantom stock represents a right to receive one share of common stock. The phantom stock becomes payable on the date that the Reporting Person no longer serves as a director of the Company. The acquired shares of phantom stock were acquired upon deferral of the Reporting Person's cash compensation for service on the Board of Directors in the quarter ended June 30, 2026 pursuant to the Company's Non-Employee Director Equity and Deferred Compensation Plan.

Key Figures

RSU grant size: 2,038 units RSU exercise price: $0.00 per unit Phantom stock grant: 566 units +3 more

6 metrics

RSU grant size 2,038 units Restricted stock units granted on July 1, 2026

RSU exercise price $0.00 per unit Restricted stock units awarded to director

Phantom stock grant 566 units Phantom stock acquired June 30, 2026

Phantom stock exercise price $0.00 per unit Phantom stock rights linked to common stock

RSU underlying shares 1 share per unit Each RSU equals one common share upon vesting

Phantom stock underlying shares 1 share per unit Each phantom share equals one common share when payable

Key Terms

Restricted Stock Units, phantom stock, Non-Employee Director Equity and Deferred Compensation Plan, contingent right, +1 more

5 terms

Restricted Stock Units financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

phantom stock financial

"Each share of phantom stock represents a right to receive one share of common stock."

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

Non-Employee Director Equity and Deferred Compensation Plan financial

"pursuant to the Company's Non-Employee Director Equity and Deferred Compensation Plan."

contingent right financial

"represents a contingent right to receive one share of common stock."

deferral of the Reporting Person's cash compensation financial

"acquired upon deferral of the Reporting Person's cash compensation for service on the Board of Directors"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 05:00 PM Accepted by SEC EDGAR 07/02/2026 - 05:00 PM

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).

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^*

Harris Andee

(Last)

(First)

(Middle)

C/O LIFEWAY FOODS, INC.

6431 OAKTON STREET

(Street)

MORTON GROVE

ILLINOIS

60053

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾							⁽²⁾	⁽²⁾	Common Stock	2,512		2,512	D
Restricted Stock Units	⁽¹⁾	07/01/2026		A		2,038		⁽³⁾	⁽³⁾	Common Stock	2,038	⁽³⁾	2,038	D
Phantom Stock	⁽⁴⁾	06/30/2026		A		566		⁽⁴⁾⁽⁵⁾	⁽⁴⁾⁽⁵⁾	Common Stock	566	⁽⁵⁾	1,439	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock.

2. The RSUs vest on December 30, 2026 contingent on the Reporting Person's continued service as a Director on such vesting date.

3. The RSUs vest on July 1, 2027 contingent on the Reporting Person's continued service as a Director on such vesting date.

4. Each share of phantom stock represents a right to receive one share of common stock. The phantom stock becomes payable on the date that the Reporting Person no longer serves as a director of the Company.

5. The acquired shares of phantom stock were acquired upon deferral of the Reporting Person's cash compensation for service on the Board of Directors in the quarter ended June 30, 2026 pursuant to the Company's Non-Employee Director Equity and Deferred Compensation Plan.

	/s/ Eric Hanson, as attorney-in-fact	07/02/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Lifeway Foods (LWAY) report for director Andee Harris?

Lifeway Foods reported that director Andee Harris received grants of 2,038 restricted stock units on July 1, 2026, and 566 shares of phantom stock on June 30, 2026. Both awards are compensation-related and tied to future service or deferred board fees, not open-market trading.

How many restricted stock units did Andee Harris receive from Lifeway Foods (LWAY)?

Andee Harris received 2,038 restricted stock units with an exercise price of $0.00 per unit. Each RSU represents a contingent right to receive one share of Lifeway Foods common stock, subject to vesting conditions tied to continued service on the company’s board of directors.

What are the vesting terms for Lifeway Foods (LWAY) restricted stock units granted to Andee Harris?

The restricted stock units vest based on continued service as a director. One tranche vests on December 30, 2026, and another on July 1, 2027, contingent on Harris remaining on the board through each vesting date, aligning equity compensation with long-term board service.

What is Lifeway Foods (LWAY) phantom stock awarded to director Andee Harris?

Phantom stock represents a right to receive one share of common stock for each phantom unit. Harris received 566 phantom shares, which become payable when Harris no longer serves as a director, effectively deferring part of cash board compensation into equity-linked units under a company plan.

Did Andee Harris buy or sell Lifeway Foods (LWAY) shares on the market?

The Form 4 shows compensation-related awards, not open-market trades. Harris acquired 2,038 restricted stock units and 566 phantom stock units at a price of $0.00 per unit, reflecting equity and deferred-compensation grants rather than discretionary purchases or sales of Lifeway Foods common stock.

How were Andee Harris’s phantom stock units at Lifeway Foods (LWAY) funded?

The 566 phantom stock units were acquired by deferring Harris’s cash compensation for serving on the board for the quarter ended June 30, 2026. This deferral occurred under Lifeway Foods’ Non-Employee Director Equity and Deferred Compensation Plan, converting cash fees into equity-linked phantom shares.