Middleby (MIDD) executive compensation, 2026 proxy

Timothy J. FitzGerald, Chief Executive Officer, was paid $8.2M in fiscal Year 2025, up 9% from $7.5M the year before. The CEO-to-median-employee pay ratio was 152:1, on median employee pay of $53,874.

Filed
April 8, 2026
Annual meeting
May 19, 2026
Pay year
fiscal Year 2025
Named executives
5
CEO total pay
$8.2M+9% vs prior year
CEO to median employee
152:1median $53,874
CEO pay in equity
88%$7.2M in awards
Prior say-on-pay support
95%of votes cast
CEO Target Compensation At Risk
66%For fiscal year 2025
NEO Target Compensation At Risk
63%Average for other NEOs
Say on Pay Support
95%At the 2025 annual meeting
Residential Transaction Proceeds
$565MNet cash proceeds received

How FitzGerald was paid

$8.2M in total for fiscal Year 2025, as reported in the Summary Compensation Table. Equity awards are valued at grant, not at what they turned out to be worth.

Salary12%Stock awards88%All other compensation0%

Named executive officers

ExecutiveTotal
Timothy J. FitzGeraldChief Executive Officer$8,207,849
Bryan E. MittelmanChief Financial Officer$2,739,296
James K. Pool IIIChief Technology and Operations Officer$3,583,807
Steven P. SpittleChief Commercial Officer$3,583,873
Matthew R. FuchsenChief Development Officer$2,065,215

What changed and why

  • 66%66% of target compensation for our Chief Executive Officer was performance-based and at risk.
  • In February 2026, we completed the divestiture of a majority interest in our residential kitchen equipment business.
  • 95%At the 2025 Annual Meeting, support for the Say on Pay proposal was approximately 95%.
  • The Compensation Committee modified the long-term equity incentive program to include Adjusted EPS Growth and Return on Invested Capital.

About this page

Figures are automated and can be wrong; check the filing for the exact numbers. Totals follow SEC rules, which value stock and option awards at grant. Read the DEF 14A proxy statement for footnotes and the compensation committee's full reasoning.