Every 8-K that Middleby Corp (MIDD) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow MIDD and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full MIDD filings page.
MIDDLEBY Corp (MIDD) furnished an investor presentation in connection with its participation at the 2026 Jefferies Global Industrials Conference on September 10, 2026. The slide deck is provided as Exhibit 99.1 and is treated as information "furnished" rather than "filed" under the Exchange Act.
The Middleby Corporation (MIDD) announced it will discontinue its Middleby Brewing & Distilling Solutions Group, which includes the Deutsche Beverage + Process, Ss Brewtech and Wild Goose Filling brands, with the wind-down expected to be substantially complete by the end of 2026. In 2025 this Brewing Group generated $24 million of net sales and an approximate $9 million adjusted EBITDA loss, representing about a 60 basis point negative impact on adjusted EBITDA margin. The company expects 2026 revenue and adjusted EBITDA for this group to be similar to 2025 and views the discontinuation as immaterial to its 2026 financial guidance, while expecting to realize the annual benefit in 2027 adjusted EBITDA margins.
Middleby reiterated its guidance, including Q3 2026 net sales of $620–640 million and adjusted EBITDA of $143–150 million, and full-year 2026 net sales of $2.48–2.53 billion, adjusted EBITDA of $572–588 million, and adjusted EPS of $6.73–6.89. The company also confirmed multi-year targets for organic net sales growth, adjusted EBITDA and adjusted EPS and highlighted its participation in the 2026 Jefferies Global Industrials Conference.
The Middleby Corporation reported second-quarter 2026 results highlighted by net sales of $875.5 million, up 9.9% year over year and 6.4% on an organic basis. Commercial Foodservice drove growth with 8.3% organic net sales growth, while total company Adjusted EBITDA reached $193.2 million, up from $181.6 million. Adjusted EPS from continuing operations was $2.35 versus $2.20 a year ago.
The company completed the spin-off of its Food Processing business, becoming a pure-play commercial foodservice company, and repurchased 1.4 million shares (2.9% of shares outstanding) in the quarter. Net earnings from continuing operations were $54.2 million, with diluted GAAP EPS from continuing operations of $1.20, down from $1.91, reflecting higher taxes, strategic transaction costs, and equity losses of an affiliate. Net leverage was 2.4x, with net debt of $1.8 billion and borrowing availability of about $2.6 billion.
For the post-spin, Commercial Foodservice-focused business (excluding Food Processing and Residential), management expects 2026 net sales of $2.48–$2.53 billion, Adjusted EBITDA of $572–$588 million, and Adjusted EPS of $6.73–$6.89, implying growth over 2025 adjusted EPS of $6.10.
The Middleby Corporation has filed an amended report providing unaudited pro forma financial statements reflecting the completed spin-off of its food processing business, Midera Food Processing, Inc. On July 6, 2026, Middleby distributed 100% of Midera’s common stock to its shareholders, with each holder receiving one Midera share for every Middleby share held as of June 26, 2026. Midera now trades independently on Nasdaq under the symbol MFP. The amendment adds pro forma balance sheet and earnings data showing Middleby’s results from continuing operations after the spin-off, including the reclassification of the Food Processing business as discontinued operations and the impact of a $233.0 million cash distribution from a Midera subsidiary used to reduce Middleby’s long-term debt, along with an estimated $40.3 million of additional transaction costs.
The Middleby Corporation has completed the spin-off of its food processing business into Midera Food Processing, Inc., which is now an independent public company. Middleby distributed 100% of Midera common stock to its stockholders, who received one Midera share for every one Middleby share held as of June 26, 2026.
The distribution became effective at 12:01 a.m. Eastern Time on July 6, 2026, and Midera common stock is expected to begin trading on Nasdaq under the symbol “MFP” on July 7, 2026. Middleby and Midera entered into a suite of agreements covering separation and distribution, tax matters, employee matters, intellectual property, and transition services.
Following the spin-off, Middleby positions itself as a pure-play commercial foodservice company, while Midera operates as a focused food processing business. Certain directors and an executive resigned from Middleby roles to join Midera’s board and management team in connection with the transaction.
The Middleby Corporation detailed financing steps tied to the planned spin-off of its food processing business, Midera Food Processing, into a standalone public company. Midera entered a five-year, $1.0 billion credit agreement, split between a $750 million U.S. dollar revolving facility and a $250 million multi-currency revolving facility.
