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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 1, 2026
THE MIDDLEBY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 1-9973 | 36-3352497 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 1400 Toastmaster Drive, Elgin, Illinois | 60120 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(847) 741-3300
(Registrant’s telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class |
Trading |
Name of Each Exchange on Which Registered |
||
| Common Stock | MIDD | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
On February 1, 2026, the Board of Directors (the “Board”) of The Middleby Corporation (the “Company”) appointed Christopher M. Hix as a director of the Company. In connection with his appointment to the Board, Mr. Hix has been appointed to serve as a member of the Audit Committee of the Board.
Mr. Hix will participate in the compensation arrangements for nonemployee members of the Board described in the Definitive Proxy Statement of the Company filed with the Securities and Exchange Commission on March 28, 2025, which currently consists of an annual cash retainer and an annual grant of restricted stock units.
There are no arrangements or understandings between Mr. Hix and any other person pursuant to which Mr. Hix. was selected as a director and Mr. Hix is not a participant in any related party transactions required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. |
Description |
|
| 99.1 | Press Release, dated February 4, 2026, issued by The Middleby Corporation. | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant 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.
| THE MIDDLEBY CORPORATION | ||||||
| Date: February 4, 2026 | By: | /s/ Bryan E. Mittelman |
||||
| Bryan E. Mittelman | ||||||
| Chief Financial Officer | ||||||
Exhibit 99.1
1400 Toastmaster Drive, Elgin, Illinois 60120 ● (847) 741-3300 www.middleby.com
Middleby Appoints Christopher Hix To Board of Directors
Elgin, Ill. (BUSINESS WIRE) February 4, 2026 — The Middleby Corporation (NASDAQ: MIDD), a global leader in the foodservice industry, today announced the appointment of Christopher Hix to its Board of Directors, effective February 1. With the addition of Mr. Hix, the Middleby Board expands to eleven members.
“We are pleased to welcome Chris to the Middleby Board,” said Tim FitzGerald, Middleby CEO. “His deep financial experience across multiple industries and proven track record of driving shareholder value through corporate transformations make him an ideal addition, particularly as we transform into a leading, pure-play commercial foodservice equipment company. His expertise will be particularly valuable to the Company as we focus on operations, long-term sustainable growth, and overall value creation.”
Mr. Hix is a seasoned public company director and executive with more than 30 years of experience in a variety of industries. Most recently he served as Executive Vice President and Chief Financial Officer of Enovis Corporation, the medical technology business of Colfax Corporation. Prior to Enovis, he served as Chief Financial Officer of Colfax, where he collaborated with the executive team to transform the business into a less cyclical, higher-growth entity, improving both margins and cash flow. In this role, he divested two cyclical industrial business segments, acquired and financed a new growth platform in the medical devices space, and executed several bolt-on acquisitions to enhance growth opportunities before splitting the company into two independent public companies. Mr. Hix also serves on the Board of Directors of Brady Corporation, where he is Chairman of the Audit Committee. He previously served on the Board of Directors of ESAB Corporation.
“The appointment of Chris to the Middleby Board reflects our commitment to strengthening the Board with complementary expertise as Middleby enters its next chapter as a pure-play commercial foodservice equipment company,” said Gordon O’Brien, Middleby Board Chairman. “His unique financial and operational background, particularly his experience leading complex corporate transformations, makes him an ideal addition as we execute our strategic plan. We are confident Chris will bring valuable perspective to support our operational initiatives and drive long-term shareholder value.”
About The Middleby Corporation
The Middleby Corporation is a global leader in the foodservice industry. The company develops and manufactures a broad line of solutions used in commercial foodservice and food processing. Middleby showcases its advanced solutions in the Middleby Innovation Kitchens for commercial foodservice, and industrial baking and protein Innovation Centers for food processing solutions. For more information about Middleby, please visit www.middleby.com.
For The Middleby Corporation:
Investors:
Rebecca Ellin
SVP of Investor Strategy and Corporate Development
rellin@middleby.com
Media:
Darcy Bretz
VP of Corporate Communications
dbretz@middleby.com
Kate Schneiderman
Managing Director, ICR
middleby@icrinc.com