Cintas (CTAS) 10-K risk factor changes: FY2025 vs FY2024
The 2025-05-31 10-K against the 2024-05-31 one, compared heading by heading and sentence by sentence.
Item 1A29 rewritten5 added15 removed127 unchanged
All filing items662 rewritten216 added308 removed1,453 unchanged
Summary
counted, not written
- Item 1A lists 17 risk factor headings: 0 new, 1 reworded and 16 unchanged since FY2024. 1 heading from FY2024 no longer appears.
- Sentence by sentence, 216 added, 308 removed, 662 rewritten and 1,453 unchanged across 17 items that differ.
New Item 1A headings (0)
No risk factor heading in this filing is absent from FY2024.
Removed Item 1A headings (1)
- Increasing scrutiny and evolving expectations from investors, customers, regulators, policymakers and other stakeholders regarding ESG matters may adversely affect our reputation or otherwise adversely impact our share price, demand for our securities and business and results of operations.
Reworded Item 1A headings (1)
- Risks associated with the suppliers from whom our products are
[removed: sourced][added: sourced, including greater costs associated with tariffs,] could adversely affect our consolidated results of operations.
A heading is new when no FY2024 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
29 rewritten, 5 added, 15 removed, 127 unchanged
Factors that might cause such a difference include, but are not limited to, 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 acquisitions; supply chain constraints and macroeconomic conditions, including inflationary pressures and higher interest rates; 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; our ability to meet our aspirations relating to [removed: environmental, social and governance (ESG)] [added: sustainability] opportunities, improvements and efficiencies; the cost, results and ongoing assessment of internal controls for financial reporting; the effect of new accounting pronouncements; [removed: risk] [added: risks] associated with cybersecurity threats, including disruptions caused by the inaccessibility of computer systems data and cybersecurity risk management; 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 events including global health pandemics; the amount and timing of repurchases of our common stock, if any; changes in global tax and labor laws; and the reactions of competitors in terms of price and service.
Forward-looking and other statements in this Annual Report on Form 10-K regarding our greenhouse gas (GHG) reduction plans and other [removed: ESG] [added: sustainability] aspirations are not an indication that these statements are necessarily material to investors or required to be disclosed in our filings with the SEC.
In addition, historical, current and forward-looking GHG-related and/or [removed: ESG-related] [added: sustainability-related] statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve and assumptions that are subject to change in the future.*
Negative economic conditions, in North America and our other markets, [removed: may] [added: have in the past and could again in the future,] adversely affect our financial performance.
Higher levels of unemployment, inflation, recessionary conditions, geopolitical developments, [added: changes in trade agreements,] tax rates and other changes in tax laws and other economic factors could adversely affect the demand for Cintas’ products and services.
Increases in labor costs, including the cost to provide employee-partner related healthcare benefits, minimum wages, labor shortages or shortages of skilled labor, regulations regarding the classification of employees and/or their eligibility for overtime wages, higher material costs for items such as fabrics and textiles, the inability to obtain insurance coverage at cost-effective rates, higher interest rates, inflation, [removed: global health pandemics,] [added: new or expanded tariffs and other measures that could restrict international trade,] higher tax rates and other changes in tax laws and other economic factors could increase our costs of rental uniforms and facility services, cost of other services and selling and administrative expenses.
*Risks associated with the suppliers from whom our products are [removed: sourced] [added: sourced, including greater costs associated with tariffs,] could adversely affect our consolidated results of 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 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 [removed: experienced by our suppliers, the availability of raw materials to suppliers, currency exchange rates, transport]
[added: experienced by our suppliers, the] availability [added: 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, including the potential negative impact of global health pandemics] [added: factors] affecting our suppliers and our access to products could adversely affect our consolidated results of operations.
Disruptions in the availability of any internal or external information technology systems due to implementation of a new system or otherwise, or privacy [removed: breaches] [added: incidents] involving information technology systems, could impact our ability to service our customers and adversely affect our revenue, consolidated results of operations and reputation and expose us to litigation risk.*
Although we have an active disaster recovery plan in place that is frequently reviewed and tested, and we believe that we have adopted appropriate measures [added: designed] to mitigate potential risks to our technology and our operations from these information technology-related and other potential disruptions, given the unpredictability of the timing, nature and scope of such disruptions, we could potentially be subject to production downtimes, operational delays and interruptions in our ability to provide products and services to our customers.
Cyber-security attacks may include, but are not limited to, malicious software, attempts to gain unauthorized access to data and other electronic security [removed: breaches] [added: incidents] that could lead to disruptions in systems, unauthorized release of confidential or otherwise protected information and corruption of data.
Given the increasing sophistication of bad actors and complexity of the techniques used to obtain unauthorized access or disable systems, a cybersecurity [removed: breach] [added: incident] or attack could potentially persist for an extended period of time before being detected.
In addition, new [added: laws or] regulations could result in us being required to disclose information about a material cybersecurity incident before it has been mitigated or resolved, or even fully investigated.
If the network of security controls, policy enforcement mechanisms and monitoring systems to address these threats to our technology fails, or we are unable to successfully address cybersecurity incidents or the risks from cybersecurity threats, we could experience production downtimes, operational delays and interruptions in our ability to provide products and services to our customers, the compromising of confidential or otherwise protected Company, customer, or employee information, destruction or corruption of data, security [removed: breaches,] [added: incidents,] or other manipulation or improper use of our systems and networks which could result in financial losses from remedial actions, loss of business or potential liability and damage to our reputation.
If these third-party vendors, as well as our suppliers and other vendors, experience service interruptions or damage, security [removed: breaches,] [added: incidents,] cyber-attacks, computer viruses, ransomware or other similar events or intrusions, our business and our consolidated results of operations may be adversely affected.
However, factors such as difficulty to attract key employees, reduced employee engagement, third-party organizational [removed: efforts] [added: efforts, scrutiny from advocacy groups] and increased employee-partner turnover could adversely affect our labor relationships with our employee-partners.
A failure to preserve positive labor relationships with our employee-partners [removed: and] could adversely affect our consolidated financial condition and consolidated results of operations.
Unexpected events, including fires or explosions at facilities, severe weather conditions and natural disasters such as hurricanes, fires, floods, droughts and [removed: tornadoes (including those caused by climate change),] [added: tornadoes,] geopolitical conflicts, war or terrorist activities, unplanned outages, [removed: global health pandemics,] 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.
Our outstanding indebtedness along with adverse interest rate fluctuations may have negative consequences on our business, such as requiring us to dedicate a substantial portion of our cash flow from operations to the payment of debt service, reducing the availability of our cash flow to fund working capital, capital expenditures, acquisitions, dividend increases, stock buybacks and other general corporate purposes, as well as [removed: increase] [added: increasing] our vulnerability to adverse economic or industry conditions.
The price of fuel and energy needed to run our vehicles and equipment is unpredictable and fluctuates based on events outside of our control, including geopolitical developments, supply and demand fluctuations 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,] [added: disasters and] environmental concerns including the impact of legislative and regulatory efforts to limit GHG [removed: emissions and global health pandemics.][added: emissions.]
In fiscal years [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022,] [added: 2023,] revenue denominated in currencies other than the U.S. dollar represented less than 10% of our consolidated revenue.
[removed: In addition, credit market deterioration and] its actual or perceived effects on our results of operations and financial condition, along with deterioration in general economic conditions, may increase the likelihood that the major independent credit agencies will downgrade our credit ratings, which could increase our cost of borrowing.
