MIDDLEBY (MIDD) director Stephen Scherger awarded 1,161 restricted stock units

Rhea-AI Filing Summary

Scherger Stephen R. reported acquisition or exercise transactions in this Form 4 filing.

MIDDLEBY Corp director Stephen R. Scherger reported an equity award of 1,161 shares of common stock in the form of time-based restricted stock units. The grant was recorded on March 6, 2026 and is held as direct ownership.

Each restricted stock unit represents a contingent right to receive one share of MIDDLEBY common stock, and the units will vest in full on March 6, 2027. Vested shares will be issued to Scherger after the vesting date, and his direct holdings following the award total 5,409 shares of common stock.

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^*

Scherger Stephen 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)

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)	5,409	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	03/09/2026
	** 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 did MIDDLEBY (MIDD) director Stephen R. Scherger report in this Form 4 filing?

Stephen R. Scherger reported an equity award of 1,161 time-based restricted stock units of MIDDLEBY common stock. These units represent a contingent right to receive shares and increase his direct holdings to 5,409 shares after the reported grant.

How many MIDDLEBY (MIDD) shares are covered by Stephen Scherger’s restricted stock unit grant?

The grant covers 1,161 time-based restricted stock units, each tied to one share of MIDDLEBY common stock. These units will convert into shares upon vesting, adding to Scherger’s existing direct ownership of 5,409 shares after the reported transaction.

When do Stephen Scherger’s MIDDLEBY (MIDD) restricted stock units vest?

The time-based restricted stock units granted to Stephen Scherger will vest in full on March 6, 2027. After this vesting date, one share of MIDDLEBY common stock will be issued for each unit, delivering the vested shares directly to him.

What is the nature of Stephen Scherger’s ownership of the awarded MIDDLEBY (MIDD) shares?

Stephen Scherger’s reported interest is held as direct ownership of common stock, including shares underlying time-based restricted stock units. Each unit represents a contingent right to one share that will be issued after the units vest on March 6, 2027.

Was there a purchase price on Stephen Scherger’s MIDDLEBY (MIDD) restricted stock unit grant?

The reported transaction price per share for Stephen Scherger’s restricted stock unit grant is shown as $0.0000. This reflects that the award is a grant of equity compensation rather than an open-market purchase of MIDDLEBY common stock.