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The Middleby Corporation 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and The Middleby Corporation’s Form 8-K (Item 5.07 on EDGAR). Page generated 02 October 2026.

17Reported items
439Asset managers
6,095Fund votes
2026-05-19Meeting date

Proxy season: 2023-2024 2024-2025 2025-2026

Explore The Middleby Corporation in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by The Middleby Corporation

These tallies are The Middleby Corporation’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K (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.

The Middleby Corporation — official shareholder meeting results, meeting held 2026-05-19
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Julie M. Bowerman	41,426,022	528,622	17,560	--	2,085,210	Majority: yes
Elect Director: Sarah Palisi Chapin	39,140,321	2,821,278	10,605	--	2,085,210	Majority: yes
Elect Director: Glenn A. Eisenberg	41,603,324	284,827	84,053	--	2,085,210	Majority: yes
Elect Director: Timothy J. Fitzgerald	41,628,896	331,837	11,471	--	2,085,210	Majority: yes
Elect Director: Edward P. Garden	41,203,500	756,157	12,547	--	2,085,210	Majority: yes
Elect Director: Christopher M. Hix	41,741,381	136,218	94,605	--	2,085,210	Majority: yes
Elect Director: Cathy L. McCarthy	41,420,969	530,061	21,174	--	2,085,210	Majority: yes
Elect Director: Robert A. Nerbonne	41,233,561	687,030	51,613	--	2,085,210	Majority: yes
Elect Director: Gordon J. O'Brien	38,036,569	3,925,250	10,385	--	2,085,210	Majority: yes
Elect Director: Stephen R. Scherger	41,225,965	694,794	51,445	--	2,085,210	Majority: yes
Elect Director: Tejas P. Shah	41,547,593	374,428	50,183	--	2,085,210	Majority: yes
Pursuant 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 qualifi	40,916,800	982,309	73,095	--	2,085,210	Majority: yes
Pursuant to the foregoing votes, proposal two was approved on an advisory basis. 3.	42,891,095	1,071,172	95,147	--	--	Majority: yes

Source: The Middleby Corporation, Form 8-K — read the filing on EDGAR.

How asset managers voted at the The Middleby Corporation 2025-2026 meeting

Each item below shows how the 439 asset managers that disclosed a The Middleby Corporation 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 The Middleby Corporation’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.

1. Approval, on an advisory basis, of the compensation of our named executive officers; and

SECTION 14A SAY-ON-PAY VOTES

Combines 5 wordings of this item as funds reported it.

99% fund support · no official result

FOR 99%

The 424 asset managers below cast 99% of the shares they voted on this item FOR. Fund share totals are not shown for this item: fund-reported shares overlap across filings (an adviser and the funds it manages can each report the same shares), and here their sum exceeds the company's reported shares outstanding.

FOR: 98.6%AGAINST: 1.4%ABSTAIN: 0.0%NOT VOTED: 0.0%

Largest asset managers voting on “Approval, on an advisory basis, of the compensation of our named executive officers; and” at The Middleby Corporation, 2025-2026
Asset manager	For	Against	Vote
T. Rowe Price	10,697,986	0	For
Vanguard	4,547,851	1	For
BlackRock	3,670,121	7,465	For
Garden Investment Management, L.P.	3,379,637	0	For
Invesco	2,663,986	0	For
JPMorgan	1,750,288	0	For
Select Equity Group, L.P.	1,538,376	0	For
State Street	1,295,583	163	For
EARNEST PARTNERS LLC	1,003,827	2,039	For
Fidelity	917,807	0	For
Wellington	913,238	0	For
GEODE CAPITAL MANAGEMENT, LLC	905,231	0	For
Turtle Creek Asset Management Inc.	897,283	0	For
ARIEL INVESTMENT TRUST	755,106	0	For
Charles Schwab	675,740	0	For
ARIEL INVESTMENTS, LLC	614,712	0	For
Dimensional	601,121	0	For
AMERIPRISE FINANCIAL INC	457,848	0	For
COOKE & BIELER LP	431,824	0	For
Northern Trust	422,605	4,049	For
John Hancock	329,314	0	For
Russell Investments	318,950	0	For
MELLON INVESTMENTS Corp	302,511	0	For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP	301,825	213	For
AQR	261,568	0	For

Showing the 25 largest of 424 asset managers. See all 424 in the interactive database.

