MIDDLEBY (MIDD) CDO surrenders 990 shares to cover RSU tax liability

Rhea-AI Filing Summary

MIDDLEBY Corp Chief Development Officer Matthew R. Fuchsen reported a tax-related share disposition. On March 1, 2026, he surrendered 990 shares of common stock at a price of $168.86 per share to cover tax liabilities arising from the vesting of time-based restricted stock units.

After this tax-withholding disposition, Fuchsen directly held 39,943 shares of MIDDLEBY common stock. The transaction was coded as a tax payment by delivering securities rather than an open-market purchase or sale.

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

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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^*

Fuchsen Matthew R

(Last) (First) (Middle)

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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		F		990	D	$168.86(1)	39,943	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. Transaction related to the surrender of shares to fund reporting person's tax liability in connection with vesting of time-based RSUs.

Remarks:

	Michael D. Thompson POA	03/03/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did MIDDLEBY (MIDD) report for Matthew R. Fuchsen?

MIDDLEBY reported that Chief Development Officer Matthew R. Fuchsen surrendered 990 shares of common stock at $168.86 per share. The disposition funded his tax liability connected to the vesting of time-based restricted stock units, rather than representing an open-market sale or purchase.

Was the MIDDLEBY (MIDD) Form 4 transaction a market sale of shares?

No, the Form 4 shows a tax-withholding disposition, not a market sale. Matthew R. Fuchsen surrendered 990 shares to satisfy tax obligations arising from vesting time-based RSUs, as noted in the footnote, instead of selling shares in an open-market transaction.

How many MIDDLEBY (MIDD) shares did Matthew R. Fuchsen dispose of and at what price?

Matthew R. Fuchsen disposed of 990 shares of MIDDLEBY common stock at $168.86 per share. This transaction was classified as a tax-withholding event tied to restricted stock unit vesting, rather than a discretionary buy or sell in the open market.

How many MIDDLEBY (MIDD) shares does Matthew R. Fuchsen hold after the reported transaction?

Following the tax-withholding disposition, Matthew R. Fuchsen directly holds 39,943 shares of MIDDLEBY common stock. This remaining position reflects his ownership after surrendering 990 shares to cover tax liabilities from vesting time-based restricted stock units.

What does transaction code "F" mean in the MIDDLEBY (MIDD) Form 4 filing?

Transaction code “F” in the MIDDLEBY Form 4 indicates payment of an exercise price or tax liability by delivering securities. Here, it reflects Matthew R. Fuchsen surrendering 990 shares to satisfy taxes related to the vesting of time-based restricted stock units.