Our business is subject to complex and stringent state and federal regulations, including employment laws and regulations, minimum wage requirements, overtime requirements, working condition requirements, citizenship requirements, transportation laws and regulations, [removed: ESG-related] [added: sustainability-related] regulations, cybersecurity laws and regulations, data privacy and protection laws and regulations, environmental regulations, and other laws and regulations.
In addition, we expect there will likely be increasing levels of regulation, disclosure-related and otherwise, with respect to [removed: ESG] [added: sustainability] matters, and increased regulation will likely lead to increased compliance costs as well as scrutiny that could heighten all of the risks identified in this risk factor.
Our operating locations are subject to environmental laws and regulations relating to the protection of the environment and health and safety matters, including those [added: related to sustainability and] governing discharges of pollutants to the air and water, the management and disposal of hazardous substances and wastes and the clean-up of contaminated sites.
We could incur significant costs, including clean-up costs, fines and sanctions and claims by third parties for property damage and personal injury, as a result of violations [removed: of] [added: of,] or liabilities under these laws and regulations.
Changes in tax laws or regulations in the jurisdictions in which we do business, or other tax law implementations or interpretations, including the Inflation Reduction Act (IRA), which includes a corporate alternative minimum tax on certain large [removed: corporations, incentives to address climate change mitigation] [added: corporations] and other non-income tax provisions, including an excise tax on the repurchase of corporate stock could increase our effective tax rate, restrict our ability to repatriate undistributed offshore earnings, or impose new restrictions, costs or prohibitions on our current practices and reduce our net income and adversely affect our cash flows.
Emerging artificial intelligence technologies may intensify these cybersecurity risks.
The rapid, ongoing evolution and increased adoption of emerging technologies such as artificial intelligence and machine learning may make it more difficult to anticipate and implement protective measures to recognize, detect, and prevent the occurrence of any of the cyber events.
However, there can be no assurance that we will not experience material cybersecurity incidents in the future.
Additionally, we cannot be certain that any insurance coverage will be adequate for cybersecurity liabilities actually incurred, that insurance will continue to be available to us on economically reasonable terms, or at all, or that our insurer will not deny coverage as to any future claim.
In addition, credit market deterioration and
Increased global focus on climate change may result in the imposition of new or additional regulations or requirements applicable to, and increased financial risks for, our business and industry.
A number of government authorities and agencies have introduced or are contemplating regulatory changes to address climate change, including the regulation of GHG emissions.
The outcome of new legislation or regulation in the U.S. and other jurisdictions in which we operate may result in new or additional requirements, including to fund energy efficiency
activities or renewable energy use, and fees or restrictions on certain activities or materials.
Compliance with these climate change initiatives may also result in additional costs to us, including, among other things, increased production costs, additional taxes, additional investments in renewable energy use and other initiatives, reduced emission allowances or additional restrictions on production or operations.
*Increasing scrutiny and evolving expectations from investors, customers, regulators, policymakers and other stakeholders regarding ESG matters may adversely affect our reputation or otherwise adversely impact our share price, demand for our securities and business and results of operations.*
Companies across all industries are facing increasing scrutiny from stakeholders related to ESG matters, including practices and disclosures related to environmental stewardship; social responsibility; diversity, equity and inclusion; and workplace rights.
The heightened and sometimes conflicting stakeholder focus on ESG issues related to our business requires the continuous monitoring of various and evolving laws, regulations, standards and expectations and the associated reporting requirements.
As the nature, scope and complexity of ESG reporting, diligence and disclosure requirements expand, we may have to undertake additional costs to control, assess and report on ESG metrics.
Any failure or perceived failure, whether or not valid, to pursue or fulfill our ESG aspirations, targets or objectives or to satisfy various ESG reporting standards within the timelines we announce, or at all, could result in adverse publicity, reputational harm, or loss of customer and/or investor confidence, which could adversely affect our business and consolidated results of operations.
In addition, our share price and demand for our securities could be adversely affected.
In addition, our ability to achieve our ESG aspirations, including to achieve Net Zero GHG emissions by 2050, and to accurately and transparently report our progress presents numerous operational, financial, legal and other risks, and may be dependent on the actions of suppliers and other third parties, significant technological advancements with respect to the development and availability of reliable, affordable and sustainable alternative solutions, all of which are outside of our control.
If we are unable to meet our ESG aspirations or evolving stakeholder expectations and industry standards, or if we are perceived to have not responded appropriately to the growing concern for ESG issues, our reputation could be negatively impacted.
In addition, in recent years, investor advocacy groups and certain institutional investors have placed increasing importance on ESG matters.
If, as a result of their assessment of our ESG practices, certain investors are unsatisfied with our actions or progress, they may reconsider their investment in our Company.
Item 7. Management's Discussion and
139 rewritten, 42 added, 43 removed, 215 unchanged
With products and services including uniforms, mats, mops, [added: shop towels,] restroom supplies, [added: workplace water services,] first aid and safety products, [removed: fire extinguishers and testing, and] [added: eye-wash stations,] safety training, [added: fire extinguishers, sprinkler systems and alarm services,] Cintas helps customers get Ready for the Workday®.
This Management’s Discussion and Analysis of Financial Condition and Results of Operations section focuses on discussion of fiscal [removed: 2024] [added: 2025] results compared to fiscal [removed: 2023] [added: 2024] results and should be read in conjunction with our consolidated financial statements and the related notes included elsewhere in this filing.
Risk [removed: Factors](#id658325c7f3440f7b67a4b7891a69404_16)."] [added: Factors](#ice9aea6cc7c744af9eae65d2bad11d8d_16)."] For discussion of fiscal [removed: 2023] [added: 2024] results compared to fiscal [removed: 2022] [added: 2023] 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, [removed: 2023,] [added: 2024,] filed with the SEC on July [removed: 27, 2023.][added: 25, 2024.]
The First Aid and Safety Services reportable operating segment consists of first aid and safety products and [added: services, as well as workplace water] services.
Revenue and operating income for the reportable operating segments for the fiscal years ended May 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022] [added: 2023] are presented in [Note [removed: 14](#id658325c7f3440f7b67a4b7891a69404_121)] [added: 14](#ice9aea6cc7c744af9eae65d2bad11d8d_145)] entitled Operating Segment Information of "Notes to Consolidated Financial Statements." The Company regularly reviews its operating segments for reporting purposes based on the information its chief operating decision maker [added: (CODM)] regularly reviews for purposes of allocating resources and assessing performance and makes changes when appropriate.
