Cintas (CTAS) 10-K risk factor changes: FY2020 vs FY2019

[removed: This] [added: *This] Annual Report on Form 10-K contains forward-looking statements.

Factors that might cause such a difference include, but are not limited to, [removed: risks inherent with] the [removed: G&K transaction in the achievement of cost synergies and the timing thereof, including whether the transaction will be accretive and within the expected timeframe and the actual amounts of future integration expenses; the] possibility of greater than anticipated operating costs including energy and fuel costs; lower sales volumes; loss of customers due to outsourcing trends; the performance and costs of integration of [removed: acquisitions, including G&K;] [added: acquisitions;] fluctuations in costs of materials and labor including increased medical costs; costs and possible effects of union organizing activities; failure to comply with government regulations concerning employment discrimination, employee pay and benefits and employee health and safety; the effect on operations of exchange rate fluctuations, tariffs and other political, economic and regulatory risks; uncertainties regarding any existing or newly-discovered expenses and liabilities related to environmental compliance and remediation; the cost, results and ongoing assessment of internal controls for financial reporting required by the Sarbanes-Oxley Act of 2002; the effect of new accounting pronouncements; [removed: costs of our SAP system implementation;] disruptions caused by the inaccessibility of computer systems data, including cybersecurity risks; the initiation or outcome of litigation, investigations or other proceedings; higher assumed sourcing or distribution costs of products; the disruption of operations from catastrophic or extraordinary [removed: events;] [added: events including viral pandemics such as] the [added: COVID-19 coronavirus; the] amount and timing of repurchases of our common stock, if any; changes in federal and state tax and labor laws; and the reactions of competitors in terms of price and service.

Additional risks and uncertainties presently not known to us or that we currently believe to be immaterial may also harm our [removed: business.][added: business.*]

[removed: Negative] [added: *Negative] global economic [removed: factors] [added: factors, including the COVID-19 pandemic,] may adversely affect our financial [removed: performance.][added: performance.*]

[removed: Increased] [added: *Increased] competition could adversely affect our financial [removed: performance.][added: performance.*]

[removed: An] [added: *An] inability to open new, cost effective operating facilities may adversely affect our expansion [removed: efforts.][added: efforts.*]

[removed: Risks] [added: *Risks] associated with our acquisition practice could adversely affect our [added: consolidated] results of [removed: operations.][added: operations.*]

[removed: Our] [added: *Our] indebtedness may limit cash flow available to invest in the ongoing needs of our [removed: business.][added: business.*]

[removed: Changes] [added: *Changes] in the fuel and energy industry could adversely affect our [added: consolidated] financial condition and [added: consolidated] results of [removed: operations.][added: operations.*]

The price of fuel and energy needed to run our vehicles and equipment is unpredictable and fluctuates based on events outside our control, including geopolitical developments, supply and demand for fuel and other energy related products, actions by energy producers, war and unrest in oil producing countries, regional production patterns, limits on refining capacities, natural [removed: disasters and] [added: disasters,] environmental [removed: concerns.][added: concerns and viral pandemics such as COVID-19.]

[removed: Failure] [added: *Failure] to preserve positive labor relationships with our employees could adversely affect our consolidated results of [removed: operations.][added: operations.*]

[removed: Risks] [added: *Risks] associated with the suppliers from whom our products are sourced could adversely affect our [added: consolidated] results of [removed: operations.][added: operations.*]

Our ability to find qualified suppliers who meet our standards, and to access products in a timely and efficient manner is a significant challenge, especially with respect to suppliers located and goods sourced outside the [removed: United States.][added: U.S. Political and economic stability in the countries in which foreign suppliers are located, the financial stability of suppliers, suppliers' failure to meet our supplier standards, labor problems experienced by our suppliers, the availability of raw materials to suppliers, currency exchange rates, transport availability and cost, inflation and other factors relating to the suppliers and the countries in which they are located are beyond our control.]

These and other [removed: factors] [added: factors, including the potential negative impact of viral pandemics such as COVID-19] affecting our suppliers and our access to products could adversely affect our consolidated results of operations.

[removed: Fluctuations] [added: *Fluctuations] in foreign currency exchange could adversely affect our [added: consolidated] financial condition and [added: consolidated] results of [removed: operations.][added: operations.*]

We earn revenue, pay expenses, own assets and incur liabilities in countries using currencies other than the U.S. dollar, [removed: including] [added: primarily] the Canadian [removed: dollar, British pound, and the euro.][added: dollar.]

In fiscal years [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017,] [added: 2018,] revenue denominated in currencies other than the U.S. dollar represented less than 10% of our consolidated revenue.

[removed: Failure] [added: *Failure] to comply with federal and state regulations to which we are subject could result in penalties or costs that could adversely affect our [added: consolidated] results of [removed: operations.][added: operations.*]

In particular, we are subject to the regulations promulgated by the U.S. Department of [removed: Transportation, or USDOT,] [added: Transportation (USDOT)] and under the Occupational Safety and Health Act of 1970, as [removed: amended, or OSHA.][added: amended (OSHA).]

We have incurred, and will continue to incur, capital and operating expenditures and other costs in the ordinary course of our business in complying with the USDOT, OSHA and other laws and [removed: regulations to which we are subject.]

[removed: We] [added: *We] are subject to legal proceedings that may adversely affect our [added: consolidated] financial condition and [added: consolidated] results of [removed: operations.][added: operations.*]

[removed: Compliance] [added: *Compliance] with environmental laws and regulations could result in significant costs that adversely affect our [added: consolidated] results of [removed: operations.][added: operations.*]

We are currently involved in a limited number of remedial investigations and actions at various [removed: locations, including those acquired in the G&K acquisition.][added: locations.]

[added: While we regularly engage in environmental due] diligence in connection with acquisitions, we can give no assurance that locations that have been acquired or leased have been operated in compliance with environmental laws and regulations during prior periods or that future uses or conditions will not make us liable under these laws or expose us to third-party actions, including tort suits.

[removed: We] [added: *We] rely extensively on computer [removed: systems] [added: systems, including third-party systems,] to process transactions, maintain information and manage our businesses.

Disruptions in the availability of computer systems due to implementation of a new system or otherwise, or privacy breaches involving computer systems, could impact our ability to service our customers and adversely affect our sales, [added: consolidated] results of operations and reputation and expose us to litigation [removed: risk.][added: risk.*]

Our businesses rely on [removed: our] [added: various] computer [removed: systems] [added: systems, including third-party systems,] to provide customer information, process customer transactions and provide other general information necessary to manage our businesses.

[removed: In addition, cyber-security] [added: security] attacks are evolving and include, but are not limited to, malicious software, attempts to gain unauthorized access to data and other electronic security breaches that could lead to disruptions in systems, unauthorized release of confidential or otherwise protected information and corruption of data.

[removed: Failure] [added: *Failure] to achieve and maintain effective internal controls could adversely affect our business and stock [removed: price.][added: price.*]

[removed: We] [added: *We] may experience difficulties in attracting and retaining competent personnel in key [removed: positions.][added: positions.*]

[removed: Unexpected] [added: *Unexpected] events could negatively impact our operations and adversely affect our [added: consolidated] results of [removed: operations.][added: operations.*]

Unexpected events, including fires or explosions at facilities, severe weather conditions, natural disasters such as hurricanes and tornadoes, war or terrorist activities, unplanned outages, [added: viral pandemics such as COVID-19,] supply disruptions, failure of equipment or systems or changes in laws and/or regulations impacting our businesses, could adversely affect our consolidated results of operations.

[removed: We] [added: *We] may recognize impairment charges, which could adversely affect our [added: consolidated] financial condition and [added: consolidated] results of [removed: operations.][added: operations.*]

The estimated fair value of these assets is impacted [removed: by general economic] [added: by, but not limited to, macroeconomic, industry and market] conditions in the locations in which we operate.

[removed: If our assessment of goodwill, other intangible assets or long-lived assets indicates an impairment of the carrying value] for which we recognize an impairment charge, this may adversely affect our consolidated financial condition and consolidated results of operations.

[removed: The] [added: *The] effects of credit market volatility and changes in our credit ratings could adversely affect our liquidity and [added: consolidated] results of [removed: operations.][added: operations.*]

[removed: Increases] [added: *Increases] in income tax rates, changes in income tax laws or unfavorable resolution of tax matters could adversely impact our financial [removed: results.][added: results.*]

We are also subject to tax audits, including with respect to transfer pricing, in the [removed: United States] [added: U.S.] and other jurisdictions and our tax positions may be challenged by tax authorities.

The COVID-19 pandemic has created widespread disruption in the global economy and is having an adverse impact on our consolidated results of operations and financial performance, as well as on the results of operations and financial performance of many of the customers and suppliers in industries that we serve and operate.

The duration of the pandemic itself and the market and workplace disruptions it has caused, including disruptions imposed by federal, state and local actions, as well as the potential for new government regulations, and the long-term effects on the economy and our customers are uncertain and as yet unknowable.

These factors, as they become more certain, could adversely affect our workforce, sales and overall business.

Furthermore, the ultimate impact of the COVID-19 pandemic on our consolidated results of operations and financial performance depends on

5

many factors that are not within our control, including, but not limited to: governmental, business and individuals’ actions that have been and continue to be taken in response to the pandemic; the impact of the pandemic and actions taken in response on global and regional economies; the availability of federal, state or local funding programs; general economic uncertainty in key financial markets and financial market volatility; global economic conditions and levels of economic growth; and the pace of recovery when the COVID-19 pandemic subsides.

We are unable to predict the extent to which the pandemic and related impacts will continue to adversely impact our business operations, financial performance, consolidated results of operations, consolidated financial position and the achievement of our strategic objectives.

6

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regulations to which we are subject.

In addition, cyber-

8

We also rely on software applications, enterprise cloud storage systems and cloud computing services provided by third-party vendors for certain information technology services, including our SAP enterprise system, payroll data, risk management data and lease data.

If these third-party vendors, as well as our suppliers and other vendors, experience service interruptions or damage, security breaches, cyber-attacks, computer viruses, ransomware or other similar events or intrusions, our business and our consolidated results of operations may be adversely affected.

If our assessment of goodwill, other intangible assets or long-lived assets indicates an impairment of the carrying value

9

Political and economic stability in the countries in which foreign suppliers are located, the financial stability of suppliers, suppliers' failure to meet our supplier standards, labor problems experienced by our suppliers, the availability of raw materials to suppliers, currency exchange rates, transport availability and cost, inflation and other

factors relating to the suppliers and the countries in which they are located are beyond our control.

While we regularly engage in environmental due

[added: Analysis] of Financial Condition and Results of [removed: Operations][added: Operations]

[removed: Business Strategy][added: Business Strategy]

Cintas helps more than one million businesses of all types and sizes, primarily in [removed: North America,] [added: the U.S.,] as well as [added: Canada,] Latin America, Europe and Asia, get [removed: Ready™] [added: READY™] to open their doors with confidence every day by providing a wide range of products and services that enhance our customers’ image and help keep their facilities and employees clean, safe and looking their best.

With products and services including uniforms, [removed: floor care,] [added: mats, mops,] restroom supplies, first aid and safety products, fire extinguishers and [removed: testing] [added: testing,] and [removed: safety] [added: training] and compliance [removed: training,] [added: courses,] Cintas helps customers get [removed: Ready] [added: Ready] for the [removed: Workday™.][added: Workday®.]

[removed: Results] [added: Results] of [removed: Operations][added: Operations]

Cintas’ two reportable operating segments are [added: the] Uniform Rental and Facility Services [added: operating segment] and [added: the] First Aid and Safety [removed: Services.][added: Services operating segment.]

