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Compiled from SEC Form N-PX filings and MIDDLEBY CORP.’s Form 8-K, filed 2025-05-16 (Item 5.07 on EDGAR). Page generated 02 October 2026.
Explore MIDDLEBY CORP. in the interactive database Compare manager voting policies
These tallies are MIDDLEBY CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2025-05-16 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Outcome |
|---|---|---|---|---|---|---|
| Elect Director: Julie M. Bowerman | 46,551,524 | 44,365 | 21,872 | -- | 2,519,946 | Majority: yes |
| Elect Director: Sarah Palisi Chapin | 43,200,181 | 3,396,535 | 21,045 | -- | 2,519,946 | Majority: yes |
| Elect Director: Timothy J. Fitzgerald | 46,238,629 | 357,852 | 21,280 | -- | 2,519,946 | Majority: yes |
| Elect Director: Edward P. Garden | 46,514,707 | 73,311 | 29,743 | -- | 2,519,946 | Majority: yes |
| Elect Director: Cathy L. McCarthy | 46,078,463 | 505,742 | 33,556 | -- | 2,519,946 | Majority: yes |
| Elect Director: Robert A. Nerbonne | 45,883,643 | 712,924 | 21,194 | -- | 2,519,946 | Majority: yes |
| Elect Director: Gordon J. O'Brien | 43,058,706 | 3,537,494 | 21,561 | -- | 2,519,946 | Majority: yes |
| Elect Director: Stephen R. Scherger | 45,699,475 | 895,498 | 22,788 | -- | 2,519,946 | Majority: yes |
| Elect Director: Tejas P. Shah | 46,219,043 | 341,071 | 57,647 | -- | 2,519,946 | Majority: yes |
| Elect Director: Nassem A. Ziyad | 45,970,222 | 589,444 | 58,095 | -- | 2,519,946 | Majority: yes |
| Pursuant to the foregoing votes, all ten nominees listed above were elected to the Company's Board of Directors to serve until the Company's 2026 Annual Meeting of Stockholders and until their successors shall be duly elected and qualified | 44,170,878 | 2,405,136 | 41,747 | -- | 2,519,946 | Majority: yes |
| Pursuant to the foregoing votes, proposal two was approved on an advisory basis. 3. | 48,151,108 | 962,588 | 24,011 | -- | -- | Majority: yes |
Source: MIDDLEBY CORP., Form 8-K, filed with the SEC on 2025-05-16 — read the filing on EDGAR.
Each item below shows how the 432 asset managers that disclosed a MIDDLEBY CORP. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of MIDDLEBY CORP.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.
Meeting held 2025-05-14.
Combines 7 wordings of this item as funds reported it.
95% fund support · no official result
The 406 asset managers below cast 95% of the shares they voted on this item FOR (46,054,917 for, 2,551,516 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 6,403,707 | 523 | 0 | 0 | For |
| Select Equity Group, L.P. | 5,462,619 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,672,125 | 0 | 0 | 0 | For |
| Victory Capital | 3,944,148 | 0 | 0 | 0 | For |
| BlackRock | 3,063,216 | 10,678 | 0 | 0 | For |
| Wellington | 2,439,933 | 0 | 0 | 0 | For |
| Turtle Creek Asset Management Inc. | 1,477,923 | 0 | 0 | 0 | For |
| State Street | 1,174,892 | 33 | 0 | 0 | For |
| Fidelity | 1,082,647 | 0 | 0 | 0 | For |
| EARNEST PARTNERS LLC | 1,049,375 | 3,107 | 0 | 0 | For |
| Pacer Funds Trust | 1,050,879 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 965,572 | 0 | 0 | 0 | For |
| Dimensional | 892,968 | 0 | 0 | 0 | For |
| AllianceBernstein | 842,628 | 0 | 0 | 0 | For |
| Calvert | 0 | 793,527 | 0 | 0 | Against |
| Charles Schwab | 706,736 | 0 | 0 | 0 | For |
| RIVULET CAPITAL, LLC | 540,305 | 0 | 0 | 0 | For |
| Epoch Investment Partners, Inc. | 516,053 | 0 | 0 | 0 | For |
| Northern Trust | 460,432 | 130 | 0 | 0 | For |
| ArrowMark Colorado Holdings LLC | 456,048 | 0 | 0 | 0 | For |
| American Century | 0 | 404,712 | 0 | 0 | Against |
| ARIEL INVESTMENTS, LLC | 384,922 | 0 | 0 | 0 | For |
| AMERIPRISE FINANCIAL INC | 384,747 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 384,429 | 0 | 0 | 0 | For |
| Clarkston Capital Partners, LLC | 344,010 | 0 | 0 | 0 | For |
Showing the 25 largest of 406 asset managers. See all 406 in the interactive database.
