Lifeway opposes dissident director nominees citing ethical concerns

December 2, 2025 11:40 AM EST

Lifeway Foods Inc. (NASDAQ: LWAY) issued a letter to shareholders opposing the nomination of Edward Smolyansky and George Sent for election to the company's board of directors.

The Morton Grove, Illinois-based kefir producer stated that Smolyansky was terminated as chief operating officer in 2022 and cited multiple issues including intoxication during work duties, an emergency protection order preventing contact with CEO Julie Smolyansky, and creation of false social media accounts to post negative statements about the company.

The company also noted that Ludmila Smolyansky, Edward's mother who files joint Schedule 13D forms with him, faces over $2.3 million in federal and state tax liens. Edward Smolyansky defaulted on a $10.4 million mortgage in 2025, according to the company.

George Sent, managing director of Cascadia Capital and former lead independent director at Lifeway, previously chaired the special committee that investigated Edward Smolyansky's conduct and recommended removing his titles and responsibilities.

Lifeway stated that Institutional Shareholder Services recommended shareholders "DO NOT VOTE" on proposals put forth by the dissident group in July 2025, noting they "has not presented a compelling case for change."

The company reported 788% total shareholder return over five years and 123% revenue growth since fiscal year 2019. Third quarter 2025 net sales reached $57.1 million, representing a 29% increase on a comparable basis.

Lifeway recently added four new independent board members under a cooperation agreement with Danone North America: Rachel Drori, Andee Harris, Susie Hultquist and Kirk Chartier. The company stated that by the 2026 annual meeting, the board will have a majority of new independent directors.

The company urged shareholders to reject the dissident solicitation and vote using the white proxy card in connection with the 2025 annual meeting.



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