The remainder of Cintas’ business, which consists of Fire Protection Services [added: operating segment] and [removed: its] [added: the] Uniform Direct Sale [removed: business,] [added: operating segment,] is included in All Other.

Revenue and income before income taxes for each of these reportable operating segments for the years ended May 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017] [added: 2018] are presented in [removed: Note 15] [added: [Note 14](#i6100586ca64547a4aecebc474819301a_145)] entitled Operating Segment Information of [removed: "Notes] [added: "[Notes] to Consolidated Financial [removed: Statements."] [added: Statements](#i6100586ca64547a4aecebc474819301a_85)."] The Company regularly reviews its operating segments for reporting purposes based on the information its chief operating decision maker regularly reviews for purposes of allocating resources and assessing performance and makes changes when appropriate.

See [removed: Note 17] [added: [Note 12](#i6100586ca64547a4aecebc474819301a_136)] entitled [removed: Discontinued Operations] [added: Stock-Based Compensation] of [removed: "Notes] [added: "[Notes] to Consolidated Financial [removed: Statements"] [added: Statements](#i6100586ca64547a4aecebc474819301a_85)"] for [removed: additional] [added: further] information.

Cintas adopted this [removed: ASU, and all the related amendments,] [added: standard] effective June 1, [removed: 2018] [added: 2019,] using [removed: the] [added: a] modified retrospective [removed: method.][added: transition approach.]

See [removed: Note 1 entitled Significant Accounting Policies and Note 2] [added: [Note 2](#i6100586ca64547a4aecebc474819301a_94)] entitled Revenue Recognition of [removed: "Notes] [added: the "[Notes] to Consolidated Financial [removed: Statements"] [added: Statements](#i6100586ca64547a4aecebc474819301a_85)"] for more [removed: information.][added: information on Cintas' revenue.]

| | [added: | | 2020 | | | | | |] 2019 | | [added: | | | |] 2018 | | [removed: 2017] |

| Revenue: | | | | | | [added: | | | | | | | | | | | |]

| Uniform Rental and Facility Services | [added: | | 79.7% | | | | | |] 80.6% | | [added: | | | |] 81.0% | | [removed: 79.0%] |

| First Aid and Safety Services | [added: | | 10.0% | | | | | |] 9.0% | | [added: | | | |] 8.7% | | [removed: 9.5%] |

| All Other | [added: | | 10.3% | | | | | |] 10.4% | | [added: | | | |] 10.3% | | [removed: 11.5%] |

| Total revenue | [added: | |] 100.0% | | [added: | | | |] 100.0% | | [added: | | | |] 100.0% | [added: | |]

| Cost of sales: | | | | | | [added: | | | | | | | | | | | |]

| Uniform Rental and Facility Services | [added: | | 54.1% | | | | | |] 54.5% | | [added: | | | |] 55.0% | | [removed: 54.9%] |

| First Aid and Safety Services | [added: | | 52.2% | | | | | |] 52.0% | | [added: | | | |] 52.9% | | [removed: 54.7%] |

| All Other | [added: | | 58.2% | | | | | |] 57.4% | | [added: | | | |] 57.5% | | [removed: 58.3%] |

| Total cost of sales | [added: | | 54.4% | | | | | |] 54.6% | | [added: | | | |] 55.1% | | [removed: 55.3%] |

| Gross margin: | | | | | | [added: | | | | | | | | | | | |]

| Uniform Rental and Facility Services | [added: | | 45.9% | | | | | |] 45.5% | | [added: | | | |] 45.0% | | [removed: 45.1%] |

| First Aid and Safety Services | [added: | | 47.8% | | | | | |] 48.0% | | [added: | | | |] 47.1% | | [removed: 45.3%] |

| All Other | [added: | | 41.8% | | | | | |] 42.6% | | [added: | | | |] 42.5% | | [removed: 41.7%] |

| Total gross margin | [added: | | 45.6% | | | | | |] 45.4% | | [added: | | | |] 44.9% | | [removed: 44.7%] |

| Selling and administrative expenses: | | | | | | [added: | | | | | | | | | | | |]

| Uniform Rental and Facility Services | [added: | | 28.1% | | | | | |] 27.6% | | [added: | | | |] 28.6% | | [removed: 27.1%] |

| First Aid and Safety Services | [added: | | 32.7% | | | | | |] 33.4% | | [added: | | | |] 33.7% | | [removed: 34.9%] |

| All Other | [added: | | 34.9% | | | | | |] 33.3% | | [added: | | | |] 33.9% | | [removed: 34.5%] |

| Total selling and administrative expenses | [added: | | 29.2% | | | | | |] 28.7% | | [added: | | | |] 29.6% | | [removed: 28.7%] |

| G&K Services, Inc. [removed: transaction and] integration expenses | [added: | | —% | | | | | |] 0.2% | | [added: | | | |] 0.6% | | [removed: 1.5%] |

| Gain on sale of a cost method investment | [removed: 1.0%] | | —% | | [added: | | | | 1.0% | | | | | |] —% | [added: | |]

| Interest expense, net | [added: | |] 1.5% | | [added: | | | | 1.5% | | | | | |] 1.7% | | [removed: 1.6%] |

| Income from continuing operations before income taxes | [added: | | 14.9% | | | | | |] 16.0% | | [added: | | | |] 13.0% | | [removed: 12.9%] |

[removed: Fiscal 2019] [added: Fiscal 2020] Compared to Fiscal [removed: 2018][added: 2019]

Fiscal [removed: 2019] [added: 2020] total revenue was [removed: $6.9] [added: $7.1] billion, an increase of [removed: 6.4%] [added: 2.8%] over the prior fiscal year.

Revenue increased organically by [removed: 6.5%] [added: 3.1%] as a result of increased sales volume.

Organic growth adjusts for the impact of acquisitions, [removed: divestitures and] foreign currency exchange rate [removed: fluctuations.][added: fluctuations and workday differences.]

This Management’s Discussion and Analysis of Financial Condition and Results of Operations focuses on discussion of fiscal 2020 results compared to 2019 results.

For discussion of fiscal 2019 results compared to fiscal 2018 results, see the "Management’s Discussion and Analysis of Financial Condition and Results of Operations” within our Annual Report on Form 10-K for the fiscal year ended May 31, 2019, filed with the SEC on July 26, 2019.

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In March 2020, the World Health Organization characterized a novel strain of coronavirus (COVID-19) as a pandemic.

Through the first three quarters of fiscal 2020, the COVID-19 pandemic did not have a significant impact on our business.

However, efforts to contain the spread of COVID-19 intensified during our fiscal 2020 fourth quarter.

Most states and municipalities within the U.S. enacted temporary closures of businesses, issued quarantine orders and took other restrictive measures in response to the COVID-19 pandemic.

Within the U.S., our business was designated an essential business, which allowed us to continue to serve customers that remained open.

We have operations throughout the U.S. and participate in a global supply chain.

During the fourth quarter of fiscal 2020, the existence of the COVID-19 pandemic, the fear associated with the COVID-19 pandemic and the reactions of governments around the world in response to the COVID-19 pandemic to regulate the flow of labor and products and impede the business of our customers, impacted our ability to conduct normal business operations, which had an adverse effect on our business.

In response to the impact of COVID-19, Cintas put in place health and safety measures to keep Cintas employees, contractors and customers safe.

These health and safety measures have not materially impacted our ability to service our customers.

Many of Cintas' customers were also impacted by COVID-19 and we did see an impact on some customer's ability to pay.

While there was minimal disruption to our supply chain, Cintas did experience an increase in inventory caused by the impact of COVID-19.

See [Note 1](#i6100586ca64547a4aecebc474819301a_88) entitled Significant Accounting Policies of "[Notes to Consolidated Financial Statements](#i6100586ca64547a4aecebc474819301a_85)" for additional detail on steps taken to assess the higher collection risk related to our customers and the additional reserve placed on inventory.

Cintas also initiated certain activities to reduce operating costs and better align its workforce with the needs of its ongoing business.

During the fourth quarter of fiscal 2020, Cintas recorded $24.5 million in employee termination costs and $9.2 million in long-lived asset impairment costs.

See [N](#i6100586ca64547a4aecebc474819301a_88)[ote 1](#i6100586ca64547a4aecebc474819301a_88) entitled Significant Accounting Policies of "[Notes to Consolidated Financial Statements](#i6100586ca64547a4aecebc474819301a_85)." The impact of the COVID-19 pandemic is fluid and continues to evolve, and therefore, we cannot predict the extent to which our business, consolidated results of operations, consolidated financial condition or liquidity will ultimately be impacted.

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As previously discussed, the government enactment of temporary closures of certain businesses in response to COVID-19 impacted our ability to service some of our customers during the fourth quarter of fiscal 2020.

As a result, revenue in the fourth quarter was negatively impacted by COVID-19.

Due to the constantly changing impact of COVID-19, uncertainty remains about the pace of the economic recovery and about its impact on future Cintas consolidated financial results.

Revenue increased organically by 7.5% primarily due to improved sales representative productivity and the increased sales of personal protective equipment, offset by a decrease in sales related to customers in All Other as a result of the impact from COVID-19.

Revenue growth was positively impacted by 0.5% due to acquisitions and negatively impacted by 0.4% due to one less workday in fiscal 2020 compared to fiscal 2019.

In addition, as previously discussed, Cintas

19

initiated certain activities to reduce operating costs and better align its workforce with the needs of its ongoing business.

During the fourth quarter of fiscal 2020, Cintas recorded $24.5 million in employee termination costs and $9.2 million in long-lived asset impairment costs.

No material integration expenses were recorded in fiscal 2020.

On March 21, 2017, Cintas completed the acquisition of G&K Services, Inc. (G&K).

G&K is a wholly-owned subsidiary of Cintas that operates within the Uniform Rental and Facility Services operating segment.

In fiscal 2018, Cintas sold a significant business referred to as "Discontinued Services." Prior to the sale of Discontinued Services, the operations were primarily included in All Other and classified as held for sale.

In accordance with the applicable accounting guidance for the disposal of long-lived assets and discontinued operations, the results of Discontinued Services have been excluded from both continuing operations and operating segment results for all periods presented.

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, "Revenue from Contracts with Customers (Topic 606)," to clarify revenue recognition principles.

This guidance is intended to improve disclosure requirements and enhance the comparability of revenue recognition practices.

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| --- | --- |

Uniform Rental and Facility Services reportable operating segment revenue consists predominantly of revenue derived from the rental of corporate identity uniforms and other garments, including flame resistant clothing, and the rental and/or sale of mats, mops, shop towels, restroom supplies and other rental services.

Revenue increased organically by 7.8% primarily due to improved sales representative productivity.

Revenue growth was positively impacted by 1.2% due to acquisitions.

Cost of uniform rental and facility services consists primarily of production expenses, delivery expenses and the amortization of in service inventory, including uniforms, mats, shop towels and other ancillary items.

Cost of other consists primarily of cost of goods sold (predominantly first aid and safety products, uniforms and fire protection products), delivery expenses and distribution expenses in the First Aid and Safety Services reportable operating segment and All Other.

The decrease in net interest expense was primarily due to lower debt outstanding during the fiscal 2019 as a result of the payment of $300.0 million aggregate principal amount of our 6.13% 10-year senior notes

that matured on December 1, 2017.

The increase in income before income taxes was primarily due to revenue growing at a faster pace than expenses, the gain on sale of a cost method investment and the decrease in integration expenses.

The effective tax rate for fiscal 2018 was also largely impacted by the one-time revaluation of deferred tax assets and liabilities as a result of the Tax Cuts and Jobs Act (Tax Act).