| Uniform Rental and Facility Services | | | [removed: 77.8%] [added: 77.1%] | | | | | | [removed: 78.2%] [added: 77.8%] | | |
| First Aid and Safety Services | | | [removed: 11.1%] [added: 11.8%] | | | | | | [removed: 10.8%] [added: 11.1%] | | |
| All Other | | | 11.1% | | | | | | [removed: 11.0%] [added: 11.1%] | | |
| Uniform Rental and Facility Services | | | [removed: 51.8%] [added: 50.7%] | | | | | | [removed: 52.7%] [added: 51.8%] | | |
| First Aid and Safety Services | | | [removed: 44.5%] [added: 42.8%] | | | | | | [removed: 49.3%] [added: 44.5%] | | |
| All Other | | | [removed: 53.6%] [added: 52.7%] | | | | | | [removed: 55.9%] [added: 53.6%] | | |
| Total cost of sales | | | [removed: 51.2%] [added: 50.0%] | | | | | | [removed: 52.7%] [added: 51.2%] | | |
| Uniform Rental and Facility Services | | | [removed: 48.2%] [added: 49.3%] | | | | | | [removed: 47.3%] [added: 48.2%] | | |
| First Aid and Safety Services | | | [removed: 55.5%] [added: 57.2%] | | | | | | [removed: 50.7%] [added: 55.5%] | | |
| All Other | | | [removed: 46.4%] [added: 47.3%] | | | | | | [removed: 44.1%] [added: 46.4%] | | |
| Total gross margin | | | [removed: 48.8%] [added: 50.0%] | | | | | | [removed: 47.3%] [added: 48.8%] | | |
| Uniform Rental and Facility Services | | | [removed: 26.0%] [added: 25.8%] | | | | | | [removed: 25.9%] [added: 26.0%] | | |
| First Aid and Safety Services | | | [removed: 33.1%] [added: 33.0%] | | | | | | [removed: 31.7%] [added: 33.1%] | | |
| All Other | | | [removed: 30.4%] [added: 30.6%] | | | | | | [removed: 29.3%] [added: 30.4%] | | |
| Total selling and administrative expenses | | | [removed: 27.3%] [added: 27.2%] | | | | | | [removed: 26.9%] [added: 27.3%] | | |
| Uniform Rental and Facility Services | | | [removed: 22.2%] [added: 23.5%] | | | | | | [removed: 21.4%] [added: 22.2%] | | |
| First Aid and Safety Services | | | [removed: 22.4%] [added: 24.2%] | | | | | | [removed: 19.0%] [added: 22.4%] | | |
| All Other | | | [removed: 16.0%] [added: 16.7%] | | | | | | [removed: 14.8%] [added: 16.0%] | | |
| Total operating income | | | [removed: 21.6%] [added: 22.8%] | | | | | | [removed: 20.4%] [added: 21.6%] | | |
| Interest expense, net | | | 0.9% | | | | | | [removed: 1.2%] [added: 1.0%] | | |
| Income before income taxes | | | [removed: 20.6%] [added: 21.9%] | | | | | | [removed: 19.2%] [added: 20.5%] | | |
Fiscal [removed: 2024] [added: 2025] Compared to Fiscal [removed: 2023][added: 2024]
Fiscal [removed: 2024] [added: 2025] total revenue was [removed: $9.6] [added: $10.3] billion, an increase of [removed: 8.9%] [added: 7.7%] over the prior fiscal year.
Organic revenue growth by quarter for fiscal [removed: 2024] [added: 2025] is as follows:
| First quarter ended August 31, [removed: 2023] [added: 2024] | | | [removed: 8.1%] [added: 8.0%] | | |
| Second quarter ended November 30, [removed: 2023] [added: 2024] | | | [removed: 9.0%] [added: 7.1%] | | |
| Third quarter ended February [removed: 29, 2024] [added: 28, 2025] | | | [removed: 7.7%] [added: 7.9%] | | |
| Fourth quarter ended May 31, [removed: 2024] [added: 2025] | | | [removed: 7.5%] [added: 9.0%] | | |
| For the fiscal year ended May 31, [removed: 2024] [added: 2025] | | | 8.0% | | |
Revenue from the Uniform Rental and Facility Services reportable operating segment increased [removed: 8.2%,] [added: 6.8%,] to [removed: $7,465.2] [added: $7,976.1] million compared to [removed: $6,897.1] [added: $7,465.2] million in fiscal [removed: 2023.][added: 2024.]
Organic revenue growth for this reportable operating segment was [removed: 7.4%.][added: 7.0%.]
Other revenue, consisting of revenue from the First Aid and Safety Services reportable operating segment and All Other, increased [removed: 11.1%,] [added: 10.9%,] to [removed: $2,131.4] [added: $2,364.1] million compared to [removed: $1,918.6] [added: $2,131.4] million in fiscal [removed: 2023.][added: 2024.]
Revenue increased organically by [removed: 10.2%.][added: 11.3%.]
Cost of uniform rental and facility services increased [removed: 6.4%] [added: 4.5%] compared to fiscal [removed: 2023.][added: 2024.]
The cost of uniform rental and facility services as a percent of revenue improved compared to fiscal [removed: 2023] [added: 2024] from [removed: 52.7% to] 51.8% [added: to 50.7%] primarily due to efficiency gains in energy usage, more efficient use of in-service [removed: inventory,] [added: inventory] and [removed: improved leverage of fixed costs.][added: production efficiency gains.]
| | | | 2025 | | | | | | 2024 | | |
Total revenue was positively impacted by 0.8% due to acquisitions, negatively impacted by 0.9% due to two less workdays in fiscal 2025 compared to fiscal 2024 and negatively impacted by 0.2% due to foreign currency exchange rate fluctuations.
Revenue growth was positively impacted by 0.8% due to acquisitions, negatively impacted by 0.9% due to two less workdays in fiscal 2025 compared to fiscal 2024 and negatively impacted by 0.1% due to foreign currency exchange rate fluctuations.
Revenue growth was positively impacted by 0.6% due to acquisitions, negatively impacted by 0.9% due to two less workdays in fiscal 2025 compared to fiscal 2024 and negatively impacted by 0.1% due to foreign currency exchange rate fluctuations.
In fiscal 2025 we recorded a $15 million gain on a sale of property, and in fiscal 2024 we recorded $15 million associated with a legal settlement, both of which impacted all segments by the same percent of revenue.
Excluding those items, selling and administrative expenses as a percent of revenue increased from fiscal 2024 to fiscal 2025.
The resulting increase as a percent of revenue was primarily due to investments in technology and additional selling resources.
Net interest expense was the same as a percent of revenue.
Excluding the items noted previously, selling and administrative expenses as a percent of revenue were largely consistent as compared to the prior fiscal year.
| Net cash provided by operating activities | | | $ | 2,165,905 | | | | | $ | 2,068,500 | |
| Net cash used in investing activities | | | $ | (623,638) | | | | | $ | (603,334) | |
| Net cash used in financing activities | | | $ | (1,619,011) | | | | | $ | (1,247,506) | |
These improvements were partially offset by unfavorable changes in working capital, specifically inventories, net, accounts receivable, net and uniforms and other rental items in service.
These outflows were partially offset by proceeds from the sale of property.
In addition, during fiscal 2025, Cintas received cash proceeds of $24.0 million related to the sale of property and equipment.
These increases were partially offset by an increase in proceeds from the issuance of debt in fiscal 2025 compared to fiscal 2024.
Neither of the outstanding share buyback programs have an expiration date.
| | | | 2025 | | | | | | | | | | | | | | | | | | | | | 2024 | | | | | | | | | | | | | | |
| July 27, 2021 | | | — | | | | | | $ | — | | | | | $ | — | | | | | | | | 3,425 | | | | | | $ | 133.80 | | | | | $ | 458,284 | |
| July 26, 2022 | | | 3,794 | | | | | | 179.07 | | | | | | 679,329 | | | | | | | | | 339 | | | | | | 168.44 | | | | | | 57,104 | | |
| July 23, 2024 | | | — | | | | | | — | | | | | | — | | | | | | | | | — | | | | | | — | | | | | | — | | |
| | | | 3,794 | | | | | | $ | 179.07 | | | | | $ | 679,329 | | | | | | | | 3,764 | | | | | | $ | 136.92 | | | | | $ | 515,388 | |
| Shares acquired for taxes due (1) | | | 1,297 | | | | | | $ | 196.87 | | | | | $ | 255,471 | | | | | | | | 1,325 | | | | | | $ | 139.34 | | | | | $ | 184,645 | |
There were no share buybacks in the period subsequent to May 31, 2025, through July 28, 2025.
