Middleby (NASDAQ: MIDD) awards 1,161 stock units to director OBrien

Rhea-AI Filing Summary

OBRIEN GORDON reported acquisition or exercise transactions in this Form 4 filing.

MIDDLEBY Corp director Gordon O’Brien reported an equity award of 1,161 shares of common stock in the form of time-based restricted stock units. Each unit represents one share that will vest in full on March 6, 2027, with shares issued after that date.

After this award, O’Brien directly holds 17,515 shares of common stock. In addition, 25,900 shares are held indirectly through a family trust, where he serves as both trustee and beneficiary.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider OBRIEN GORDON

Role Director

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

Holdings After Transaction: Common Stock — 17,515 shares (Direct); Common Stock — 25,900 shares (Indirect, By Trust)

Footnotes (1)

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. These shares are held by a family trust, of which the reporting person is the trustee and a beneficiary.

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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^*

OBRIEN GORDON

(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)	17,515	D
Common Stock								25,900	I	By Trust(2)

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.

2. These shares are held by a family trust, of which the reporting person is the trustee and a beneficiary.

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 MIDD director Gordon O’Brien report?

Gordon O’Brien reported an award of 1,161 time-based restricted stock units of MIDDLEBY Corp common stock. Each unit converts into one share after vesting, reflecting routine director equity compensation rather than an open-market stock purchase or sale.

How many MIDDLEBY (MIDD) shares does Gordon O’Brien now hold directly?

After the reported award, Gordon O’Brien directly holds 17,515 shares of MIDDLEBY Corp common stock. This figure reflects his direct ownership only and does not include additional shares held indirectly through a family trust structure.

When do Gordon O’Brien’s 1,161 restricted stock units in MIDD vest?

The 1,161 restricted stock units granted to Gordon O’Brien vest in full on March 6, 2027. Once vesting occurs, one share of MIDDLEBY Corp common stock will be issued for each unit after the applicable vesting date.

What does it mean that MIDD units are time-based restricted stock units?

Time-based restricted stock units give the holder a contingent right to shares that vest over time. For Gordon O’Brien, each unit becomes one share of MIDDLEBY Corp common stock if he meets the vesting condition through March 6, 2027.

How many MIDDLEBY (MIDD) shares are held through Gordon O’Brien’s family trust?

A family trust associated with Gordon O’Brien holds 25,900 shares of MIDDLEBY Corp common stock. He is both trustee and beneficiary of the trust, so these shares are reported as indirect ownership rather than directly in his name.

Is Gordon O’Brien’s reported MIDD transaction a stock purchase or sale?

The reported activity is an equity award, not a market purchase or sale. Gordon O’Brien received 1,161 restricted stock units at no stated cash price, which will convert into shares of MIDDLEBY Corp common stock after they vest on March 6, 2027.