Summary of Significant Accounting Policies

9 Months Ended

Oct. 03, 2026

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The Condensed Consolidated Financial Statements have been prepared by The Middleby Corporation (the "company" or “Middleby”), pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The financial statements are unaudited and certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the company believes that the disclosures are adequate to make the information not misleading. These financial statements should be read in conjunction with the financial statements and related notes contained in the company's 2025 Form 10-K. The company’s interim results are not necessarily indicative of future full year results for the fiscal year 2026.

In the opinion of management, the financial statements contain all adjustments, which are normal and recurring in nature, necessary to present fairly the financial position of the company as of October 3, 2026 and January 3, 2026, the results of operations for the three and nine months ended October 3, 2026 and September 27, 2025, cash flows for the nine months ended October 3, 2026 and September 27, 2025 and statement of stockholders' equity for the three and nine months ended October 3, 2026 and September 27, 2025.

Residential Transaction

On February 2, 2026, the company completed a transaction selling a 51% stake in its Residential Kitchen Equipment Group to an affiliate of 26North Partners LP (the “Residential Transaction”). Upon the close of the Residential Transaction, the company retained a 49% non-controlling equity interest in Composition Brands, a new standalone entity holding the Residential Kitchen Equipment business ("Composition Brands"). The company received cash proceeds at closing of $564.6 million, net of cash disposed, and a promissory note payable by Composition Brands in the principal amount of $135.0 million, with an initial fair value of $82.4 million. The company's retained interest in Composition Brands had an initial fair value of $150.8 million.

The sale of the Residential Kitchen Equipment Group represents a strategic shift that will have a major effect on the company's operations and financial results. Due to this shift, the Residential Kitchen Equipment Group’s financial results are reflected in the Condensed Consolidated Statements of Comprehensive Income and Condensed Consolidated Statements of Cash Flows as discontinued operations through the date of deconsolidation. The assets and liabilities of the Residential Kitchen Equipment Group have been reclassified and reported as assets and liabilities of discontinued operations in the Condensed Consolidated Balance Sheets through the date of deconsolidation. These changes have been applied to all periods presented. Additionally, all of the Notes to the Condensed Consolidated Financial Statements have been retrospectively restated to only include the company's continuing operations, unless noted otherwise.

The Residential Kitchen Equipment Group, historically presented as a reportable segment, is no longer included in segment results. Certain prior year amounts within the company's segment reporting that were previously associated with the Residential Kitchen Equipment Group were excluded from the scope of the Residential Transaction and are now included within Corporate and Other. All prior period segment disclosures have been recast to reflect these changes. See Note 6 to these Notes to the Condensed Consolidated Financial Statements for further information regarding the company’s business segment results.

See Notes 3 and 8 to these Notes to the Condensed Consolidated Financial Statements for further information on the retained equity method investment and discontinued operations, respectively.

Midera Spin-off

On July 6, 2026, the company completed the previously announced separation of its food processing business, Midera Food Processing, Inc. (“Midera”), into a new, publicly traded company (the “Spin-off”). The Spin-off was achieved through the distribution by the company of 100% of the issued and outstanding shares of Midera common stock on a pro rata basis to the holders of the company’s common stock. The Spin-off was structured as a tax-free distribution for U.S. federal income tax purposes. Midera is now an independent public company trading under the symbol “MFP” on The Nasdaq Stock Market LLC.

The Spin-off of Midera represents a strategic shift that will have a major effect on the company's operations and financial results. Due to this shift, Midera’s financial results are reflected in the Condensed Consolidated Statements of Comprehensive Income and Condensed Consolidated Statements of Cash Flows as discontinued operations through the date of deconsolidation. The assets and liabilities of Midera have been reclassified and reported as assets and liabilities of discontinued operations in the Condensed Consolidated Balance Sheets through the date of deconsolidation. These changes have been applied to all periods

presented. Additionally, all of the Notes to the Condensed Consolidated Financial Statements have been retrospectively restated to only include the company's continuing operations, unless noted otherwise.

Midera, historically presented as the Food Processing Equipment Group reportable segment, is no longer included in segment results. See Note 6 to these Notes to the Condensed Consolidated Financial Statements for further information regarding the company’s business segment results.

See Note 8 to these Notes to the Condensed Consolidated Financial Statements for further information on discontinued operations.

Closure of Brewing Businesses

During the third quarter of 2026, the company announced it would close its brewing businesses with the wind-down expected to be substantially complete by the end of fiscal 2026.

In connection with the decision to close the businesses, the company recognized non-cash impairment charges of $20.0 million during the three and nine months ended October 3, 2026, included in Impairments in the Condensed Consolidated Statements of Comprehensive Income. These impairment charges include write-downs of $10.1 million related to intangible assets, $0.8 million related to property, plant and equipment, and $3.1 million related to operating lease right-of-use assets to their estimated fair values, as well as a write-down of $6.0 million related to a cost method investment in a brewing-related business. Additionally, the company recorded $5.5 million of other non-cash charges in connection with the closure, primarily comprised of inventory excess and obsolescence reserves, reflected in Cost of sales in the Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended October 3, 2026. The company expects to incur additional charges related to severance and other exit costs as the closure progresses.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires the company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses. Significant estimates and assumptions are used for, but are not limited to, allowances for credit losses, reserves for excess and obsolete inventories, long-lived and intangible assets, equity method investments, note receivables, warranty reserves, insurance reserves, income tax reserves, non-cash share-based compensation and post-retirement obligations. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed in the notes herein.