Date of Report (Date of earliest event reported) October 27, 2026
Cintas Corporation
(Exact name of registrant as specified in its charter)
Washington
0-11399
31-1188630
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification Number)
6800 Cintas Boulevard, P.O. Box 625737,
Cincinnati,
Ohio
45262-5737
(Address of Principal Executive Offices)
(Zip Code)
Registrant's telephone number, including area code: (513) 459-1200
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:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading symbol(s)
Name of each exchange on which registered
Common stock, no par value
CTAS
The NASDAQ Stock Market LLC
(NASDAQ Global Select Market)
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
On October 27, 2026, Cintas Corporation (the Corporation) held its 2026 Annual Meeting of Shareholders (the Annual Meeting). The following matters were submitted to a vote of shareholders at the Annual Meeting:
Item No. 1:
The shareholders elected the persons listed below as directors of the Corporation. The voting results were as follows:
Name
Shares For
Shares Against
Abstentions
Broker Non-Votes
Beverly K. Carmichael
340,101,155
11,614,190
315,983
17,196,153
Karen L. Carnahan
339,532,556
12,195,137
303,635
17,196,153
Robert E. Coletti
326,382,847
25,477,816
170,665
17,196,153
Scott D. Farmer
338,953,839
12,931,489
146,000
17,196,153
Martin Mucci
339,274,216
12,592,564
164,548
17,196,153
Joseph Scaminace
311,973,244
39,884,795
173,289
17,196,153
Todd M. Schneider
346,799,709
5,072,144
159,475
17,196,153
Ronald W. Tysoe
331,380,116
20,470,355
180,857
17,196,153
Item No. 2:
The shareholders approved an advisory resolution on named executive officer compensation. The voting results were as follows:
For
Against
Abstain
Broker Non-Votes
336,738,910
15,045,083
247,335
17,196,153
Item No. 3:
The shareholders approved the ratification of the selection of Ernst & Young LLP as the Corporation’s independent registered public accounting firm for fiscal 2027. The voting results were as follows:
For
Against
Abstain
348,654,615
20,409,796
163,070
Item No. 4:
The shareholders approved the proposal regarding the reincorporation of the Corporation from the State of Washington to the State of Delaware. The voting results were as follows:
For
Against
Abstain
Broker Non-Votes
350,354,401
520,454
1,156,473
17,196,153
Item No. 5:
The shareholders did not approve the shareholder proposal regarding support for governance by majority voting. The voting results were as follows:
For
Against
Abstain
Broker Non-Votes
152,641,198
198,003,078
1,387,052
17,196,153
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CINTAS CORPORATION
Date:
October 30, 2026
By:
/s/ Scott A. Garula
Scott A. Garula
Executive Vice President and Chief Financial Officer