Smolyanskys file statement to replace entire Lifeway Foods board

Edward and Ludmila Smolyansky, long-term shareholders of Lifeway Foods (LWAY) who together exercise voting control with respect to approximately 23.2% of the outstanding shares of Lifeway Foods, announced the filing of a definitive consent statement with the U.S. SEC. The filing initiates a process to remove Lifeway’s current board of directors and elect a new slate of nominees who “will be focused on restoring accountability, transparency and long-term shareholder value.” Mr. Smolyansky and Mrs. Smolyansky are seeking shareholder approval on four proposals: to repeal any bylaw amendments adopted after March 24, 2023; to remove all current directors, including CEO and Chair Julie Smolyansky; to elect a new board of seven nominees who “collectively have deep experience in governance, finance, operations, and consumer products”; and to amend Lifeway’s by-laws to prohibit it from employing or engaging any immediate family member of its President or CEO. The Board Removal and Director Election Proposals are conditioned on one another to ensure continued board leadership during the transition. “It is apparent to us that the current board has no intent to engage with us. We believe this consent solicitation is the most direct and effective way to return Lifeway to the people who actually own it,” said Edward Smolyansky. “The company’s circumstances demand bold, unprecedented action. We must end entrenched, self-serving control and bring in leadership that will act in the best interests of all shareholders. We believe that the board has repeatedly disregarded shareholder feedback, failed to articulate a credible strategy, and chosen to reward failure. It’s clear to us that this board cannot be trusted to lead Lifeway forward.”