Julie Smolyansky - Apr 20, 2022 Form 4 Insider Report for Lifeway Foods, Inc. (LWAY)

Role: President and CEO, Director, 10%+ Owner
Signature: /s/ Julie Smolyansky
Stock symbol: LWAY
Transactions as of: Apr 20, 2022
Transactions value $: $0
Form type: 4
Date filed: 7/13/2022, 02:47 PM
Previous filing: Sep 10, 2021
Next filing: Sep 2, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	LWAY	Common Stock, no par value	Award	$0	+23.7K	+1.18%	$0.00	2.03M	Apr 20, 2022	Direct	F1, F2
transaction	LWAY	Common Stock, no par value	Award	$0	+125K	+6.17%	$0.00	2.15M	Apr 20, 2022	Direct	F3
holding	LWAY	Common Stock, no par value						22.2K	Apr 20, 2022	Footnote	F4
holding	LWAY	Common Stock, no par value						4.64K	Apr 20, 2022	Footnote	F5
holding	LWAY	Common Stock, no par value						500K	Apr 20, 2022	Footnote	F6

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

Explanation of Responses:

Id	Content
F1	Represents a grant of restricted stock earned under the Company's 2019 Long Term Incentive Program for the 2021 performance period and issued pursuant to the Company's 2015 Omnibus Incentive Plan. All such shares vest immediately upon issuance. 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 (the "Stockholders' Agreement").
F2	Adjusted to reflect a correction to an inadvertent overstatement of 4,07748,154 shares of common stock in Reporting Person's grant and beneficial ownership on his previously filed Form 4.
F3	Represents a grant of time-based restricted stock earned under the Company's 2021 Long Term Incentive Program for the 2021 performance period and issued pursuant to the Company's 2015 Omnibus Incentive Plan. Such shares 41,667 vest immediately upon issuance vest immediately, 41,667 vest on April 20, 2023 and 541,666 vest on April 20, 2024 and will be issued upon vesting, contingent on the Reporting Person's continued service on the vesting date and receipt by the Company of consent and agreement by Danone that such issuance will not constitute a breach of violation of or constitute "New Securities" under the Stockholders' Agreement.
F4	Held for the benefit of minor children.
F5	Held by the Reporting Person's spouse.
F6	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.