Meeting held 2025-05-14.
Combines 4 wordings of this item as funds reported it.
99.9% Majority: yes · of votes cast
MIDDLEBY CORP.’s own tally for this item (“Elect Director: Julie M. Bowerman”): 46,551,524 for, 44,365 against, per its Form 8-K filed 2025-05-16 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 53,481,521 outstanding shares: 87% for, 0.1% against (87% of the company cast a for/against vote).
The 111 asset managers below cast 99.9% of the shares they voted on this item FOR (20,030,441 for, 0 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 6,270,802 | 0 | 0 | 0 | For |
| Victory Capital | 1,881,736 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,813,042 | 0 | 0 | 0 | For |
| BlackRock | 1,812,003 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 1,050,879 | 0 | 0 | 0 | For |
| Fidelity | 1,015,947 | 0 | 0 | 0 | For |
| Dimensional | 723,074 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 384,429 | 0 | 0 | 0 | For |
| Calvert | 383,820 | 0 | 0 | 0 | For |
| Charles Schwab | 350,669 | 0 | 0 | 0 | For |
| Hartford | 329,612 | 0 | 0 | 0 | For |
| ALPS Series Trust | 295,000 | 0 | 0 | 0 | For |
| John Hancock | 282,484 | 0 | 0 | 0 | For |
| FRANKLIN VALUE INVESTORS TRUST | 264,831 | 0 | 0 | 0 | For |
| AllianceBernstein | 222,973 | 0 | 0 | 0 | For |
| Jackson National | 201,390 | 0 | 0 | 0 | For |
| American Century | 194,158 | 0 | 0 | 0 | For |
| Principal | 178,425 | 0 | 0 | 0 | For |
| TIAA | 176,333 | 0 | 0 | 0 | For |
| First Trust | 171,767 | 0 | 0 | 0 | For |
| Brighthouse | 138,431 | 0 | 11,363 | 0 | For |
| AIG/SunAmerica | 149,524 | 0 | 0 | 0 | For |
| Equitable | 118,701 | 0 | 0 | 0 | For |
| New York Life | 113,751 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 92,904 | 0 | 0 | 0 | For |
Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.
Meeting held 2025-05-14.
Combines 4 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
MIDDLEBY CORP.’s own tally for this item (“Elect Director: Sarah Palisi Chapin”): 43,200,181 for, 3,396,535 against, per its Form 8-K filed 2025-05-16 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 53,481,521 outstanding shares: 81% for, 6% against (87% of the company cast a for/against vote).
The 111 asset managers below cast 95% of the shares they voted on this item FOR (18,959,287 for, 1,071,605 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 5,918,082 | 352,720 | 0 | 0 | For |
| Victory Capital | 1,881,736 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,813,042 | 0 | 0 | 0 | For |
| BlackRock | 1,812,003 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 1,050,879 | 0 | 0 | 0 | For |
| Fidelity | 1,015,947 | 0 | 0 | 0 | For |
| Dimensional | 723,074 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 384,429 | 0 | 0 | 0 | For |
| Calvert | 0 | 383,820 | 0 | 0 | Against |
| Charles Schwab | 350,669 | 0 | 0 | 0 | For |
| Hartford | 329,612 | 0 | 0 | 0 | For |
| ALPS Series Trust | 295,000 | 0 | 0 | 0 | For |
| John Hancock | 282,484 | 0 | 0 | 0 | For |
| FRANKLIN VALUE INVESTORS TRUST | 264,831 | 0 | 0 | 0 | For |
| AllianceBernstein | 222,973 | 0 | 0 | 0 | For |
| Jackson National | 201,390 | 0 | 0 | 0 | For |
| American Century | 194,158 | 0 | 0 | 0 | For |
| Principal | 178,425 | 0 | 0 | 0 | For |
| TIAA | 0 | 176,333 | 0 | 0 | Against |
| First Trust | 171,767 | 0 | 0 | 0 | For |
| Brighthouse | 138,431 | 0 | 11,363 | 0 | For |
| AIG/SunAmerica | 149,524 | 0 | 0 | 0 | For |
| Equitable | 118,701 | 0 | 0 | 0 | For |
| New York Life | 113,751 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 92,904 | 0 | 0 | 0 | For |
Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.