Cintas has made no purchases under the July 23, 2024 share buyback program.
| July 23, 2024 | | | August 15, 2024 | | | | | | September 3, 2024 | | | 0.39 | | | | | | 158.0 | | |
| October 29, 2024 | | | November 15, 2024 | | | | | | December 13, 2024 | | | 0.39 | | | | | | 158.1 | | |
| January 14, 2025 | | | February 14, 2025 | | | | | | March 14, 2025 | | | 0.39 | | | | | | 157.9 | | |
| Total | | | | | | | | | | | | $ | 1.5075 | | | | | $ | 611.6 | |
| As of May 31, 2025 | | | | | | | | | | | | | | | | | | | | |
| April 8, 2025 (1) | | | May 15, 2025 | | | | | | June 13, 2025 | | | $ | 0.39 | | | | | $ | 157.8 | |
| April 9, 2024 (1) | | | May 15, 2024 | | | | | | June 14, 2024 | | | $ | 0.3375 | | | | | $ | 137.6 | |
On May 1, 2025, in accordance with the terms of the senior notes, Cintas paid the $400.0 million aggregate principal outstanding of its 3.45%, 3-year senior notes that matured on that date with cash on hand.
On May 2, 2025, Cintas issued $400.0 million aggregate principal amount of senior notes that bear an interest rate of 4.20% and mature on May 1, 2028.
In conjunction with these transactions, Cintas recognized a loss of $0.9 million, which is recorded in interest expense on the consolidated statement of income for the fiscal year ended May 31, 2024.
| Operating leases (2) | | | 259,565 | | | | | | 58,688 | | | | | | 93,365 | | | | | | 59,360 | | | | | | 48,152 | | |
| Interest payments | | | 501,830 | | | | | | 100,348 | | | | | | 156,129 | | | | | | 93,096 | | | | | | 152,257 | | |
| Total contractual and other material cash obligations | | | $ | 3,197,945 | | | | | $ | 159,036 | | | | | $ | 1,649,494 | | | | | $ | 152,456 | | | | | $ | 1,236,959 | |
| Total other commitments | | | $ | 2,128,874 | | | | | $ | 129,576 | | | | | $ | 1,999,298 | | | | | $ | — | | | | | $ | — | |
This standard was adopted by Cintas on May 31, 2025 and did not have a material impact on the Company's consolidated financial statements.
| | | | 2024 | | | | | | 2023 | | |
Total revenue was positively impacted by 0.4% due to acquisitions and by 0.5% due to one more workday in fiscal 2024 compared to fiscal 2023.
Revenue growth was positively impacted by 0.4% due to acquisitions and 0.4% due to one more workday in fiscal 2024 compared to fiscal 2023.
Revenue growth was positively impacted by 0.5% due to acquisitions and by 0.4% due to one more workday in fiscal 2024 compared to fiscal 2023.
The change as a percent of revenue was primarily due to investing in additional selling resources, investing in our management trainee program, expanding our talent acquisition efforts for future growth, as well as costs associated with a tentative legal settlement discussed in [Note 15](#id658325c7f3440f7b67a4b7891a69404_124) entitled Litigation and Other Contingencies of "Notes to Consolidated Financial Statements."
The change was primarily due to a decrease in the average amount of outstanding debt during fiscal 2024.
The change as a percent of revenue was primarily due to increases in labor and other employee-partner related expenses, including investing in additional selling resources for future growth.
| Net cash provided by operating activities | | | $ | 2,079,781 | | | | | $ | 1,597,814 | |
| Net cash used in investing activities | | | $ | (608,631) | | | | | $ | (388,672) | |
| Net cash used in financing activities | | | $ | (1,253,490) | | | | | $ | (1,172,836) | |
These improvements were partially offset by unfavorable changes in working capital, primarily current liabilities and deferred income taxes.
The increase in capital expenditures from fiscal 2023 to fiscal 2024 was due to investments in the reportable operating segments to support continued revenue growth, an increase in equipment purchases, primarily trucks, due to vendors clearing backlogged orders, and spending associated with the SAP implementation in the Fire Protection Services operating segment, which is included in All Other.
These increases were partially offset by a decrease in payments of debt and commercial paper in fiscal 2024 compared to fiscal 2023.
new $1.0 billion share buyback program, which does not have an expiration date.
| | | | 2024 | | | | | | | | | | | | | | | | | | | | | 2023 | | | | | | | | | | | | | | |
| July 27, 2021 | | | 856 | | | | | | $ | 535.21 | | | | | $ | 458,284 | | | | | | | | 550 | | | | | | $ | 396.69 | | | | | $ | 218,288 | |
| July 26, 2022 | | | 85 | | | | | | 673.78 | | | | | | 57,104 | | | | | | | | | — | | | | | | — | | | | | | — | | |
| | | | 941 | | | | | | $ | 547.69 | | | | | $ | 515,388 | | | | | | | | 550 | | | | | | $ | 396.69 | | | | | $ | 218,288 | |
| Shares acquired for taxes due (1) | | | 331 | | | | | | $ | 557.34 | | | | | $ | 184,645 | | | | | | | | 430 | | | | | | $ | 420.21 | | | | | $ | 180,577 | |
In the period subsequent to May 31, 2024, through July 25, 2024, under the July 26, 2022 share buyback plan, we purchased 0.7 million shares of Cintas common stock at an average price of $693.58 for a total purchase price of $473.6 million.
From the inception of the July 26, 2022 share buyback program through July 25, 2024, Cintas has purchased 0.8 million shares of Cintas common stock in the aggregate, at an average price of $691.40 per share, for a total purchase price of $530.7 million.
| April 12, 2022 | | | May 16, 2022 | | | | | | June 15, 2022 | | | $ | 0.95 | | | | | $ | 97.7 | |
| July 26, 2022 | | | August 15, 2022 | | | | | | September 15, 2022 | | | 1.15 | | | | | | 117.3 | | |
| October 25, 2022 | | | November 15, 2022 | | | | | | December 15, 2022 | | | 1.15 | | | | | | 117.4 | | |
| January 10, 2023 | | | February 15, 2023 | | | | | | March 15, 2023 | | | 1.15 | | | | | | 117.5 | | |
| Total | | | | | | | | | | | | $ | 4.40 | | | | | $ | 449.9 | |
| As of May 31, 2023 | | | | | | | | | | | | | | | | | | | | |
| April 11, 2023 (1) | | | May 15, 2023 | | | | | | June 15, 2023 | | | $ | 1.15 | | | | | $ | 117.6 | |
During the fiscal year ended May 31, 2023, Cintas paid $261.2 million, net of commercial paper.
| Senior notes (1) | | | 3.11% | | | | | | 2015 | | | | | | 2025 | | | | | | $ | — | | | | | $ | 50,630 | |
In addition, in such a case, our cost of funds for new issues of
| Operating leases (2) | | | 211,469 | | | | | | 51,323 | | | | | | 79,583 | | | | | | 50,352 | | | | | | 30,211 | | |
| Interest payments | | | 563,114 | | | | | | 97,814 | | | | | | 167,096 | | | | | | 93,096 | | | | | | 205,108 | | |
| Total contractual and other material cash obligations | | | $ | 3,261,133 | | | | | $ | 599,137 | | | | | $ | 1,246,679 | | | | | $ | 143,448 | | | | | $ | 1,271,869 | |
| Total other commitments | | | $ | 2,117,256 | | | | | $ | 117,957 | | | | | $ | 1,999,299 | | | | | $ | — | | | | | $ | — | |
ASU 2023-07 is effective for annual periods beginning after December 15, 2023 (fiscal 2025).
