CHICAGO, June 8, 2026 /PRNewswire/ — Edward Smolyansky, former Director and Chief Operating Officer of Lifeway Foods, Inc. (NASDAQ: LWAY) and the Company’s largest shareholder, today issued the following statement regarding Lifeway’s decision to terminate its shareholder rights plan.
“Lifeway has finally terminated the poison pill, only after ISS recommended AGAINST the whole Board.”
For nearly nineteen months, shareholders were subjected to a defensive measure that restricted shareholder rights, limited strategic flexibility, and insulated the Board from accountability. Throughout that period, shareholders repeatedly asked a simple question: what legitimate corporate objective justified maintaining the poison pill?
The Board never provided a satisfactory answer.
The Board’s timing is significant, and shareholders should note what occurred last week.
Only after Institutional Shareholder Services (ISS), the world’s leading proxy advisory firm, issued an extraordinarily rare rebuke and recommended voting AGAINST every director nominee standing for election, did the Board abruptly reverse course and terminate the poison pill.
Once again, like a broken record, shareholders are entitled to ask a simple question: Taken together, the poison pill reversal and the Board’s handling of the refresh process reflect a troubling pattern of reactive governance, with change occurring only when external pressure leaves no alternative.
Today, Lifeway’s circumstances are fundamentally different from a year ago. Danone is no longer a 22% shareholder, the poison pill is gone, and the structural barriers that shaped the Company for nearly two years have been removed.
The Board can no longer rely on extraordinary defenses to sidestep shareholder concerns or credible value-maximizing opportunities. Lifeway’s next phase should be defined by transparency, shareholder rights, and an objective focus on long-term value for all owners.”
A Vote of No Confidence
The termination of the poison pill does not erase the events that led to its removal.
Nor does it resolve the Board’s decision to reverse a highly publicized board refresh process after shareholders had been led to expect a different outcome.
For nearly two years, shareholders were asked to trust that the Board was acting in their best interests. The record tells a different story:
- The Board kept the poison pill in place until it faced an adverse recommendation from ISS.
- The Board also promoted a refresh process that ultimately returned Jason Scher to the slate shareholders had been told would be refreshed, despite concerns that his longstanding personal ties to the CEO and her spouse were among the very issues the process was expected to address.
These actions raise fundamental questions about accountability, transparency, and credibility.
For shareholders dissatisfied with the Board’s conduct, the June 17 Annual Meeting provides an opportunity to register that dissatisfaction. A substantial vote AGAINST the incumbent directors would send a clear message that shareholders expect governance commitments to be honored, shareholder rights to be respected, and accountability to be more than a slogan.
About Edward Smolyansky
Edward Smolyansky is a former Director, and Chief Operating Officer of Lifeway Foods and is currently the Company’s largest shareholder. He has been an advocate for enhanced shareholder rights, corporate accountability, and governance reforms designed to maximize long-term shareholder value.
Contact
Edward Smolyansky
www.linkedin.com/in/edward-smolyansky-a2293627a
View original content:SOURCE Edward and Ludmila Smolyansky
