secwatch / observer

MIDDLEBY Corp — fact timeline

Source-grounded facts extracted from MIDDLEBY Corp's SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

MIDD MIDDLEBY Corp JSON
Shareholder Votes

MIDDLEBY Corp shareholders approved Ratification of selection of Ernst & Young LLP as independent public accountants for fiscal year ending January 2, 2027 at the 2026-05-19 meeting.

“Proposal three was the ratification of the selection of Ernst & Young LLP as the Company's independent public accountants for the fiscal year ending January 2, 2027. The shares present were voted as follows: For Against Abstain Broker Non-Votes 42,891,095 1,071,172 95,147 —”
Shareholder Votes

MIDDLEBY Corp shareholders approved Advisory vote on executive compensation at the 2026-05-19 meeting.

“Proposal two was the approval, on an advisory basis, of the compensation of the Company's named executive officers. The shares present were voted as follows: For Against Abstain Broker Non-Votes 40,916,800 982,309 73,095 2,085,210”
Shareholder Votes

MIDDLEBY Corp shareholders approved Election of eleven directors at the 2026-05-19 meeting.

“Proposal one was the election of eleven (11) directors. The shares present were voted as follows: Nominees For Against Abstain Broker Non-Votes Julie M. Bowerman 41,426,022 528,622 17,560 2,085,210 Sarah Palisi Chapin 39,140,321 2,821,278 10,605 2,085,210 Glenn A. Eisenberg 41,603,324 284,827 84,053 2,085,210 Timothy J. Fitzgerald 41,628,896 331,837 11,471 2,085,210 Edward P. Garden 41,203,500 756,157 12,547 2,085,210 Christopher M. Hix 41,741,381 136,218 94,605 2,085,210 Cathy L. McCarthy 41,420,969 530,061 21,174 2,085,210 Robert A. Nerbonne 41,233,561 687,030 51,613 2,085,210 Gordon J. O'Brien 38,036,569 3,925,250 10,385 2,085,210 Stephen R. Scherger 41,225,965 694,794 51,445 2,085,210 Tejas P. Shah 41,547,593 374,428 50,183 2,085,210”
Earnings Releases

MIDDLEBY Corp reported first quarter ended April 4, 2026 results: revenue $840 million, EPS $1.81. Guidance raised.

“2026 • Repurchased 2.4 million shares (4.9% of equity) in Q1 2026 and 3.5 million shares (7.1% of equity) YTD 2026 FIRST QUARTER CONTINUING OPERATIONS HIGHLIGHTS • Net Sales of $840 million increased 15% over prior year; 12% on organic basis • Operating income of $133 million as compared to $130 million in prior year, includes $9.9 million for strategic transaction”
Governance Changes

MIDDLEBY Corp: Amended and restated bylaws to increase maximum board size from 11 to 13 directors and update officer titles and executive officer positions (effective 2026-03-05).

“On March 5, 2026, the Board, in connection with the Board’s periodic review of corporate governance matters, adopted and approved an amendment and restatement of the Company’s Fourth Amended and Restated Bylaws (as so amended and restated, the “Fifth Amended and Restated By-Laws”), effective immediately, in order to (1) increase the upper limit of the Board’s size from eleven (11) to thirteen (13) directors and (2) update officer titles and executive officer positions.”
Material Agreements

MIDDLEBY Corp entered into Purchase Agreement with Rise Buyer LP, an affiliate of 26North Partners LP valued at $885 million (effective 2025-12-04).

“On December 4, 2025, The Middleby Corporation (the “Company”), Mosaic Merger Sub. Inc., a wholly owned subsidiary of the Company (“MMS”), Middleby Worldwide Inc., a wholly owned subsidiary of the Company (“MWW”), Middleby Outdoor IP Holdings, Inc., a wholly owned subsidiary of the Company (“MOIP” and, collectively with MMS and MWW, “Sellers”), RKG Group Partners LP (the “Partnership”), Rise Buyer LP, an affiliate of 26North Partners LP (“Buyer”), and Rise Merger Sub, LLC, a wholly owned subsidiary of Buyer (“Buyer Merger Sub”), entered into a partnership interest purchase agreement (the “Purchase Agreement”) pursuant to which the Company will sell a 51% stake in its Residential Kitchen business (the “Business”) to Buyer, in a transaction (the “Transaction”) valuing the Business at $885 million.”

John R. Miller III departed as Director at MIDDLEBY Corp.