2. Election of Directors: Julie M. Bowerman

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 41,426,022AGAINST: 528,622

The Middleby Corporation’s own tally for this item (“Elect Director: Julie M. Bowerman”): 41,426,022 for, 528,622 against, per its Form 8-K (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 45,214,496 outstanding shares: 92% for, 1% against (93% of the company cast a for/against vote).

The 105 asset managers below cast 99.8% of the shares they voted on this item FOR (18,591,354 for, 29,522 against).

FOR 99.8%

FOR: 18,591,354 (99.8%)AGAINST: 29,522 (0.2%)ABSTAIN: 7,161 (0.0%)NOT VOTED: 40 (0.0%)

Largest asset managers voting on “Election of Directors: Julie M. Bowerman” at The Middleby Corporation, 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	4,190,125	1	0	For
T. Rowe Price	3,288,168	0	0	For
BlackRock	2,202,252	0	0	For
JPMorgan	1,737,734	0	0	For
Invesco	1,314,507	0	0	For
Fidelity	902,594	0	0	For
ARIEL INVESTMENT TRUST	755,106	0	0	For
Dimensional	414,211	0	0	For
Charles Schwab	336,938	0	0	For
State Street	322,690	0	0	For
John Hancock	296,101	0	0	For
Brighthouse	234,508	0	7,161	For
Jackson National	194,904	0	0	For
Columbia Threadneedle	177,500	0	0	For
Bridge Builder Trust	144,639	0	0	For
Lord Abbett	144,250	0	0	For
WisdomTree	137,313	0	0	For
ALPS Series Trust	136,000	0	0	For
Russell Investments	127,648	0	0	For
New York Life	103,212	0	0	For
AQR	99,119	0	0	For
SEI	91,615	0	0	For
TIAA	89,016	0	0	For
Lincoln Financial	82,551	0	0	For
Equitable	72,375	0	0	For

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

3. Election of Directors: Sarah Palisi Chapin

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%

FOR: 39,140,321AGAINST: 2,821,278

The Middleby Corporation’s own tally for this item (“Elect Director: Sarah Palisi Chapin”): 39,140,321 for, 2,821,278 against, per its Form 8-K (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 45,214,496 outstanding shares: 87% for, 6% against (93% of the company cast a for/against vote).

The 105 asset managers below cast 98% of the shares they voted on this item FOR (18,258,183 for, 362,694 against).

FOR 98%

FOR: 18,258,183 (98.0%)AGAINST: 362,694 (1.9%)ABSTAIN: 7,161 (0.0%)NOT VOTED: 40 (0.0%)

Largest asset managers voting on “Election of Directors: Sarah Palisi Chapin” at The Middleby Corporation, 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	4,187,407	2,719	0	For
T. Rowe Price	3,288,168	0	0	For
BlackRock	2,202,252	0	0	For
JPMorgan	1,737,734	0	0	For
Invesco	1,314,507	0	0	For
Fidelity	902,594	0	0	For
ARIEL INVESTMENT TRUST	755,106	0	0	For
Dimensional	414,211	0	0	For
Charles Schwab	336,834	104	0	For
State Street	322,670	20	0	For
John Hancock	296,101	0	0	For
Brighthouse	234,508	0	7,161	For
Jackson National	194,904	0	0	For
Columbia Threadneedle	177,500	0	0	For
Bridge Builder Trust	144,639	0	0	For
Lord Abbett	144,250	0	0	For
WisdomTree	137,313	0	0	For
ALPS Series Trust	136,000	0	0	For
Russell Investments	0	127,648	0	Against
New York Life	103,212	0	0	For
AQR	99,119	0	0	For
SEI	0	91,615	0	Against
TIAA	0	89,016	0	Against
Lincoln Financial	82,551	0	0	For
Equitable	72,375	0	0	For