The decrease in selling and administrative expenses as a percent of revenue was due to revenue growing at a faster pace than labor and employee-partner related expenses and a one-time cash payment to employee-partners during fiscal 2018 following the enactment of the Tax Act.

The expenses incurred in fiscal 2019 consisted primarily of facility closure expenses.

The increase was primarily due to the increase in sales, the one-time cash payment to employee-partners in the prior year and the reduction in G&K integration expenses.

Revenue increased organically by 9.7% as a result of increased sales volume.

Revenue growth was positively impacted by 0.1% due to acquisitions and negatively impacted by 0.1% due to foreign currency exchange rate fluctuations.

Gross margin for the First Aid and Safety Services reportable operating segment is defined as revenue less cost of goods, warehouse expenses, service expenses and training expenses.

The increase was primarily driven by improved sourcing, leveraging of existing warehouses and optimization of delivery routes.

The decrease in selling and administrative expenses as a percent of revenue was due to revenue growing at a faster pace than labor and employee-partner related expenses and the one-time cash payment to employee-partners during fiscal 2018.

Fiscal 2018 Compared to Fiscal 2017

Fiscal 2018 total revenue was $6.5 billion, an increase of 21.7% over the prior fiscal year.

Revenue increased organically by 7.1% as a result of increased sales volume.

Total revenue was positively impacted by 14.3% due to acquisitions, primarily G&K.

Revenue growth was positively impacted by 0.3% due to foreign currency exchange rate fluctuations.

Organic growth by quarter for fiscal 2018 is as follows:

| First Quarter Ended August 31, 2017 | 8.3% |

| Second Quarter Ended November 30, 2017 | 7.7% |

| Third Quarter Ended February 28, 2018 | 7.8% |

| Fourth Quarter Ended May 31, 2018 | 5.1% |

Revenue from the Uniform Rental and Facility Services reportable operating segment increased 24.9% compared to fiscal 2017.

Revenue was positively impacted by 17.9% due to acquisitions, primarily G&K.

The remaining increase primarily resulted from an organic growth increase in revenue of 6.7%.

The amount of new business grew, resulting from an increase in the number and productivity of sales representatives.

If short-term rates changed by one-half percent (or 50 basis points), Cintas' income before income taxes would change by approximately [removed: $1.1] [added: $0.4] million.

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Cintas Corporation (Cintas, Company, we, us or our), a Washington corporation, helps more than one million businesses of all types and sizes, primarily in [removed: North America,] [added: the United States (U.S.),] as well as [added: Canada,] Latin America, Europe and Asia, get [removed: Ready™] [added: READY™] to open their doors with confidence every day by providing a wide range of products and services that enhance our customers’ image and help keep their facilities and employees clean, safe and looking their best.

With products and services including uniforms, [removed: floor care,] [added: mats, mops,] restroom supplies, first aid and safety products, fire extinguishers and testing, and [removed: safety] [added: training] and compliance [removed: training,] [added: courses,] Cintas helps customers get [removed: Ready] [added: Ready] for the [removed: Workday™.][added: Workday®.]

Cintas’ reportable operating segments are [added: the] Uniform Rental and Facility Services [added: operating segment] and [added: the] First Aid and Safety [removed: Services.][added: Services operating segment.]

The remainder of Cintas’ business, which consists of [added: the] Fire Protection Services [added: operating segment] and [removed: its] [added: the] Uniform Direct Sale [removed: business,] [added: operating segment,] is included in All Other.

The following table sets forth Cintas' total revenue and the revenue derived from each reportable operating segment and [added: the remaining operating segments included in the] All Other [added: category] for the fiscal years ended May 31:

| (In thousands) | [removed: 2019] | | [added: 2020] | | [removed: 2018] | | | | [removed: 2017] [added: 2019] | | | [added: | | | 2018 | | |]

| Uniform Rental and Facility Services | [added: | |] $ | [removed: 5,552,430] [added: 5,643,494] | | | [added: | |] $ | [removed: 5,247,124] [added: 5,552,430] | | | [added: | |] $ | [removed: 4,202,490] [added: 5,247,124] | |

| First Aid and Safety Services | [removed: 619,470] | | [added: 708,569] | | [removed: 564,706] | | | | [removed: 508,233] [added: 619,470] | | | [added: | | | 564,706 | | |]

| All Other | [removed: 720,403] | | [added: 733,057] | | [removed: 664,802] | | | | [removed: 612,658] [added: 720,403] | | | [added: | | | 664,802 | | |]

| Total Revenue | [added: | |] $ | [removed: 6,892,303] [added: 7,085,120] | | | [added: | |] $ | [removed: 6,476,632] [added: 6,892,303] | | | [added: | |] $ | [removed: 5,323,381] [added: 6,476,632] | |

Additional information regarding each reportable operating segment and All Other is also included in [removed: Note 15] [added: [Note 1](#i6100586ca64547a4aecebc474819301a_145)[4](#i6100586ca64547a4aecebc474819301a_145)] entitled Operating Segment Information of [removed: "Notes] [added: "[Notes] to Consolidated Financial [removed: Statements."][added: Statements.](#i6100586ca64547a4aecebc474819301a_85)"]

At May 31, [removed: 2019,] [added: 2020, Cintas, in total, had approximately 11,100 local delivery routes, 472 operational facilities and 12 distribution centers, and] Cintas employed approximately [removed: 45,000] [added: 40,000] employee-partners, of which approximately [removed: 1,600] [added: 1,200] were represented by labor unions.

Cintas purchases fabric, used in the manufacturing of [removed: it's] [added: its] products, from several suppliers.

Environmental spending related to water treatment and waste removal was approximately [added: $20 million in fiscal 2020, approximately] $21 million in fiscal 2019 and approximately $20 million in fiscal 2018.

Capital expenditures to limit or monitor hazardous substances totaled approximately [added: $3 million in fiscal 2020, approximately] $10 million in fiscal 2019 and approximately $2 million in fiscal 2018.

Cintas' SEC filings can be found on the Investors page of its website at [removed: www.cintas.com/investors/highlights.aspx] [added: www.cintas.com/investors/financials.aspx] and its Code of Conduct and Business Ethics can be found on the About Us page of its website at www.cintas.com/company.

In December 2019, a novel strain of coronavirus (COVID-19) was reported to have surfaced in Wuhan, China, and has since spread globally.

In March 2020, the World Health Organization characterized COVID-19 as a pandemic.

Through the first three quarters of fiscal 2020, the COVID-19 pandemic did not have a significant impact on our business.

However, efforts to contain the spread of COVID-19 intensified during our fiscal 2020 fourth quarter.

Most states and municipalities within the U.S. enacted temporary closures of businesses, issued quarantine orders and took other restrictive measures in response to the COVID-19 pandemic.

Within the U.S., our business has been designated an essential business, which allows us to continue to serve customers that remain open.

We have operations throughout the U.S. and participate in a global supply chain.

During the fourth quarter of fiscal 2020, the existence of the COVID-19 pandemic, the fear associated with the COVID-19 pandemic and the reactions of governments around the world in response to the COVID-19 pandemic to regulate the flow of labor and products and impede the business of our customers, impacted our ability to conduct normal business operations, which had an adverse effect on our business.

If we need to close any of our facilities or a critical number of our employees become too ill to work, our business operations could be materially adversely affected in a rapid manner.

Similarly, if our customers experience adverse business consequences due to the COVID-19 pandemic, including being required to shut down their operations, demand for our services and products could also be materially adversely affected in a rapid manner.

The impact of the COVID-19 pandemic is fluid and continues to evolve, and therefore, we cannot predict the extent to which our business, results of operations, financial condition or liquidity will ultimately be impacted.

For more information, see the sections entitled “[Management’s Discussion and Analysis of Financial Condition and Results of Operations](#i6100586ca64547a4aecebc474819301a_40),” and “[Risk Factors](#i6100586ca64547a4aecebc474819301a_16)” within this Annual Report on Form 10-K.

3

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4

On March 21, 2017, Cintas completed the acquisition of G&K Services, Inc. (G&K).

G&K is a wholly-owned subsidiary of Cintas that operates within the Uniform Rental and Facility Services operating segment.

In fiscal 2018, Cintas sold a significant business referred to as "Discontinued Services." Prior to the sale of Discontinued Services, the operations were primarily included in All Other and classified as held for sale.

In accordance with the applicable accounting guidance for the disposal of long-lived assets and discontinued operations, the results of Discontinued Services have been excluded from both continuing operations and operating segment results for all periods presented.

Please see Note 17 entitled Discontinued Operations of "Notes to Consolidated Financial Statements" for additional information.

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In total, Cintas has approximately 11,400 local delivery routes, 470 operational facilities and 11 distribution centers.

The Company and three executive officers were defendants in a purported class action, filed on December 12, 2019, pending in the U.S. District Court for the Southern District of Ohio alleging violations of federal securities laws.

The lawsuit asserted that the defendants made material misstatements regarding the Company’s margins, earnings guidance and regulatory compliance that caused the Company's stock to trade at artificially inflated prices between March 2017 and November 2019.

The lawsuit was dismissed without prejudice on April 22, 2020.

The Company, the Board of Directors, CEO and the Investment Policy Committee are defendants in a purported class action, filed on December 13, 2019, pending in the U.S. District Court for the Southern District of Ohio alleging violations of The Employee Retirement Income Security Act of 1974 (ERISA).

The lawsuit asserts that the defendants improperly managed the costs of the employee retirement plan, breached their fiduciary duties in failing to investigate and select lower cost alternative funds and failed to monitor and control the employee retirement plan’s recordkeeping costs.

The defendants deny liability.

[removed: UNITED STATES][added: UNITED STATES]

[removed: SECURITIES] [added: SECURITIES] AND EXCHANGE [removed: COMMISSION][added: COMMISSION]

[removed: WASHINGTON,] [added: WASHINGTON,] D.C. [removed: 20549][added: 20549]

[removed: FORM 10-K][added: FORM 10-K]

| [removed: X] [added: ☒] | [added: | |] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | | | | | | | |]

| | [added: | |] For the [removed: Fiscal Year Ended] [added: fiscal year ended | | |] May 31, [removed: 2019] [added: 2020] | [added: | | | | |]

| [added: ☐] | [added: | |] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | | | | | | | |]

[removed: |] Commission [removed: File No.] [added: file number] 0-11399 [removed: | |]

[removed: Cintas Corporation][added: Cintas Corporation]

[removed: (Exact] [added: *(Exact] name of registrant as specified in its [removed: charter)][added: charter)*]

| [removed: Washington] [added: Washington] | | [removed: 31-1188630] | [added: | | | 31-1188630 | | |]

| [removed: (State] [added: *(State] or Other Jurisdiction of [removed: Incorporation)] [added: Incorporation)*] | | [removed: (IRS] [added: | | | | *(IRS] Employer Identification [removed: Number)] [added: Number)*] | [added: | |]

| [removed: 6800 Cintas Boulevard P.O. Box 625737 Cincinnati, Ohio 45262-5737] [added: Cincinnati,] | | | [added: Ohio | | | | | | 45262-5737 | | | | | |]

| [removed: (Address] [added: *(Address] of Principal Executive [removed: Offices)] [added: Offices)*] | | | [added: | | | | | | | | | *(Zip Code)* | | |]

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

Securities registered pursuant to Section 12(b) of the [removed: Act:][added: Act]

| Title of each class | | [added: | | | |] Trading symbol(s) | | [added: | | | |] Name of each exchange on which registered | [added: | |]

| Common stock, no par value | | [added: | | | |] CTAS | | [added: | | | |] The NASDAQ Stock Market LLC [removed: (NASDAQ Global Select Market)] | [added: | |]

| | [removed: YES] | [removed: ü] | [added: Yes] | [removed: NO] | | [added: ☒] | | [added: | | | | No | | | | | | ☐ | | | | | |]

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| Large Accelerated Filer | [removed: ü] | [added: | ☒ | | |] Accelerated Filer | | [added: | ☐ | | |] Non-Accelerated Filer | | | [added: ☐ | | | | | |]

| Smaller Reporting Company | | [added: | ☐ | | |] Emerging Growth Company | | | [added: ☐] | | [added: | | | | | | | | | |]

The aggregate market value of the Registrant's Common Stock held by non-affiliates as of November [removed: 30, 2018,] [added: 29, 2019,] was [removed: $19,698,043,866] [added: $26,657,809,636] based on a closing sale price of [removed: $187.38] [added: $257.06] per share.

