MIDDLEBY Corp 8-K, filed Apr 16, 2020
MIDDLEBY Corp (MIDD)
About this 8-K
MIDDLEBY Corp filed this 8-K on April 16, 2020, reporting on events of April 10, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Effective April 10, 2020, in light of the disruption and uncertainty created by the global coronavirus (COVID-19) pandemic and its anticipated impact on The Middleby Corporation’s (the “Company”) operations, all of our executive officers, including our Chief Executive Officer, Chief Operating Officer, Treasurer, and Chief Financial Officer, waived their base salaries, or a portion thereof, for the remainder of 2020. In exchange for such waiver of salary, each executive officer will receive that number of shares of Company stock having a value equal to their foregone salary (determined based on the closing price of the Company stock as of April 9, 2020), which shall be payable December 28, 2020, contingent upon their continued employment with the Company through such date. Pursuant to such waiver, our Chief Executive Officer, Timothy J. FitzGerald, and Chief Operating Officer, David Brewer, completely waived their remaining 2020 base salaries in exchange for a commensurate stock grant. Our Vice President, Treasurer and Secretary, Martin M. Lindsay, and Chief Financial Officer, Bryan E. Mittelman, waived 50 percent of their remaining 2020 base salaries in exchange for a commensurate stock grant. All of the executive officers noted above have also waived all other cash incentive compensation for 2020, including pursuant to the Company’s Value Creation Incentive Plan.
In addition, effective April 10, 2020, each director serving on our board of directors has waived 50 percent of the remainder of his or her 2020 annual board fees.
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.
| Dated: April 16, 2020 | THE MIDDLEBY CORPORATION | |
| By: | /s/ Timothy J. FitzGerald | |
| Timothy J. FitzGerald | ||
| President and Chief Executive Officer | ||