Middleby (MIDD) CDO gets PSU share award and surrenders stock for taxes

Rhea-AI Filing Summary

Middleby Corp Chief Development Officer Matthew R. Fuchsen reported equity compensation activity involving common stock. He received 2,345 shares on March 13, 2026 from the vesting of performance-based PSUs originally awarded on August 9, 2023, at no purchase price. To cover associated tax obligations from this vesting, 688 shares were surrendered back to the company at a price of $143.08 per share. After these compensation-related transactions, Fuchsen directly holds 41,600 shares of Middleby common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Fuchsen Matthew R

Role Chief Development Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,345	$0.00	--
Tax Withholding	Common Stock	688	$143.08	$98K

Holdings After Transaction: Common Stock — 42,288 shares (Direct)

Footnotes (1)

1. Represents shares acquired upon vesting of performance-based PSUs that were awarded on August 9, 2023. Transaction related to the surrender of shares to fund reporting person's tax liability related to vesting of performance-based PSUs.

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^*

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)
03/13/2026

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	03/13/2026		A		2,345	A	(1)	42,288	D
Common Stock	03/13/2026		F		688	D	$143.08(2)	41,600	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 shares acquired upon vesting of performance-based PSUs that were awarded on August 9, 2023.

2. Transaction related to the surrender of shares to fund reporting person's tax liability related to vesting of performance-based PSUs.

Remarks:

	Michael D. Thompson POA	03/16/2026
	** 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 transactions did Middleby (MIDD) report for Matthew R. Fuchsen?

Middleby reported two Form 4 transactions for Matthew R. Fuchsen. He acquired 2,345 common shares from vesting performance-based PSUs, then 688 shares were surrendered to cover tax liabilities. These compensation-related moves left him holding 41,600 Middleby common shares directly.

Was the Middleby (MIDD) Form 4 transaction an open-market stock purchase or sale?

The reported Middleby transactions were not open-market trades. Shares were acquired through vesting of performance-based PSUs and a portion was surrendered to satisfy tax liabilities. No open-market buying or selling occurred; the activity reflects routine equity compensation and tax withholding.

How many Middleby (MIDD) shares did Matthew R. Fuchsen receive from PSU vesting?

Matthew R. Fuchsen received 2,345 Middleby common shares from PSU vesting. These shares were issued at no purchase price when performance-based PSUs awarded on August 9, 2023 vested. This award increased his direct ownership before subsequent tax-withholding surrender.

How many Middleby (MIDD) shares were used to cover taxes on the PSU vesting?

To cover tax obligations, 688 Middleby shares were surrendered. The Form 4 shows a tax-withholding disposition of 688 common shares at a value of $143.08 per share, directly tied to the vesting of performance-based PSUs on March 13, 2026.

What is Matthew R. Fuchsen’s Middleby (MIDD) shareholding after these Form 4 transactions?

After the reported transactions, Matthew R. Fuchsen holds 41,600 shares. The Form 4 states his direct ownership of Middleby common stock is 41,600 shares following the PSU vesting award and related tax-withholding share surrender.

What do the performance-based PSUs in the Middleby (MIDD) Form 4 represent?

The performance-based PSUs represent equity awards tied to performance goals. The filing notes that the 2,345 shares were acquired upon vesting of performance-based PSUs granted on August 9, 2023, indicating they became actual shares once specified performance conditions were met.