0001683168-22-008539.txt : 20221220
0001683168-22-008539.hdr.sgml : 20221220
20221220143632
ACCESSION NUMBER: 0001683168-22-008539
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221216
FILED AS OF DATE: 20221220
DATE AS OF CHANGE: 20221220
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SMOLYANSKY JULIE
CENTRAL INDEX KEY: 0001227846
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-17363
FILM NUMBER: 221474299
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Lifeway Foods, Inc.
CENTRAL INDEX KEY: 0000814586
STANDARD INDUSTRIAL CLASSIFICATION: DAIRY PRODUCTS [2020]
IRS NUMBER: 363442829
STATE OF INCORPORATION: IL
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 6431 W OAKTON
CITY: MORTON GROVE
STATE: IL
ZIP: 60053
BUSINESS PHONE: 847-967-1010
MAIL ADDRESS:
STREET 1: 6431 W OAKTON
CITY: MORTON GROVE
STATE: IL
ZIP: 60053
FORMER COMPANY:
FORMER CONFORMED NAME: LIFEWAY FOODS INC
DATE OF NAME CHANGE: 19920703
4
1
ownership.xml
X0306
4
2022-12-16
0
0000814586
Lifeway Foods, Inc.
LWAY
0001227846
SMOLYANSKY JULIE
C/O LIFEWAY FOODS, INC.
6431 OAKTON STREET
MORTON GROVE
IL
60053
1
1
1
0
CEO, President and Secretary
Common Stock, no par value
2022-12-16
4
P
0
2000
5.78
A
2156748
D
Common Stock, no par value
22216
I
See Footnote
Common Stock, no par value
4636
I
See Footnote
Common Stock, no par value
500000
I
See Footnote
Restricted Stock Units
Common Stock
40000
40000
D
Includes (i) an award of 47,099 shares of restricted stock which will vest immediately upon issuance and (ii) a time-based restricted stock award of 125,000 shares of which 41,667 shares will vest immediately upon issuance, 41,667 shares will vest on April 20, 2023 and 41,666 shares will vest on April 20, 2024 and (iii) an award of 149,198 shares of restricted stock of which 48,733 shares will vest immediately upon issuance, 48,733 shares will vest on April 29, 2023 and 48,732 shares will vest on April 29, 2024, in each case contingent on the Reporting Person's continued service on each applicable vesting date.
The issuance of all shares of restricted stock listed in Footnote 1 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").
Held for the benefit of minor children.
Held by the Reporting Person's spouse.
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.
Each restricted stock unit has a value equal to one share of common stock. Of such restricted stock units, 13,333 will vest on August 31, 2023, 13,333 will vest on August 31, 2024 and 13,334 will vest on August 31, 2025, contingent on the Reporting Person's continued service on each applicable vesting date. The issuance of shares upon vesting of these restricted stock units is contingent upon 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.
/s/ Julie Smolyansky
2022-12-20