As of June 30, [removed: 2019, 184,831,098] [added: 2020, 186,894,602] shares of the Registrant's Common Stock were issued and [removed: 102,487,039] [added: 103,499,012] shares were outstanding.

Portions of the Registrant's Proxy Statement to be filed with the Commission for its [removed: 2019] [added: 2020] Annual Meeting of Shareholders are incorporated by reference in [removed: Part III] [added: [Part III](#i6100586ca64547a4aecebc474819301a_169)] of this Form 10-K.

[removed: Index] [added: Index] to Annual Report on Form [removed: 10-K][added: 10-K]

| | | [added: | | | |] Page | [added: | |]

[removed: | [Part I](#s911014DFD86D51E2A8878E1C08C51940) | | |][added: Part I]

| [Item [removed: 1.](#s8095D7001FD954C390C1E131942B2CEB)] [added: 1.](#i6100586ca64547a4aecebc474819301a_13)] | [removed: [Business](#s8095D7001FD954C390C1E131942B2CEB)] | [removed: [3](#s8095D7001FD954C390C1E131942B2CEB)] | [added: [Business](#i6100586ca64547a4aecebc474819301a_13) | | | [3](#i6100586ca64547a4aecebc474819301a_13) | | |]

| [Item [removed: 1A.](#s7705F0CCE8B05B42AD21C9A4E5DDBD82)] [added: 1A.](#i6100586ca64547a4aecebc474819301a_16)] | [added: | |] [Risk [removed: Factors](#s7705F0CCE8B05B42AD21C9A4E5DDBD82)] [added: Factors](#i6100586ca64547a4aecebc474819301a_16)] | [removed: [5](#s7705F0CCE8B05B42AD21C9A4E5DDBD82)] | [added: | [5](#i6100586ca64547a4aecebc474819301a_16) | | |]

| [Item [removed: 1B.](#sB0D1086A10EE5660BD44850A40FD3E9A)] [added: 1B.](#i6100586ca64547a4aecebc474819301a_19)] | [added: | |] [Unresolved Staff [removed: Comments](#sB0D1086A10EE5660BD44850A40FD3E9A)] [added: Comments](#i6100586ca64547a4aecebc474819301a_19)] | [removed: [9](#sB0D1086A10EE5660BD44850A40FD3E9A)] | [added: | [10](#i6100586ca64547a4aecebc474819301a_19) | | |]

| [Item [removed: 2.](#s2CEB134DAC855D699280714C4B595B82)] [added: 2.](#i6100586ca64547a4aecebc474819301a_22)] | [removed: [Properties](#s2CEB134DAC855D699280714C4B595B82)] | [removed: [10](#s2CEB134DAC855D699280714C4B595B82)] | [added: [Properties](#i6100586ca64547a4aecebc474819301a_22) | | | [11](#i6100586ca64547a4aecebc474819301a_22) | | |]

| [Item [removed: 3.](#s83A7A32DF1215B2AA5EBFD4AE2F18276)] [added: 3.](#i6100586ca64547a4aecebc474819301a_25)] | [added: | |] [Legal [removed: Proceedings](#s83A7A32DF1215B2AA5EBFD4AE2F18276)] [added: Proceedings](#i6100586ca64547a4aecebc474819301a_25)] | [removed: [10](#s83A7A32DF1215B2AA5EBFD4AE2F18276)] | [added: | [12](#i6100586ca64547a4aecebc474819301a_25) | | |]

| [Item [removed: 4.](#s8F0465A95C4E5CBA9D4E01499BB70B29)] [added: 4.](#i6100586ca64547a4aecebc474819301a_28)] | [added: | |] [Mine Safety [removed: Disclosures](#s8F0465A95C4E5CBA9D4E01499BB70B29)] [added: Disclosures](#i6100586ca64547a4aecebc474819301a_28)] | [removed: [10](#s8F0465A95C4E5CBA9D4E01499BB70B29)] | [added: | [12](#i6100586ca64547a4aecebc474819301a_28) | | |]

| [Item [removed: 5.](#s702219ED53085C678CE0E76334DA319F)] [added: 5.](#i6100586ca64547a4aecebc474819301a_34)] | [added: | |] [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#s702219ED53085C678CE0E76334DA319F)] [added: Securities](#i6100586ca64547a4aecebc474819301a_34)] | [removed: [11](#s702219ED53085C678CE0E76334DA319F)] | [added: | [13](#i6100586ca64547a4aecebc474819301a_34) | | |]

| [Item [removed: 6.](#s9B9E940BFE755C4385ACCB9783DAD5BF)] [added: 6.](#i6100586ca64547a4aecebc474819301a_37)] | [added: | |] [Selected Financial [removed: Data](#s9B9E940BFE755C4385ACCB9783DAD5BF)] [added: Data](#i6100586ca64547a4aecebc474819301a_37)] | [removed: [14](#s9B9E940BFE755C4385ACCB9783DAD5BF)] | [added: | [15](#i6100586ca64547a4aecebc474819301a_37) | | |]

| [Item [removed: 7.](#s68AF25433E4A543B9EA4F94138BF57E3)] [added: 7.](#i6100586ca64547a4aecebc474819301a_40)] | [added: | |] [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#s68AF25433E4A543B9EA4F94138BF57E3)] [added: Operations](#i6100586ca64547a4aecebc474819301a_40)] | [removed: [15](#s68AF25433E4A543B9EA4F94138BF57E3)] | [added: | [16](#i6100586ca64547a4aecebc474819301a_40) | | |]

| [Item [removed: 7A.](#sAAD9FCBF0BF0549C8E84A586CF82B5B5)] [added: 7A.](#i6100586ca64547a4aecebc474819301a_49)] | [added: | |] [Quantitative and Qualitative Disclosures About Market [removed: Risk](#sAAD9FCBF0BF0549C8E84A586CF82B5B5)] [added: Risk](#i6100586ca64547a4aecebc474819301a_49)] | [removed: [30](#sAAD9FCBF0BF0549C8E84A586CF82B5B5)] | [added: | [30](#i6100586ca64547a4aecebc474819301a_49) | | |]

| [Item [removed: 8.](#s08C12ED8645A53D7852C1440DA95621D)] [added: 8.](#i6100586ca64547a4aecebc474819301a_52)] | [added: | |] [Financial Statements and Supplementary [removed: Data](#s08C12ED8645A53D7852C1440DA95621D)] [added: Data](#i6100586ca64547a4aecebc474819301a_52)] | [removed: [31](#s08C12ED8645A53D7852C1440DA95621D)] | [added: | [31](#i6100586ca64547a4aecebc474819301a_52) | | |]

| [Item [removed: 9.](#sC11D2803DACA5207829610A1A65B5E77)] [added: 9.](#i6100586ca64547a4aecebc474819301a_160)] | [added: | |] [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#sC11D2803DACA5207829610A1A65B5E77)] [added: Disclosure](#i6100586ca64547a4aecebc474819301a_160)] | [removed: [81](#sC11D2803DACA5207829610A1A65B5E77)] | [added: | [70](#i6100586ca64547a4aecebc474819301a_160) | | |]

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| 6800 Cintas Boulevard | | | | | | | | | | | | | | |

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Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.762(b)) by the registered public accounting firm that prepared or issued is audit report.

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1

Cintas Corporation

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10-K 1 ctas531201910k.htm 10-K

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| [Part II](#sAB8B253D6297514BB9DFF54853192DB2) | | |

| [Part IV](#s9A3027F4578856A4B299391C79FCE2CA) | | |

| [Item 16.](#s4354072C5716595496494DCEB51F2E15) | [Form 10-K Summary](#sF049F3B49D5B54209D4A927FF13692FF) | [84](#s886722EB144758D3BEFC2A5E4305052A) |

10

Cintas occupies [removed: 481] [added: 484] facilities located in [removed: 332] [added: 333] cities.

Cintas operates [removed: 11] [added: 12] distribution centers and five manufacturing facilities.

Cintas owns or leases approximately [removed: 20,000] [added: 20,500] vehicles which are used for the route-based services and by the sales and management employee-partners.

| Type of Facility | [added: | |] # of Facilities | | | [added: | | |]

| Rental Processing Plants | [removed: 211] | | [added: 212] | [added: | | | | |]

| Rental Branches | [removed: 142] | | [added: 141] | [added: | | | | |]

| First Aid and Safety Facilities | [removed: 60] | | [added: 61] | [added: | | | | |]

| All Other Facilities | [removed: 52] | | [added: 53] | [added: | | | | |]

| Distribution Centers | [removed: 11] | | [added: 12 | | |] (1) | [added: | |]

| Manufacturing Facilities | [added: | |] 5 | | | [added: | | |]

Rental processing plants, rental branches, first aid and safety facilities, fire protection facilities, direct sales offices, distribution centers and manufacturing facilities are all utilized by the [removed: businesses] [added: operating segments] included in All Other.

Of the five manufacturing facilities noted below, all but one are owned by Cintas.

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| Total | | | 484 | | | | | |

Certain facilities are utilized by multiple operating segments.

These facilities are only presented once, in their primary operating segment, herein.

11

Of the five manufacturing facilities noted below, Cintas controls the operations of one manufacturing facility, but does not own or lease the real estate related to the operation.

All remaining facilities are owned.

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| --- | --- | --- | --- |

| Total | 481 | | |

[removed: Part II][added: Part II]

12

[removed: Related] [added: Related] Stockholder Matters and Issuer Purchases of Equity [removed: Securities][added: Securities]

[removed: Market Information][added: Market Information]

Cintas' common stock is traded on the NASDAQ Global Select Market under the symbol "CTAS." [removed: The following table provides the high and low sales prices of shares of Cintas' common stock by quarter during the last two fiscal years:]

[removed: Holders][added: Holders]

At May 31, [removed: 2019,] [added: 2020,] there were approximately 2,000 shareholders of record of Cintas' common stock.

Cintas believes that this represents approximately [removed: 144,000] [added: 192,000] beneficial owners.

[removed: Dividends][added: Dividends]

Dividends on Cintas' outstanding common stock have been paid annually and amounted to [removed: $2.05] [added: $2.55] per share, [removed: $1.62] [added: $2.05] per share and [removed: $1.33] [added: $1.62] per share in fiscal [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017,] [added: 2018,] respectively.

[removed: Stock] [added: Stock] Performance [removed: Graph][added: Graph]

The companies included in the [added: New] Peer Group are UniFirst Corporation, ABM Industries, [removed: Inc. and] Rollins, Inc. [added: and Aramark.]

[removed: Further,] [added: Furthermore,] total return was weighted according to market capitalization of each company.