Meeting held 2025-05-14.
Combines 5 wordings of this item as funds reported it.
99.2% Majority: yes · of votes cast
MIDDLEBY CORP.’s own tally for this item (“Elect Director: Timothy J. Fitzgerald”): 46,238,629 for, 357,852 against, per its Form 8-K filed 2025-05-16 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 53,481,521 outstanding shares: 86% for, 0.7% against (87% of the company cast a for/against vote).
The 111 asset managers below cast 99.9% of the shares they voted on this item FOR (20,030,892 for, 0 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 6,270,802 | 0 | 0 | 0 | For |
| Victory Capital | 1,881,736 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,813,042 | 0 | 0 | 0 | For |
| BlackRock | 1,812,003 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 1,050,879 | 0 | 0 | 0 | For |
| Fidelity | 1,015,947 | 0 | 0 | 0 | For |
| Dimensional | 723,074 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 384,429 | 0 | 0 | 0 | For |
| Calvert | 383,820 | 0 | 0 | 0 | For |
| Charles Schwab | 350,669 | 0 | 0 | 0 | For |
| Hartford | 329,612 | 0 | 0 | 0 | For |
| ALPS Series Trust | 295,000 | 0 | 0 | 0 | For |
| John Hancock | 282,484 | 0 | 0 | 0 | For |
| FRANKLIN VALUE INVESTORS TRUST | 264,831 | 0 | 0 | 0 | For |
| AllianceBernstein | 222,973 | 0 | 0 | 0 | For |
| Jackson National | 201,390 | 0 | 0 | 0 | For |
| American Century | 194,158 | 0 | 0 | 0 | For |
| Principal | 178,425 | 0 | 0 | 0 | For |
| TIAA | 176,333 | 0 | 0 | 0 | For |
| First Trust | 171,767 | 0 | 0 | 0 | For |
| Brighthouse | 138,431 | 0 | 11,363 | 0 | For |
| AIG/SunAmerica | 149,524 | 0 | 0 | 0 | For |
| Equitable | 118,701 | 0 | 0 | 0 | For |
| New York Life | 113,751 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 92,904 | 0 | 0 | 0 | For |
Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.
Meeting held 2025-05-14.
Combines 4 wordings of this item as funds reported it.
99.8% Majority: yes · of votes cast
MIDDLEBY CORP.’s own tally for this item (“Elect Director: Edward P. Garden”): 46,514,707 for, 73,311 against, per its Form 8-K filed 2025-05-16 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 53,481,521 outstanding shares: 87% for, 0.2% against (87% of the company cast a for/against vote).
The 111 asset managers below cast 99.9% of the shares they voted on this item FOR (20,024,948 for, 5,493 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 6,270,802 | 0 | 0 | 0 | For |
| Victory Capital | 1,881,736 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,813,042 | 0 | 0 | 0 | For |
| BlackRock | 1,812,003 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 1,050,879 | 0 | 0 | 0 | For |
| Fidelity | 1,015,947 | 0 | 0 | 0 | For |
| Dimensional | 723,074 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 384,429 | 0 | 0 | 0 | For |
| Calvert | 383,820 | 0 | 0 | 0 | For |
| Charles Schwab | 350,669 | 0 | 0 | 0 | For |
| Hartford | 329,612 | 0 | 0 | 0 | For |
| ALPS Series Trust | 295,000 | 0 | 0 | 0 | For |
| John Hancock | 282,484 | 0 | 0 | 0 | For |
| FRANKLIN VALUE INVESTORS TRUST | 264,831 | 0 | 0 | 0 | For |
| AllianceBernstein | 222,973 | 0 | 0 | 0 | For |
| Jackson National | 201,390 | 0 | 0 | 0 | For |
| American Century | 194,158 | 0 | 0 | 0 | For |
| Principal | 178,425 | 0 | 0 | 0 | For |
| TIAA | 176,333 | 0 | 0 | 0 | For |
| First Trust | 171,767 | 0 | 0 | 0 | For |
| Brighthouse | 138,431 | 0 | 11,363 | 0 | For |
| AIG/SunAmerica | 149,524 | 0 | 0 | 0 | For |
| Equitable | 118,701 | 0 | 0 | 0 | For |
| New York Life | 113,751 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 92,904 | 0 | 0 | 0 | For |
Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.