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

4. Election of Directors: Glenn A. Eisenberg

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 41,603,324AGAINST: 284,827

The Middleby Corporation’s own tally for this item (“Elect Director: Glenn A. Eisenberg”): 41,603,324 for, 284,827 against, per its Form 8-K (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 45,214,496 outstanding shares: 92% for, 0.7% against (93% of the company cast a for/against vote).

The 105 asset managers below cast 99.9% of the shares they voted on this item FOR (18,617,934 for, 2,941 against).

FOR 99.9%

FOR: 18,617,934 (99.9%)AGAINST: 2,941 (0.0%)ABSTAIN: 7,161 (0.0%)NOT VOTED: 40 (0.0%)

Largest asset managers voting on “Election of Directors: Glenn A. Eisenberg” at The Middleby Corporation, 2025-2026
Asset manager	For	Abstain	Vote
Vanguard	4,190,125	0	For
T. Rowe Price	3,288,168	0	For
BlackRock	2,202,252	0	For
JPMorgan	1,737,734	0	For
Invesco	1,314,507	0	For
Fidelity	902,594	0	For
ARIEL INVESTMENT TRUST	755,106	0	For
Dimensional	414,211	0	For
Charles Schwab	336,938	0	For
State Street	322,690	0	For
John Hancock	296,101	0	For
Brighthouse	234,508	7,161	For
Jackson National	194,904	0	For
Columbia Threadneedle	177,500	0	For
Bridge Builder Trust	144,639	0	For
Lord Abbett	144,250	0	For
WisdomTree	137,313	0	For
ALPS Series Trust	136,000	0	For
Russell Investments	127,648	0	For
New York Life	103,212	0	For
AQR	99,119	0	For
SEI	91,615	0	For
TIAA	89,016	0	For
Lincoln Financial	82,551	0	For
Equitable	72,375	0	For

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

5. Election of Directors: Timothy J. FitzGerald

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%

FOR: 41,628,896AGAINST: 331,837

The Middleby Corporation’s own tally for this item (“Elect Director: Timothy J. Fitzgerald”): 41,628,896 for, 331,837 against, per its Form 8-K (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 45,214,496 outstanding shares: 92% for, 0.8% against (93% of the company cast a for/against vote).

The 105 asset managers below cast 99.9% of the shares they voted on this item FOR (18,619,628 for, 1,247 against).

FOR 99.9%

FOR: 18,619,628 (100.0%)AGAINST: 1,247 (0.0%)ABSTAIN: 7,161 (0.0%)NOT VOTED: 40 (0.0%)

Largest asset managers voting on “Election of Directors: Timothy J. FitzGerald” at The Middleby Corporation, 2025-2026
Asset manager	For	Abstain	Vote
Vanguard	4,190,125	0	For
T. Rowe Price	3,288,168	0	For
BlackRock	2,202,252	0	For
JPMorgan	1,737,734	0	For
Invesco	1,314,507	0	For
Fidelity	902,594	0	For
ARIEL INVESTMENT TRUST	755,106	0	For
Dimensional	414,211	0	For
Charles Schwab	336,938	0	For
State Street	322,690	0	For
John Hancock	296,101	0	For
Brighthouse	234,508	7,161	For
Jackson National	194,904	0	For
Columbia Threadneedle	177,500	0	For
Bridge Builder Trust	144,639	0	For
Lord Abbett	144,250	0	For
WisdomTree	137,313	0	For
ALPS Series Trust	136,000	0	For
Russell Investments	127,648	0	For
New York Life	103,212	0	For
AQR	99,119	0	For
SEI	91,615	0	For
TIAA	89,016	0	For
Lincoln Financial	82,551	0	For
Equitable	72,375	0	For

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

6. Election of Directors: Edward P. Garden

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 41,203,500AGAINST: 756,157

The Middleby Corporation’s own tally for this item (“Elect Director: Edward P. Garden”): 41,203,500 for, 756,157 against, per its Form 8-K (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 45,214,496 outstanding shares: 91% for, 2% against (93% of the company cast a for/against vote).