In connection with the anticipated spin-off and this credit agreement, the borrower used credit facility borrowings and cash on hand to make a $233 million distribution to Middleby Marshall Inc., a wholly owned Middleby subsidiary. The spin-off remains targeted for July 6, 2026, following effectiveness of Midera’s Form 10 registration on June 17, 2026.
The Middleby Corporation approved the spin-off of its food processing business, Midera Food Processing, into an independent public company. Middleby will distribute all outstanding Midera shares pro rata, giving stockholders one Midera share for each Middleby share held at 4:00 p.m. Central Time on June 26, 2026.
The distribution is scheduled to occur at 12:01 a.m. Eastern Time on July 6, 2026, subject to conditions in the Separation and Distribution Agreement. Midera common stock is expected to trade on Nasdaq as “MFP” starting July 7, 2026, following a “when-issued” period under “MFPVV.” Middleby expects the spin-off to be tax-free for U.S. federal income tax purposes.
The Middleby Corporation described key steps toward the planned spin-off of its food processing business into a new public company, Midera Food Processing, Inc. The SEC has declared Midera’s Form 10 registration statement effective, a major regulatory milestone for the separation.
The Middleby board set a record date of June 26, 2026 for the pro rata distribution of all outstanding Midera shares to Middleby shareholders. Eligible holders are expected to receive one share of Midera common stock for each share of Middleby common stock, with the distribution targeted for 12:01 a.m. New York City time on July 6, 2026.
Completion of the spin-off and share distribution remains subject to conditions, including formal declaration of the distribution by the board as outlined in the Separation and Distribution Agreement. The company also highlights numerous business and transaction risks that could delay, change or prevent the spin-off.
The Middleby Corporation adopted two key executive compensation programs. The Board’s Compensation Committee approved a new Executive Severance Plan covering named executive officers and certain other executives. It provides severance benefits if employment is terminated without cause, with different terms when a termination occurs within 24 months after a change in control and when the executive resigns for good reason after such a change.
The Committee also adopted an amended and restated Value Creation Incentive Plan, originally established in 2011. Under this plan, named executive officers and selected employees may earn cash bonuses based on performance goals over a fiscal year or longer performance period, with awards paid only if designated performance goals set by the Committee are achieved.
The Middleby Corporation reported voting results from its 2026 Annual Meeting of Stockholders. Of 46,621,841 shares entitled to vote, 44,057,414 were present or represented by proxy, indicating strong participation.
Stockholders elected eleven directors, with each nominee receiving over 38 million votes in favor and therefore being elected to serve until the 2027 annual meeting. Investors also approved, on an advisory basis, the compensation of the company’s named executive officers, with 40,916,800 votes for and 982,309 against. In addition, stockholders ratified the selection of Ernst & Young LLP as independent public accountants for the fiscal year ending January 2, 2027, with 42,891,095 votes for and 1,071,172 against.
The Middleby Corporation furnished materials from its Investor Day, including strategic and financial outlook and details on the planned spin-off of its Food Processing Business into Midera Food Processing, Inc.
For 2026, Middleby’s Commercial Foodservice segment is targeted at about $2,465m in net sales and $575m in adjusted EBITDA, implying roughly a 23% adjusted EBITDA margin and 27% adjusted segment EBITDA margin. The food processing spin entity Midera is outlined at about $930m in 2026 net sales and $165m in adjusted EBITDA, with margins around 18% and 21%, respectively.
Management highlights a three-year framework (from 2025) targeting 3–6% organic net sales CAGR, 6–9% adjusted EBITDA CAGR, 10–15% adjusted EPS CAGR and 200–400 basis points of margin expansion from a 23% 2025 adjusted EBITDA margin. Middleby also emphasizes strong free cash flow conversion of roughly 100% of adjusted net earnings, mid-term net leverage of 2.0–3.0x and capital allocation priorities focused on organic reinvestment, disciplined returns of capital and opportunistic M&A.
The Middleby Corporation is moving ahead with the separation of its Food Processing business into a standalone public company named Midera Food Processing, Inc. The new brand highlights a focused, technology-driven food processing platform built around more than 30 global equipment brands.