Meeting held 2025-05-14.
Combines 5 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
MIDDLEBY CORP.’s own tally for this item (“Elect Director: Cathy L. McCarthy”): 46,078,463 for, 505,742 against, per its Form 8-K filed 2025-05-16 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 53,481,521 outstanding shares: 86% for, 1.0% against (87% of the company cast a for/against vote).
The 111 asset managers below cast 99.9% of the shares they voted on this item FOR (20,030,614 for, 278 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 6,270,802 | 0 | 0 | 0 | For |
| Victory Capital | 1,881,736 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,813,042 | 0 | 0 | 0 | For |
| BlackRock | 1,812,003 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 1,050,879 | 0 | 0 | 0 | For |
| Fidelity | 1,015,947 | 0 | 0 | 0 | For |
| Dimensional | 723,074 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 384,429 | 0 | 0 | 0 | For |
| Calvert | 383,820 | 0 | 0 | 0 | For |
| Charles Schwab | 350,669 | 0 | 0 | 0 | For |
| Hartford | 329,612 | 0 | 0 | 0 | For |
| ALPS Series Trust | 295,000 | 0 | 0 | 0 | For |
| John Hancock | 282,484 | 0 | 0 | 0 | For |
| FRANKLIN VALUE INVESTORS TRUST | 264,831 | 0 | 0 | 0 | For |
| AllianceBernstein | 222,973 | 0 | 0 | 0 | For |
| Jackson National | 201,390 | 0 | 0 | 0 | For |
| American Century | 194,158 | 0 | 0 | 0 | For |
| Principal | 178,425 | 0 | 0 | 0 | For |
| TIAA | 176,333 | 0 | 0 | 0 | For |
| First Trust | 171,767 | 0 | 0 | 0 | For |
| Brighthouse | 138,431 | 0 | 11,363 | 0 | For |
| AIG/SunAmerica | 149,524 | 0 | 0 | 0 | For |
| Equitable | 118,701 | 0 | 0 | 0 | For |
| New York Life | 113,751 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 92,904 | 0 | 0 | 0 | For |
Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.
Meeting held 2025-05-14.
Combines 4 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
MIDDLEBY CORP.’s own tally for this item (“Elect Director: Robert A. Nerbonne”): 45,883,643 for, 712,924 against, per its Form 8-K filed 2025-05-16 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 53,481,521 outstanding shares: 86% for, 1% against (87% of the company cast a for/against vote).
The 111 asset managers below cast 99.9% of the shares they voted on this item FOR (20,028,314 for, 2,578 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 6,270,280 | 522 | 0 | 0 | For |
| Victory Capital | 1,881,736 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,813,042 | 0 | 0 | 0 | For |
| BlackRock | 1,812,003 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 1,050,879 | 0 | 0 | 0 | For |
| Fidelity | 1,015,947 | 0 | 0 | 0 | For |
| Dimensional | 723,074 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 384,429 | 0 | 0 | 0 | For |
| Calvert | 383,820 | 0 | 0 | 0 | For |
| Charles Schwab | 350,669 | 0 | 0 | 0 | For |
| Hartford | 329,612 | 0 | 0 | 0 | For |
| ALPS Series Trust | 295,000 | 0 | 0 | 0 | For |
| John Hancock | 282,484 | 0 | 0 | 0 | For |
| FRANKLIN VALUE INVESTORS TRUST | 264,831 | 0 | 0 | 0 | For |
| AllianceBernstein | 222,973 | 0 | 0 | 0 | For |
| Jackson National | 201,390 | 0 | 0 | 0 | For |
| American Century | 194,158 | 0 | 0 | 0 | For |
| Principal | 178,425 | 0 | 0 | 0 | For |
| TIAA | 176,333 | 0 | 0 | 0 | For |
| First Trust | 171,767 | 0 | 0 | 0 | For |
| Brighthouse | 138,431 | 0 | 11,363 | 0 | For |
| AIG/SunAmerica | 149,524 | 0 | 0 | 0 | For |
| Equitable | 118,701 | 0 | 0 | 0 | For |
| New York Life | 113,751 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 92,904 | 0 | 0 | 0 | For |
Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.
