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): November 5, 2015
THE MIDDLEBY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Delaware |
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1-9973 |
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36-3352497 |
(State or Other Jurisdiction of |
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(Commission File Number) |
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(IRS Employer Identification |
1400 Toastmaster Drive, Elgin, Illinois |
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60120 |
(Address of Principal Executive Offices) |
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(Zip Code) |
(847) 741-3300
(Registrants 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On November 5, 2015, the Board of Directors (the Board) of The Middleby Corporation, a Delaware corporation (the Company), appointed Cathy McCarthy to serve as a member of the Board and the audit committee of the Board until the Companys next annual meeting of stockholders and until her successor is duly elected and qualified, or until her earlier death, resignation or removal.
Ms. McCarthy 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 April 2, 2015.
A copy of the press release issued by the Company on November 9, 2015, regarding Ms. McCarthys appointment is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 5.02(d) disclosure.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
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Description |
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99.1 |
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The Middleby Corporation press release dated November 9, 2015. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
November 10, 2015
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THE MIDDLEBY CORPORATION | |
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By: |
/s/ Timothy J. Fitzgerald |
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Name: Timothy J. Fitzgerald | |
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Title: Vice President and Chief Financial Officer |
EXHIBIT INDEX
Exhibit No. |
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Description |
99.1 |
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The Middleby Corporation press release dated November 9, 2015. |
Exhibit 99.1
THE MIDDLEBY CORPORATION
1400 Toastmaster Drive, Elgin, Illinois 60120 · (847) 741-3300
Cathy L. McCarthy Named to Middleby Board of Directors
Elgin, Ill. (November 9, 2015)The Middleby Corporation (NASDAQ: MIDD) today announced that Cathy L. McCarthy has been named to The Middleby Corporation Board of Directors.
Ms. McCarthy brings more than 35 years of financial and business leadership experience to Middleby. She has held CEO and CFO-level positions at NASDAQ-listed, NYSE-listed and private companies in a variety of industries.
The financial expertise and extensive business experience Cathy brings to the Middleby Board will be a tremendous asset to our entire organization, said Selim A. Bassoul, Chairman and CEO of The Middleby Corporation. Having served in senior roles in a many businesses environments and special situations, Cathy brings a unique perspective to our board. Her deep financial background will be an asset to the Middleby Audit Committee.
Ms. McCarthy began her career at Mellon Bank, NA, New York. After her time at Mellon, she held positions as CFO for Wherehouse Entertainment, Giant Group, PIA Merchandising. She was then CEO for SM&A before becoming CEO of Cross Tack, Inc.
ABOUT THE MIDDLEBY CORPORATION
The Middleby Corporation is a global leader in the foodservice equipment industry. The company develops, manufactures, markets and services a broad line of equipment used in the commercial foodservice, food processing, and residential kitchen equipment industries. The companys leading equipment brands serving the commercial foodservice industry include Anets®, Beech®, Blodgett®, Blodgett Combi®, Blodgett Range®, Bloomfield®, Britannia®, Carter-Hoffmann®, Celfrost®, Concordia®, CookTek®, CTX®, Desmon®, Doyon®, Eswood®, frifri®, Giga®, Goldstein®,Holman®, Houno®, IMC®, Induc®, Jade®, Lang®, Lincat®, MagiKitchn®, Market Forge®, Marsal®, Middleby Marshall®, MPC©, Nieco®, Nu-Vu®, PerfectFry®, Pitco Frialator®, Southbend®, Star®, Toastmaster®, TurboChef®, Viking®, Wells® and Wunder-Bar®. The companys leading equipment brands serving the food processing industry include Alkar®, Armor Inox®, Auto-Bake®, Baker Thermal Solutions®, Cozzini®, Danfotech®, Drake®, Maurer-Atmos®, MP Equipment®, Processing Equipment Solutions®, RapidPak®, Spooner Vicars®, Stewart Systems® and Thurne®. The companys leading equipment brands serving the residential kitchen industry include AGA®, AGA Cookshop® Brigade®, Divertimenti®, Falcon®, Fired Earth®, Grange®, Heartland®, La Cornue®, Leisure® Marvel®, Mercury®, Northland®, Rangemaster®, Rayburn®, Stanley®, U-Line® and Viking®.
In 2014 and 2015 The Middleby Corporation was named a FORTUNE Magazine Fastest Growing Company. For more information about The Middleby Corporation and the company brands, please visit www.middleby.com.
Contact: Darcy Bretz (847) 429-7756