The 105 asset managers below cast 99.8% of the shares they voted on this item FOR (18,589,660 for, 31,216 against).

FOR 99.7%

FOR: 18,589,660 (99.8%)AGAINST: 31,216 (0.2%)ABSTAIN: 7,161 (0.0%)NOT VOTED: 40 (0.0%)

Largest asset managers voting on “Election of Directors: Edward P. Garden” at The Middleby Corporation, 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	4,190,125	1	0	For
T. Rowe Price	3,288,168	0	0	For
BlackRock	2,202,252	0	0	For
JPMorgan	1,737,734	0	0	For
Invesco	1,314,507	0	0	For
Fidelity	902,594	0	0	For
ARIEL INVESTMENT TRUST	755,106	0	0	For
Dimensional	414,211	0	0	For
Charles Schwab	336,938	0	0	For
State Street	322,690	0	0	For
John Hancock	296,101	0	0	For
Brighthouse	234,508	0	7,161	For
Jackson National	194,904	0	0	For
Columbia Threadneedle	177,500	0	0	For
Bridge Builder Trust	144,639	0	0	For
Lord Abbett	144,250	0	0	For
WisdomTree	137,313	0	0	For
ALPS Series Trust	136,000	0	0	For
Russell Investments	127,648	0	0	For
New York Life	103,212	0	0	For
AQR	99,119	0	0	For
SEI	91,615	0	0	For
TIAA	89,016	0	0	For
Lincoln Financial	82,551	0	0	For
Equitable	72,375	0	0	For

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

7. Election of Directors: Christopher M. Hix

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%

FOR: 41,741,381AGAINST: 136,218

The Middleby Corporation’s own tally for this item (“Elect Director: Christopher M. Hix”): 41,741,381 for, 136,218 against, per its Form 8-K (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 45,214,496 outstanding shares: 92% for, 0.4% against (93% of the company cast a for/against vote).

The 105 asset managers below cast 99.9% of the shares they voted on this item FOR (18,619,629 for, 1,247 against).

FOR 99.9%

FOR: 18,619,629 (100.0%)AGAINST: 1,247 (0.0%)ABSTAIN: 7,161 (0.0%)NOT VOTED: 40 (0.0%)

Largest asset managers voting on “Election of Directors: Christopher M. Hix” at The Middleby Corporation, 2025-2026
Asset manager	For	Abstain	Vote
Vanguard	4,190,126	0	For
T. Rowe Price	3,288,168	0	For
BlackRock	2,202,252	0	For
JPMorgan	1,737,734	0	For
Invesco	1,314,507	0	For
Fidelity	902,594	0	For
ARIEL INVESTMENT TRUST	755,106	0	For
Dimensional	414,211	0	For
Charles Schwab	336,938	0	For
State Street	322,690	0	For
John Hancock	296,101	0	For
Brighthouse	234,508	7,161	For
Jackson National	194,904	0	For
Columbia Threadneedle	177,500	0	For
Bridge Builder Trust	144,639	0	For
Lord Abbett	144,250	0	For
WisdomTree	137,313	0	For
ALPS Series Trust	136,000	0	For
Russell Investments	127,648	0	For
New York Life	103,212	0	For
AQR	99,119	0	For
SEI	91,615	0	For
TIAA	89,016	0	For
Lincoln Financial	82,551	0	For
Equitable	72,375	0	For

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

8. Election of Directors: Cathy L. McCarthy

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 41,420,969AGAINST: 530,061

The Middleby Corporation’s own tally for this item (“Elect Director: Cathy L. McCarthy”): 41,420,969 for, 530,061 against, per its Form 8-K (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 45,214,496 outstanding shares: 92% for, 1% against (93% of the company cast a for/against vote).

