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Lifeway Foods director acquires 1,166 deferred share units

A director's deferred Board-service compensation is represented by phantom stock payable when director service ends.

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Form Type
4

Rhea-AI Filing Summary

Lifeway Foods, Inc. director Jason Scott Scher acquired 1,166 phantom stock units on September 30, 2026, through deferral of Board-service cash compensation for the quarter ended that date under the Non-Employee Director Equity and Deferred Compensation Plan. His reported phantom stock position after the acquisition was 85,774 units; each unit represents a right to one common share, payable when he no longer serves as a director. He also held 2,512, 1,354 and 2,038 restricted stock units, contingent on continued director service at vesting. No Rule 10b5-1 plan is reported.

Insider SCHER JASON SCOTT
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock F4, F5 1,166 -- --
holding Restricted Stock Units F1 -- -- --
holding Restricted Stock Units F2 -- -- --
holding Restricted Stock Units F3 -- -- --
holding Common Stock, no par value -- -- --
Holdings After Transaction: Phantom Stock — 85,774 contracts (Direct); Restricted Stock Units — 5,904 contracts (Direct); Common Stock, no par value — 1 shares (Direct)
Footnotes (5)
  1. F1. 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.
  2. F2. Each RSU represents a contingent right to receive one share of common stock. The RSUs vest on July 1, 2027, contingent on the Reporting Person's continued service as a Director on such vesting date.
  3. F3. Each RSU represents a contingent right to receive one share of common stock. The RSUs vest on July 1, 2027 contingent on the Reporting Person's continued service as a Director on each applicable vesting date.
  4. F4. 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. F5. 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 September 30, 2026 pursuant to the Company's Non-Employee Director Equity and Deferred Compensation Plan.
Phantom stock units acquired 1,166 units September 30, 2026
Phantom stock units following acquisition 85,774 units Reported after the September 30, 2026 acquisition
Restricted stock units 2,512 units Vest December 30, 2026, contingent on continued director service
Restricted stock units 1,354 units Vest July 1, 2027, contingent on continued director service
Restricted stock units 2,038 units Vest July 1, 2027, contingent on continued director service
Common stock held directly 1 share Reported September 30, 2026
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.
restricted stock unit financial
"Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
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"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much phantom stock did LWAY director Jason Scott Scher acquire?

Jason Scott Scher acquired 1,166 phantom stock units on September 30, 2026, through deferral of Board-service cash compensation for the quarter ended that date. His reported phantom stock position after the acquisition was 85,774 units.

When do Jason Scott Scher's LWAY restricted stock units vest?

The 2,512 restricted stock units vest on December 30, 2026, and the 1,354 and 2,038 restricted stock units vest on July 1, 2027. Each vesting is contingent on his continued service as a director on the applicable vesting date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
SCHER JASON SCOTT

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock, no par value1D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1) (1) (1)Common Stock2,5122,512D
Restricted Stock Units(2) (2) (2)Common Stock1,3541,354D
Restricted Stock Units(3) (3) (3)Common Stock2,0382,038D
Phantom Stock(4)(5)09/30/2026A1,166 (4)(5) (4)(5)Common Stock1,166(4)(5)85,774D
Explanation of Responses:
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.
2. Each RSU represents a contingent right to receive one share of common stock. The RSUs vest on July 1, 2027, contingent on the Reporting Person's continued service as a Director on such vesting date.
3. Each RSU represents a contingent right to receive one share of common stock. The RSUs vest on July 1, 2027 contingent on the Reporting Person's continued service as a Director on each applicable 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 September 30, 2026 pursuant to the Company's Non-Employee Director Equity and Deferred Compensation Plan.
/s/ Eric Hanson, as attorney-in-fact10/01/2026
** Signature of Reporting PersonDate
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)

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