Director at Middleby (MIDD) receives 1,161 time-based restricted stock units

Rhea-AI Filing Summary

MIDDLEBY Corp director Sarah Palisi Chapin reported an equity award of 1,161 common-stock-linked units. The Form 4 shows a grant classified as a “grant/award or other acquisition” at a price of $0.00 per unit, increasing her directly held stake to 8,380 common shares or equivalents.

According to the footnote, the award consists of time-based restricted stock units, each representing a contingent right to receive one share of common stock. These restricted stock units are scheduled to vest in full on March 6, 2027, with vested shares issued to the reporting person after that vesting date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Palisi Chapin Sarah

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,161	$0.00	--

Holdings After Transaction: Common Stock — 8,380 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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
Estimated average burden
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^*

Palisi Chapin Sarah

(Last) (First) (Middle)

C/O THE MIDDLEBY CORPORATION

1400 TOASTMASTER DRIVE

(Street)

ELGIN IL 60120

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MIDDLEBY Corp [ MIDD ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

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

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

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

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	03/06/2026		A		1,161	A	(1)	8,380	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. Each restricted stock unit represents a contingent right to receive one share of common stock on the applicable vesting date. These restricted stock units will vest in full on March 6, 2027. Vested shares will be issued to the reporting person after the applicable vesting date.

Remarks:

	Michael D. Thompson POA	03/06/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did MIDDLEBY (MIDD) report for Sarah Palisi Chapin?

MIDDLEBY reported that director Sarah Palisi Chapin received an award of 1,161 time-based restricted stock units. Each unit represents a contingent right to one share of common stock, granted at $0.00 per unit, classified as a grant or other acquisition on the Form 4.

How many MIDDLEBY (MIDD) shares does Sarah Palisi Chapin hold after this Form 4 transaction?

After the reported award, Sarah Palisi Chapin’s direct holdings total 8,380 common shares or equivalents. This figure includes the newly granted 1,161 restricted stock units described in the filing, which will convert into common shares only after they vest on the specified vesting date.

What are the key terms of the restricted stock units granted to the MIDDLEBY (MIDD) director?

The award consists of time-based restricted stock units, each representing a contingent right to one MIDDLEBY common share. The units were granted at $0.00 per unit and will vest in full on March 6, 2027, with vested shares to be issued after that vesting date.

When do the MIDDLEBY (MIDD) restricted stock units granted to Sarah Palisi Chapin vest?

The restricted stock units granted to Sarah Palisi Chapin are scheduled to vest in full on March 6, 2027. Once vested, one share of MIDDLEBY common stock will be issued for each unit, with issuance occurring after the applicable vesting date as described in the filing footnote.

Does the MIDDLEBY (MIDD) Form 4 indicate a stock purchase or a stock grant?

The Form 4 indicates a stock grant, not a purchase. The transaction code is “A,” described as a grant, award, or other acquisition, covering 1,161 time-based restricted stock units awarded at $0.00 per unit, rather than an open-market or cash-funded share purchase.