The 105 asset managers below cast 99.8% of the shares they voted on this item FOR (18,591,104 for, 29,772 against).

FOR 99.8%

FOR: 18,591,104 (99.8%)AGAINST: 29,772 (0.2%)ABSTAIN: 7,161 (0.0%)NOT VOTED: 40 (0.0%)

Largest asset managers voting on “Election of Directors: Cathy L. McCarthy” at The Middleby Corporation, 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	4,190,125	1	0	For
T. Rowe Price	3,288,168	0	0	For
BlackRock	2,202,252	0	0	For
JPMorgan	1,737,734	0	0	For
Invesco	1,314,507	0	0	For
Fidelity	902,594	0	0	For
ARIEL INVESTMENT TRUST	755,106	0	0	For
Dimensional	414,211	0	0	For
Charles Schwab	336,938	0	0	For
State Street	322,690	0	0	For
John Hancock	296,101	0	0	For
Brighthouse	234,508	0	7,161	For
Jackson National	194,904	0	0	For
Columbia Threadneedle	177,500	0	0	For
Bridge Builder Trust	144,639	0	0	For
Lord Abbett	144,250	0	0	For
WisdomTree	137,313	0	0	For
ALPS Series Trust	136,000	0	0	For
Russell Investments	127,648	0	0	For
New York Life	103,212	0	0	For
AQR	99,119	0	0	For
SEI	91,615	0	0	For
TIAA	89,016	0	0	For
Lincoln Financial	82,551	0	0	For
Equitable	72,375	0	0	For

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

9. Election of Directors: Robert A. Nerbonne

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 41,233,561AGAINST: 687,030

The Middleby Corporation’s own tally for this item (“Elect Director: Robert A. Nerbonne”): 41,233,561 for, 687,030 against, per its Form 8-K (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 45,214,496 outstanding shares: 91% for, 2% against (93% of the company cast a for/against vote).

The 105 asset managers below cast 99.8% of the shares they voted on this item FOR (18,589,660 for, 31,216 against).

FOR 99.7%

FOR: 18,589,660 (99.8%)AGAINST: 31,216 (0.2%)ABSTAIN: 7,161 (0.0%)NOT VOTED: 40 (0.0%)

Largest asset managers voting on “Election of Directors: Robert A. Nerbonne” at The Middleby Corporation, 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	4,190,125	1	0	For
T. Rowe Price	3,288,168	0	0	For
BlackRock	2,202,252	0	0	For
JPMorgan	1,737,734	0	0	For
Invesco	1,314,507	0	0	For
Fidelity	902,594	0	0	For
ARIEL INVESTMENT TRUST	755,106	0	0	For
Dimensional	414,211	0	0	For
Charles Schwab	336,938	0	0	For
State Street	322,690	0	0	For
John Hancock	296,101	0	0	For
Brighthouse	234,508	0	7,161	For
Jackson National	194,904	0	0	For
Columbia Threadneedle	177,500	0	0	For
Bridge Builder Trust	144,639	0	0	For
Lord Abbett	144,250	0	0	For
WisdomTree	137,313	0	0	For
ALPS Series Trust	136,000	0	0	For
Russell Investments	127,648	0	0	For
New York Life	103,212	0	0	For
AQR	99,119	0	0	For
SEI	91,615	0	0	For
TIAA	89,016	0	0	For
Lincoln Financial	82,551	0	0	For
Equitable	72,375	0	0	For

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

10. Election of Directors: Gordon J. O'Brien

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%9%

FOR: 38,036,569AGAINST: 3,925,250

The Middleby Corporation’s own tally for this item (“Elect Director: Gordon J. O'Brien”): 38,036,569 for, 3,925,250 against, per its Form 8-K (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 45,214,496 outstanding shares: 84% for, 9% against (93% of the company cast a for/against vote).