Early adoption is permitted.
Goodwill. Goodwill, obtained through acquisitions of businesses, is valued at cost less any impairment.
Cintas completes an annual impairment test that includes an assessment of qualitative factors, and quantitative, if necessary, including, but not limited to, macroeconomic conditions, industry and market conditions and entity specific factors such as strategies and financial performance.
We test for goodwill impairment at the reporting unit level.
An excerpt. Shown here: 40 of 139 rewritten, 40 of 42 added and 40 of 43 removed. The counts are complete. For every sentence, read Item 7. Management's Discussion and in the FY2025 filing and the FY2024 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
1 rewritten, 0 added, 0 removed, 7 unchanged
If short-term rates changed by one-half percent (or 50 basis points), Cintas' income before income taxes would change by approximately [removed: $0.6] [added: $0.3] million.
Item 1. Business
23 rewritten, 1 added, 14 removed, 94 unchanged
With products and services including uniforms, mats, mops, [added: shop towels,] restroom supplies, [added: workplace water services,] first aid and safety products, [added: eye-wash stations, safety training,] fire [removed: extinguishers] [added: extinguishers, sprinkler systems] and [added: alarm] testing, [removed: and safety training,] Cintas helps customers get Ready for the Workday®.
The First Aid and Safety Services reportable operating segment consists of first aid and safety products and [added: services, as well as workplace water] services.
| (In thousands) | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
| Uniform Rental and Facility Services | | | $ | [removed: 7,465,199] [added: 7,976,073] | | | | | $ | [removed: 6,897,130] [added: 7,465,199] | | | | | $ | [removed: 6,226,980] [added: 6,897,130] | |
| First Aid and Safety Services | | | [removed: 1,067,334] [added: 1,218,090] | | | | | | [removed: 951,496] [added: 1,067,334] | | | | | | [removed: 832,458] [added: 951,496] | | |
| All Other | | | [removed: 1,064,082] [added: 1,146,018] | | | | | | [removed: 967,143] [added: 1,064,082] | | | | | | [removed: 795,021] [added: 967,143] | | |
| Total Revenue | | | $ | [removed: 9,596,615] [added: 10,340,181] | | | | | $ | [removed: 8,815,769] [added: 9,596,615] | | | | | $ | [removed: 7,854,459] [added: 8,815,769] | |
Financial Statements and Supplementary Data," in [Note [removed: 14](#id658325c7f3440f7b67a4b7891a69404_121)] [added: 14](#ice9aea6cc7c744af9eae65d2bad11d8d_145)] entitled Operating Segment Information of "Notes to Consolidated Financial Statements."
At May 31, [removed: 2024,] [added: 2025,] Cintas, in total, had approximately [removed: 11,700] [added: 12,100] local delivery routes, [removed: 467] [added: 478] operational facilities and 12 distribution centers.
For a discussion of the risks associated with sourcing that may materially impact Cintas, please see "[Item 1A: Risk Factors - Risks Relating to Business Strategy and [removed: Operations](#id658325c7f3440f7b67a4b7891a69404_16)."][added: Operations](#ice9aea6cc7c744af9eae65d2bad11d8d_16)."]
Environmental spending related to water treatment and waste removal was approximately [removed: $27.0] [added: $29.0] million in fiscal [removed: 2024,] [added: 2025,] approximately [removed: $26.0] [added: $27.0] million in fiscal [removed: 2023] [added: 2024] and approximately [removed: $22.0] [added: $26.0] million in fiscal [removed: 2022.][added: 2023.]
Capital expenditures to limit or monitor hazardous substances totaled approximately [removed: $1.7] [added: $4.8] million in fiscal [removed: 2024,] [added: 2025,] approximately [removed: $1.0] [added: $1.7] million in fiscal [removed: 2023] [added: 2024] and approximately [removed: $0.2] [added: $1.0] million in fiscal [removed: 2022.][added: 2023.]
In fiscal [removed: 2024,] [added: 2025,] compliance with the
For a discussion of the risks associated with government regulations that may materially impact Cintas, please see “[Item 1A: Risk Factors—Legal and Regulatory [removed: Risks](#id658325c7f3440f7b67a4b7891a69404_16).”][added: Risks](#ice9aea6cc7c744af9eae65d2bad11d8d_16).”]
Cintas' SEC filings can be found on the Investor Relations page of its website at www.cintas.com/investors/financial-reports and its Code of Conduct and Business Ethics can be found under the [removed: Impact] [added: About - Who We Are] page of its website at [removed: www.cintas.com/company/esg.][added: www.cintas.com/company.]
At May 31, [removed: 2024,] [added: 2025,] Cintas employed approximately [removed: 46,500] [added: 48,300] employee-partners in our global workforce, of which approximately [removed: 1,000] [added: 900] were represented by labor unions.
[added: Our talent development programs strive to provide] employee-partners resources to achieve career goals and build management and leadership skills.
[removed: We] [added: In addition, we] offer mentoring programs, a management trainee program and executive leadership programs to support the professional growth of our employee-partners and ensure we have the right succession plans in place.
Employee-partners, contractors, vendors and visitors are all covered by the system, which focuses on [added: worksite analysis,] hazard prevention, training, management commitment and worker involvement.
We are also committed to continuously improving performance through our [added: employee-partner-driven] Health and Safety Improvement Committees in every operation, while corporate health and safety employee-partners conduct annual reviews of our operations.
All production-related managers attend OSHA’s 10-hour [removed: Safety Improvement] [added: safety training] course, and each member of our Senior Management team takes the Management and Leadership Skills for Environmental Health and Safety Professionals Course, part of the Harvard T.H. Chan School of Public Health safety and health curriculum.
Through these efforts, Cintas has reduced our recordable injury rate by over 80% since 2008, has been awarded [removed: 128] [added: 140] OSHA [added: VPP] Star sites in the VPP, which is more than triple any other [removed: company in the] U.S. [added: company,] and has received numerous safety, health and ergonomics awards from national and international groups.
[removed: The] [added: We also have multiple] Employee-Partner Business Resource Groups [removed: also] [added: which] help foster inclusion among all employee-partners to build awareness, recruit and retain a diverse workforce and support the overall success of Cintas.
Cintas is committed to actively recruiting, retaining, developing and advancing a diverse and talented workforce.
Sustainability
In fiscal 2024, Cintas published its fourth annual sustainability report and reported on Cintas’ continued strategy of a Shared Drive for Better.
The report included information on Cintas’ efforts in areas of climate and energy initiatives, water interactions, materials and waste, sustainable supply chain, diversity, equity and inclusion efforts, employee-partner development, safety and health strategy, human rights and labor rights positions and governance, ethics and integrity foundations.
Cintas' most recent sustainability report can be found on our website at www.cintas.com/company/esg.
Cintas is committed to the continued development of its employee-partners.
Our talent development programs strive to provide
*Diversity, Equity & Inclusion*
Cintas supports diversity, equity and inclusion by fostering a respectful, creative and productive environment where all employee-partners can reach their full potential without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, disability or protected veteran status.
We actively recruit, retain, develop and advance a diverse and talented workforce.
We have six Employee-Partner Business Resource Groups, focused on Women, African Americans, Hispanic and Latin Americans, Asian American/Pacific Islanders, LGBTQ+ and Military and Veteran employee-partners.
These groups provide platforms for our employee-partners to showcase skills, experiences and perspectives.