[removed: Total] [added: Total] Shareholder [removed: Returns][added: Returns]

[removed: Comparison] [added: Comparison] of Five-Year Cumulative Total [removed: Return][added: Return]

[removed: ][added: ]

[removed: Purchases] [added: Purchases] of Equity Securities by the Issuer and Affiliated [removed: Purchases][added: Purchases]

| Period (In millions, except share and per share data) | [added: | |] Total number of shares purchased | | | [added: | | |] Average price paid per share | | | | [added: | |] Total number of shares purchased as part of the publicly announced plan (1) | | | [added: | | |] Maximum approximate dollar value of shares that may yet be purchased under the plan (1) | | |

From the inception of the October 30, 2018 share buyback program through May 31, [removed: 2019,] [added: 2020,] Cintas has purchased a total of [removed: 2.7] [added: 4.3] million shares of Cintas common stock at an average price of [removed: $203.30] [added: $219.42] per share for a total purchase price of [removed: $543.4] [added: $939.1] million.

(2) During March [removed: 2019,] [added: 2020,] Cintas acquired [removed: 923] [added: 930] shares of Cintas common stock in satisfaction of employee payroll taxes due on restricted stock awards that vested during the fiscal year.

These shares were purchased at an average price of [removed: $200.72] [added: $173.22] per share for a total purchase price of $0.2 million.

(3) During April [removed: 2019,] [added: 2020,] Cintas acquired [removed: 312] [added: 1,027] shares of Cintas common stock in satisfaction of employee payroll taxes due on restricted stock awards that vested during the fiscal year.

These shares were purchased at an average price of [removed: $216.87] [added: $197.77] per share for a total purchase price of [removed: $0.1] [added: $0.2] million.

(4) During May [removed: 2019,] [added: 2020,] Cintas acquired [removed: 3,521] [added: 903] shares of Cintas common stock in satisfaction of employee payroll taxes due on restricted stock awards that vested during the fiscal year.

These shares were purchased at an average price of [removed: $221.76] [added: $252.73] per share for a total purchase price of [removed: $0.8] [added: $0.2] million.

In fiscal 2019, Cintas compared its common stock returns to the following publicly traded companies: UniFirst Corporation, ABM Industries, Inc. and Rollins, Inc. (Old Peer Group).

In fiscal 2020, Cintas added a company to the peer group for more useful comparisons, and as a result made the change to a new peer group (New Peer Group).

Aramark was added to the New Peer Group because it is a route based provider of products and services with similar characteristics as Cintas.

13

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | |

| March 1 - 31, 2020 (2) | | | 770,974 | | | | | | $ | 262.96 | | | | | 770,044 | | | | | | $ | 1,060.9 | |

| April 1 - 30, 2020 (3) | | | 1,027 | | | | | | $ | 197.77 | | | | | — | | | | | | $ | 1,060.9 | |

| May 1 - 31, 2020 (4) | | | 903 | | | | | | $ | 252.73 | | | | | — | | | | | | $ | 1,060.9 | |

| Total | | | 772,904 | | | | | | $ | 262.86 | | | | | 770,044 | | | | | | $ | 1,060.9 | |

Additionally, on October 29, 2019, Cintas announced that the Board of Directors authorized a new $1.0 billion share buyback program, which does not have an expiration date.

Cintas has not made any purchases under the October 29, 2019 share buyback program through May 31, 2020.

14

| | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- |

| Fiscal 2019 | | | | | | | |

| Quarter Ended | High | | | | Low | | |

| May 2019 | $ | 227.64 | | | $ | 191.91 | |

| February 2019 | $ | 207.33 | | | $ | 155.98 | |

| November 2018 | $ | 217.34 | | | $ | 168.02 | |

| August 2018 | $ | 214.75 | | | $ | 182.20 | |

| Fiscal 2018 | | | | | | | |

| May 2018 | $ | 184.22 | | | $ | 162.11 | |

| February 2018 | $ | 172.91 | | | $ | 147.38 | |

| November 2017 | $ | 157.81 | | | $ | 131.75 | |

| August 2017 | $ | 139.74 | | | $ | 123.00 | |

| | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| March 1 - 31, 2019 (2) | 410,974 | | | $ | 203.25 | | | 410,051 | | | $ | 780.1 | |

| April 1 - 30, 2019 (3) | 34,342 | | | $ | 214.57 | | | 34,030 | | | $ | 772.8 | |

| May 1 - 31, 2019 (4) | 1,433,251 | | | $ | 221.17 | | | 1,429,730 | | | $ | 456.6 | |

| Total | 1,878,567 | | | $ | 217.13 | | | 1,873,811 | | | $ | 456.6 | |

[removed: Five-Year] [added: Five-Year] Financial [removed: Summary][added: Summary]

| Fiscal Years Ended May 31, | [removed: 2015(1)] | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] 2016(1) | | | | [added: | |] 2017(1)(3) | | | | [added: | |] 2018(1) | | | | [added: | |] 2019(1)(2) | | | | [added: | | 2020(1)(2) | | | | | |] Compound Annual Growth [removed: (2015-2019)] [added: (2016-2020)] | [added: | |]

| Revenue | [removed: $] | [removed: 4,369,677] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] $ | 4,795,772 | | | [added: | |] $ | 5,323,381 | | | [added: | |] $ | 6,476,632 | | | [added: | |] $ | 6,892,303 | | | [removed: 12.1%] | [added: | $ | 7,085,120 | | | | | 10.2% | | |]

| Net Income, Continuing Operations | [removed: 402,553] | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] 448,605 | | | | [added: | |] 457,286 | | | | [added: | |] 783,932 | | | | [added: | |] 882,635 | | | | [removed: 21.7%] | [added: | 876,360 | | | | | | 18.2% | | |]

| Net [removed: Income,] [added: Income (Loss),] Discontinued Operations | [removed: 28,065] | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] 244,915 | | | | [added: | |] 23,422 | | | | [added: | |] 58,654 | | | | [added: | |] 2,346 | | | | [removed: (46.2)%] | [added: | (323) | | | | | | (80.9)% | | |]

| Net Income | [removed: $] | [removed: 430,618] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] $ | 693,520 | | | [added: | |] $ | 480,708 | | | [added: | |] $ | 842,586 | | | [added: | |] $ | 884,981 | | | [removed: 19.7%] | [added: | $ | 876,037 | | | | | 6.0% | | |]

| Basic Earnings Per Share: | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| Continuing Operations | [removed: $] | [removed: 3.44] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] $ | 4.08 | | | [added: | |] $ | 4.27 | | | [added: | |] $ | 7.24 | | | [added: | |] $ | 8.23 | | | [removed: 24.4%] | [added: | $ | 8.36 | | | | | 19.6% | | |]

| Discontinued Operations | [removed: 0.24] | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] 2.22 | | | | [added: | |] 0.22 | | | | [added: | |] 0.54 | | | | [added: | |] 0.02 | | | | [removed: (46.3)%] | [added: | 0.00 | | | | | | (100.0)% | | |]

| Basic Earnings Per Share | [removed: $] | [removed: 3.68] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] $ | 6.30 | | | [added: | |] $ | 4.49 | | | [added: | |] $ | 7.78 | | | [added: | |] $ | 8.25 | | | [removed: 22.4%] | [added: | $ | 8.36 | | | | | 7.3% | | |]

| Diluted Earnings Per Share: | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| Continuing Operations | [removed: $] | [removed: 3.39] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] $ | 4.02 | | | [added: | |] $ | 4.17 | | | [added: | |] $ | 7.03 | | | [added: | |] $ | 7.97 | | | [removed: 23.8%] | [added: | $ | 8.11 | | | | | 19.2% | | |]

| Discontinued Operations | [removed: 0.24] | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] 2.19 | | | | [added: | |] 0.21 | | | | [added: | |] 0.53 | | | | [added: | |] 0.02 | | | | [removed: (46.3)%] | [added: | 0.00 | | | | | | (100.0)% | | |]

| Diluted Earnings Per Share | [removed: $] | [removed: 3.63] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] $ | 6.21 | | | [added: | |] $ | 4.38 | | | [added: | |] $ | 7.56 | | | [added: | |] $ | 7.99 | | | [removed: 21.8%] | [added: | $ | 8.11 | | | | | 6.9% | | |]

| Dividends Per Share | [removed: $] | [removed: 1.70] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] $ | 1.05 | | | [added: | |] $ | 1.33 | | | [added: | |] $ | 1.62 | | | [added: | |] $ | 2.05 | | | [removed: 4.8%] | [added: | $ | 2.55 | | | | | 24.8% | | |]

| Total Assets (4) | [removed: $] | [removed: 4,185,675] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] $ | 4,098,815 | | | [added: | |] $ | 6,844,057 | | | [added: | |] $ | 6,958,214 | | | [added: | |] $ | 7,436,662 | | | [removed: 15.5%] | [added: | $ | 7,669,885 | | | | | 17.0% | | |]

| Shareholders' Equity | [removed: $] | [removed: 1,932,455] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] $ | 1,842,659 | | | [added: | |] $ | 2,302,793 | | | [added: | |] $ | 3,016,526 | | | [added: | |] $ | 3,002,721 | | | [removed: 11.6%] | [added: | $ | 3,235,202 | | | | | 15.1% | | |]

| Return on Average Equity (5) | [removed: 19.5] | | [removed: %] | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] 23.8 | | % | | [added: | |] 22.1 | | % | | [added: | |] 29.5 | | % | | [added: | |] 29.3 | | % | | | [added: | 28.1 | | % | | | | | | |]

| Long-Term Debt [removed: (4)] | [removed: $] | [removed: 1,293,215] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] $ | 1,294,422 | | | [added: | |] $ 3,133,524(6) | | | | [added: | |] $ | 2,535,309 | | | [added: | |] $ | 2,849,771 | | | | [added: | $ | 2,539,705 | | | | | | | |]

[removed: | (1) | In] [added: (1)In] accordance with the applicable accounting guidance for the disposal of long-lived assets and discontinued operations, the results of [removed: Discontinued Services, Shredding and Storage] [added: discontinued operations] have been excluded from continuing operations for all periods presented. [removed: Please see Note 17 entitled Discontinued Operations of "Notes to Consolidated Financial Statements" for additional information. |]

[removed: | (3) | Includes G&K results of operations from March 21, 2017 through May 31, 2017.] Historical periods presented prior to fiscal 2017 do not include G&K, [removed: and,] [added: and] as a result, the information may not be comparable. [removed: |]

[removed: | (5) | Return on average equity is computed as net income from continuing operations divided by the average of shareholders' equity.] We believe that disclosure of this non-GAAP financial measure gives management and shareholders a good indication of Cintas' historical performance. [removed: |]

[removed: | (6) | Includes issuance of approximately $2.1 billion in debt to fund the G&K acquisition.] Please see [removed: Note 7] [added: [Note 7](#i6100586ca64547a4aecebc474819301a_115)] entitled Debt and Derivatives of [removed: "Notes] [added: "[Notes] to Consolidated Financial [removed: Statements"] [added: Statements](#i6100586ca64547a4aecebc474819301a_85)"] for additional information. [removed: |]

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

Please see [Note 16](#i6100586ca64547a4aecebc474819301a_151) entitled Discontinued Operations of "[Notes to Consolidated Financial Statements](#i6100586ca64547a4aecebc474819301a_85)" for additional information.

(2)In accordance with the applicable accounting guidance for revenue from contracts with customers, Cintas capitalizes commission expenses and amortizes them on a straight-line basis over the expected period of benefit.

The current and noncurrent assets related to capitalized contract costs included in the consolidated balance sheet at May 31, 2020, totaled $76.2 million and $227.1 million, respectively, and at May 31, 2019, totaled $69.6 million and $206.0 million, respectively.

