Lifeway Foods Files 8-K on Financials

TL;DR

Lifeway Foods dropped an 8-K detailing its financial results and operations.

AI Summary

Lifeway Foods, Inc. filed an 8-K on November 12, 2025, reporting on its results of operations and financial condition. The filing also included Regulation FD disclosures and financial statements and exhibits. The company, incorporated in Illinois with its principal executive offices in Morton Grove, IL, is involved in the dairy products industry.

Why It Matters

This 8-K filing provides investors with crucial updates on Lifeway Foods' financial performance and operational status, impacting investment decisions.

Risk Assessment

Risk Level: low — This is a routine financial disclosure filing with no immediate indication of significant new risks.

Key Numbers

• 000-17363 — Commission File Number (Identifies the company's SEC filings)
• 36-3442829 — IRS Employer Identification No. (Company's tax identification number)

Key Players & Entities

• Lifeway Foods, Inc. (company) — Registrant
• November 12, 2025 (date) — Date of earliest event reported
• Illinois (location) — State of Incorporation
• Morton Grove, Illinois (location) — Address of Principal Executive Offices
• DAIRY PRODUCTS (industry) — Standard Industrial Classification

FAQ

Key Financial Figures

• $212 — 2026E 2027E 2028E 2029E Net Sales $212 $252 $300 $353 $416 Gross Profit
• $252 — 2027E 2028E 2029E Net Sales $212 $252 $300 $353 $416 Gross Profit $56
• $300 — 2028E 2029E Net Sales $212 $252 $300 $353 $416 Gross Profit $56 $65 $
• $353 — E 2029E Net Sales $212 $252 $300 $353 $416 Gross Profit $56 $65 $79 $1
• $416 — 9E Net Sales $212 $252 $300 $353 $416 Gross Profit $56 $65 $79 $100 $1
• $56 — $252 $300 $353 $416 Gross Profit $56 $65 $79 $100 $123 Marketing Expen
• $65 — $300 $353 $416 Gross Profit $56 $65 $79 $100 $123 Marketing Expenses
• $79 — 0 $353 $416 Gross Profit $56 $65 $79 $100 $123 Marketing Expenses $(10)
• $100 — 53 $416 Gross Profit $56 $65 $79 $100 $123 Marketing Expenses $(10) $(12
• $123 M — 16 Gross Profit $56 $65 $79 $100 $123 Marketing Expenses $(10) $(12) $(13)
• $18 — $(13) $(15) $(17) Operating Income $18 $23 $33 $50 $69 Adjusted EBITDA*
• $23 — $(15) $(17) Operating Income $18 $23 $33 $50 $69 Adjusted EBITDA* (1)
• $33 — 5) $(17) Operating Income $18 $23 $33 $50 $69 Adjusted EBITDA* (1) $29
• $50 — (17) Operating Income $18 $23 $33 $50 $69 Adjusted EBITDA* (1) $29 $33
• $69 — Operating Income $18 $23 $33 $50 $69 Adjusted EBITDA* (1) $29 $33 $46

Filing Documents

• lifeway_8k.htm (8-K) — 57KB
• lifeway_ex9901.htm (EX-99.1) — 102KB
• 0001683168-25-008211.txt ( ) — 381KB
• lway-20251112.xsd (EX-101.SCH) — 3KB
• lway-20251112_lab.xml (EX-101.LAB) — 36KB
• lway-20251112_pre.xml (EX-101.PRE) — 25KB
• lway-20251112_def.xml (EX-101.DEF) — 26KB
• lifeway_8k_htm.xml (XML) — 5KB

02. Results of Operations and Financial Condition

Item 2.02. Results of Operations and Financial Condition. On November 12, 2025, Lifeway Foods, Inc. (the "Company") issued a press release announcing its financial results for the fiscal quarter ended September 30, 2025. A copy of this press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference. The information in this Item 2.02 of Form 8-K and Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, or incorporated by reference into any of the Company's filings under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing regardless of any general incorporation language in such filing.

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On September 30, 2025, the Company, entered into a Cooperation Agreement (the "Cooperation Agreement") with Danone North America PBC, a Delaware public benefit corporation ("Danone"). Pursuant to the Cooperation Agreement, the Company filed a "shelf" registration statement of Form S-3 with the United States Securities and Exchange Commission (the "SEC") on October 29, 2025, covering all shares of Company common stock beneficially owned by Danone and its affiliates. Under the Cooperation Agreement, the Company agreed to publicly disclose all information that was provided to Danone or its affiliates during the due diligence process relating to a potential transaction between Danone and the Company during the period between August 1, 2025 and September 17, 2025 that constitutes material nonpublic information, and in accordance with such obligation the Company is disclosing certain financial projections that were provided to Danone during such due diligence process. Background Although the Company has from time to time provided limited financial guidance to investors, the Company does not, as a matter of course, otherwise publicly disclose internal projections as to future performance, earnings or other results due to, among other reasons, the inherent difficulty of accurately predicting financial performance for future periods and the uncertainty, unpredictability and subjectivity of underlying assumptions and estimates. In connection with the exploration of a potential transaction with Danone, management prepared five-year financial projections at the direction of the Company's board of directors (the "Board"). These projections were provided to Danone in August 2025 and are referred to in this Current Report on Form 8-K (this "report") as the "Financial Projections." The Financial Projections were not intended for public disclosure. Nonetheless, a summary of the Financial Projections is included below to provide the Company

Forward-Looking Statements

Forward-Looking Statements This report contains "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995 regarding, among other things, unaudited estimated Net Sales, Gross Profit, Marketing Expenses, Operating Income, Adjusted EBITDA, Capital Expenditures and Free Cash Flow. These statements use words, and variations of words, such as "anticipate," "plan," "project," "estimate," "potential," "forecast," "will," "continue," "future," "increase," "believe," "outlook," "expect" and "predict." You are cautioned not to rely on these forward-looking statements. These forward-looking of future events as of such dates or date and are inherently subject to a number of risks and uncertainties, many of which involve factors or circumstances beyond the Company's control. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, in each case after the dates on which the Financial Projections were prepared or the date of this report, actual results could vary materially from the Company's expectations and projections. These risks, uncertainties and other factors include: price competition; the decisions of customers or consumers; the actions of competitors; changes in the pricing of commodities; the effects of government regulation; possible delays in the introduction of new products; and customer acceptance of products and services. A further list and description of these risks, uncertainties and other factors can be found in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as amended, which is available online at https://www.sec.gov or http://lifewaykefir.com/investor-relations/ or on request from the Company. The Company expressly disclaims any obligation to update any forward-looking statements (including, without l

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits: Exhibit No. Description 99.1 Press Release dated November 12, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 5

SIGNATURES

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: November 12, 2025 By: /s/ Julie Smolyansky Name: Julie Smolyansky Title: Chief Executive Officer and Secretary 6

View Full Filing

View this 8-K filing on SEC EDGAR