Lifecore Biomedical (LFCR) CEO reports RSU tax-withholding of 40,413 shares

Rhea-AI Filing Summary

Lifecore Biomedical CEO Paul Josephs reported a tax-related share disposition. On the RSU vesting date, 40,413 shares of common stock were withheld by the company at $4.57 per share to cover withholding taxes. Josephs continues to hold 592,915 common shares directly after this transaction.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Josephs Paul

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	40,413	$4.57	$185K

Holdings After Transaction: Common Stock — 592,915 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 40,413 shares Withholding price per share: $4.57 per share Shares owned after transaction: 592,915 shares +1 more

4 metrics

Shares withheld for taxes 40,413 shares Tax-withholding disposition on RSU vesting

Withholding price per share $4.57 per share Value used for tax-withholding shares

Shares owned after transaction 592,915 shares Direct common stock holdings post-transaction

Tax-withholding transactions 1 transaction, 40,413 shares Summary of F-code tax-withholding activity

Key Terms

RSU, tax withholding obligations, tax-withholding disposition, Common Stock

4 terms

RSU financial

"in connection with the vesting and settlement of an RSU vesting"

Restricted stock units (RSUs) are a form of company shares given to employees as part of their compensation, usually with certain restrictions or conditions, such as remaining with the company for a set period. When these restrictions lift, employees receive actual shares that they can sell or hold. For investors, RSUs can impact a company's stock supply and reflect the company's commitment to attracting and retaining talent.

tax withholding obligations financial

"withheld by the issuer to satisfy applicable tax withholding obligations"

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Common Stock financial

"security_title: Common Stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

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^*

Josephs Paul

(Last) (First) (Middle)

C/O LIFECORE BIOMEDICAL, INC.

3515 LYMAN BLVD.

(Street)

CHASKA MINNESOTA 55318

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
LIFECORE BIOMEDICAL, INC. \DE\ [ LFCR ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/20/2026		F		40,413(1)	D	$4.57	592,915	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

Explanation of Responses:

1. Represents number of shares withheld by the issuer to satisfy applicable tax withholding obligations in connection with the vesting and settlement of an RSU vesting.

Remarks:

	/s/ Aaron S. Perlitsh, Attorney-In-Fact for Paul Josephs	05/21/2026
	** 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)

FAQ

What did Lifecore Biomedical (LFCR) CEO Paul Josephs report on this Form 4?

Paul Josephs reported a tax-withholding disposition of shares tied to RSU vesting. The company withheld 40,413 common shares to satisfy applicable tax obligations when restricted stock units vested and settled.

How many Lifecore Biomedical (LFCR) shares were withheld for taxes?

A total of 40,413 shares of Lifecore Biomedical common stock were withheld. These shares were used to satisfy applicable tax withholding obligations arising from the vesting and settlement of a restricted stock unit award.

At what price were the withheld LFCR shares valued in the Form 4?

The withheld shares were valued at $4.57 per share. This price is used in the Form 4 to report the tax-withholding disposition associated with the vesting and settlement of the restricted stock units.

How many Lifecore Biomedical (LFCR) shares does the CEO hold after this transaction?

After the tax-withholding transaction, CEO Paul Josephs directly holds 592,915 shares. This post-transaction figure reflects his remaining direct ownership following the share withholding to cover RSU-related tax obligations.

Was the Lifecore Biomedical (LFCR) CEO’s Form 4 transaction an open-market sale?

No, it was not an open-market sale. The Form 4 describes shares withheld by the issuer to cover tax obligations from RSU vesting, categorized as a tax-withholding disposition rather than a discretionary market sale.