Historical periods presented prior to fiscal 2019 do not include capitalized contract costs, and as a result, the information may not be comparable.

Please see [Note 2](#i6100586ca64547a4aecebc474819301a_94) entitled Revenue Recognition of "[Notes to Consolidated Financial Statements](#i6100586ca64547a4aecebc474819301a_85)" for additional information.

(3)Includes G&K Services, Inc. (G&K) results of operations from March 21, 2017 through May 31, 2017, as a result of Cintas' acquisition of G&K in fiscal 2017.

(4)In accordance with the applicable accounting guidance for leases, Cintas records operating leases on the consolidated balance sheet.

At May 31, 2020, total assets include $160.0 million of operating lease right-of-use assets, net.

Historical periods presented prior to fiscal 2020 do not include operating leases on the consolidated balance sheet, and as a result, the information may not be comparable.

See [Note](#i6100586ca64547a4aecebc474819301a_88) [1](#i6100586ca64547a4aecebc474819301a_88) entitled Significant Accounting Policies and [Note](#i6100586ca64547a4aecebc474819301a_121) [8](#i6100586ca64547a4aecebc474819301a_121) entitled Leases of "[Notes to Consolidated Fin](#i6100586ca64547a4aecebc474819301a_85)[ancial Statements](#i6100586ca64547a4aecebc474819301a_85)" for additional information on the adoption of this new guidance.

(5)Return on average equity is computed as net income from continuing operations divided by the average of shareholders' equity.

(6)Includes issuance of approximately $2.1 billion in debt to fund the G&K acquisition.

15

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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | |

| --- | --- |

| (2) | In accordance with the applicable accounting guidance for revenue from contracts with customers, Cintas capitalizes commission expenses and amortizes them on a straight-line basis over the expected period of benefit. The current and noncurrent assets related to capitalized contract costs included in the consolidated balance sheet at May 31, 2019, totaled $69.6 million and $206.0 million, respectively. Historical periods presented prior to fiscal 2019 do not include capitalized contract costs, and, as a result, the information may not be comparable. Please see Note 2 entitled Revenue Recognition of "Notes to Consolidated Financial Statements" for additional information. |

| (4) | In accordance with the applicable accounting guidance for simplifying the presentation of debt issuance costs, the debt costs related to recognized debt liabilities have been excluded from Total Assets and reclassified to Long-Term Debt as a direct deduction from the carrying amount of the debt liabilities. The impact of this change in accounting principle on balances previously reported for fiscal 2016 and 2015 were reclassifications of $5.6 million and $6.8 million, respectively, from other assets to long-term liabilities. |

[removed: Index] [added: Index] to Consolidated Financial [removed: Statements][added: Statements]

[removed: Audited] [added: Audited] Consolidated Financial Statements for the Fiscal Years Ended May 31, [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017][added: 2018]

| [Management's Report on Internal Control over Financial [removed: Reporting](#s7AEF601AA43D5DDF8E258619EF3853D2)] [added: Reporting](#i6100586ca64547a4aecebc474819301a_55)] | [removed: [32](#s7AEF601AA43D5DDF8E258619EF3853D2)] | [added: | [32](#i6100586ca64547a4aecebc474819301a_55) | | |]

| [Reports of Independent Registered Public Accounting [removed: Firm](#s198DAD90B87F5A0B894AF962048CF1B1)] [added: Firm](#i6100586ca64547a4aecebc474819301a_58)] | [removed: [33](#s198DAD90B87F5A0B894AF962048CF1B1)] | [added: | [33](#i6100586ca64547a4aecebc474819301a_58) | | |]

| [Consolidated Statements of [removed: Income](#sD87D610F882E5B5DB7FFD2A4D8138EA0)] [added: Income](#i6100586ca64547a4aecebc474819301a_61)] | [removed: [35](#sD87D610F882E5B5DB7FFD2A4D8138EA0)] | [added: | [36](#i6100586ca64547a4aecebc474819301a_61) | | |]

| [Consolidated Statements of Comprehensive [removed: Income](#s74574623750E54968F4B2DDC945EA9D3)] [added: Income](#i6100586ca64547a4aecebc474819301a_67)] | [removed: [36](#s74574623750E54968F4B2DDC945EA9D3)] | [added: | [37](#i6100586ca64547a4aecebc474819301a_67) | | |]

| [Consolidated Balance [removed: Sheets](#sB4D9876B76BD5CF6892F09C1285FFDF0)] [added: Sheets](#i6100586ca64547a4aecebc474819301a_73)] | [removed: [37](#sB4D9876B76BD5CF6892F09C1285FFDF0)] | [added: | [38](#i6100586ca64547a4aecebc474819301a_73) | | |]

| [Consolidated Statements of Shareholders' [removed: Equity](#sD04569FA958053509DB0EF53F42B856D)] [added: Equity](#i6100586ca64547a4aecebc474819301a_79)] | [removed: [38](#sD04569FA958053509DB0EF53F42B856D)] | [added: | [39](#i6100586ca64547a4aecebc474819301a_79) | | |]

| [Consolidated Statements of Cash [removed: Flows](#s0815901563CE53AF87822324DFFEED1C)] [added: Flows](#i6100586ca64547a4aecebc474819301a_82)] | [removed: [39](#s0815901563CE53AF87822324DFFEED1C)] | [added: | [40](#i6100586ca64547a4aecebc474819301a_82) | | |]

[removed: | [Notes] [added: Notes] to Consolidated Financial [removed: Statements](#s621CC68A732B5343915D5D1C7AD26B8D) | [40](#s621CC68A732B5343915D5D1C7AD26B8D) |][added: Statements]

[removed: Management's] [added: Management's] Report [removed: on][added: on]

[removed: Internal] [added: Internal] Control over Financial [removed: Reporting][added: Reporting]

With the supervision of our Chairman and Chief Executive Officer and our Chief Financial Officer, management assessed our internal control over financial reporting as of May 31, [removed: 2019.][added: 2020.]

Management based its assessment on criteria established in [removed: Internal] [added: *Internal] Control — Integrated [removed: Framework (2013)] [added: Framework* *(2013)*] issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Based on our assessment, management has concluded that our internal control over financial reporting was effective as of May 31, [removed: 2019,] [added: 2020,] to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with accounting principles generally accepted in the United States.

| Scott D. Farmer Chairman and Chief Executive Officer | [added: | |]

| J. Michael Hansen Executive Vice President and Chief Financial Officer | [added: | |]

[removed: Report] [added: Report] of Independent Registered Public Accounting [removed: Firm][added: Firm]

[removed: Opinion] [added: Opinion] on Internal Control over Financial [removed: Reporting][added: Reporting]

We have audited Cintas Corporation’s internal control over financial reporting as of May 31, [removed: 2019,] [added: 2020,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Cintas Corporation (the Company) maintained, in all material respects, effective internal control over financial reporting as of May 31, [removed: 2019,] [added: 2020,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of May 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the related consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows for each of the three years in the period ended May 31, [removed: 2019,] [added: 2020,] and the related notes and financial statement schedule listed in the Index at Item 15(a), and our report dated July [removed: 26, 2019,] [added: 29, 2020,] expressed an unqualified opinion thereon.

[removed: Basis] [added: Basis] for [removed: Opinion][added: Opinion]

[removed: Definition] [added: Definition] and Limitations of Internal Control Over Financial [removed: Reporting][added: Reporting]

| /s/ ERNST & YOUNG LLP | | | [added: | | | | | |]

[removed: Opinion] [added: Opinion] on the Financial [removed: Statements][added: Statements]

We have audited the accompanying consolidated balance sheets of Cintas Corporation (the Company) as of May 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the related consolidated statements of income, comprehensive income, shareholders’ equity and cash flows for each of the three years in the period ended May 31, [removed: 2019,] [added: 2020,] and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at May 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the results of its operations and its cash flows for each of the three years in the period ended May 31, [removed: 2019,] [added: 2020,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of May 31, [removed: 2019,] [added: 2020,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated July [removed: 26, 2019,] [added: 29, 2020,] expressed an unqualified opinion thereon.

[removed: Adoption] [added: Adoption] of New Accounting [removed: Standard][added: Standard]

| [removed: Consolidated] [added: Consolidated] Statements of [removed: Income] [added: Income] | | | [added: Fiscal Years Ended May 31,] | | | | | | | | | [added: | | | | | | | | | | | | | | | | | |]

| [added: Consolidated Statements of Comprehensive Income] | [added: | |] Fiscal Years Ended May 31, | | | | | | | | | | | [added: | | | | | | | | | | | | | | | |]

| (In thousands except per share data) | [added: | | 2020 | | | | | |] 2019 | | | | [added: | |] 2018 | | | | [removed: 2017] | | | [added: | | | | | | | |]

| Revenue: | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | |]

| Uniform rental and facility services | [added: | |] $ | [added: 5,643,494 | | | | | $ |] 5,552,430 | | | [added: | |] $ | 5,247,124 | | | [removed: $] | [removed: 4,202,490] | | [added: | | | | | | | |]

| Other | [added: | | 1,441,626 | | | | | |] 1,339,873 | | | | [added: | |] 1,229,508 | | | | [removed: 1,120,891] | | | [added: | | | | | | | |]

| Total revenue | [added: | | 7,085,120 | | | | | |] 6,892,303 | | | | [added: | |] 6,476,632 | | | | [removed: 5,323,381] | | | [added: | | | | | | | |]

| Costs and expenses: | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | |]

| Cost of uniform rental and facility services | [added: | | 3,055,145 | | | | | |] 3,027,599 | | | | [added: | |] 2,886,959 | | | | [removed: 2,307,774] | | | [added: | | | | | | | |]

| Cost of other | [added: | | 796,227 | | | | | |] 736,116 | | | | [added: | |] 681,150 | | | | [removed: 635,312] | | | [added: | | | | | | | |]

| | | | | | |

| | | | | | |

| | | | | | |

| | | | | | |

31

32

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements, and (2) involved our especially challenging, subjective or complex judgments.

The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosure to which it relates.

