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Lifeway Foods (LWAY) CFO reports RSU vesting and tax share surrender

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

Rhea-AI Filing Summary

Lifeway Foods, Inc. CFO Eric A. Hanson reported equity award activity and updated holdings. On January 10, 2026, restricted stock units converted into 3,751 shares of common stock, increasing his directly held shares to 45,384. The filing shows that 1,720 shares were then surrendered to the company for tax withholding, rather than sold in the market, leaving 43,664 common shares held directly.

The report also details multiple restricted stock unit grants. One grant covers 2,390 RSUs scheduled to vest on June 16, 2026 if he remains in service. Another includes units of which 1,261 RSUs are scheduled to vest on January 10, 2027 under continued service conditions. A further grant of 2,228 RSUs is structured to vest in three equal steps in March 2026, 2027, and 2028, again contingent on continued service.

Positive

  • None.

Negative

  • None.
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*
Hanson Eric A

(Last) (First) (Middle)
C/O LIFEWAY FOODS, INC.
6431 OAKTON STREET

(Street)
MORTON GROVE IL 60053

(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 10% Owner
X Officer (give title below) Other (specify below)
CFO
3. Date of Earliest Transaction (Month/Day/Year)
01/10/2026
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 01/10/2026 M 3,751 A (3)(4) 45,384 D
Common Stock, no par value 01/10/2026 F 1,720(1) D $22.78 43,664 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
Restricted Stock Units (2) (2) (2) Common Stock 2,390 2,390 D
Restricted Stock Units (3) 01/10/2026 M 1,263 (3) (3) Common Stock 1,263 (3) 1,261 D
Restricted Stock Units (4) 01/10/2026 M 2,488 (4) (4) Common Stock 2,488 (4) 0 D
Restricted Stock Units (5) (5) (5) Common Stock 2,228 2,228 D
Explanation of Responses:
1. No stock was sold. Such shares were surrendered to the issuer in connection with tax withholding obligations of the Reporting Person.
2. Each restricted stock unit has a value equal to one share of common stock. The remaining restricted stock units will vest on June 16, 2026, contingent on the Reporting Person's continued service on the vesting date.2.
3. Each restricted stock unit has a value equal to one share of common stock. Of such restricted stock units, 1,261 will vest on January 10, 2027, contingent on the Reporting Person's continued service on each applicable vesting date.
4. Each restricted stock unit has a value equal to one share of common stock. The RSUs vested on August 31, 2025. The underlying shares of common stock were delivered on January 10, 2026.
5. Each restricted stock unit has a value equal to one share of common stock. Of such restricted stock units, 743 will vest on March 28, 2026, 743 will vest on March 28, 2027, and 742 will vest on March 28, 2028, contingent on the Reporting Person's continued service on each applicable vesting date.
/s/ Eric A. Hanson 01/13/2026
** 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.

FAQ

What did Lifeway Foods (LWAY) CFO Eric Hanson report in this Form 4?

The CFO reported the conversion of restricted stock units into 3,751 shares of Lifeway Foods common stock on January 10, 2026, along with related tax share surrender and updated stock and RSU holdings.

How many Lifeway Foods shares does the CFO hold after the reported transactions?

After the January 10, 2026 transactions, the CFO directly holds 43,664 shares of Lifeway Foods common stock, as shown in the filing.

Were any Lifeway Foods (LWAY) shares sold into the market in this Form 4?

The footnotes state that no stock was sold. Instead, 1,720 shares were surrendered to Lifeway Foods to satisfy the CFO's tax withholding obligations related to the equity award.

What restricted stock unit grants for the Lifeway Foods CFO are described?

The filing describes several RSU awards, including 2,390 RSUs expected to vest on June 16, 2026 and another grant where 1,261 RSUs are scheduled to vest on January 10, 2027, all conditioned on continued service.

How do the March 2026–2028 RSUs for the Lifeway Foods CFO vest?

One RSU grant for 2,228 units is scheduled to vest in three tranches: 743 RSUs on March 28, 2026, 743 RSUs on March 28, 2027, and 742 RSUs on March 28, 2028, subject to the CFO's continued service on each vesting date.

What happened to the RSUs that vested for the Lifeway Foods CFO in August 2025?

The filing notes that certain RSUs vested on August 31, 2025 and that the underlying common shares were delivered to the CFO on January 10, 2026.

Lifeway Food

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337.16M
5.45M
65.29%
22.35%
0.89%
Packaged Foods
Dairy Products
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United States
MORTON GROVE