Middleby officer acquires 877 shares via conversion

MIDDLEBY Corp (MIDD) reported that Chief Accounting Officer Brittany C. Cerwin acquired 877 shares of Common Stock on July 20, 2026 through a conversion of a derivative security.

Rhea-AI Filing Summary

MIDDLEBY Corp (MIDD) reported that Chief Accounting Officer Brittany C. Cerwin acquired 877 shares of Common Stock on July 20, 2026 through a conversion of a derivative security. Following this transaction, Cerwin directly holds 21,980 shares. The conversion is linked by footnote to adjustments under an Employee Matters Agreement related to the completed spin-off of Midera Food Processing, Inc.

Insider Trade Summary

Conversion: 877 shares

Conversion 1 txn

Insider Cerwin Brittany C

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Conversion	Common Stock F1	877	--	--

Holdings After Transaction: Common Stock — 21,980 shares (Direct)

Footnotes (1)

1. F1. Represents the conversion of 2,924 RSUs into 3,801 RSUs pursuant to the adjustment required by the Employee Matters Agreement entered into in connection with the spin-off of Midera Food Processing, Inc. from Middleby, which was completed on July 6, 2026.

Key Figures

Common Stock acquired: 877 shares Shares held after transaction: 21,980 shares RSUs converted (from): 2,924 RSUs +2 more

5 metrics

Common Stock acquired 877 shares Non-derivative transaction on July 20, 2026 via conversion of derivative security

Shares held after transaction 21,980 shares Direct Common Stock ownership by Brittany C. Cerwin following the July 20, 2026 transaction

RSUs converted (from) 2,924 RSUs Footnote describing RSUs converted under Employee Matters Agreement linked to spin-off

RSUs converted (to) 3,801 RSUs Footnote describing resulting RSUs after adjustment under Employee Matters Agreement

Spin-off completion date July 6, 2026 Completion date of Midera Food Processing, Inc. spin-off referenced in footnote

Key Terms

Conversion of derivative security, RSUs, Employee Matters Agreement, spin-off

4 terms

Conversion of derivative security financial

"transaction code description "Conversion of derivative security""

RSUs financial

"Represents the conversion of 2,924 RSUs into 3,801 RSUs pursuant"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

Employee Matters Agreement regulatory

"pursuant to the adjustment required by the Employee Matters Agreement"

spin-off financial

"in connection with the spin-off of Midera Food Processing, Inc."

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did MIDD report for Brittany C. Cerwin on July 20, 2026?

MIDDLEBY Corp reported that Brittany C. Cerwin acquired 877 shares of Common Stock on July 20, 2026 via a conversion of a derivative security, coded as a transaction type C in the Form 4.

How many MIDD shares does Brittany C. Cerwin hold after this Form 4 transaction?

After the reported transaction, Brittany C. Cerwin directly holds 21,980 shares of MIDDLEBY Corp Common Stock, as stated in the post-transaction holdings field of the Form 4.

What derivative adjustment is referenced in the MIDD Form 4 footnote?

The footnote states that the event represents the conversion of 2,924 RSUs into 3,801 RSUs pursuant to an adjustment required by an Employee Matters Agreement connected to the spin-off of Midera Food Processing, Inc.

How is the Midera Food Processing, Inc. spin-off related to this MIDD Form 4?

The footnote explains that the RSU conversion was made under an Employee Matters Agreement entered into in connection with the spin-off of Midera Food Processing, Inc. from Middleby, which was completed on July 6, 2026.

Was the July 20, 2026 MIDD insider transaction a buy or sell in the market?

The filing characterizes the July 20, 2026 transaction as an acquisition via a conversion of a derivative security (code C). It does not describe an open-market purchase or sale but rather an equity award-related conversion.

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

Form 4 Insider Transactions: What Each Field Means →

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Available on EDGAR 08/28/2026 - 05:16 PM EDT Accepted by SEC EDGAR 08/28/2026 - 05:16 PM EDT 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
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^*

Cerwin Brittany C

(Last) (First) (Middle)

1400 TOASTMASTER DRIVE

(Street)

ELGIN ILLINOIS 60120

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/20/2026

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)

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	07/20/2026		C	V	877	A	(1)	21,980	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. Represents the conversion of 2,924 RSUs into 3,801 RSUs pursuant to the adjustment required by the Employee Matters Agreement entered into in connection with the spin-off of Midera Food Processing, Inc. from Middleby, which was completed on July 6, 2026.

Remarks:

	Michael D. Thompson POA	08/28/2026
	** 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.
* Form 4: SEC 1474 (03-26)