33

| | | | | | |

| | | | Valuation of Insurance Reserves | | |

| | | | | | |

| *Description of the Matter* | | | At May 31, 2020, the Company's insurance reserve was $165.4 million. As described in [Note 1](#i6100586ca64547a4aecebc474819301a_88) to the Company’s consolidated financial statements, the Company’s insurance reserve represents the estimated ultimate cost of all asserted and unasserted claims primarily related to workers' compensation, auto liability and other general liability exposure. The insurance reserve is estimated through actuarial procedures and by using industry assumptions, adjusted for Company specific expectations based on claims history. Auditing the Company's estimate of the insurance reserve is judgmental and complex due to the significant estimation uncertainty in the value of asserted claims including their loss development as well as the potential value of unasserted claims, which are developed with the assistance of a third-party actuarial specialist. | | |

| | | | | | |

| | | | | | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| *How We Addressed the Matter in Our Audit* | | | We obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls over the Company’s insurance reserve. This includes internal controls over the claims activity and actuarial methods used to establish the insurance reserve. Specifically, we tested internal controls related to management’s review of data provided to the actuary, validation of claim activity and review of actuarial methods. To test the insurance reserve, our audit procedures included, among others, assessing the methodologies used to estimate the insurance reserve and testing the completeness and accuracy of the underlying claims data, vouching payments made to third parties and testing the mathematical accuracy of the actuarially determined insurance reserve. Furthermore, we involved our actuarial specialists to assist in evaluating the methodologies used by management to determine the insurance reserve and comparing the Company’s recorded insurance reserve to a range developed based on independently selected actuarial methodologies. | | |

July 29, 2020

34

Report of Independent Registered Public Accounting Firm

Basis for Opinion

| /s/ ERNST & YOUNG LLP | | | | | | | | |

July 29, 2020

35

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

36

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net income | | | $ | 876,037 | | | | | $ | 884,981 | | | | | $ | 842,586 | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Amortization of interest rate lock agreement, net of tax benefit of $463, $717 and $571, respectively | | | (1,433) | | | | | | (1,179) | | | | | | (933) | | | | | | | | | | | | | | |

| Other, net of tax (benefit) expense of $(2,802), $(1,618) and $119, respectively | | | (8,495) | | | | | | (5,085) | | | | | | 1,029 | | | | | | | | | | | | | | |

| | |

| --- | --- |

| |

| --- |

| | | |

| --- | --- | --- |

July 26, 2019

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Consolidated Statements of Comprehensive Income | | | | | | | | | | | |

| Other | (5,085 | | ) | | 1,029 | | | | (115 | | ) |

| | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- |

| | $ | 7,436,662 | | | $ | 6,958,214 | |

| 2018: 182,723,471 shares issued and 106,326,383 shares outstanding | 840,328 | | | | 618,464 | | |

| Treasury stock: | | | | | | | |

| 2018: 76,397,088 shares | (4,717,619 | | ) | | (3,701,319 | | ) |

| Balance at June 1, 2016 | 179,598 | | | $ | 409,682 | | | $ | 205,260 | | | $ | 4,805,867 | | | $ | (24,874 | ) | | (75,385 | ) | | $ | (3,553,276 | ) | | $ | 1,842,659 | |

| Net income | — | | | — | | | | — | | | | 480,708 | | | | — | | | | — | | | — | | | | 480,708 | | |

| Dividends | — | | | — | | | | — | | | | (142,433 | | ) | | — | | | | — | | | — | | | | (142,433 | | ) |

| Repurchase of common stock | — | | | — | | | | — | | | | — | | | | — | | | | (207 | ) | | (20,724 | | ) | | (20,724 | | ) |

| Adoption of new accounting guidance | — | | | — | | | | (26,688 | | ) | | 26,688 | | | | — | | | | — | | | — | | | | — | | |

| Asset impairment charge | — | | | | — | | | | 23,331 | | |

| G&K Services, Inc. transaction and integration costs | — | | | | — | | | | 31,445 | | |

| Short-term debt financing fees included in net income | — | | | | — | | | | 17,062 | | |

| Settlement of cash flow hedges | — | | | | — | | | | 30,194 | | |

| Payment of short-term debt financing fees | — | | | | — | | | | (17,062 | | ) |

1.

Business description.

On March 21, 2017, Cintas completed the acquisition of G&K Services, Inc. (G&K).

G&K is a wholly-owned subsidiary of Cintas that operates within the Uniform Rental and Facility Services operating segment.

In fiscal 2018, Cintas sold a significant business referred to as "Discontinued Services." Prior to the sale of Discontinued Services, the operations were primarily included in All Other and classified as held for sale.

See Note 17 entitled Discontinued Operations for additional information.

Principles of consolidation.

Use of estimates.

Revenue recognition.

Cost of uniform rental and facility services.

freight charges, purchasing and receiving costs, inspection costs, warehousing costs and other costs of distribution are included in the cost of uniform rental and facility services.

Cost of other.

Selling and administrative expenses.

[removed: Accountants] [added: Accountants] on Accounting and Financial [removed: Disclosure][added: Disclosure]

[removed: Disclosure] [added: Disclosure] Controls and [removed: Procedures][added: Procedures]

With the participation of Cintas' management, including Cintas' Chairman and Chief Executive Officer, Chief Financial Officer, General Counsel and Controllers, Cintas has evaluated the effectiveness of the disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the Exchange Act) as of May 31, [removed: 2019.][added: 2020.]

Based on such evaluation, Cintas' management, including Cintas' Chairman and Chief Executive Officer, Chief Financial Officer, General Counsel and Controllers, have concluded that Cintas' disclosure controls and procedures were effective as of May 31, [removed: 2019,] [added: 2020,] in ensuring (i) information required to be disclosed by Cintas in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms and (ii) information required to be disclosed by Cintas in the reports that it files or submits under the Exchange Act is accumulated and communicated to Cintas' management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

[removed: Internal] [added: Internal] Control over Financial [removed: Reporting][added: Reporting]

Management's Report on Internal Control over Financial Reporting and the Report of Ernst & Young LLP, Independent Registered Public Accounting Firm thereon are set forth in [removed: Part] [added: [Part] II, Item [removed: 8] [added: 8](#i6100586ca64547a4aecebc474819301a_52)] of this Annual Report on Form 10-K and are incorporated by reference herein.

There were no changes in Cintas' internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter ended May 31, [removed: 2019,] [added: 2020,] that have materially affected, or are reasonably likely to materially affect, Cintas' internal control over financial reporting.

[removed: Part III][added: Part III]

70

The information required under this item is incorporated herein by reference to the material contained in Cintas' definitive proxy statement for the [removed: 2019] [added: 2020] annual meeting of shareholders to be filed with the SEC pursuant to Regulation 14A not later than 120 days after the close of the fiscal year (the Proxy Statement).

[removed: Owners] [added: Owners] and Management and Related Stockholder [removed: Matters][added: Matters]

The following table provides information about Cintas' common stock that may be issued under Cintas' equity compensation plans as of May 31, [removed: 2019.][added: 2020.]

| [removed: Equity] [added: Equity] Compensation Plan [removed: Information] [added: Information] Plan category | [added: | |] Number of shares to be issued upon exercise of outstanding options (1) | | | [added: | | |] Weighted average exercise price of outstanding options (1) | | | | [added: | |] Number of shares remaining available for future issuance under equity compensation plans | | [added: |]

| Equity compensation plans [added: not] approved by shareholders | [removed: 8,208,934] | | [added: —] | [removed: $] | [removed: 123.80] | | | [removed: 8,230,432] | [added: —] | [added: | | | | | — | | |]

| Equity compensation plans [removed: not] approved by shareholders | [removed: —] | | [added: 7,105,399] | [removed: —] | | | | [removed: —] | [added: $] | [added: 145.54 | | | | | 7,239,070 | | |]

[removed: |] (1) [removed: |] Excludes [removed: 2,191,688] [added: 1,625,215] unvested restricted stock units. [removed: |]

| | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | |

| Total | | | 7,105,399 | | | | | | $ | 145.54 | | | | | 7,239,070 | | |

| | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Total | 8,208,934 | | | $ | 123.80 | | | 8,230,432 | |

| | |

| --- | --- |

[removed: Related] [added: Related] Transactions and Director [removed: Independence][added: Independence]

[removed: Part IV][added: Part IV]

71

| (a) (1) | | | [added: | | |] Financial Statements. All financial statements required to be filed by Item 8 of Form 10-K and included in this Annual Report are listed in Item 8. No additional financial statements are filed because the requirements of paragraph (c) under Item 15 are not applicable to Cintas. | [added: | |]

| (a) (2) | | | [added: | | |] Financial Statement Schedule: | [added: | |]

| | | | [added: | | |] For each of the three years in the period ended May 31, [removed: 2019.] [added: 2020.] | [added: | |]

| | | | [removed: Schedule] [added: | | | [Schedule] II: Valuation and Qualifying Accounts and [removed: Reserves.] [added: Reserves.](#i6100586ca64547a4aecebc474819301a_199)] | [added: | |]

| | | | [added: | | |] All other schedules are omitted because they are not applicable, or not required, or because the required information is included in the [removed: Consolidated] [added: [Consolidated] Financial [removed: Statements] [added: Statements](#i6100586ca64547a4aecebc474819301a_52)] or [removed: Notes] [added: [Notes](#i6100586ca64547a4aecebc474819301a_85)] thereto. | [added: | |]

| (a) (3) | | | [added: | | |] Exhibits. | [added: | |]

| | | | [added: | | |] All documents referenced below were filed pursuant to the Exchange Act by Cintas Corporation, file number 000-11399, unless otherwise noted. | [added: | |]

| Exhibit Number | | | [added: | | |] Description of Exhibit | [added: | |]

| [2.1](http://www.sec.gov/Archives/edgar/data/723254/000110465916140051/a16-16841_1ex2d1.htm) | | [added: |] * | [added: | |] [Agreement and Plan of Merger, among Cintas Corporation, G&K Services, Inc. and Bravo Merger Sub, Inc., dated as of August 15, 2016 (Incorporated by reference to Exhibit 2.1 to Cintas' Current Report on Form 8-K filed on August 16, 2016).](http://www.sec.gov/Archives/edgar/data/723254/000110465916140051/a16-16841_1ex2d1.htm) | [added: | |]

| [3.1](http://www.sec.gov/Archives/edgar/data/723254/000095015207009382/l28750aexv4w1.htm) | | | [added: | | |] [Restated Articles of Incorporation, as amended (Incorporated by reference to Exhibit 4.1 to Post Effective Amendment No. 1 to Cintas' Registration Statement No. 333-136631-09 on Form S-3 filed on December 3, 2007).](http://www.sec.gov/Archives/edgar/data/723254/000095015207009382/l28750aexv4w1.htm) | [added: | |]

| [3.2](http://www.sec.gov/Archives/edgar/data/723254/000072325418000018/ex31cintascorpamendedandre.htm) | | | [added: | | |] [Amended and Restated By-laws (Incorporated by reference to Exhibit 3.1 to Cintas' Current Report on Form 8-K filed on August 3, 2018).](http://www.sec.gov/Archives/edgar/data/723254/000072325418000018/ex31cintascorpamendedandre.htm) | [added: | |]

| [4.1](http://www.sec.gov/Archives/edgar/data/723254/000091205702033406/a2087131zex-4_1.htm) | | | [added: | | |] [Indenture dated as of May 28, 2002, among Cintas Corporation No. 2, as issuer, Cintas Corporation, as parent guarantor, the subsidiary guarantors thereto and Wachovia Bank, National Association, as trustee (Incorporated by reference to Exhibit 4.1 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2002).](http://www.sec.gov/Archives/edgar/data/723254/000091205702033406/a2087131zex-4_1.htm) | [added: | |]

| [4.2](http://www.sec.gov/Archives/edgar/data/723254/000095015206007116/l22005aexv4w3.htm) | | | [added: | | |] [Form of 6.15% Senior Note due 2036 (Incorporated by reference to Exhibit 4.3 to Cintas' Current Report on Form 8-K filed on August 21, 2006).](http://www.sec.gov/Archives/edgar/data/723254/000095015206007116/l22005aexv4w3.htm) | [added: | |]

| [4.3](http://www.sec.gov/Archives/edgar/data/723254/000110465911030745/a11-11272_4ex4d2.htm) | | | [added: | | |] [Form of 4.30% Senior Note due 2021 (Incorporated by reference to Exhibit 4.2 to Cintas' Current report on Form 8-K filed on May 23, 2011).](http://www.sec.gov/Archives/edgar/data/723254/000110465911030745/a11-11272_4ex4d2.htm) | [added: | |]

| [4.4](http://www.sec.gov/Archives/edgar/data/723254/000110465912042412/a12-13310_3ex4d1.htm) | | | [added: | | |] [Form of 3.25% Senior Note due 2022 (Incorporated by reference to Exhibit 4.1 to Cintas' Current Report on Form 8-K filed on June 8, 2012).](http://www.sec.gov/Archives/edgar/data/723254/000110465912042412/a12-13310_3ex4d1.htm) | [added: | |]

