Welcome to our dedicated page for Lifeway Food SEC filings (Ticker: LWAY), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to U.S. Securities and Exchange Commission filings for Lifeway Foods, Inc. (NASDAQ: LWAY), an Illinois-based manufacturer of probiotic, cultured and fermented dairy foods. Through these filings, investors can review how the company reports financial performance, governance changes and key agreements that affect LWAY common stock.
Recent Form 8-K current reports document a range of material events. One 8-K dated November 12, 2025 furnishes five-year financial projections that Lifeway provided to Danone North America PBC during due diligence for a potential transaction, including net sales, gross profit, operating income, Adjusted EBITDA, capital expenditures and free cash flow. Other 8-Ks disclose estimated unaudited net sales for a fiscal quarter, the execution of a Cooperation Agreement with Danone, the appointment and resignation of directors, and the scheduling of annual shareholder meetings.
Filings also describe governance and rights arrangements. An 8-K dated October 29, 2025 outlines Amendment No. 1 to the Shareholder Rights Agreement, extending the expiration of a shareholder rights plan and explaining the board’s rationale related to concentrated share ownership and potential accumulation of control without a premium. Another 8-K filed September 30, 2025 details the Cooperation Agreement with Danone, including board refreshment, voting commitments and registration rights for Danone’s holdings.
On Stock Titan, Lifeway’s SEC filings are updated in step with the EDGAR system and paired with AI-powered summaries that explain the significance of each document in clear language. Users can quickly scan 8-K disclosures for governance and transaction developments, and refer to annual and quarterly reports when available for a broader view of Lifeway’s financial condition and risk factors, without having to interpret every technical section themselves.
Lifeway Foods (LWAY) announced board changes and a bylaw update. The Board appointed Andee Harris and Rachel Drori as directors to serve until the next annual meeting or earlier resignation or removal. Harris was also named to the Audit and Corporate Governance Committee. The new directors will be compensated under the company’s standard non‑employee director program.
The Board amended the bylaws to set a director range of five to ten and fixed the current Board size at eight, effective immediately. The company disclosed no arrangements or family relationships related to these appointments. An amendment to the bylaws was filed as Exhibit 3.1.
Lifeway Foods, Inc. extended its shareholder rights plan. The board approved Amendment No. 1 to the Shareholder Rights Agreement, moving the Final Expiration Time to the close of business on October 29, 2026.
The board cited “highly concentrated share ownership” and the potential for “a substantial number of shares” to become available for sale under existing agreements and registration obligations, which could allow a person or group to gain actual or de facto control without paying a control premium. The plan is intended to ensure all shareholders have the opportunity to realize the full value of their investment and to guard against control tactics that do not compensate other shareholders.
The amendment was executed with Computershare Trust Company, N.A. as Rights Agent. Related exhibits include the original rights agreement and the amendment, along with a press release announcing the change.
Lifeway Foods, Inc. filed a resale shelf registration for up to 3,454,756 shares of common stock to be offered from time to time by the selling stockholder, Danone North America PBC and its affiliates. The company will not receive any proceeds from these sales and will bear certain registration expenses.
The shares may be sold on Nasdaq, over-the-counter, or otherwise, at market-related, fixed, or negotiated prices using methods described in the Plan of Distribution. The registration enables the selling stockholder to sell without restriction and was undertaken pursuant to a Cooperation Agreement dated September 30, 2025. Lifeway’s common stock trades on Nasdaq under “LWAY”; the last reported sale price was $26.29 on October 24, 2025.
Ludmila Smolyansky, trustee and related-party to Lifeway Foods (LWAY), reported share sales totaling $396,600 across two days in October 2025. On 10/07/2025 she sold 5,000 shares at a weighted average price of $26.32 and on 10/08/2025 she sold 10,000 shares at a weighted average price of $26.44. After these dispositions she reports beneficial ownership of 832,823 shares indirectly through a trust, plus additional holdings of 17,343 and 75,000 shares held by two foundations where she is trustee or director.
The filings state the sales were multiple transactions at prices ranging between $25.83 and $26.88 and identify the reporting relationship as an officer and trustee. The form is signed and dated 10/09/2025.
Lifeway Foods, Inc. announced that its 2025 annual meeting of shareholders will be held on December 16, 2025. This is the formal yearly meeting where shareholders can vote on directors and other matters brought before them.
Shareholder proposals or director nominations made under the company’s Second Amended and Restated By-laws must be received by the company no later than the close of business on October 20, 2025. Proposals that shareholders want included in the company’s proxy statement under Rule 14a-8 must also arrive at the principal executive office by the close of business on October 20, 2025 and satisfy all Rule 14a-8 requirements.
Divisadero-related investors report collective ownership of 861,369 shares of Lifeway Foods common stock, representing 5.7% of the class. The holdings are reported as shared voting and shared dispositive power, with no sole voting or sole dispositive power indicated. The filing states the shares are directly owned by advisory clients of Divisadero Street Capital Management, LP, and that only Divisadero Street Partners, L.P. may be deemed to beneficially own more than 5% of the class. The reporting persons include Divisadero Street Capital Management, LP; Divisadero Street Partners, L.P.; Divisadero Street Partners GP, LLC; Divisadero Street Capital, LLC; and William Zolezzi, each disclosing the same aggregate amount and percent ownership.
Lifeway Foods, Inc. (LWAY) notice reports a proposed sale of 15,000 common shares through RBC Capital Markets with an aggregate market value of $394,500. The filing lists 15,226,520 shares outstanding and an approximate sale date of 10/07/2025. The shares were acquired by inheritance on 01/01/2002 from Michael Smolyansky, and no sales by the seller in the past three months are reported. The filer affirms they are not aware of undisclosed material adverse information and the form includes the standard certification language regarding trading plans and criminal penalties for misstatement.
Lifeway Foods, Inc. reported preliminary, unaudited net sales estimates for the third quarter ended September 30, 2025. The company expects net sales between $55.8 million and $57.0 million, which represents an estimated 21–24% increase compared with the same quarter a year earlier. These figures were released via a press release attached to the current report.
The company emphasized that these net sales numbers are estimates and unaudited, and it included standard cautionary language about forward-looking statements, noting that actual results may differ due to competitive dynamics, commodity pricing, regulation, product timing, and customer acceptance.
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.
Lifeway Foods insider intends to sell 26,847 common shares (approximately $697,586.60 in aggregate market value) through Merrill Lynch on NASDAQ around 10/01/2025. The filing shows all 26,847 shares were acquired as compensation from the issuer on multiple dates between 07/28/2005 and 07/01/2025. The total number of outstanding shares is listed as 15,226,520, and the transaction will be executed via broker-dealer Merrill Lynch at 75 Rockefeller Plaza, New York.