“John R. Miller III notified the Board of his intent to retire from the Board, effective upon the completion of the 2025 Annual Meeting.”

Ed Garden was appointed as Director at MIDDLEBY Corp.

“appointed Julie Bowerman and Mr. Garden as directors of the Company to fill the vacancies so created.”

Julie Bowerman was appointed as Director at MIDDLEBY Corp.

“appointed Julie Bowerman and Mr. Garden as directors of the Company to fill the vacancies so created.”
Shareholder Votes

MIDDLEBY Corp shareholders approved Ratification of Ernst & Young LLP as independent public accountants at the 2024-05-14 meeting.

“3. RATIFICATION OF INDEPENDENT PUBLIC ACCOUNTANTS Proposal three was the ratification of the selection of Ernst & Young LLP as the Company’s independent public accountants for the fiscal year ending December 28, 2024. The shares present were voted as follows: FOR: AGAINST: ABSTAIN: BROKER NON-VOTES: 48,874,899 251,076 95,732 —”
Shareholder Votes

MIDDLEBY Corp shareholders approved Advisory vote on executive compensation at the 2024-05-14 meeting.

“2. ADVISORY VOTE ON EXECUTIVE COMPENSATION Proposal two was the approval, on an advisory basis, of the compensation of the Company’s named executive officers. The shares present were voted as follows: FOR: AGAINST: ABSTAIN: BROKER NON-VOTES: 39,830,823 6,035,143 45,788 3,309,953”
Shareholder Votes

MIDDLEBY Corp shareholders approved Election of nine directors at the 2024-05-14 meeting.

“1. ELECTION OF DIRECTORS Proposal one was the election of nine (9) directors. The shares present were voted as follows: Nominees For Against Abstain Broker Non-Votes Gordon O'Brien 41,803,278 4,079,831 28,645 3,309,953 Timothy J. FitzGerald 45,622,421 262,094 27,239 3,309,953 Sarah Palisi Chapin 38,279,907 6,931,124 700,723 3,309,953 Cathy L. McCarthy 45,069,260 819,521 22,973 3,309,953 John R. Miller, III 39,480,943 6,374,229 56,582 3,309,953 Robert A. Nerbonne 44,867,251 1,017,766 26,737 3,309,953 Stephen R. Scherger 45,796,107 88,774 26,873 3,309,953 Tejas P. Shah 45,856,293 27,537 27,924 3,309,953 Nassem Ziyad 45,623,998 213,273 74,483 3,309,953”
Earnings Releases

MIDDLEBY Corp reported first quarter ended March 30, 2024 results: revenue Net sales of $927 million, EPS Diluted earnings per share of $1.59 and adjusted net earnings per share of $1.89.

“--- EX-99.1 (EX-99.1) --- 1400 Toastmaster Drive, Elgin, Illinois 60120 (847) 741-3300 www.middleby.com The Middleby Corporation Reports First Quarter Results • Net sales of $927 million • Adjusted EBITDA of $186 million • Organic adjusted EBITDA margin of 20.1% • Operating cash flows of $141 million • Diluted earnings per share of $1.59 and adjusted net earnings”
Earnings Releases

MIDDLEBY Corp reported the fourth quarter ended December 30, 2023 results: EPS $1.42.

“On February 20, 2024, The Middleby Corporation (the “Company”) issued a press release announcing its financial results for the fourth quarter ended December 30, 2023.”

Steven R. Scherger was appointed as Director at MIDDLEBY Corp.

“On January 12, 2024, the Board of Directors (the “Board”) of The Middleby Corporation (the “Company”) increased the size of the Board from seven (7) to nine (9) directors and appointed Tejas P. Shah and Steven R. Scherger as directors of the Company to fill the vacancies so created.”

Tejas P. Shah was appointed as Director at MIDDLEBY Corp.

“On January 12, 2024, the Board of Directors (the “Board”) of The Middleby Corporation (the “Company”) increased the size of the Board from seven (7) to nine (9) directors and appointed Tejas P. Shah and Steven R. Scherger as directors of the Company to fill the vacancies so created.”
Earnings Releases

MIDDLEBY Corp reported third quarter ended September 30, 2023 results: EPS $2.01 and adjusted net earnings per share of $2.35.

“Diluted Earnings per share of $2.01 and adjusted net earnings per share of $2.35 for the third quarter, an increase of 8% year over year”
Earnings Releases

MIDDLEBY Corp reported second quarter ended July 1, 2023 results: revenue $1,040 million, EPS Diluted Earnings per share of $2.16.

