Edward Smolyansky - Apr 29, 2021 Form 4 Insider Report for Lifeway Foods, Inc. (LWAY)

Role: Chief Operating Officer, Director, 10%+ Owner
Signature: /s/ Edward Smolyansky
Stock symbol: LWAY
Transactions as of: Apr 29, 2021
Transactions value $: -$54,420
Form type: 4
Date filed: 5/26/2021, 10:41 AM
Next filing: May 28, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	LWAY	Common Stock, no par value	Award	$0	+31.6K	+2.11%	$0.00	1.53M	Apr 29, 2021	Direct	F1
transaction	LWAY	Common Stock, no par value	Sale	-$31.7K	-6K	-0.39%	$5.29	1.52M	May 21, 2021	Direct
transaction	LWAY	Common Stock, no par value	Sale	-$22.7K	-4K	-0.26%	$5.67	1.52M	May 24, 2021	Direct
holding	LWAY	Common Stock, no par value						500K	Apr 29, 2021	See Footnote	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents a time-based restricted stock award pursuant to the Company's 2015 Omnibus Incentive Plan. Of such time-based restricted stock, 13,739 shares vest immediately and the remainder will vest on April 29, 2022, contingent on the Reporting Person's continued service on the vesting date. The issuance of such shares is dependent on receipt by the Company of consent and agreement by DanoneWave PBC ("Danone") that such issuance will not constitute a breach of violation of or constitute "New Securities" under that certain Stockholders' Agreement, dated as of October 1, 1999, by and among the Corporation, Danone, Michael Smolyansky and the other stockholders of the Corporation listed therein, as amended by that certain letter agreement dated September 24, 1999 and as further amended from time to time.
F2	Held by Smolyansky Holding LLC of which the reporting person is the beneficial owner of 50%. The reporting person disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein.

Content

Represents a time-based restricted stock award pursuant to the Company's 2015 Omnibus Incentive Plan. Of such time-based restricted stock, 13,739 shares vest immediately and the remainder will vest on April 29, 2022, contingent on the Reporting Person's continued service on the vesting date. The issuance of such shares is dependent on receipt by the Company of consent and agreement by DanoneWave PBC ("Danone") that such issuance will not constitute a breach of violation of or constitute "New Securities" under that certain Stockholders' Agreement, dated as of October 1, 1999, by and among the Corporation, Danone, Michael Smolyansky and the other stockholders of the Corporation listed therein, as amended by that certain letter agreement dated September 24, 1999 and as further amended from time to time.

Held by Smolyansky Holding LLC of which the reporting person is the beneficial owner of 50%. The reporting person disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein.