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Lifeway Foods (LWAY) CFO tallies RSU gains and tax share surrender

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

Rhea-AI Filing Summary

Lifeway Foods, Inc. CFO Eric A. Hanson reported equity compensation activity involving restricted stock units and common shares. He exercised 743 restricted stock units into an equal number of common shares at a conversion price of $0.00 per share and received 743 common shares as a grant or award. To satisfy tax withholding obligations, 285 common shares were surrendered to the company at $18.30 per share, and the footnotes clarify that no stock was sold in the market.

After these transactions, Hanson directly holds 57,494 shares of common stock. He also continues to hold several blocks of unvested restricted stock units that each represent one share of common stock, with scheduled vesting dates through 2029, contingent on his continued service.

Positive

  • None.

Negative

  • None.
Insider Hanson Eric A
Role CFO
Type Security Shares Price Value
Exercise Restricted Stock Units 743 $0.00 --
Grant/Award Common Stock, no par value 743 $0.00 --
Tax Withholding Common Stock, no par value 285 $18.30 $5K
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
Holdings After Transaction: Restricted Stock Units — 1,485 shares (Direct); Common Stock, no par value — 57,779 shares (Direct)
Footnotes (1)
  1. No stock was sold. Such shares were surrendered to the issuer in connection with tax withholding obligations of the Reporting Person. Each restricted stock unit has a value equal to one share of common stock. Of the remaining restricted stock units, 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. 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. 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. Each restricted stock unit has a value equal to one share of common stock. Of such restricted stock units, 891 will vest on March 6, 2027, 891 will vest on March 6, 2028, and 890 will vest on March 6, 2029, contingent on the Reporting Person's continued service on each applicable vesting date.
RSUs exercised 743 units Restricted Stock Units converted to common stock on March 28, 2026
Share grant 743 shares Common Stock award at $0.00 per share on March 28, 2026
Tax withholding shares 285 shares at $18.30 Shares surrendered to issuer for tax obligations; no stock sold
Common shares held 57,494 shares Direct Lifeway Foods common stock holdings after transactions
RSU block 1 2,390 underlying shares Restricted Stock Units with exercise price $0.0000, direct ownership
RSU block 2 1,261 underlying shares Restricted Stock Units with exercise price $0.0000, direct ownership
RSU block 3 2,672 underlying shares Restricted Stock Units with exercise price $0.0000, direct ownership
Future vesting dates 2026–2029 Remaining RSUs vest June 16, 2026 and on multiple dates through 2029
Restricted Stock Units financial
"Each restricted stock unit has a value equal to one share of common stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding obligations financial
"Such shares were surrendered to the issuer in connection with tax withholding obligations of the Reporting Person."
grant, award, or other acquisition financial
"transaction_code_description": "Grant, award, or other acquisition""
Exercise or conversion of derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
vesting date financial
"contingent on the Reporting Person's continued service on each applicable vesting date."
Form 4 Insider Transactions: What Each Field Means →
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*
Hanson Eric A
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/28/2026		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 value03/28/2026A743A$0(2)57,779D
Common Stock, no par value03/28/2026F285(1)D$18.357,494D
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(2)03/28/2026M743 (2) (2)Common Stock743(2)1,485D
Restricted Stock Units(3) (3) (3)Common Stock2,3902,390D
Restricted Stock Units(4) (4) (4)Common Stock1,2611,261D
Restricted Stock Units(5) (5) (5)Common Stock2,6722,672D
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. Of the remaining restricted stock units, 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.
3. 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.
4. 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.
5. Each restricted stock unit has a value equal to one share of common stock. Of such restricted stock units, 891 will vest on March 6, 2027, 891 will vest on March 6, 2028, and 890 will vest on March 6, 2029, contingent on the Reporting Person's continued service on each applicable vesting date.
/s/ Eric A. Hanson03/31/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

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

Eric Hanson reported equity compensation activity involving restricted stock units and common shares. He exercised 743 RSUs into common stock, received 743 shares as a grant, and surrendered 285 shares to cover tax obligations, with no open-market stock sales disclosed.

How many Lifeway Foods (LWAY) shares does the CFO hold after these transactions?

After the reported transactions, CFO Eric Hanson directly holds 57,494 shares of Lifeway Foods common stock. This figure reflects the RSU exercise, the share grant, and the 285 shares surrendered back to the company for tax withholding obligations tied to the equity compensation.

Were any Lifeway Foods (LWAY) shares sold on the market by the CFO?

No market sale was disclosed. A footnote explains that the 285 common shares were surrendered to Lifeway Foods to satisfy the CFO’s tax withholding obligations, and explicitly states that no stock was sold, distinguishing this from an open-market disposition.

What restricted stock units does the Lifeway Foods (LWAY) CFO still hold and when do they vest?

The CFO continues to hold multiple RSU awards, each equal to one share of common stock. Footnotes state remaining units vest on June 16, 2026, March 28, 2027 and 2028, January 10, 2027, and March 6, 2027, 2028, and 2029, subject to continued service.

What was the tax withholding share price in the Lifeway Foods (LWAY) Form 4 filing?

For the tax withholding transaction, 285 shares of Lifeway Foods common stock were surrendered at $18.30 per share. The footnote clarifies this was to satisfy the reporting person’s tax withholding obligations related to the equity awards, not a voluntary market sale.