Meeting held 2025-05-14.
Combines 4 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
MIDDLEBY CORP.’s own tally for this item (“Elect Director: Gordon J. O'Brien”): 43,058,706 for, 3,537,494 against, per its Form 8-K filed 2025-05-16 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 53,481,521 outstanding shares: 81% for, 7% against (87% of the company cast a for/against vote).
The 111 asset managers below cast 97% of the shares they voted on this item FOR (19,414,859 for, 616,033 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 6,270,279 | 523 | 0 | 0 | For |
| Victory Capital | 1,881,736 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,813,042 | 0 | 0 | 0 | For |
| BlackRock | 1,812,003 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 1,050,879 | 0 | 0 | 0 | For |
| Fidelity | 1,015,947 | 0 | 0 | 0 | For |
| Dimensional | 689,990 | 33,084 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 384,429 | 0 | 0 | 0 | For |
| Calvert | 0 | 383,820 | 0 | 0 | Against |
| Charles Schwab | 350,669 | 0 | 0 | 0 | For |
| Hartford | 329,612 | 0 | 0 | 0 | For |
| ALPS Series Trust | 295,000 | 0 | 0 | 0 | For |
| John Hancock | 243,442 | 39,042 | 0 | 0 | For |
| FRANKLIN VALUE INVESTORS TRUST | 264,831 | 0 | 0 | 0 | For |
| AllianceBernstein | 222,973 | 0 | 0 | 0 | For |
| Jackson National | 200,999 | 391 | 0 | 0 | For |
| American Century | 194,158 | 0 | 0 | 0 | For |
| Principal | 178,425 | 0 | 0 | 0 | For |
| TIAA | 176,333 | 0 | 0 | 0 | For |
| First Trust | 171,767 | 0 | 0 | 0 | For |
| Brighthouse | 138,430 | 1 | 11,363 | 0 | For |
| AIG/SunAmerica | 149,524 | 0 | 0 | 0 | For |
| Equitable | 118,701 | 0 | 0 | 0 | For |
| New York Life | 113,751 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 92,904 | 0 | 0 | 0 | For |
Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.
Meeting held 2025-05-14.
Combines 4 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
MIDDLEBY CORP.’s own tally for this item (“Elect Director: Stephen R. Scherger”): 45,699,475 for, 895,498 against, per its Form 8-K filed 2025-05-16 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 53,481,521 outstanding shares: 85% for, 2% against (87% of the company cast a for/against vote).
The 111 asset managers below cast 99.9% of the shares they voted on this item FOR (20,024,948 for, 5,493 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 6,270,802 | 0 | 0 | 0 | For |
| Victory Capital | 1,881,736 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,813,042 | 0 | 0 | 0 | For |
| BlackRock | 1,812,003 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 1,050,879 | 0 | 0 | 0 | For |
| Fidelity | 1,015,947 | 0 | 0 | 0 | For |
| Dimensional | 723,074 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 384,429 | 0 | 0 | 0 | For |
| Calvert | 383,820 | 0 | 0 | 0 | For |
| Charles Schwab | 350,669 | 0 | 0 | 0 | For |
| Hartford | 329,612 | 0 | 0 | 0 | For |
| ALPS Series Trust | 295,000 | 0 | 0 | 0 | For |
| John Hancock | 282,484 | 0 | 0 | 0 | For |
| FRANKLIN VALUE INVESTORS TRUST | 264,831 | 0 | 0 | 0 | For |
| AllianceBernstein | 222,973 | 0 | 0 | 0 | For |
| Jackson National | 201,390 | 0 | 0 | 0 | For |
| American Century | 194,158 | 0 | 0 | 0 | For |
| Principal | 178,425 | 0 | 0 | 0 | For |
| TIAA | 176,333 | 0 | 0 | 0 | For |
| First Trust | 171,767 | 0 | 0 | 0 | For |
| Brighthouse | 138,431 | 0 | 11,363 | 0 | For |
| AIG/SunAmerica | 149,524 | 0 | 0 | 0 | For |
| Equitable | 118,701 | 0 | 0 | 0 | For |
| New York Life | 113,751 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 92,904 | 0 | 0 | 0 | For |
Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.
