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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): March 6, 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 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 5.02. Results of Operations and Financial Condition.

 

(e)       On March 6, 2026, pursuant to the Lifeway Foods, Inc. (the “Company”) 2022 Omnibus Incentive Plan (the “Plan”) the Compensation Committee of the Board of Directors of the Company approved the form of Notice of Deferred Time-Vested Cash Award under the Plan (the “Time-Vested Cash Award Notice Form”) and the form of Notice of Deferred Performance-Based Cash Award under the Plan (the “Performance-Based Cash Award Notice Form” and, together with the Time-Vested Cash Award Notice Form, the “Plan Deferred Cash Award Notice Forms”).

 

The foregoing description of the Plan Deferred Award Cash Notice Forms is qualified in its entirety by reference to the full text of the Time-Vested Cash Award Notice Form and the Performance-Based Cash Award Notice Form, which are attached hereto as Exhibits 10.1 and 10.2, respectively, and are incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits:

 

Exhibit No. Description
   
10.1

Form of Notice of Deferred Time-Vested Cash Award

   
10.2 Form of Notice of Deferred Performance-Based Cash Award
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

 

 

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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.  
           
           
Date: March 11, 2026   By: /s/ Eric Hanson  
      Name: Eric Hanson  
      Title: Chief Financial Officer  

 

 

 

 

 

 

 

 

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