We also have a diverse Management Trainee program that helps Cintas find and develop the best talent for our leadership pipeline, and we monitor representation across management positions.
Cintas’ diversity, equity and inclusion efforts are led by our Senior Vice President of Human Resources and Chief Diversity Officer.
This position reports to our Chief Executive Officer and works to help achieve our goals and obtain a diverse and talented workforce, which is critical to our success.
Item 3. Legal Proceedings
1 rewritten, 0 added, 0 removed, 1 unchanged
Financial Statements and Supplementary Data," in [Note [removed: 15](#id658325c7f3440f7b67a4b7891a69404_124)] [added: 15](#ice9aea6cc7c744af9eae65d2bad11d8d_148)] entitled Litigation and Other Contingencies of "Notes to Consolidated Financial Statements." We refer you to and incorporate by reference into this Item 3 that discussion for important information concerning those legal proceedings, including the basis for such actions and, where known, the relief sought.
Cover and table of contents
27 rewritten, 5 added, 5 removed, 86 unchanged
| | | | For the fiscal year ended | | | May 31, [removed: 2024] [added: 2025] | | |
][added: Workday.jpg](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/ctas-20250531_g1.jpg)]
The aggregate market value of the Registrant's Common Stock held by non-affiliates as of November 30, [removed: 2023,] [added: 2024,] was [removed: $56,070,561,360] [added: $91,105,318,714] based on a closing sale price of [removed: $553.25] [added: $225.79] per share.
As of June 30, [removed: 2024, 193,308,232] [added: 2025, 777,000,840] shares of the Registrant's Common Stock were [removed: issued] [added: issued,] and [removed: 100,768,931] [added: 402,977,926] shares were outstanding.
Portions of the Registrant's Proxy Statement to be filed with the Commission for its [removed: 2024] [added: 2025] Annual Meeting of Shareholders are incorporated by reference in [Part [removed: III](#id658325c7f3440f7b67a4b7891a69404_139)] [added: III](#ice9aea6cc7c744af9eae65d2bad11d8d_163)] of this Form 10-K.
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| [Item [removed: 12.](#id658325c7f3440f7b67a4b7891a69404_148)] [added: 12.](#ice9aea6cc7c744af9eae65d2bad11d8d_172)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#id658325c7f3440f7b67a4b7891a69404_148)] [added: Matters](#ice9aea6cc7c744af9eae65d2bad11d8d_172)] | | | [removed: [67](#id658325c7f3440f7b67a4b7891a69404_148)] [added: [64](#ice9aea6cc7c744af9eae65d2bad11d8d_172)] | | |
| [Item [removed: 13.](#id658325c7f3440f7b67a4b7891a69404_151)] [added: 13.](#ice9aea6cc7c744af9eae65d2bad11d8d_175)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#id658325c7f3440f7b67a4b7891a69404_151)] [added: Independence](#ice9aea6cc7c744af9eae65d2bad11d8d_175)] | | | [removed: [67](#id658325c7f3440f7b67a4b7891a69404_151)] [added: [64](#ice9aea6cc7c744af9eae65d2bad11d8d_175)] | | |
| [Item [removed: 14.](#id658325c7f3440f7b67a4b7891a69404_154)] [added: 14.](#ice9aea6cc7c744af9eae65d2bad11d8d_178)] | | | [Principal Accountant Fees and [removed: Services](#id658325c7f3440f7b67a4b7891a69404_154)] [added: Services](#ice9aea6cc7c744af9eae65d2bad11d8d_178)] | | | [removed: [67](#id658325c7f3440f7b67a4b7891a69404_154)] [added: [64](#ice9aea6cc7c744af9eae65d2bad11d8d_178)] | | |
| [Item [removed: 15.](#id658325c7f3440f7b67a4b7891a69404_160)] [added: 15.](#ice9aea6cc7c744af9eae65d2bad11d8d_184)] | | | [Exhibits and Financial Statement [removed: Schedules](#id658325c7f3440f7b67a4b7891a69404_160)] [added: Schedules](#ice9aea6cc7c744af9eae65d2bad11d8d_184)] | | | [removed: [68](#id658325c7f3440f7b67a4b7891a69404_160)] [added: [65](#ice9aea6cc7c744af9eae65d2bad11d8d_184)] | | |
| [Part I](#ice9aea6cc7c744af9eae65d2bad11d8d_10) | | | | | | | | |
| [Part II](#ice9aea6cc7c744af9eae65d2bad11d8d_34) | | | | | | | | |
| [Part III](#ice9aea6cc7c744af9eae65d2bad11d8d_163) | | | | | | | | |
| [Part IV](#ice9aea6cc7c744af9eae65d2bad11d8d_181) | | | | | | | | |
| [Item 16.](#ice9aea6cc7c744af9eae65d2bad11d8d_178) | | | [Form 10-K Summary](#ice9aea6cc7c744af9eae65d2bad11d8d_184) | | | [67](#ice9aea6cc7c744af9eae65d2bad11d8d_187) | | |
| [Part I](#id658325c7f3440f7b67a4b7891a69404_10) | | | | | | | | |
| [Part II](#id658325c7f3440f7b67a4b7891a69404_31) | | | | | | | | |
| [Part III](#id658325c7f3440f7b67a4b7891a69404_139) | | | | | | | | |
| [Part IV](#id658325c7f3440f7b67a4b7891a69404_157) | | | | | | | | |
| [Item 16.](#id658325c7f3440f7b67a4b7891a69404_154) | | | [Form 10-K Summary](#id658325c7f3440f7b67a4b7891a69404_160) | | | [70](#id658325c7f3440f7b67a4b7891a69404_163) | | |
Item 1C. Cybersecurity
6 rewritten, 2 added, 1 removed, 33 unchanged
Our cybersecurity risk management program is incorporated into our enterprise risk management program and leverages industry standards and best practices, such as the National Institute of Standards and Technology [removed: (NIST) framework,] [added: Cybersecurity Framework (NIST CSF 2.0),] which organizes cybersecurity [removed: risks] into [removed: five categories:] [added: six functions: govern,] identify, protect, detect, respond and recover.
Our CISO has over [removed: fifteen] [added: twenty-five] years of IT and cybersecurity [removed: leadership experience] [added: experience, has served over fifteen years in various cybersecurity management roles,] and has various industry related degrees and certifications, including a master’s in information technology and the Certified Information Systems Security Professional (CISSP) and Certified in Risk and Information Systems Control (CRISC) certifications.
These tests and assessments are useful tools for maintaining a [removed: robust] cybersecurity program that is designed to protect our investors, customers, employees, vendors and intellectual property.
We periodically test our readiness to respond to a cybersecurity incident through various scenario-based [removed: drills.][added: drills at technical and executive levels and incorporate external resources and advisors, as needed.]
The Incident Response Plan includes processes for escalation to the CISO, the Executive Leadership Team, including the CEO and General Counsel, [added: the] Audit Committee and the Board.
For more information about the cybersecurity risks we face, see the information technology systems related risk factor in [Item 1A: Risk Factors - Risks Relating to Business Strategy and [removed: Operations](#id658325c7f3440f7b67a4b7891a69404_16).][added: Operations](#ice9aea6cc7c744af9eae65d2bad11d8d_16).]
Our CISO is a part of, and is supported by, our IT security team, which includes other security leaders, security engineers, and security analysts.
We view cybersecurity as a shared responsibility.
We view cybersecurity as a shared responsibility, and we periodically perform simulations and tabletop exercises at technical and executive levels and incorporate external resources and advisors, as needed.