Meeting held 2025-05-14.
Combines 4 wordings of this item as funds reported it.
99.2% Majority: yes · of votes cast
MIDDLEBY CORP.’s own tally for this item (“Elect Director: Tejas P. Shah”): 46,219,043 for, 341,071 against, per its Form 8-K filed 2025-05-16 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 53,481,521 outstanding shares: 86% for, 0.7% against (87% of the company cast a for/against vote).
The 111 asset managers below cast 99.9% of the shares they voted on this item FOR (20,030,892 for, 0 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 6,270,802 | 0 | 0 | 0 | For |
| Victory Capital | 1,881,736 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,813,042 | 0 | 0 | 0 | For |
| BlackRock | 1,812,003 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 1,050,879 | 0 | 0 | 0 | For |
| Fidelity | 1,015,947 | 0 | 0 | 0 | For |
| Dimensional | 723,074 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 384,429 | 0 | 0 | 0 | For |
| Calvert | 383,820 | 0 | 0 | 0 | For |
| Charles Schwab | 350,669 | 0 | 0 | 0 | For |
| Hartford | 329,612 | 0 | 0 | 0 | For |
| ALPS Series Trust | 295,000 | 0 | 0 | 0 | For |
| John Hancock | 282,484 | 0 | 0 | 0 | For |
| FRANKLIN VALUE INVESTORS TRUST | 264,831 | 0 | 0 | 0 | For |
| AllianceBernstein | 222,973 | 0 | 0 | 0 | For |
| Jackson National | 201,390 | 0 | 0 | 0 | For |
| American Century | 194,158 | 0 | 0 | 0 | For |
| Principal | 178,425 | 0 | 0 | 0 | For |
| TIAA | 176,333 | 0 | 0 | 0 | For |
| First Trust | 171,767 | 0 | 0 | 0 | For |
| Brighthouse | 138,431 | 0 | 11,363 | 0 | For |
| AIG/SunAmerica | 149,524 | 0 | 0 | 0 | For |
| Equitable | 118,701 | 0 | 0 | 0 | For |
| New York Life | 113,751 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 92,904 | 0 | 0 | 0 | For |
Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.
Meeting held 2025-05-14.
Combines 4 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
MIDDLEBY CORP.’s own tally for this item (“Elect Director: Nassem A. Ziyad”): 45,970,222 for, 589,444 against, per its Form 8-K filed 2025-05-16 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 53,481,521 outstanding shares: 86% for, 1% against (87% of the company cast a for/against vote).
