form8k.htm
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): April 10, 2008

THE MIDDLEBY CORPORATION
(Exact Name of Registrant as Specified in its Charter)

Delaware
  
1-9973
  
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 8.01                      Other Events.

Due to a clerical error, the table of Security Ownership of Certain Beneficial Owners and Management set forth on page 28 of the Company’s proxy statement dated March 28, 2008 relating to the Company’s Annual Meeting of Stockholders to be held on May 9, 2008 incorrectly reported the number of shares of the Company’s common stock held as of March 21, 2008 by “All directors and executive officers of the Company” as 1,156,951 shares.  The correct number of shares of the Company’s common stock held by this group as of such date was 1,967,128.  The percentage ownership for this group was correctly reported as 11.1% in the proxy statement as filed on March 28, 2008.
 


 
 
 

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.

 
THE MIDDLEBY CORPORATION
     
Dated: April 10, 2008
By:
/s/ Timothy J. FitzGerald
   
Timothy J. FitzGerald
   
Vice President and Chief Financial Officer