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Cover and table of contents

10-K 1 ctas531201910k.htm 10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

XANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended May 31, 2019
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File No. 0-11399

Cintas Corporation

(Exact name of registrant as specified in its charter)

Washington31-1188630
(State or Other Jurisdiction of Incorporation)(IRS Employer Identification Number)
6800 Cintas Boulevard P.O. Box 625737 Cincinnati, Ohio 45262-5737
(Address of Principal Executive Offices)

Registrant's Telephone Number, Including Area Code: (513) 459-1200

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading symbol(s)Name of each exchange on which registered
Common stock, no par valueCTASThe NASDAQ Stock Market LLC (NASDAQ Global Select Market)

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

YESüNO

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

YESNOü

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.

YESüNO

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files.

YESüNO

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large Accelerated FilerüAccelerated FilerNon-Accelerated Filer
Smaller Reporting CompanyEmerging 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.

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act).

YESNOü

The aggregate market value of the Registrant's Common Stock held by non-affiliates as of November 30, 2018, was $19,698,043,866 based on a closing sale price of $187.38 per share. As of June 30, 2019, 184,831,098 shares of the Registrant's Common Stock were issued and 102,487,039 shares were outstanding.

Documents Incorporated by Reference

Portions of the Registrant's Proxy Statement to be filed with the Commission for its 2019 Annual Meeting of Shareholders are incorporated by reference in Part III of this Form 10-K.

Cintas Corporation

Index to Annual Report on Form 10-K

Page
Part I
Item 1.Business3
Item 1A.Risk Factors5
Item 1B.Unresolved Staff Comments9
Item 2.Properties10
Item 3.Legal Proceedings10
Item 4.Mine Safety Disclosures10
Part II
Item 5.Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities11
Item 6.Selected Financial Data14
Item 7.Management's Discussion and Analysis of Financial Condition and Results of Operations15
Item 7A.Quantitative and Qualitative Disclosures About Market Risk30
Item 8.Financial Statements and Supplementary Data31
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure81
Item 9A.Controls and Procedures81
Item 9B.Other Information81
Part III
Item 10.Directors, Executive Officers and Corporate Governance82
Item 11.Executive Compensation82
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters82
Item 13.Certain Relationships and Related Transactions, and Director Independence82
Item 14.Principal Accountant Fees and Services82
Part IV
Item 15.Exhibits and Financial Statement Schedules83
Item 16.Form 10-K Summary84

Part I

Next: Item 1. Business