4//SEC Filing
SMOLYANSKY JULIE 4
Accession 0001683168-24-004318
CIK 0000814586other
Filed
Jun 17, 8:00 PM ET
Accepted
Jun 18, 3:27 PM ET
Size
14.4 KB
Accession
0001683168-24-004318
Insider Transaction Report
Form 4
SMOLYANSKY JULIE
DirectorPresident and CEO
Transactions
- Exercise/Conversion
Restricted Stock Units
2024-06-16−12,113→ 24,224 total→ Common Stock (12,113 underlying) - Exercise/Conversion
Common Stock, no par value
2024-06-16+12,113→ 2,096,530 total
Holdings
- 4,636(indirect: See footnote)
Common Stock, no par value
- 26,667
Restricted Stock Units
→ Common Stock (26,667 underlying) - 22,216(indirect: See footnote)
Common Stock, no par value
- 18,208
Restricted Stock Units
→ Common Stock (18,208 underlying) - 500,000(indirect: See footnote)
Common Stock, no par value
Footnotes (7)
- [F1]Includes 273,004 shares of restricted stock, inclusive of the 12,113 shares reported, which are issuable upon receipt by the Company of consent and agreement by DanoneWave PBC ("Danone") that such issuance will not constitute a breach or 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") or upon applicability of certain exemptions under the Agreement.
- [F2]Held for the benefit of minor children.
- [F3]Held by the Reporting Person's spouse.
- [F4]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.
- [F5]Each restricted stock unit has a value equal to one share of common stock. Of such restricted stock units, 6,070 will vest on January 10, 2025, 6,070 will vest on January 10, 2026 and 6,068 will vest on January 10, 2027, 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.
- [F6]Each restricted stock unit has a value equal to one share of common stock. Of such restricted stock units, 12,113 will vest on June 16, 2025 and 12,111 will vest on June 16, 2026, 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.
- [F7]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, 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.
Documents
Issuer
Lifeway Foods, Inc.
CIK 0000814586
Entity typeother
Related Parties
1- filerCIK 0001227846
Filing Metadata
- Form type
- 4
- Filed
- Jun 17, 8:00 PM ET
- Accepted
- Jun 18, 3:27 PM ET
- Size
- 14.4 KB