The 105 asset managers below cast 90% of the shares they voted on this item FOR (16,798,801 for, 1,822,074 against).

FOR 90%10%

FOR: 16,798,801 (90.2%)AGAINST: 1,822,074 (9.8%)ABSTAIN: 7,161 (0.0%)NOT VOTED: 40 (0.0%)

Largest asset managers voting on “Election of Directors: Gordon J. O'Brien” at The Middleby Corporation, 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	4,190,117	8	0	For
T. Rowe Price	3,288,168	0	0	For
BlackRock	2,202,252	0	0	For
JPMorgan	0	1,737,734	0	Against
Invesco	1,314,507	0	0	For
Fidelity	902,594	0	0	For
ARIEL INVESTMENT TRUST	755,106	0	0	For
Dimensional	414,211	0	0	For
Charles Schwab	336,938	0	0	For
State Street	322,670	20	0	For
John Hancock	296,101	0	0	For
Brighthouse	230,770	3,738	7,161	For
Jackson National	193,939	965	0	For
Columbia Threadneedle	177,500	0	0	For
Bridge Builder Trust	144,639	0	0	For
Lord Abbett	144,250	0	0	For
WisdomTree	137,313	0	0	For
ALPS Series Trust	136,000	0	0	For
Russell Investments	127,648	0	0	For
New York Life	103,212	0	0	For
AQR	99,119	0	0	For
SEI	91,615	0	0	For
TIAA	89,016	0	0	For
Lincoln Financial	36,894	45,657	0	Against
Equitable	72,375	0	0	For

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

11. Election of Directors: Stephen R. Scherger

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 41,225,965AGAINST: 694,794

The Middleby Corporation’s own tally for this item (“Elect Director: Stephen R. Scherger”): 41,225,965 for, 694,794 against, per its Form 8-K (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 45,214,496 outstanding shares: 91% for, 2% against (93% of the company cast a for/against vote).

The 105 asset managers below cast 99.9% of the shares they voted on this item FOR (18,619,628 for, 1,248 against).

FOR 99.9%

FOR: 18,619,628 (100.0%)AGAINST: 1,248 (0.0%)ABSTAIN: 7,161 (0.0%)NOT VOTED: 40 (0.0%)

Largest asset managers voting on “Election of Directors: Stephen R. Scherger” at The Middleby Corporation, 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	4,190,125	1	0	For
T. Rowe Price	3,288,168	0	0	For
BlackRock	2,202,252	0	0	For
JPMorgan	1,737,734	0	0	For
Invesco	1,314,507	0	0	For
Fidelity	902,594	0	0	For
ARIEL INVESTMENT TRUST	755,106	0	0	For
Dimensional	414,211	0	0	For
Charles Schwab	336,938	0	0	For
State Street	322,690	0	0	For
John Hancock	296,101	0	0	For
Brighthouse	234,508	0	7,161	For
Jackson National	194,904	0	0	For
Columbia Threadneedle	177,500	0	0	For
Bridge Builder Trust	144,639	0	0	For
Lord Abbett	144,250	0	0	For
WisdomTree	137,313	0	0	For
ALPS Series Trust	136,000	0	0	For
Russell Investments	127,648	0	0	For
New York Life	103,212	0	0	For
AQR	99,119	0	0	For
SEI	91,615	0	0	For
TIAA	89,016	0	0	For
Lincoln Financial	82,551	0	0	For
Equitable	72,375	0	0	For

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

12. Election of Directors: Tejas P. Shah

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%

FOR: 41,547,593AGAINST: 374,428

The Middleby Corporation’s own tally for this item (“Elect Director: Tejas P. Shah”): 41,547,593 for, 374,428 against, per its Form 8-K (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 45,214,496 outstanding shares: 92% for, 0.9% against (93% of the company cast a for/against vote).