“Revenue of $1,040 million, a 3% increase year over year Diluted Earnings per share of $2.16 and adjusted net earnings per share of $2.47, an increase of 11% year over year Adjusted EBITDA of $229 million, a 9% increase year over year”
Shareholder Votes

MIDDLEBY Corp shareholders approved Ratification of Ernst & Young LLP as independent public accountants at the 2023-05-16 meeting.

“Proposal four was the ratification of the selection of Ernst & Young LLP as the Company’s independent public accountants for the fiscal year ending December 30, 2023. The shares present were voted as follows: FOR: AGAINST: ABSTAIN: BROKER NON-VOTES: 48,684,952 258,528 28,699 0”
Shareholder Votes

MIDDLEBY Corp shareholders approved Frequency of holding an advisory vote on executive compensation at the 2023-05-16 meeting.

“Proposal three was the approval, on an advisory basis, of the frequency of holding an advisory vote on the executive compensation of the Company’s named executive officers. The shares present were voted as follows: ONE YEAR: TWO YEARS: THREE YEARS: ABSTAIN: 44,909,441 7,554 794,413 35,392”
Shareholder Votes

MIDDLEBY Corp shareholders approved Advisory vote on executive compensation at the 2023-05-16 meeting.

“Proposal two was the approval, on an advisory basis, of the compensation of the Company’s named executive officers. The shares present were voted as follows: FOR: AGAINST: ABSTAIN: BROKER NON-VOTES: 40,981,287 4,715,782 49,731 3,225,379”
Shareholder Votes

MIDDLEBY Corp shareholders approved Election of seven directors at the 2023-05-16 meeting.

“Proposal one was the election of seven (7) directors. The shares present were voted as follows: Nominees For Against Abstain Broker Non-Votes Gordon O’Brien 44,005,429 1,709,754 31,617 3,225,379 Timothy J. FitzGerald 45,347,570 367,958 31,272 3,225,379 Sarah Palisi Chapin 41,039,804 4,676,044 30,952 3,225,379 Cathy L. McCarthy 44,505,855 1,209,611 31,334 3,225,379 John R. Miller III 41,361,485 4,353,771 31,544 3,225,379 Robert A. Nerbonne 44,489,804 1,225,376 31,620 3,225,379 Nassem Ziyad 45,287,903 426,992 31,905 3,225,379”

Matthew Fuchsen was appointed as Chief Development Officer at MIDDLEBY Corp.

“On May 16, 2023, the Company issued a press release announcing the retirement of Mr. Lindsay and the appointments of Ms. Cerwin and Matthew Fuchsen as Chief Accounting Officer and Chief Development Officer, respectively.”

Brittany Cerwin was appointed as Chief Accounting Officer at MIDDLEBY Corp.

“Effective May 16, 2023, the Board of Directors of the Company (the “Board”) appointed Brittany Cerwin (age 39) as Chief Accounting Officer.”

Martin M. Lindsay retired as Chief Risk and Administration Officer, Treasurer and Secretary at MIDDLEBY Corp.

“On May 16, 2023, The Middleby Corporation (the “Company”) announced the retirement of Martin M. Lindsay from his position as Chief Risk and Administration Officer, Treasurer and Secretary, effective as of May 16, 2023.”
Earnings Releases

MIDDLEBY Corp reported financial results for first quarter ended April 1, 2023.

“On May 10, 2023, The Middleby Corporation (the “Company”) issued a press release announcing its financial results for the first quarter ended April 1, 2023. A copy of that press release is furnished as Exhibit 99.1 and incorporated herein by reference.”
Earnings Releases

MIDDLEBY Corp reported fourth quarter ended December 31, 2022 results: revenue $1,032 million, net income net earnings for the fourth quarter of 2022, EPS $2.57 (adjusted net earnings per share).

“therein. --- EX-99.1 (EXHIBIT 99.1) --- EX-99.1 2 a53334217_ex991.htm EXHIBIT 99.1 Exhibit 99.1 The Middleby Corporation Reports Record Fourth Quarter Results Revenue of $1,032 million, a 19.1% increase year over year Diluted Earnings per share of $2.45 and adjusted net earnings per share of $2.57, an increase of 21.8% year over year Adjusted EBITDA of $234”
Earnings Releases

MIDDLEBY Corp reported third quarter ended October 1, 2022 results: revenue $993 million, EPS $1.92.

“Revenue of $993 million, a 21.5% increase year over year Diluted Earnings per share of $1.92”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.