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Form 8-K Lifeway Foods, Inc. For: Jun 17

June 18, 2026 5:29 PM EDT
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): June 17, 2026

 

LIFEWAY FOODS, INC.

 

(Exact Name of Registrant as Specified in Its Charter)

 

ILLINOIS   000-17363   36-3442829

(State or Other Jurisdiction of

Incorporation)

  (Commission
File Number)
  (I.R.S. Employer
Identification No.)

 

6431 West Oakton St., Morton Grove, IL   60053
(Address of principal executive offices)   (Zip code)

 

Registrant’s telephone number, including area code: (847) 967-1010

 

N/A

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each Class   Trading Symbol   Name of each exchange on which registered
Common Stock, no par value   LWAY   The Nasdaq Stock Market
Preferred Stock Purchase Rights   None   The Nasdaq Stock Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b 2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

   

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

The 2026 Annual Meeting of Shareholders (the “Annual Meeting”) of Lifeway Foods, Inc. (the “Company”) was held on June 17, 2026. There were 15,281,888 shares of common stock outstanding and entitled to vote at the Annual Meeting and 13,982,124 shares of common stock were represented in person or by proxy at the Annual Meeting, constituting a quorum. American Election Services, LLC, the independent inspector of elections for the 2026 Annual Meeting, provided a final voting report on June 18, 2026, certifying the following results.

 

Proposal 1:

 

According to the tabulation of voting results, the following is a record of votes cast with respect to the election of Kirk Chartier, Juan Carlos Dalto, Rachel Drori, Andee Harris, Susie Hultquist, Dorri McWhorter, and Julie Smolyansky, to serve until the 2027 Annual Meeting of the Company’s shareholders (or until successors are elected and qualified):

 

  FOR AGAINST ABSTAIN BROKER NON-VOTES
Board of Directors’ Nominees        
Kirk Chartier 9,526,988 3,320,276 26,844 1,108,016
Juan Carlos Dalto 9,342,348 3,528,493 3,267 1,108,016
Rachel Drori 9,318,215 3,529,061 26,832 1,108,016
Andee Harris 9,027,457 3,819,819 26,832 1,108,016
Susie Hultquist 9,527,494 3,319,572 27,042 1,108,016
Dorri McWhorter 9,025,055 3,846,089 2,964 1,108,016
Julie Smolyansky 9,331,497 3,536,740 5,871 1,108,016

  

Proposal 2:

 

According to the tabulation of voting results, the shareholders ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accountants for the year ending December 31, 2026:

 

FOR: 10,600,831
AGAINST: 142,402
ABSTAIN: 3,238,891
BROKER NON-VOTES: 0

 

Proposal 3:

 

According to the tabulation of voting results, the shareholders approved, on a nonbinding advisory basis, executive compensation.

 

FOR: 9,480,869
AGAINST: 3,347,326
ABSTAIN: 45,913
BROKER NON-VOTES: 1,108,016

 

Proposal 4:

 

According to the tabulation of voting results, the following is a record of votes cast with respect to the election of Jason Scher, to serve until the 2027 Annual Meeting of the Company’s shareholders (or until a successor is elected and qualified):

 

FOR: 8,891,948
AGAINST: 3,837,148
ABSTAIN: 145,012
BROKER NON-VOTES: 1,108,016

 

 

 

 2 

 

Item 7.01. Regulation FD Disclosure.

 

On June 17, 2026, Julie Smolyansky, the Company’s Chief Executive Officer, presented slides at the Annual Meeting (the “Presentation”). A copy of the Presentation is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

 

The information included in this Item 7.01 of this Current Report on Form 8-K, including the attached Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits:

 

Exhibit No. Description
   
99.1 Presentation dated June 17, 2026.
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

 

 

 3 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

LIFEWAY FOODS, INC.

 

 

 
Dated:   June 18, 2026 By:   /s/ Julie Smolyansky  
    Name: Julie Smolyansky  
    Title: Chief Executive Officer and Secretary  

 

 

 

 

 

 

 

 

 

 

 

 

 

 4 

ATTACHMENTS / EXHIBITS

LIFEWAY FOODS, INC. ANNUAL SHAREHOLDERS MEETING 2026

XBRL SCHEMA FILE

XBRL DEFINITION FILE

XBRL LABEL FILE

XBRL PRESENTATION FILE

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IDEA: lifeway_8k_htm.xml



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