The spin-off of Midera into an independent public company is expected to be completed on July 6, 2026, through a distribution of Midera common stock to Middleby stockholders. Each Middleby stockholder will receive one share of Midera common stock for every one share of Middleby common stock held on the record date, and Midera intends to list on the Nasdaq Global Select Market under the ticker “MFP.” Middleby and Midera will present long-term strategies and financial frameworks at an Investor Day on May 12, 2026 in New York City.
The Middleby Corporation reported strong first‑quarter 2026 results from continuing operations, beating the high end of its guidance for revenue, adjusted EBITDA and adjusted EPS. Net sales rose to $839.9 million, up 15% year over year, with 11.9% organic growth.
Commercial Foodservice delivered 8.1% organic growth, while Food Processing grew 25% organically and maintained a $416 million backlog. Adjusted EBITDA increased to $180.6 million, and adjusted EPS climbed to $2.16 from $1.87.
The company raised its full‑year 2026 outlook, now targeting 4–6% organic growth in Commercial Foodservice and 4–7% in Food Processing. Despite an overall net loss of $50.1 million driven by a $135.4 million loss from discontinued operations, Middleby reduced net debt to $1.7 billion and repurchased 2.4 million shares in the quarter, part of over $520 million in buybacks year‑to‑date. The planned July 6, 2026 spin‑off of Food Processing remains on track.
The Middleby Corporation announced that its wholly owned subsidiary, Middleby Food Processing, Inc., has filed a Form 10 registration statement with the SEC for a planned spin-off into a standalone public company. The Form 10 is available on the SEC website and Middleby’s investor page.
Middleby’s CEO said the separation is intended to create two focused, industry-leading companies, positioning both Middleby and Middleby Food Processing to pursue growth and long-term value as independent businesses. Middleby will host an investor day in New York City on May 12, 2026 to detail the competitive positioning and growth potential of each company.
The company emphasizes that the Form 10 filed on May 4, 2026 is subject to change and will be finalized before becoming effective, and it includes cautionary language that the spin-off may not be completed or may differ from current expectations due to various risks and uncertainties.
The Middleby Corporation announced that Amy Campbell will become Chief Financial Officer of its Food Processing business once that business is separated into an independent public company in the second quarter of 2026. She joins Middleby immediately to prepare for the transition.
This appointment completes the executive leadership team for the Food Processing business, led by future CEO Mark Salman, with Mark Bowie as Chief Operating Officer, Matt Fuchsen as Chief Strategy Officer and Rob Fagan leading Investor Relations and FP&A. The spin-off is described as part of Middleby’s strategic portfolio transformation to create three focused, industry-leading businesses and allow the Food Processing business to pursue its own capital allocation strategy and growth initiatives.
The Middleby Corporation announced a leadership transition in its finance organization. The board appointed long-time executive Brittany Cerwin as Chief Financial Officer, effective immediately. She has been with Middleby since 2011 and most recently served as Chief Accounting Officer, overseeing financial reporting across all business units.
Former CFO Bryan Mittelman moved to a Special Advisor role to the CEO, focusing on completing Middleby’s portfolio transformation, including the planned spin-off of the Food Processing business, which is expected by the end of the second quarter of 2026. Under a transition and separation agreement, he will receive his current annual base salary of $566,500 during the advisory period, a one-time bonus of $283,250 after it ends, and eligibility for severance equal to twelve months of base salary plus pro-rata vesting of certain equity awards and continued health coverage premiums, subject to releases and restrictive covenants through March 15, 2028.
The Middleby Corporation announced governance changes centered on adding seasoned financial executive Glenn A. Eisenberg to its Board of Directors. The Board appointed him as a director effective March 1 and named him to the Nominating and Corporate Governance Committee. He will receive the standard annual cash retainer and restricted stock units provided to nonemployee directors.
The Board also adopted Fifth Amended and Restated Bylaws, effective immediately, increasing the maximum board size from eleven to thirteen directors and updating officer titles and executive officer roles. With Eisenberg’s addition, Middleby’s board now includes twelve members, adding deep public company CFO and industrial manufacturing experience to support its pure‑play commercial foodservice strategy.
The Middleby Corporation is moving forward with plans to spin off its Food Processing business into a standalone public company and has released a detailed investor presentation on the proposed transaction. The Food Processing segment generated $850 million of revenue and $172 million of adjusted EBITDA in 2025, implying an adjusted EBITDA margin of about 20%, with guidance for 2026 revenue of $895–$925 million and adjusted EBITDA of $186–$208 million. Management highlights a long track record of acquisitions, strong aftermarket and total-line solutions, and favorable industry trends across protein, bakery and snack markets. The presentation outlines a preliminary estimate of $27–$32 million in standalone corporate costs and a spin timeline that includes an investor day on May 12, 2026, a Form 10 registration statement filing, and the appointment of Mark Salman as CEO of the new Food Processing company.