Item 2. Properties
7 rewritten, 1 added, 1 removed, 24 unchanged
Cintas occupies [removed: 479] [added: 490] facilities located in [removed: 344] [added: 341] cities.
Cintas leases [removed: 248] [added: 255] of these facilities for various terms ranging from monthly to the year [removed: 2034.][added: 2039.]
Cintas owns or leases approximately [removed: 21,900] [added: 22,900] vehicles which are used for the route-based services and by the sales and management employee-partners.
| Rental Processing Plants | | | [removed: 208] [added: 210] | | |
| Rental Branches | | | [removed: 139] [added: 142] | | |
| First Aid and Safety Facilities | | | [removed: 63] [added: 67] | | |
| All Other Facilities | | | [removed: 52] [added: 54] | | |
| Total | | | 490 | | |
| Total | | | 479 | | |
Item 5. Market for Registrant's Common Equity,
24 rewritten, 12 added, 11 removed, 24 unchanged
Cintas' common stock is traded on the NASDAQ Global Select Market under the symbol "CTAS." At May 31, [removed: 2024,] [added: 2025,] there were approximately [removed: 1,300] [added: 1,200] shareholders of record of Cintas' common stock.
Cintas believes that this represents approximately [removed: 700,000] [added: 1.1 million] beneficial owners.
On May 2, 2024, the Company announced a [removed: 4-for-1] [added: four-for-one] split of its common [removed: stock.][added: stock (the Stock Split), in the form of a stock dividend.]
Shareholders of record, as of September 4, 2024, [removed: will receive] [added: received] three additional [added: common stock] shares for each [added: common stock] share held, which [removed: will be] [added: were] distributed after market close on September 11, 2024.
The Company's [added: common stock] shares [removed: are expected to begin] [added: began] trading on a [removed: post-split] [added: post Stock Split] basis [removed: at] [added: after] the market [removed: open] [added: opening] on September 12, 2024.
| [removed: 2024] [added: 2024] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| July 25, 2023 | | | | | | August 15, 2023 | | | | | | September 15, 2023 | | | | | | $ | [removed: 1.35] [added: 0.3375] | | | | | $ | 138.2 | |
| October 24, 2023 | | | | | | November 15, 2023 | | | | | | December 15, 2023 | | | | | | [removed: 1.35] [added: 0.3375] | | | | | | 137.5 | | |
| January 16, 2024 | | | | | | February 15, 2024 | | | | | | March 15, 2024 | | | | | | [removed: 1.35] [added: 0.3375] | | | | | | 137.6 | | |
| April 9, 2024 (1) | | | | | | May 15, 2024 | | | | | | June 14, 2024 | | | | | | [removed: 1.35] [added: 0.3375] | | | | | | 137.6 | | |
| Total | | | | | | | | | | | | | | | | | | $ | [removed: 5.40] [added: 1.3500] | | | | | $ | 550.9 | |
(1) The dividends declared on April [removed: 9, 2024] [added: 8, 2025] and April [removed: 11, 2023,] [added: 9, 2024,] were included in current accrued liabilities on the consolidated balance sheets at May 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively.
The companies included in the peer group are ABM Industries, [added: Inc.,] Aramark, Rollins, Inc. and UniFirst Corporation.
The companies in the peer group are not necessarily the same as those considered by the Compensation Committee of the [removed: Board of Directors.][added: Board.]
[removed: ][added: ]
(1) On July [removed: 27, 2021,] [added: 26, 2022,] we announced that the Board authorized a [removed: $1.5] [added: $1.0] billion share buyback program, which [removed: was completed during the fourth quarter of fiscal 2024.][added: does not have an expiration date.]
From the inception of the July [removed: 27, 2021] [added: 26, 2022] share buyback program through May [removed: 2024,] [added: 31, 2025,] Cintas purchased a total of [removed: 3.6] [added: 4.1] million shares of Cintas common stock at an average price of [removed: $421.77] [added: $178.20] per share for a total purchase price of [removed: $1.5 billion.][added: $736.4 million.]
On July [removed: 26, 2022,] [added: 23, 2024,] Cintas announced that the Board authorized a new $1.0 billion share buyback program, which does not have an expiration date.
(2) During March [removed: 2024,] [added: 2025,] Cintas acquired [removed: 15,215] [added: 85,454] shares of Cintas common stock in satisfaction of employee-partner payroll taxes due on options exercised and restricted stock awards that vested during the fiscal year.
These shares were purchased at an average price of [removed: $660.27] [added: $202.80] per share for a total purchase price of [removed: $10.0] [added: $17.3] million.
(3) During April [removed: 2024,] [added: 2025,] Cintas acquired [removed: 9,375] [added: 88,365] shares of Cintas common stock in satisfaction of employee-partner payroll taxes due on options exercised and restricted stock awards that vested during the fiscal year.
These shares were purchased at an average price of [removed: $676.21] [added: $204.57] per share for a total purchase price of [removed: $6.3] [added: $18.1] million.
(4) During May [removed: 2024,] [added: 2025,] Cintas acquired [removed: 29,584] [added: 71,376] shares of Cintas common stock in satisfaction of employee-partner payroll taxes due on options exercised and restricted stock awards that vested during the fiscal year.
These shares were purchased at an average price of [removed: $688.62] [added: $217.88] per share for a total purchase price of [removed: $20.4] [added: $15.6] million.
All references made to common stock shares, equity awards, common stock per share amounts and treasury stock shares in the accompanying consolidated financial statements and applicable disclosures have been retroactively adjusted to reflect the effects of the Stock Split.
| 2025 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| July 23, 2024 | | | | | | August 15, 2024 | | | | | | September 3, 2024 | | | | | | $ | 0.39 | | | | | $ | 158.0 | |
| October 29, 2024 | | | | | | November 15, 2024 | | | | | | December 13, 2024 | | | | | | 0.39 | | | | | | 158.1 | | |
| January 14, 2025 | | | | | | February 14, 2025 | | | | | | March 14, 2025 | | | | | | 0.39 | | | | | | 157.9 | | |
| April 8, 2025 (1) | | | | | | May 15, 2025 | | | | | | June 13, 2025 | | | | | | 0.39 | | | | | | 157.8 | | |
| Total | | | | | | | | | | | | | | | | | | $ | 1.56 | | | | | $ | 631.8 | |
| March 1 - 31, 2025 (2) | | | 85,454 | | | | | | $ | 202.80 | | | | | — | | | | | | $ | 1,469.3 | |
| April 1 - 30, 2025 (3) | | | 1,150,573 | | | | | | $ | 194.50 | | | | | 1,062,208 | | | | | | $ | 1,263.6 | |
| May 1 - 31, 2025 (4) | | | 71,376 | | | | | | $ | 217.88 | | | | | — | | | | | | $ | 1,263.6 | |
| Total | | | 1,307,403 | | | | | | $ | 196.32 | | | | | 1,062,208 | | | | | | $ | 1,263.6 | |
Cintas has made no purchases under the July 23, 2024 share buyback program.
| 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| July 26, 2022 | | | | | | August 15, 2022 | | | | | | September 15, 2022 | | | | | | $ | 1.15 | | | | | $ | 117.3 | |
| October 25, 2022 | | | | | | November 15, 2022 | | | | | | December 15, 2022 | | | | | | 1.15 | | | | | | 117.4 | | |
| January 10, 2023 | | | | | | February 15, 2023 | | | | | | March 15, 2023 | | | | | | 1.15 | | | | | | 117.5 | | |
| April 11, 2023 (1) | | | | | | May 15, 2023 | | | | | | June 15, 2023 | | | | | | 1.15 | | | | | | 117.6 | | |
| Total | | | | | | | | | | | | | | | | | | $ | 4.60 | | | | | $ | 469.8 | |
| March 1 - 31, 2024 (2) | | | 15,215 | | | | | | $ | 660.27 | | | | | — | | | | | | $ | 1,138.0 | |
| April 1 - 30, 2024 (3) | | | 9,375 | | | | | | $ | 676.21 | | | | | — | | | | | | $ | 1,138.0 | |
| May 1 - 31, 2024 (4) | | | 312,396 | | | | | | $ | 689.81 | | | | | 282,812 | | | | | | $ | 942.9 | |
| Total | | | 336,986 | | | | | | $ | 688.10 | | | | | 282,812 | | | | | | $ | 942.9 | |
From the inception of the July 26, 2022 share buyback program through May 31, 2024, Cintas has purchased a total of less than 0.1 million shares of Cintas common stock at an average price of $673.78 per share for a total purchase price of $57.1 million.