| [4.5](http://www.sec.gov/Archives/edgar/data/723254/000162612917000071/ex4-1.htm) | | | [added: | | |] [Form of 2.900% Senior Notes due 2022 (Incorporated by reference to Exhibit 4.1 to Cintas' Current Report on Form 8-K filed on March 14, 2017).](http://www.sec.gov/Archives/edgar/data/723254/000162612917000071/ex4-1.htm) | [added: | |]

| [4.6](http://www.sec.gov/Archives/edgar/data/723254/000162612917000071/ex4-2.htm) | | | [added: | | |] [Form of 3.700% Senior Notes due 2027 (Incorporated by reference to Exhibit 4.2 to Cintas' Current Report on Form 8-K filed on March 14, 2017).](http://www.sec.gov/Archives/edgar/data/723254/000162612917000071/ex4-2.htm) | [added: | |]

| [4.7](http://www.sec.gov/Archives/edgar/data/723254/000162612917000071/ex4-3.htm) | | | [added: | | |] [Form of 3.250% Senior Notes due 2022 (Incorporated by reference to Exhibit 4.3 to Cintas' Current Report on Form 8-K filed on March 14, 2017).](http://www.sec.gov/Archives/edgar/data/723254/000162612917000071/ex4-3.htm) | [added: | |]

| [removed: [4.8](https://www.sec.gov/Archives/edgar/data/723254/000072325419000021/ex48descriptionofsecurities.htm)] [added: [4.8](http://www.sec.gov/Archives/edgar/data/723254/000072325419000021/ex48descriptionofsecurities.htm)] | | | [added: | | |] [Description of [removed: Securities](https://www.sec.gov/Archives/edgar/data/723254/000072325419000021/ex48descriptionofsecurities.htm)] [added: Securities (Incorporated by reference to Exhibit 4.8 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2019).](http://www.sec.gov/Archives/edgar/data/723254/000072325419000021/ex48descriptionofsecurities.htm)] | [added: | |]

| [10.1](http://www.sec.gov/Archives/edgar/data/723254/000072325419000013/ex101cintascreditagreement.htm) | | | [added: | | |] [Second Amended and Restated Credit Agreement, dated as of May 24, 2019, among Cintas No. 2, the Lenders party thereto and KeyBank National Association, as Administrative Agent (Incorporated by reference to Exhibit 10.1 to Cintas' Current Report on Form 8-K filed on May 30, 2019).](http://www.sec.gov/Archives/edgar/data/723254/000072325419000013/ex101cintascreditagreement.htm) | [added: | |]

| [10.2](http://www.sec.gov/Archives/edgar/data/723254/000119312517090883/d318644dex41.htm) | | | [added: | | |] [Amended and Restated Note Purchase Agreement, dated as of March 21, 2017, among G&K Services, Inc. and the Note holders (Incorporated by reference to Exhibit 4.1 to Cintas' Current Report on Form 8-K filed on March 21, 2017).](http://www.sec.gov/Archives/edgar/data/723254/000119312517090883/d318644dex41.htm) | [added: | |]

| 10.3 | | [added: |] * | [added: | |] Partners' Plan (Incorporated by reference to Cintas' Annual Report on Form 10-K for the year ended May 31, 1993). | [added: | |]

| [10.4](http://www.sec.gov/Archives/edgar/data/723254/0000892251-94-000019.txt) | | [added: |] * | [added: | |] [First Amendment to Partners' Plan (Incorporated by reference to Exhibit 4.2 to Cintas' Registration Statement No. 33-56623 on Form S-8 filed on November 28, 1994).](http://www.sec.gov/Archives/edgar/data/723254/0000892251-94-000019.txt) | [added: | |]

| [10.5](http://www.sec.gov/Archives/edgar/data/723254/0000892251-94-000019.txt) | | [added: |] * | [added: | |] [Second Amendment to Partners' Plan (Incorporated by reference to Exhibit 4.3 to Cintas' Registration Statement No. 33-56623 on Form S-8 filed on November 28, 1994).](http://www.sec.gov/Archives/edgar/data/723254/0000892251-94-000019.txt) | [added: | |]

| [10.6](http://www.sec.gov/Archives/edgar/data/723254/000089225101000001/0000892251-01-000001-0002.htm) | | [added: |] * | [added: | |] [Directors' Deferred Compensation Plan (Incorporated by reference to Exhibit 10.12 to Cintas' Quarterly Report on Form 10-Q for the quarter ended November 30, 2000).](http://www.sec.gov/Archives/edgar/data/723254/000089225101000001/0000892251-01-000001-0002.htm) | [added: | |]

| [10.7](http://www.sec.gov/Archives/edgar/data/723254/000089225105000327/ex10022805.htm) | | [added: |] * | [added: | |] [Form of agreement signed by Officers, General/Branch Managers, Professionals and Key Managers, including Executive Officers (Incorporated by reference to Exhibit 10 to Cintas' Quarterly Report on Form 10-Q for the quarter ended February 28, 2005).](http://www.sec.gov/Archives/edgar/data/723254/000089225105000327/ex10022805.htm) | [added: | |]

| [10.8](http://www.sec.gov/Archives/edgar/data/723254/000110465905039417/a05-13922_1ex10d18.htm) | | [added: |] * | [added: | |] [President and CEO Executive Compensation Plan (Incorporated by reference to Exhibit 10.18 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2005).](http://www.sec.gov/Archives/edgar/data/723254/000110465905039417/a05-13922_1ex10d18.htm) | [added: | |]

| [10.9](http://www.sec.gov/Archives/edgar/data/723254/000110465905039417/a05-13922_1ex10d19.htm) | | [added: |] * | [added: | |] [2006 Executive Incentive Plan (Incorporated by reference to Exhibit 10.19 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2005).](http://www.sec.gov/Archives/edgar/data/723254/000110465905039417/a05-13922_1ex10d19.htm) | [added: | |]

| [10.10](http://www.sec.gov/Archives/edgar/data/723254/000104746905022345/a2162451zdef14a.htm) | | [added: |] * | [added: | |] [2005 Equity Compensation Plan (Incorporated by reference to Cintas' Definitive Proxy Statement on Schedule 14A filed on September 1, 2005).](http://www.sec.gov/Archives/edgar/data/723254/000104746905022345/a2162451zdef14a.htm) | [added: | |]

| [10.11](http://www.sec.gov/Archives/edgar/data/723254/000110465906053974/a06-16851_1ex10d21.htm) | | [added: |] * | [added: | |] [Criteria for Performance Evaluation of the President and CEO (Incorporated by reference to Exhibit 10.21 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2006).](http://www.sec.gov/Archives/edgar/data/723254/000110465906053974/a06-16851_1ex10d21.htm) | [added: | |]

| [10.12](http://www.sec.gov/Archives/edgar/data/723254/000110465906053974/a06-16851_1ex10d22.htm) | | [added: |] * | [added: | |] [2007 Executive Incentive Plan (Incorporated by reference to Exhibit 10.22 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2006).](http://www.sec.gov/Archives/edgar/data/723254/000110465906053974/a06-16851_1ex10d22.htm) | [added: | |]

| [10.13](http://www.sec.gov/Archives/edgar/data/723254/000104746911006745/a2204868zex-10_17.htm) | | [added: |] * | [added: | |] [Amendment No. 1 to 2005 Equity Compensation Plan (Incorporated by reference to Exhibit 10.17 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2011).](http://www.sec.gov/Archives/edgar/data/723254/000104746911006745/a2204868zex-10_17.htm) | [added: | |]

| [10.14](http://www.sec.gov/Archives/edgar/data/723254/000104746911006745/a2204868zex-10_18.htm) | | [added: |] * | [added: | |] [Form of Restricted Stock Agreement (Incorporated by reference to Exhibit 10.18 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2011).](http://www.sec.gov/Archives/edgar/data/723254/000104746911006745/a2204868zex-10_18.htm) | [added: | |]

| [10.15](http://www.sec.gov/Archives/edgar/data/723254/000110465912051902/a12-16955_1ex10d1.htm) | | [added: |] * | [added: | |] [Amendment No. 2 to Cintas Corporation 2005 Equity Compensation Plan (Incorporated by reference to Exhibit 10.1 to Cintas' Current Report on Form 8-K filed on July 27, 2012).](http://www.sec.gov/Archives/edgar/data/723254/000110465912051902/a12-16955_1ex10d1.htm) | [added: | |]

| [10.16](http://www.sec.gov/Archives/edgar/data/723254/000110465912051902/a12-16955_1ex10d2.htm) | | [added: |] * | [added: | |] [Form of Restricted Stock Agreement (Incorporated by reference to Exhibit 10.2 to Cintas' Current Report on Form 8-K filed on July 27, 2012).](http://www.sec.gov/Archives/edgar/data/723254/000110465912051902/a12-16955_1ex10d2.htm) | [added: | |]

| [10.17](http://www.sec.gov/Archives/edgar/data/723254/000072325413000021/ex10-4.htm) | | [added: |] * | [added: | |] [Amendment No. 3 to Cintas Corporation 2005 Equity Compensation Plan (Incorporated by reference to Exhibit 10.4 to Cintas' Current Report on Form 8-K filed on October 23, 2013).](http://www.sec.gov/Archives/edgar/data/723254/000072325413000021/ex10-4.htm) | [added: | |]

| [10.18](http://www.sec.gov/Archives/edgar/data/723254/000072325414000035/ex10510-14.htm) | | [added: |] * | [added: | |] [Amendment No. 4 to Cintas Corporation 2005 Equity Compensation Plan (Incorporated by reference to Exhibit 10.5 to Cintas' Current Report on Form 8-K filed on October 22, 2014).](http://www.sec.gov/Archives/edgar/data/723254/000072325414000035/ex10510-14.htm) | [added: | |]

| [10.19](http://www.sec.gov/Archives/edgar/data/723254/000072325413000021/ex10-5.htm) | | [added: |] * | [added: | |] [Cintas Corporation Management Incentive Plan (Incorporated by reference to Exhibit 10.5 to Cintas' Current Report on Form 8-K filed on October 23, 2013).](http://www.sec.gov/Archives/edgar/data/723254/000072325413000021/ex10-5.htm) | [added: | |]

| [10.20](http://www.sec.gov/Archives/edgar/data/723254/000072325416000069/exhibit101.htm) | | [added: |] * | [added: | |] [Cintas Corporation 2016 Equity and Incentive Compensation Plan (Incorporated by reference to Exhibit 10.1 to Cintas' Current Report on Form 8-K filed on October 20, 2016).](http://www.sec.gov/Archives/edgar/data/723254/000072325416000069/exhibit101.htm) | [added: | |]

| [10.21](http://www.sec.gov/Archives/edgar/data/723254/000072325418000002/amend1.htm) | | [added: |] * | [added: | |] [Amendment No. 1 to Cintas Corporation 2016 Equity and Incentive Compensation Plan (Incorporated by reference to Exhibit 10.1 to Cintas' Quarterly Report on Form 10-Q for the quarter ended November 30, 2017).](http://www.sec.gov/Archives/edgar/data/723254/000072325418000002/amend1.htm) | [added: | |]

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| 101.INS | | | XBRL Instance Document. |

| 101.SCH | | | XBRL Taxonomy Extension Schema Document. |

| 101.CAL | | | XBRL Taxonomy Extension Calculation Linkbase Document. |

| 101.DEF | | | XBRL Taxonomy Extension Definition Linkbase Document. |

| 101.LAB | | | XBRL Taxonomy Extension Label Linkbase Document. |

| 101.PRE | | | XBRL Taxonomy Extension Presentation Linkbase Document. |

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| --- | --- |