MIDDLEBY Corp — Director's Dealing 2013

Jun 3, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MIDDLEBY CORP (MIDD)
CIK: 0000769520
Period of Report: 2013-05-28

Reporting Person: BASSOUL SELIM A (Director, CEO, Chairman, President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-28	Common Stock	M	15251	$9.235	Acquired	320137	Direct
2013-05-28	Common Stock	S	15251	$168.65	Disposed	304886	Direct
2013-05-29	Common Stock	M	5134	$9.235	Acquired	310020	Direct
2013-05-29	Common Stock	S	5134	$166.83	Disposed	304886	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-28	Stock Option (Right to Buy)	$9.235	M	15251	Disposed	2013-10-23	Common Stock (15251)	Direct
2013-05-29	Stock Option (Right to Buy)	$9.235	M	5134	Disposed	2013-10-23	Common Stock (5134)	Direct

Footnotes

F1: Shares sold pursuant to existing 10b5-1 plan.

F2: Exercise of vested stock options granted on October 23, 2003 at a split adjusted exercise price of $9.235. The option grant was 100% vested on the date of grant.

F3: The sales price reported is the weighted average sale price for the number of shares sold. Full information regarding the number of shares sold at each separate price will be supplied upon request by the Securities & Exchange Commission staff, the Issuer or a security holder of the Issuer.

F4: Reflects the correct number of derivative securities beneficially owned by the reporting person following the reported transaction. The Form 4 filed by the reporting person on September 7, 2007 inadvertently under-stated the reporting person's beneficial ownership of derivative securities by 712 options.