FITZGERALD TIMOTHY JOHN 4
4 · MIDDLEBY Corp · Filed Mar 3, 2026
Research Summary
AI-generated summary of this filing
MIDDLEBY CEO Timothy Fitzgerald Sells 6,486 Shares (Tax Withholding)
What Happened
Timothy J. Fitzgerald, CEO of MIDDLEBY Corp (ticker: MIDD), disposed of 6,486 shares on March 1, 2026 as a tax-withholding transaction tied to vested time-based restricted stock units (RSUs). The reported per-share value was $168.86, for a total reported disposition of $1,095,226. This was not an open-market sale to express a market view but a routine surrender of shares to satisfy tax obligations.
Key Details
- Transaction date: 2026-03-01; Filing date: 2026-03-03 (filed timely).
- Shares surrendered/ disposed: 6,486 at $168.86 per share; total ≈ $1,095,226.
- Transaction code: F — shares surrendered to cover tax withholding on RSU vesting (cashless/surrender).
- Shares owned after transaction: not specified in this Form 4 filing.
- Relevant footnotes: F1 confirms surrender to fund tax liability on time-based RSUs; F2 and F3 note trust/spousal relationships and disclaimers of beneficial ownership related to gift trusts.
Context
This was a tax-withholding event tied to RSU vesting (common for executives) rather than a discretionary sale to raise cash or signal sentiment. Such transactions are routine and generally not interpreted on their own as a buy/sell signal about the company's outlook.
Insider Transaction Report
- Tax Payment
Common Stock
[F1]2026-03-01$168.86/sh−6,486$1,095,226→ 340,487 total
- 25,200(indirect: By Spouse)
Common Stock
- 20,000(indirect: By Trust)
Common Stock
[F2] - 56,250(indirect: By Trust)
Common Stock
[F3]
Footnotes (3)
- [F1]Transaction related to the surrender of shares to fund reporting person's tax liability in connection with vesting of time-based RSUs.
- [F2]The reporting person is the spouse of the trustee and a beneficiary of the Timothy J. FitzGerald 2012 Gift Trust. Beneficial ownership is disclaimed except to the extent of the reporting person's pecuniary interest therein. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this filing.
- [F3]The reporting person is the trustee and a beneficiary of the Andrea C. FitzGerald 2012 Gift Trust. Beneficial ownership is disclaimed except to the extent of the reporting person's pecuniary interest therein. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this filing.