Midera director updates RSU and spin-off holdings

Midera Food Processing, Inc. (MFP) reports that director Cathy L. McCarthy filed an amended Form 4 to correct a prior administrative error related to RSUs tied to Midera’s spin-off from The Middleby Corporation.

Rhea-AI Filing Summary

Midera Food Processing, Inc. (MFP) reports that director Cathy L. McCarthy filed an amended Form 4 to correct a prior administrative error related to RSUs tied to Midera’s spin-off from The Middleby Corporation. The amendment confirms two equity awards in Midera common stock: 1,870 time-based RSUs that vested in full on July 30, 2026, and 3,802 time-based RSUs scheduled to vest in full on March 19, 2027. A footnote also states that McCarthy has 9,719 shares of common stock that were acquired via a distribution in connection with the spin-off in an exempt acquisition under Rule 16a-9.

Insider Trade Summary

Grant/Award: 5,672 shares

Grant/Award 2 txns

Insider McCarthy Cathy L

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1, F2	1,870	--	--
Grant/Award	Common Stock F3	3,802	--	--

Holdings After Transaction: Common Stock — 15,391 shares (Direct)

Footnotes (3)

1. F1. These shares represent time-based restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of common stock on the applicable vesting date. These RSUs vested in full on July 30, 2026. Vested shares will be issued to the reporting person after the applicable vesting date.
2. F2. Includes 9,719 shares of common stock that have been acquired through a distribution in connection with the spin-off (the "Spin-Off") of the Issuer from The Middleby Corporation ("Middleby"), in an exempt acquisition pursuant to Rule 16a-9 under the Securities Exchange Act of 1934, as amended.
3. F3. These shares represent time-based RSUs. Each RSU represents a contingent right to receive one share of common stock on the applicable vesting date. These RSUs will vest in full on March 19, 2027. Vested shares will be issued to the reporting person after the applicable vesting date.

Key Figures

RSUs vested: 1,870 RSUs RSUs scheduled to vest: 3,802 RSUs Spin-off distribution shares: 9,719 shares +2 more

5 metrics

RSUs vested 1,870 RSUs Time-based RSUs that vested in full on July 30, 2026 for Cathy L. McCarthy

RSUs scheduled to vest 3,802 RSUs Time-based RSUs scheduled to vest in full on March 19, 2027 for Cathy L. McCarthy

Spin-off distribution shares 9,719 shares Shares of Midera common stock acquired via distribution in connection with the spin-off from The Middleby Corporation

Transactions reported 2 acquisitions Two non-derivative, grant/award acquisition transactions on July 30, 2026

Form type Form 4/A Amendment filed to correct an earlier Form 4 administrative error

Key Terms

restricted stock units, Spin-Off, Rule 16a-9, time-based RSUs

4 terms

restricted stock units financial

"These shares represent time-based restricted stock units ("RSUs"). Each RSU repres"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Spin-Off financial

"acquired through a distribution in connection with the spin-off (the "Spin-Off") of"

A spin-off happens when a company creates a new, independent business by separating part of itself, like splitting off a division into its own company. This often happens so the new company can focus better on its own goals or attract different investors. It matters because it can lead to more growth opportunities and clearer focus for both companies.

Rule 16a-9 regulatory

"in an exempt acquisition pursuant to Rule 16a-9 under the Securities Exchange Act"

time-based RSUs financial

"These shares represent time-based RSUs. Each RSU represents a contingent right"

FAQ

What does Midera Food Processing (MFP) disclose in this Form 4/A amendment?

The amendment corrects an earlier administrative error about RSUs from Middleby and details director Cathy L. McCarthy’s 1,870 vested RSUs on July 30, 2026 and 3,802 RSUs vesting on March 19, 2027, plus 9,719 shares received via the spin-off distribution.

How many MFP RSUs did Cathy McCarthy have vest on July 30, 2026?

Cathy L. McCarthy had 1,870 time-based RSUs that vested in full on July 30, 2026. Each RSU represents a contingent right to receive one share of Midera Food Processing common stock, with vested shares issued after the applicable vesting date.

What future RSU vesting is reported for Cathy McCarthy at MFP?

The filing reports 3,802 time-based RSUs for Cathy L. McCarthy that will vest in full on March 19, 2027. Each RSU corresponds to one share of Midera Food Processing common stock, to be issued after the vesting date.

How many MFP shares did Cathy McCarthy receive from the Middleby spin-off?

A footnote states that Cathy L. McCarthy has 9,719 shares of Midera Food Processing common stock that were acquired through a distribution in connection with the spin-off from The Middleby Corporation, treated as an exempt acquisition under Rule 16a-9.

Did the MFP Form 4/A involve any insider sales or purchases on the market?

No. The reported transactions are grants or awards of equity (RSUs) and a spin-off distribution. The summary data show two acquisition-type entries and no reported market buys or sells of Midera Food Processing common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/31/2026 - 05:13 PM Accepted by SEC EDGAR 08/31/2026 - 05:13 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

McCarthy Cathy L

(Last) (First) (Middle)

10275 WEST HIGGINS ROAD, SUITE 300

(Street)

ROSEMON ILLINOIS 60018

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Midera Food Processing, Inc. [ MFP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/03/2026

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/30/2026		A		1,870	A	(1)	11,589(2)	D
Common Stock	07/30/2026		A		3,802	A	(3)	15,391	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares represent time-based restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of common stock on the applicable vesting date. These RSUs vested in full on July 30, 2026. Vested shares will be issued to the reporting person after the applicable vesting date.

2. Includes 9,719 shares of common stock that have been acquired through a distribution in connection with the spin-off (the "Spin-Off") of the Issuer from The Middleby Corporation ("Middleby"), in an exempt acquisition pursuant to Rule 16a-9 under the Securities Exchange Act of 1934, as amended.

3. These shares represent time-based RSUs. Each RSU represents a contingent right to receive one share of common stock on the applicable vesting date. These RSUs will vest in full on March 19, 2027. Vested shares will be issued to the reporting person after the applicable vesting date.

Remarks:

Due to an administrative error, the original Form 4 filed on August 3, 2026 incorrectly reported an acquisition of 5,062 time-based RSUs from the conversion of the corresponding RSUs of Middleby in connection with the Spin-Off, which acquisition did not occur. Instead, the Middleby RSUs were forfeited for no consideration. This Form 4 amendment is being filed solely to correct such error.

	James J. Drake POA	08/31/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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* Form 4: SEC 1474 (03-26)