Unassociated Document
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): May 4, 2010
THE
MIDDLEBY CORPORATION
(Exact
Name of Registrant as Specified in its Charter)
Delaware
|
1-9973
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36-3352497
|
(State
or Other Jurisdiction of Incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification
No.)
|
1400
Toastmaster Drive, Elgin, Illinois
|
60120
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
(847)
741-3300
(Registrant’s
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
5.07 Submission of Matters to a Vote of Security
Holders.
On May 4,
2010, The Middleby Corporation (the “Company”) held its
annual meeting of stockholders. A total of 14,442,902 shares of
common stock were present in person or by proxy, which represented approximately
77.79% of the shares entitled to vote and which constituted a quorum. The
matters presented for a vote at the meeting and the related results were as
follows:
1. ELECTION
OF DIRECTORS
Proposal
one was the election of seven (7) directors. The shares present were
voted as follows:
Nominees
|
For
|
Against
|
Abstain
|
|
|
|
|
Selim
A. Bassoul
|
9,686,243
|
4,747,800
|
8,859
|
Robert
B. Lamb
|
13,221,118
|
1,218,108
|
3,676
|
Ryan
Levenson
|
12,148,248
|
2,291,265
|
3,389
|
John
R. Miller III
|
12,883,817
|
1,555,623
|
3,462
|
Gordon
O’Brien
|
13,029,174
|
1,410,368
|
3,360
|
Philip
G. Putnam
|
12,511,665
|
1,927,837
|
3,400
|
Sabin
C. Streeter
|
13,207,391
|
1,232,506
|
3,005
|
Pursuant
to the foregoing votes, all seven nominees listed above were elected to serve on
the Company’s Board of Directors.
2.
RATIFICATION OF INDEPENDENT PUBLIC ACCOUNTANTS
Proposal
two was the ratification of Deloitte & Touche LLP as independent public
accountant of the Company for the current fiscal year ending January 1,
2011. The shares present were voted as follows:
FOR:
11,963,753
|
|
AGAINST:
2,475,005
|
|
ABSTAIN
4,144
|
Pursuant
to the foregoing votes, the ratification of Deloitte & Touche LLP as the
Company’s independent public accountant for the current fiscal year was
approved.
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.
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THE
MIDDLEBY CORPORATION
|
|
|
|
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Dated:
May 10, 2010
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By:
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/s/ Timothy
J. FitzGerald |
|
|
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Timothy
J. FitzGerald |
|
|
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Vice President and |
|
|
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Chief
Financial Officer |
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