{"url_path":"/sec/midd/8-k/2026-05-21/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 Submission of Matters to a Vote of Security Holders.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-21","source_url":"https://www.sec.gov/Archives/edgar/data/769520/0000769520-26-000034-index.html","accession_number":"0000769520-26-000034","cik":"0000769520","ticker":"MIDD","issuer_name":"MIDDLEBY Corp","edgar_url":"https://www.sec.gov/Archives/edgar/data/769520/0000769520-26-000034-index.html","primary_entity_key":"0000769520","primary_entity_name":"MIDDLEBY Corp"},"word_count":349,"has_tables":true,"body_markdown":"Item 5.07\n\nSubmission of Matters to a Vote of Security Holders.\n\nOn May 19, 2026, The Middleby Corporation, a Delaware corporation (the “Company”), held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). There were a total of 46,621,841 outstanding shares of common stock entitled to vote at the Annual Meeting, of which 44,057,414 were present or represented by proxy. At the Annual Meeting, the Company’s stockholders cast their votes as described below. The proposals are described in the definitive proxy statement on Schedule 14A filed by the Company with the U.S. Securities and Exchange Commission on April 8, 2026.\n\n1. ELECTION OF DIRECTORS\n\nProposal one was the election of eleven (11) directors. The shares present were voted as follows:\n\nNomineesForAgainstAbstainBroker Non-Votes\n\nJulie M. Bowerman41,426,022528,62217,5602,085,210\n\nSarah Palisi Chapin39,140,3212,821,27810,6052,085,210\n\nGlenn A. Eisenberg41,603,324284,82784,0532,085,210\n\nTimothy J. Fitzgerald41,628,896331,83711,4712,085,210\n\nEdward P. Garden41,203,500756,15712,5472,085,210\n\nChristopher M. Hix41,741,381136,21894,6052,085,210\n\nCathy L. McCarthy41,420,969530,06121,1742,085,210\n\nRobert A. Nerbonne41,233,561687,03051,6132,085,210\n\nGordon J. O'Brien38,036,5693,925,25010,3852,085,210\n\nStephen R. Scherger41,225,965694,79451,4452,085,210\n\nTejas P. Shah41,547,593374,42850,1832,085,210\n\nPursuant to the foregoing votes, all eleven nominees listed above were elected to the Company’s Board of Directors to serve until the Company’s 2027 Annual Meeting of Stockholders and until their successors shall be duly elected and qualified or until their earlier death, resignation or removal.\n\n2. ADVISORY VOTE ON EXECUTIVE COMPENSATION\n\nProposal two was the approval, on an advisory basis, of the compensation of the Company’s named executive officers. The shares present were voted as follows:\n\nForAgainstAbstainBroker Non-Votes\n\n40,916,800982,30973,0952,085,210\n\nPursuant to the foregoing votes, proposal two was approved on an advisory basis.\n\n3. RATIFICATION OF INDEPENDENT PUBLIC ACCOUNTANTS\n\nProposal three was the ratification of the selection of Ernst & Young LLP as the Company’s independent public accountants for the fiscal year ending January 2, 2027. The shares present were voted as follows:\n\nForAgainstAbstainBroker Non-Votes\n\n42,891,0951,071,17295,147—\n\nPursuant to the foregoing votes, proposal three was approved.\n\nSIGNATURES\n\nPursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.\n\nTHE MIDDLEBY CORPORATION\n\nDated: May 21, 2026\nBy:\n/s/ Brittany C. Cerwin\n\nBrittany C. Cerwin\n\nChief Financial Officer"}