MIDDLEBY CORP. 2023-2024 Proxy Voting Records

Description as filed by funds: Election of Directors: Sarah Palisi Chapin

MIDDLEBY CORP.’s own tally for this item (“Elect Director: Sarah Palisi Chapin”): 38,279,907 for, 6,931,124 against, per its Form 8-K filed May 17, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “The shares present were voted as follows: Pursuant to the foregoing votes, all nine nominees listed above were elected to the Company's Board of Directors to serve until the Company's 2025 Annual Meeting of Stockholders and until their successors shall be duly elected and qualified or until their e…”
Support: 85% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 16,313,232 for, 4,838,974 against, 16,958 abstained, 878 unknown.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Timothy J. FitzGerald

MIDDLEBY CORP.’s own tally for this item (“Elect Director: Timothy J. FitzGerald”): 45,622,421 for, 262,094 against, per its Form 8-K filed May 17, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “The shares present were voted as follows: Pursuant to the foregoing votes, all nine nominees listed above were elected to the Company's Board of Directors to serve until the Company's 2025 Annual Meeting of Stockholders and until their successors shall be duly elected and qualified or until their e…”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 21,152,137 for, 69 against, 16,958 abstained, 878 unknown.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Cathy L. McCarthy

MIDDLEBY CORP.’s own tally for this item (“Elect Director: Cathy L. McCarthy”): 45,069,260 for, 819,521 against, per its Form 8-K filed May 17, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “The shares present were voted as follows: Pursuant to the foregoing votes, all nine nominees listed above were elected to the Company's Board of Directors to serve until the Company's 2025 Annual Meeting of Stockholders and until their successors shall be duly elected and qualified or until their e…”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 21,057,153 for, 95,053 against, 16,958 abstained, 878 unknown.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: John R. Miller, III

MIDDLEBY CORP.’s own tally for this item (“Elect Director: John R. Miller, III”): 39,480,943 for, 6,374,229 against, per its Form 8-K filed May 17, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “The shares present were voted as follows: Pursuant to the foregoing votes, all nine nominees listed above were elected to the Company's Board of Directors to serve until the Company's 2025 Annual Meeting of Stockholders and until their successors shall be duly elected and qualified or until their e…”
Support: 86% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 17,561,784 for, 3,590,422 against, 16,958 abstained, 878 unknown.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Robert A. Nerbonne

MIDDLEBY CORP.’s own tally for this item (“Elect Director: Robert A. Nerbonne”): 44,867,251 for, 1,017,766 against, per its Form 8-K filed May 17, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “The shares present were voted as follows: Pursuant to the foregoing votes, all nine nominees listed above were elected to the Company's Board of Directors to serve until the Company's 2025 Annual Meeting of Stockholders and until their successors shall be duly elected and qualified or until their e…”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 21,057,153 for, 95,053 against, 16,958 abstained, 878 unknown.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Gordon J. O'Brien

MIDDLEBY CORP.’s own tally for this item (“Elect Director: Gordon O'Brien”): 41,803,278 for, 4,079,831 against, per its Form 8-K filed May 17, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “The shares present were voted as follows: Pursuant to the foregoing votes, all nine nominees listed above were elected to the Company's Board of Directors to serve until the Company's 2025 Annual Meeting of Stockholders and until their successors shall be duly elected and qualified or until their e…”
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 18,407,007 for, 3,409,685 against, 16,958 abstained, 878 unknown.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Stephen R. Scherger

MIDDLEBY CORP.’s own tally for this item (“Elect Director: Stephen R. Scherger”): 45,796,107 for, 88,774 against, per its Form 8-K filed May 17, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “The shares present were voted as follows: Pursuant to the foregoing votes, all nine nominees listed above were elected to the Company's Board of Directors to serve until the Company's 2025 Annual Meeting of Stockholders and until their successors shall be duly elected and qualified or until their e…”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 21,816,692 for, 16,958 abstained, 878 unknown.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Tejas P. Shah

MIDDLEBY CORP.’s own tally for this item (“Elect Director: Tejas P. Shah”): 45,856,293 for, 27,537 against, per its Form 8-K filed May 17, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “The shares present were voted as follows: Pursuant to the foregoing votes, all nine nominees listed above were elected to the Company's Board of Directors to serve until the Company's 2025 Annual Meeting of Stockholders and until their successors shall be duly elected and qualified or until their e…”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 21,816,692 for, 16,958 abstained, 878 unknown.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Election of Directors: Nassem A. Ziyad

MIDDLEBY CORP.’s own tally for this item (“Elect Director: Nassem Ziyad”): 45,623,998 for, 213,273 against, per its Form 8-K filed May 17, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “The shares present were voted as follows: Pursuant to the foregoing votes, all nine nominees listed above were elected to the Company's Board of Directors to serve until the Company's 2025 Annual Meeting of Stockholders and until their successors shall be duly elected and qualified or until their e…”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 21,816,623 for, 69 against, 16,958 abstained, 878 unknown.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Description as filed by funds: Approval , on an advisory basis, of the compensation of our named executive officers

MIDDLEBY CORP.’s own tally for this item (“2. ADVISORY VOTE ON EXECUTIVE COMPENSATION Proposal two was the approval, on an advisory basis, of the compensation of the Company's named executive officers”): 39,830,823 for, 6,035,143 against — passed, per its Form 8-K filed May 17, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Pursuant to the foregoing votes, proposal two was approved on an advisory basis.”
Support: 87% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 105 managers: 18,912,548 for, 3,829,175 against, 16,958 abstained, 878 unknown. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 318 managers: 37,946,028 for, 5,624,512 against, 34 not voted, 13 unknown. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: Ratification of the selection of Ernst & Young LLP as the Company's independent public accountants for the current fiscal year ending December 28, 2024.

MIDDLEBY CORP.’s own tally for this item (“3. RATIFICATION OF INDEPENDENT PUBLIC ACCOUNTANTS Proposal three was the ratification of the selection of Ernst & Young LLP as the Company's independent public accountants for the fiscal year ending December 28, 2024”): 48,874,899 for, 251,076 against — passed, per its Form 8-K filed May 17, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Pursuant to the foregoing votes, proposal three was approved.”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 22,650,554 for, 91,198 against, 16,958 abstained, 878 unknown.

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.