The Middleby Corporation filed a Form 8-K describing leadership plans for its previously announced spin-off of its Food Processing business into an independent public company targeted for the second quarter of 2026. Mark Salman, currently President of Middleby Food Processing Group, will become Chief Executive Officer of the standalone Food Processing company upon completion of the spin-off, while Mark Bowie will serve as Chief Operating Officer.
Under Salman’s leadership, the Food Processing segment generated $850 million in revenue in 2025, up from $390 million in 2018, driven by 16 strategic acquisitions representing about $300 million in combined annual revenues and strong organic growth. Middleby describes the spin-off as part of a strategic portfolio transformation aimed at creating three focused, industry-leading businesses and enabling the Food Processing business to pursue its own capital allocation strategy and growth investments.
The Middleby Corporation reported solid fourth quarter and fiscal 2025 results while advancing major portfolio changes and capital returns. Q4 2025 net sales from continuing operations were $866.4 million, up 4.5% year over year, with organic growth slightly positive and Food Processing orders and backlog at record levels.
Adjusted EBITDA was $197.1 million in Q4 and $719.5 million for 2025, both below the prior year, while full-year adjusted EPS, calculated as if Residential Kitchen were not discontinued, was $9.27 versus $9.49. Operating cash flow for 2025 was $564.6 million and free cash flow was $493.9 million, supporting $710 million of share repurchases that reduced the share count by about 9%.
The company closed the sale of 51% of its Residential Kitchen business at an enterprise value of approximately $885 million, receiving about $565 million in cash and a $135 million promissory note, and retaining a 49% interest. Net leverage stood at 2.5x with net debt of $2.0 billion and borrowing availability of roughly $2.4 billion. For 2026, management targets total net sales of $3.27–$3.36 billion, adjusted EBITDA of $745–$780 million, adjusted EPS of $9.20–$9.36, and low single-digit organic growth in Commercial Foodservice and mid-single-digit organic growth in Food Processing.
The Middleby Corporation announced that its Board of Directors appointed Christopher M. Hix as a director effective February 1, 2026. He will also serve on the Board’s Audit Committee.
Mr. Hix will receive the standard nonemployee director compensation, consisting of an annual cash retainer and an annual grant of restricted stock units, as described in Middleby’s March 28, 2025 definitive proxy statement. The company states there are no arrangements or understandings with any other person regarding his selection and no related party transactions involving him that require disclosure.
The Middleby Corporation has completed the previously announced sale of a 51% stake in its Residential Kitchen business. The company disclosed this completion in a current report and attached a press release as an exhibit describing the transaction in more detail.
The Middleby Corporation reported that it has amended its cooperation agreement with Garden Investment Management, L.P. This amendment extends the agreement by one year and continues the relationship with investor representative Ed Garden.
Under the amendment, Middleby will again include Ed Garden in its slate of director nominees for the 2026 annual meeting and its Board will recommend and solicit proxies for his election. In return, Garden Investment Management will maintain the same standstill and voting commitments described in the original agreement through an extended standstill period, and both parties will continue to observe mutual non-disparagement obligations during this time.
The Middleby Corporation furnished an Item 2.02 Form 8-K announcing a press release with financial results for the third quarter ended September 27, 2025. The press release is provided as Exhibit 99.1 and incorporated by reference.
The company states the information furnished under Item 2.02 (including the exhibit) is not deemed “filed” under the Exchange Act and will not be incorporated into future filings unless expressly stated. Middleby’s common stock trades on the Nasdaq Global Select Market under the symbol MIDD.
Middleby Corporation disclosed that its subsidiary Middleby Marshall Inc. and certain other loan parties entered into a Third Amendment to the company’s Eighth Amended and Restated Credit Agreement dated August 19, 2025. The amendment names Bank of America, N.A. as administrative agent and lists the lenders party to the amended agreement. The filing includes an Inline XBRL cover page and is signed by Chief Financial Officer Bryan E. Mittelman on August 21, 2025. The document does not disclose the amendment’s specific financial terms or covenant changes.