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Filing Details

Accession Number:: 0001104659-24-106795
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-10-07 20:45:10
Reporting Period:: 2024-10-03

Accepted Time:: 2024-10-07 20:45:10
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1005286	Lifecore Biomedical Inc.	LFCR	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
899083	Wynnefield Partners Small Cap Value Lp	450 Seventh Avenue Suite 509 New York NY 10123	No	No	Yes	No
1017043	Nelson Obus	450 Seventh Avenue Suite 509 New York NY 10123	No	No	Yes	No
1030806	Ltd Fund Offshore Value Cap Small Wynnefield	450 Seventh Avenue Suite 509 New York NY 10123	No	No	Yes	No
1056835	Wynnefield Capital Management Llc	450 Seventh Avenue Suite 509 New York NY 10123	No	No	Yes	No
1251565	Wynnefield Partners Small Cap Value Lp I	450 Seventh Avenue Suite 509 New York NY 10123	No	No	Yes	No
1251567	Wynnefield Capital Inc	450 Seventh Avenue Suite 509 New York NY 10123	No	No	Yes	No
1251568	Joshua Landes	450 Seventh Avenue Suite 509 New York NY 10123	No	No	Yes	No
1289453	Wynnefield Capital, Inc. Profit Sharing Plan	450 Seventh Avenue Suite 509 New York NY 10123	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, $0.001 Par Value Per Share	Acquisiton	2024-10-03	122,930	$4.10	2,095,783	No	4	P	Direct
Common Stock, $0.001 Par Value Per Share	Acquisiton	2024-10-03	169,753	$4.10	2,607,433	No	4	P	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct
No	4	P	Indirect	See Footnotes

Footnotes

The Reporting Person directly beneficially owns 2,095,783 shares of common stock, $0.001 par value per share ("Common Stock") of Lifecore Biomedical, Inc. Wynnefield Capital Management, LLC, as the sole general partner of the Reporting Person, has an indirect beneficial ownership interest in the shares of Common Stock that the Reporting Person directly beneficially owns. Nelson Obus and Joshua Landes, as co-managing members of Wynnefield Capital Management, LLC, have an indirect beneficial ownership interest in the shares of Common Stock that the Reporting Person directly beneficially owns. Does not include 243,814 shares of Common Stock issuable upon conversion of certain shares of Series A Convertible Preferred Stock, par value $0.001 per share (the "Convertible Preferred Stock") that are immediately convertible.
The Reporting Person has an indirect beneficial ownership interest in 1,344,585 shares of Common Stock, which are directly beneficially owned by Wynnefield Partners Small Cap Value, L.P., as members of a group under Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Wynnefield Partners Small Cap Value, L.P., which maintains offices at the same address as the Reporting Person, is filing this statement jointly with the Reporting Person. Wynnefield Capital Management, LLC, as the sole general partner of Wynnefield Partners Small Cap Value, L.P., has an indirect beneficial ownership interest in the shares of Common Stock that Wynnefield Partners Small Cap Value L.P. directly beneficially owns.
Nelson Obus and Joshua Landes, as co-managing members of Wynnefield Capital Management, LLC, have an indirect beneficial ownership interest in the shares of Common Stock that Wynnefield Partners Small Cap Value, L.P. directly beneficially owns. Does not include 162,543 shares of Common Stock issuable upon conversion of certain shares of Convertible Preferred Stock that are immediately convertible.
The Reporting Person has an indirect beneficial ownership interest in 895,498 shares of Common Stock, which are directly beneficially owned by Wynnefield Small Cap Value Offshore Fund, Ltd., as members of a group under Section 13(d) of the Exchange Act. Wynnefield Small Cap Value Offshore Fund, Ltd., which maintains offices at the same address as the Reporting Person, is filing this statement jointly with the Reporting Person. Wynnefield Capital, Inc. as the sole investment manager of Wynnefield Small Cap Value Offshore Fund, Ltd., has an indirect beneficial ownership interest in the shares of Common Stock that Wynnefield Small Cap Value Offshore Fund, Ltd. directly beneficially owns.
Nelson Obus and Joshua Landes, as principal executive officers of Wynnefield Capital, Inc., have an indirect beneficial ownership interest in the shares of Common Stock that Wynnefield Small Cap Value Offshore Fund, Ltd. directly beneficially owns. Does not include 101,589 shares of Common Stock issuable upon conversion of certain shares of Convertible Preferred Stock that are immediately convertible.
The Reporting Person has an indirect beneficial ownership interest in 367,350 shares of Common Stock, which are directly beneficially owned by Wynnefield Capital, Inc. Profit Sharing Plan, as members of a group under Section 13(d) of the Exchange Act. Wynnefield Capital, Inc. Profit Sharing Plan, which maintains offices at the same address as the Reporting Person, is filing this Form jointly with the Reporting Person. Mr. Obus and Mr. Landes, as co-trustees, has the power to vote and dispose of Wynnefield Capital, Inc. Profit Sharing Plan's investments in securities and has an indirect beneficial ownership interest in the shares of Common Stock that Wynnefield Capital, Inc. Profit Sharing Plan directly beneficially owns.