The 105 asset managers below cast 99.9% of the shares they voted on this item FOR (18,619,628 for, 1,248 against).

FOR 99.9%

FOR: 18,619,628 (100.0%)AGAINST: 1,248 (0.0%)ABSTAIN: 7,161 (0.0%)NOT VOTED: 40 (0.0%)

Largest asset managers voting on “Election of Directors: Tejas P. Shah” at The Middleby Corporation, 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	4,190,125	1	0	For
T. Rowe Price	3,288,168	0	0	For
BlackRock	2,202,252	0	0	For
JPMorgan	1,737,734	0	0	For
Invesco	1,314,507	0	0	For
Fidelity	902,594	0	0	For
ARIEL INVESTMENT TRUST	755,106	0	0	For
Dimensional	414,211	0	0	For
Charles Schwab	336,938	0	0	For
State Street	322,690	0	0	For
John Hancock	296,101	0	0	For
Brighthouse	234,508	0	7,161	For
Jackson National	194,904	0	0	For
Columbia Threadneedle	177,500	0	0	For
Bridge Builder Trust	144,639	0	0	For
Lord Abbett	144,250	0	0	For
WisdomTree	137,313	0	0	For
ALPS Series Trust	136,000	0	0	For
Russell Investments	127,648	0	0	For
New York Life	103,212	0	0	For
AQR	99,119	0	0	For
SEI	91,615	0	0	For
TIAA	89,016	0	0	For
Lincoln Financial	82,551	0	0	For
Equitable	72,375	0	0	For

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

13. Ratification of the selection of Ernst & Young LLP as the Company's independent registered public accountants for the fiscal year ending January 2, 2027.

SECTION 14A SAY-ON-PAY VOTES

99.9% fund support · no official result

FOR 99.9%

The 103 asset managers below cast 99.9% of the shares they voted on this item FOR (18,597,105 for, 22 against).

FOR: 18,597,105 (100.0%)AGAINST: 22 (0.0%)ABSTAIN: 7,161 (0.0%)NOT VOTED: 40 (0.0%)

Largest asset managers voting on “Ratification of the selection of Ernst & Young LLP as the Company's independent registered public accountants ” at The Middleby Corporation, 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	4,190,123	2	0	For
T. Rowe Price	3,288,168	0	0	For
BlackRock	2,202,252	0	0	For
JPMorgan	1,737,734	0	0	For
Invesco	1,314,507	0	0	For
Fidelity	902,594	0	0	For
ARIEL INVESTMENT TRUST	755,106	0	0	For
Dimensional	414,211	0	0	For
Charles Schwab	336,938	0	0	For
State Street	322,670	20	0	For
John Hancock	296,101	0	0	For
Brighthouse	234,508	0	7,161	For
Jackson National	194,904	0	0	For
Columbia Threadneedle	177,500	0	0	For
Bridge Builder Trust	144,639	0	0	For
Lord Abbett	144,250	0	0	For
WisdomTree	137,313	0	0	For
ALPS Series Trust	136,000	0	0	For
Russell Investments	127,648	0	0	For
New York Life	103,212	0	0	For
AQR	99,119	0	0	For
SEI	91,615	0	0	For
TIAA	89,016	0	0	For
Lincoln Financial	80,753	0	0	For
Equitable	72,375	0	0	For

Showing the 25 largest of 103 asset managers. See all 103 in the interactive database.

14. Advisory Vote to Ratify Named Executive Officers' Compensation

SECTION 14A SAY-ON-PAY VOTES

88% fund support · no official result

FOR 88%12%

The 7 asset managers below cast 88% of the shares they voted on this item FOR (25,035 for, 3,283 against).

