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

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

Rhea-AI Filing Summary

Juan Carlos Dalto, a director of Lifeway Foods, Inc. (LWAY), reported changes in his holdings tied to director compensation and previously granted awards. The filing shows a disposition of 4,751 shares of common stock and the acquisition (by vesting or deferral) of derivative awards that translate to 2,815 shares of common stock: 1,600, 3,101, and 2,710 RSU tranches (with portions deferred or contingent on continued service) and 541 shares of phantom stock acquired via deferral of cash board fees. Many RSUs are vested but settlement has been deferred under the company’s Non-Employee Director Equity and Deferred Compensation Plan; deferred awards become payable when the reporting person ceases to serve as a director. Some RSU tranches remain time‑vesting and are contingent on continued board 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).
1. Name and Address of Reporting Person*
Dalto Juan Carlos

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

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025
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 4,751 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 (1) (1) (1) Common Stock 1,600 1,600 D
Restricted Stock Units (2) (2) (2) Common Stock 3,101 3,101 D
Restricted Stock Units (3) (3) (3) Common Stock 2,710 2,710 D
Phantom Stock (4)(5) 09/30/2025 A 541 (4)(5) (4)(5) Common Stock 541 (4)(5) 2,815 D
Explanation of Responses:
1. Each restricted stock unit ("RSU") has a value equal to one share of common stock. These RSUs vested on August 31, 2025 but settlement has been deferred (the "Deferred RSUs") pursuant to the Company's Non-Employee Director Equity and Deferred Compensation Plan (the "Director Plan"). The Deferred RSUs become payable on the date that the Reporting Person no longer serves as a director of the Company.
2. Each RSU has a value equal to one share of common stock. Of such RSUs, 1,551 vested on August 31, 2025 (the "Vested RSUs") and 1,550 will vest on August 31, 2026, contingent on the Reporting Person's continued service as a Director on each applicable vesting date. The settlement of the Vested RSUs has been deferred pursuant to the Director Plan. The Vested RSUs become payable on the date that the Reporting Person no longer serves as director of the Company.
3. Each RSU has a value equal to one share of common stock. Of such RSUs, 1,356 will vest on July 1, 2026 and 1,354 will 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, 2025 pursuant to the Company's Non-Employee Director Equity and Deferred Compensation Plan (the "Director Plan").
/s/ Eric Hanson, as attorney-in-fact 10/02/2025
** 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.
Lifeway Food

NASDAQ:LWAY

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LWAY Stock Data

342.65M
5.47M
65.29%
22.35%
0.89%
Packaged Foods
Dairy Products
Link
United States
MORTON GROVE