0001040188-24-000036.txt : 20240207 0001040188-24-000036.hdr.sgml : 20240207 20240207092137 ACCESSION NUMBER: 0001040188-24-000036 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240207 DATE AS OF CHANGE: 20240207 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MIDDLEBY Corp CENTRAL INDEX KEY: 0000769520 STANDARD INDUSTRIAL CLASSIFICATION: REFRIGERATION & SERVICE INDUSTRY MACHINERY [3580] ORGANIZATION NAME: 06 Technology IRS NUMBER: 363352497 STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-36628 FILM NUMBER: 24602416 BUSINESS ADDRESS: STREET 1: 1400 TOASTMASTER DRIVE CITY: ELGIN STATE: IL ZIP: 60120 BUSINESS PHONE: 8477413300 MAIL ADDRESS: STREET 1: 1400 TOASTMASTER DRIVE CITY: ELGIN STATE: IL ZIP: 60120 FORMER COMPANY: FORMER CONFORMED NAME: MIDDLEBY CORP DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VICTORY CAPITAL MANAGEMENT INC CENTRAL INDEX KEY: 0001040188 ORGANIZATION NAME: IRS NUMBER: 132700161 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 15935 LA CANTERA PARKWAY CITY: SAN ANTONIO STATE: TX ZIP: 78256 BUSINESS PHONE: 2168982400 MAIL ADDRESS: STREET 1: 15935 LA CANTERA PARKWAY CITY: SAN ANTONIO STATE: TX ZIP: 78256 FORMER COMPANY: FORMER CONFORMED NAME: KEY ASSET MANAGEMENT INC/OH DATE OF NAME CHANGE: 19990325 SC 13G 1 middlebycorp13g_123123.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

Middleby Corp

(Name of Issuer)

Common Stock

(Title of Class of Securities)

596278101

(CUSIP Number)

December 31, 2023

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
x  Rule 13d-1(b)
¨  Rule 13d-1(c)
¨  Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 
 

 

         
CUSIP No. 596278101   13G   Page 2 of 4 Pages
         

 

         
1.  

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Victory Capital Management Inc.

13-2700161

   
2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    ¨
(b)    ¨
   
3.   SEC USE ONLY
 
   
4.   CITIZENSHIP OR PLACE OF ORGANIZATION
 
New York
   

 

         
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH   5.   SOLE VOTING POWER
 
2,710,583
  6.   SHARED VOTING POWER
 
0
  7.   SOLE DISPOSITIVE POWER
 
2,762,555
  8.   SHARED DISPOSITIVE POWER
 
0

 

         
9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,762,555
   
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)    ¨
   
11.  

PERCENT OF CLASS REPRSENTED BY AMOUNT IN ROW (9)

 

5.15%

   
12.   TYPE OF REPORTING PERSON (see instructions)

IA
   
         
 
 

 

         
CUSIP No. 596278101   13G   Page 3 of 4 Pages
         

Item 1.

  (a)

Name of Issuer

Middleby Corp
  (b)

Address of Issuer’s Principal Executive Offices

1400 Toastmaster Drive Elgin, IL 60120

     

Item 2.

  (a) Name of Persons Filing
  Victory Capital Management Inc.
     
  (b)

Address of the Principal Office or, if none, residence
4900 Tiedeman Rd. 4th Floor

Brooklyn, OH 44144

     
  (c) Citizenship
  New York
     
  (d) Title of Class of Securities
  Common Stock
     
  (e) CUSIP Number
  596278101
     
     

Item 3.  If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

  (a) ¨ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
       
  (b) ¨ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
       
  (c) ¨ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
       
  (d) ¨ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
       
  (e) x An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
       
  (f) ¨ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
       
  (g) ¨ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
       
  (h) ¨ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
       
  (i) ¨ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
       
  (j) ¨ Group, in accordance with §240.13d-1(b)(1)(ii)(J).
 
 

Item 4.  Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

         
  (a)   Amount beneficially owned:  2,762,555
         
  (b)   Percent of class:  5.15%
         
  (c)   Number of shares as to which the person has:  
         
      (i) Sole power to vote or to direct the vote:  2,710,583
         
      (ii) Shared power to vote or to direct the vote:  0
         
      (iii) Sole power to dispose or to direct the disposition of: 2,762,555
         
      (iv) Shared power to dispose or to direct the disposition of:  0
           

 

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

Item 5.  Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨.

 

Item 6.  Ownership of More than Five Percent on Behalf of Another Person.

The clients of Victory Capital Management Inc., including investment companies registered under the Investment Company Act of 1940 and separately managed accounts, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the class of securities reported herein of Middleby Corp. No client has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, more than 5% of such class.

 

Item 7.  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not applicable.

Item 8.  Identification and Classification of Members of the Group.

 Not applicable.

Item 9.  Notice of Dissolution of Group.

 Not applicable.

         

 

 
 

 

         
CUSIP No. 596278101   13G   Page 4 of 4 Pages
         

Item 10.  Certification.

(a)   The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):
         
      By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.  
         

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

2/7/2024

Date

 

/s/ Barry Garrett

 

Barry Garrett/Chief Compliance Officer