The 111 asset managers below cast 99.9% of the shares they voted on this item FOR (20,030,892 for, 0 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 6,270,802 | 0 | 0 | 0 | For |
| Victory Capital | 1,881,736 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,813,042 | 0 | 0 | 0 | For |
| BlackRock | 1,812,003 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 1,050,879 | 0 | 0 | 0 | For |
| Fidelity | 1,015,947 | 0 | 0 | 0 | For |
| Dimensional | 723,074 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 384,429 | 0 | 0 | 0 | For |
| Calvert | 383,820 | 0 | 0 | 0 | For |
| Charles Schwab | 350,669 | 0 | 0 | 0 | For |
| Hartford | 329,612 | 0 | 0 | 0 | For |
| ALPS Series Trust | 295,000 | 0 | 0 | 0 | For |
| John Hancock | 282,484 | 0 | 0 | 0 | For |
| FRANKLIN VALUE INVESTORS TRUST | 264,831 | 0 | 0 | 0 | For |
| AllianceBernstein | 222,973 | 0 | 0 | 0 | For |
| Jackson National | 201,390 | 0 | 0 | 0 | For |
| American Century | 194,158 | 0 | 0 | 0 | For |
| Principal | 178,425 | 0 | 0 | 0 | For |
| TIAA | 176,333 | 0 | 0 | 0 | For |
| First Trust | 171,767 | 0 | 0 | 0 | For |
| Brighthouse | 138,431 | 0 | 11,363 | 0 | For |
| AIG/SunAmerica | 149,524 | 0 | 0 | 0 | For |
| Equitable | 118,701 | 0 | 0 | 0 | For |
| New York Life | 113,751 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 92,904 | 0 | 0 | 0 | For |
Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.
Meeting held 2025-05-14.
Combines 3 wordings of this item as funds reported it.
99.9% fund support · no official result
The 109 asset managers below cast 99.9% of the shares they voted on this item FOR (19,985,855 for, 5,496 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 6,270,802 | 0 | 0 | 0 | For |
| Victory Capital | 1,881,736 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,813,042 | 0 | 0 | 0 | For |
| BlackRock | 1,812,003 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 1,050,879 | 0 | 0 | 0 | For |
| Fidelity | 1,015,947 | 0 | 0 | 0 | For |
| Dimensional | 723,074 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 384,429 | 0 | 0 | 0 | For |
| Calvert | 383,820 | 0 | 0 | 0 | For |
| Charles Schwab | 350,669 | 0 | 0 | 0 | For |
| Hartford | 329,612 | 0 | 0 | 0 | For |
| ALPS Series Trust | 295,000 | 0 | 0 | 0 | For |
| John Hancock | 282,484 | 0 | 0 | 0 | For |
| FRANKLIN VALUE INVESTORS TRUST | 264,831 | 0 | 0 | 0 | For |
| AllianceBernstein | 222,973 | 0 | 0 | 0 | For |
| Jackson National | 201,390 | 0 | 0 | 0 | For |
| American Century | 194,158 | 0 | 0 | 0 | For |
| Principal | 178,425 | 0 | 0 | 0 | For |
| TIAA | 176,333 | 0 | 0 | 0 | For |
| First Trust | 171,767 | 0 | 0 | 0 | For |
| Brighthouse | 138,431 | 0 | 11,363 | 0 | For |
| AIG/SunAmerica | 149,524 | 0 | 0 | 0 | For |
| Equitable | 118,701 | 0 | 0 | 0 | For |
| New York Life | 113,751 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 92,904 | 0 | 0 | 0 | For |
Showing the 25 largest of 109 asset managers. See all 109 in the interactive database.
Meeting held 2025-05-14.
96% fund support · no official result
The 11 asset managers below cast 96% of the shares they voted on this item FOR (1,166,341 for, 47,231 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| JPMorgan | 901,610 | 0 | 0 | 0 | For |
| Dixon Mitchell Investment Counsel Inc. | 213,502 | 0 | 0 | 0 | For |
| Desjardins Global Asset Management Inc. | 0 | 29,749 | 0 | 0 | Against |
| Empower | 27,801 | 0 | 0 | 0 | For |
| HC CAPITAL TRUST | 11,372 | 0 | 0 | 0 | For |
| Regime de rentes du Mouvement Desjardins | 0 | 9,482 | 0 | 0 | Against |
| Sarasin & Partners LLP | 0 | 8,000 | 0 | 0 | Against |
| TD Waterhouse Canada Inc. | 5,432 | 0 | 0 | 0 | For |
| TD ASSET MANAGEMENT INC | 4,793 | 0 | 0 | 0 | For |
| BEACON INVESTMENT ADVISORY SERVICES, INC. | 1,463 | 0 | 0 | 0 | For |
| GuideStone | 368 | 0 | 0 | 0 | For |
Meeting held 2025-05-14.