FOR: 25,035 (88.4%)AGAINST: 3,283 (11.6%)

Largest asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at The Middleby Corporation, 2025-2026
Asset manager	For	Against	Vote
Empower	21,544	0	For
APG Asset Management US Inc.	0	3,283	Against
Lincoln Financial	1,798	0	For
Wilshire Advisors LLC	1,075	0	For
TD Waterhouse Canada Inc.	574	0	For
Purpose Unlimited Inc.	44	0	For
Dixon Mitchell Investment Counsel Inc.	0	0	--

15. 14A Executive Compensation

SECTION 14A SAY-ON-PAY VOTES

100% fund support · no official result

FOR 99.4%

The 4 asset managers below cast 100% of the shares they voted on this item FOR (2,835 for, 0 against).

FOR: 2,835 (99.4%)ABSTAIN: 17 (0.6%)

Largest asset managers voting on “14A Executive Compensation” at The Middleby Corporation, 2025-2026
Asset manager	For	Abstain	Vote
Claret Asset Management Corp	1,539	0	For
Aristides Capital LLC	1,176	0	For
Baker Avenue Asset Management, LP	120	0	For
LEAVELL INVESTMENT MANAGEMENT, INC.	0	17	Abstain

16. Ratify Ernst & Young LLP as Auditors

SECTION 14A SAY-ON-PAY VOTES

100% fund support · no official result

FOR 100%

The 3 asset managers below cast 100% of the shares they voted on this item FOR (23,342 for, 0 against).

FOR: 23,342 (100.0%)

Largest asset managers voting on “Ratify Ernst & Young LLP as Auditors” at The Middleby Corporation, 2025-2026
Asset manager	For	Vote
Empower	21,544	For
Lincoln Financial	1,798	For
Dixon Mitchell Investment Counsel Inc.	0	--

17. To approve, on an advisory basis, the compensation of our named executive officers

SECTION 14A SAY-ON-PAY VOTES

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (128 for, 0 against).

FOR: 128 (100.0%)

Largest asset managers voting on “To approve, on an advisory basis, the compensation of our named executive officers” at The Middleby Corporation, 2025-2026
Asset manager	For	Against	Abstain	Withheld	Vote
Fiera Capital Corp	128	0	0	0	For
AYAL Capital Advisors Ltd	0	0	0	0	--

Largest The Middleby Corporation shareholders voting in 2025-2026

Ranked by the number of The Middleby Corporation shares each manager voted on the most widely held ballot item of the 2025-2026 meeting, shown as a share of the 45,214,496 shares outstanding at the time of that meeting.

Top The Middleby Corporation shareholders by shares voted, 2025-2026
#	Asset manager	% of shares outstanding
1	T. Rowe Price	23.66%
2	Vanguard	10.06%
3	BlackRock	8.13%
4	Garden Investment Management, L.P.	7.47%
5	Invesco	5.89%
6	JPMorgan	3.87%
7	Select Equity Group, L.P.	3.40%
8	State Street	2.87%
9	EARNEST PARTNERS LLC	2.22%
10	Fidelity	2.03%

Reported The Middleby Corporation ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

The Middleby Corporation beneficial owners on record for the 2025-2026 proxy season
Holder	% outstanding	Disclosure
T. Rowe Price Associates, Inc.	14.20%	13G
BlackRock, Inc.	9.86%	DEF14A
Vanguard Group	9.52%	13F
Edward Garden	7.47%	DEF14A
GI SPV I L.P.	7.47%	13D
JPMorgan Chase	5.24%	13F
Select Equity Group, L.P.	3.32%	13G
State Street	3.15%	13F
Invesco	3.06%	13F
Wellington Management	2.65%	13F

Percentages above are of 45,214,496 shares outstanding, as reported by The Middleby Corporation on its Form 10-Q dated 2026-05-11 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

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 The Middleby Corporation’s 10-Q dated 2026-05-11. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At The Middleby Corporation's shareholder meeting held 2026-05-19, in the 2025-2026 proxy season, 439 asset managers reported how they voted in their SEC Form N-PX filings, covering 6,095 separate fund positions. Their filings are grouped here into 17 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. The Middleby Corporation'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; and — the reporting funds cast 99% 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.

The Middleby Corporation proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).