Lifeway Foods(US:LWAY) Prnewswire·2025-11-07 15:15Core Viewpoint - Lifeway Foods' board extended its Shareholder Rights Agreement without shareholder approval, raising concerns about governance and accountability [3][6][8] Group 1: Shareholder Rights Agreement Extension - On October 29, 2025, Lifeway Foods' board approved an amendment to extend the Shareholder Rights Agreement's expiration date to October 29, 2026, without shareholder approval [3] - The extension was perceived as a move to protect entrenched management and directors, undermining shareholder interests [6][7] - The company's recent filings indicated no specific takeover bid prompted this decision, citing only "concentrated ownership" as justification [7] Group 2: Governance Concerns - The timing of the extension coincided with a board refreshment and leadership deadline, suggesting a lack of transparency in governance practices [4][6] - Influential proxy advisory firms have advised against long-term poison pills, particularly those extended without shareholder approval, indicating potential adverse voting recommendations against supporting directors [8] - The extension follows significant ownership concentration by Danone SA, which holds approximately 23% of Lifeway's shares [8] Group 3: Call to Action - Shareholders are urged to demand the immediate rescindment of the Rights Plan amendment and to ensure a transparent voting process regarding board decisions [9] - The company is called to disclose the board vote details and commit to a shareholder vote before any further renewals of the Rights Plan [9] - If the board does not comply, there is a plan to encourage institutional investors and proxy advisory firms to hold responsible directors accountable [10]