100% fund support · no official result
The 6 asset managers below cast 100% of the shares they voted on this item FOR (12,859 for, 0 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Two Roads Shared Trust | 8,690 | 0 | 0 | 0 | For |
| Focus Partners Wealth | 2,475 | 0 | 0 | 0 | For |
| Claret Asset Management Corp | 1,526 | 0 | 0 | 0 | For |
| Baker Avenue Asset Management, LP | 120 | 0 | 0 | 0 | For |
| LEAVELL INVESTMENT MANAGEMENT, INC. | 0 | 0 | 0 | 0 | Not Voted |
| IMA Advisory Services, Inc. | 48 | 0 | 0 | 0 | For |
Meeting held 2025-05-14.
100% fund support · no official result
The 3 asset managers below cast 100% of the shares they voted on this item FOR (39,541 for, 0 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Empower | 27,801 | 0 | 0 | 0 | For |
| HC CAPITAL TRUST | 11,372 | 0 | 0 | 0 | For |
| GuideStone | 368 | 0 | 0 | 0 | For |
Meeting held 2024-05-14 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).
Combines 2 wordings of this item as funds reported it.
0% fund support · no official result
The 2 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 372 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| COLDSTREAM CAPITAL MANAGEMENT INC | 0 | 372 | 0 | 0 | Against |
| Echo45 Advisors LLC | 0 | 0 | 0 | 0 | -- |
Meeting held 2025-05-14.
All nominees (reported as one line). These filers reported the election of directors as a single line covering every nominee. It is not attributed to any one director, and no share total is shown for it.
100% fund support · no official result
The 2 asset managers below cast 100% of the shares they voted on this item FOR.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Two Roads Shared Trust | 8,690 | 0 | 0 | 0 | For |
| AMERICAN PENSION INVESTORS TRUST | 3,300 | 0 | 0 | 0 | For |
Meeting held 2025-05-14.
100% fund support · no official result
The 2 asset managers below cast 100% of the shares they voted on this item FOR (11,990 for, 0 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Two Roads Shared Trust | 8,690 | 0 | 0 | 0 | For |
| AMERICAN PENSION INVESTORS TRUST | 3,300 | 0 | 0 | 0 | For |
Ranked by the number of MIDDLEBY CORP. shares each manager voted on the most widely held ballot item of the 2024-2025 meeting, shown as a share of the 53,481,521 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 11.97% |
| 2 | Select Equity Group, L.P. | 10.21% |
| 3 | T. Rowe Price | 8.74% |
| 4 | Victory Capital | 7.37% |
| 5 | BlackRock | 5.75% |
| 6 | Wellington | 4.56% |
| 7 | Turtle Creek Asset Management Inc. | 2.76% |
| 8 | State Street | 2.20% |
| 9 | Fidelity | 2.02% |
| 10 | EARNEST PARTNERS LLC | 1.97% |
Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).
| Holder | % outstanding | Disclosure |
|---|---|---|
| The Vanguard Group | 9.53% | DEF14A |
| Blackrock | 8.34% | DEF14A |
| GI SPV I L.P. | 6.32% | 13D |
| T. Rowe Price | 5.66% | 13F |
| Edward Garden | 4.93% | DEF14A |
| Vanguard Capital Management | 4.50% | 13G |
| JPMorgan Chase | 3.47% | 13F |
| Victory Capital Management, Inc. | 3.36% | 13G |
| State Street | 3.07% | 13F |
| Select Equity Group, L.P. | 2.81% | 13G |
Percentages above are of 53,481,521 shares outstanding, as reported by MIDDLEBY CORP. on its Form 10-Q dated 2025-05-05 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from MIDDLEBY CORP.’s 10-Q dated 2025-05-05. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.
At MIDDLEBY CORP.'s shareholder meeting held 2025-05-14, in the 2024-2025 proxy season, 432 asset managers reported how they voted in their SEC Form N-PX filings, covering 5,319 separate fund positions. Their filings are grouped here into 18 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. MIDDLEBY CORP.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — Approval, on an advisory basis, of the compensation of our named executive officers. — the reporting funds cast 95% of the shares they voted in favour (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). That is the aggregate of those managers' own N-PX disclosures, not the company's certified result, and the funds are a subset of all shareholders.
MIDDLEBY CORP. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.