Item 8. Financial Statements and Supplementary Data
350 rewritten, 136 added, 203 removed, 718 unchanged
Audited Consolidated Financial Statements for the Fiscal Years Ended May 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022][added: 2023]
| [Management's Report on Internal Control over Financial [removed: Reporting](#id658325c7f3440f7b67a4b7891a69404_55)] [added: Reporting](#ice9aea6cc7c744af9eae65d2bad11d8d_76)] | | | [removed: [31](#id658325c7f3440f7b67a4b7891a69404_55)] [added: [31](#ice9aea6cc7c744af9eae65d2bad11d8d_76)] | | |
| [Reports of Independent Registered Public Accounting Firm (PCAOB [removed: ID](#id658325c7f3440f7b67a4b7891a69404_58) 42[)](#id658325c7f3440f7b67a4b7891a69404_58)] [added: ID](#ice9aea6cc7c744af9eae65d2bad11d8d_79) 42[)](#ice9aea6cc7c744af9eae65d2bad11d8d_79)] | | | [removed: [32](#id658325c7f3440f7b67a4b7891a69404_58)] [added: [32](#ice9aea6cc7c744af9eae65d2bad11d8d_79)] | | |
| [Consolidated Statements of [removed: Income](#id658325c7f3440f7b67a4b7891a69404_61)] [added: Income](#ice9aea6cc7c744af9eae65d2bad11d8d_82)] | | | [removed: [35](#id658325c7f3440f7b67a4b7891a69404_61)] [added: [35](#ice9aea6cc7c744af9eae65d2bad11d8d_82)] | | |
| [Consolidated Statements of Comprehensive [removed: Income](#id658325c7f3440f7b67a4b7891a69404_64)] [added: Income](#ice9aea6cc7c744af9eae65d2bad11d8d_85)] | | | [removed: [36](#id658325c7f3440f7b67a4b7891a69404_64)] [added: [36](#ice9aea6cc7c744af9eae65d2bad11d8d_85)] | | |
| [Consolidated Balance [removed: Sheets](#id658325c7f3440f7b67a4b7891a69404_67)] [added: Sheets](#ice9aea6cc7c744af9eae65d2bad11d8d_88)] | | | [removed: [37](#id658325c7f3440f7b67a4b7891a69404_67)] [added: [37](#ice9aea6cc7c744af9eae65d2bad11d8d_88)] | | |
| [Consolidated Statements of Shareholders' [removed: Equity](#id658325c7f3440f7b67a4b7891a69404_70)] [added: Equity](#ice9aea6cc7c744af9eae65d2bad11d8d_91)] | | | [removed: [38](#id658325c7f3440f7b67a4b7891a69404_70)] [added: [38](#ice9aea6cc7c744af9eae65d2bad11d8d_91)] | | |
| [Consolidated Statements of Cash [removed: Flows](#id658325c7f3440f7b67a4b7891a69404_73)] [added: Flows](#ice9aea6cc7c744af9eae65d2bad11d8d_94)] | | | [removed: [39](#id658325c7f3440f7b67a4b7891a69404_73)] [added: [39](#ice9aea6cc7c744af9eae65d2bad11d8d_94)] | | |
| [Notes to Consolidated Financial [removed: Statements](#id658325c7f3440f7b67a4b7891a69404_76)] [added: Statements](#ice9aea6cc7c744af9eae65d2bad11d8d_97)] | | | [removed: [40](#id658325c7f3440f7b67a4b7891a69404_76)] [added: [40](#ice9aea6cc7c744af9eae65d2bad11d8d_97)] | | |
With the supervision of our President and Chief Executive Officer and our Chief Financial Officer, management assessed our internal control over financial reporting as of May 31, [removed: 2024.][added: 2025.]
Based on our assessment, management has concluded that our internal control over financial reporting was effective as of May 31, [removed: 2024,] [added: 2025,] to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with U.S. generally accepted accounting principles.
| [removed: J. Michael Hansen] [added: Scott A. Garula] Executive Vice President and Chief Financial Officer | | |
We have audited the accompanying consolidated balance sheets of Cintas Corporation (the Company) as of May 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] 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: 2024,] [added: 2025,] and the related notes and financial statement schedule listed in the Index at Item [removed: 15(a) (collectively,] [added: 15(a)(2) (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: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the three years in the period ended May 31, [removed: 2024,] [added: 2025,] 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: 2024,] [added: 2025,] 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: 25, 2024,] [added: 28, 2025] expressed an unqualified opinion thereon.
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 [removed: statements,] [added: statements] and (2) involved our especially challenging, subjective or complex judgments.
| *Description of the Matter* | | | At May 31, [removed: 2024,] [added: 2025,] the Company's insurance reserve was [removed: $176.8] [added: $208.0] million. As described in [Note [removed: 1](#id658325c7f3440f7b67a4b7891a69404_79)] [added: 1](#ice9aea6cc7c744af9eae65d2bad11d8d_100)] to the Company’s consolidated financial statements, the Company’s insurance reserve represents the estimated ultimate cost of all asserted and unasserted (incurred but not reported) claims primarily related to workers' compensation, auto liability and other general liability exposure. The unasserted (incurred but not reported) insurance reserve is estimated through actuarial procedures [added: and by] using industry assumptions, adjusted for Company specific expectations based on claims history. Auditing the Company's estimate of the unasserted (incurred but not reported) insurance reserve is judgmental and complex due to the significant estimation uncertainty of 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 unasserted (incurred but not reported) insurance reserve. This includes internal controls over the claims activity and actuarial methods used to establish the unasserted (incurred but not reported) insurance reserve. Specifically, we tested internal controls related to management’s review of data provided to the [removed: actuary,] [added: actuary and] validation of claim [removed: activity and review of actuarial methods.] [added: activity.] To test the unasserted (incurred but not reported) insurance reserve, our audit procedures included, among others, assessing the methodologies used to estimate the [removed: incurred but not reported] insurance reserve, testing the completeness and accuracy of the underlying claims [removed: data,] [added: data and] vouching payments made to third [removed: parties, and testing the mathematical accuracy of the actuarially determined unasserted (incurred but not reported) insurance reserve.] [added: parties.] Furthermore, we involved our actuarial specialists to assist in evaluating the methodologies used by management to determine the unasserted (incurred but not reported) insurance reserve and comparing the Company’s recorded unasserted (incurred but not reported) insurance reserve to a range developed based on independently selected actuarial methodologies. | | |
We have served as the Company's auditor since [removed: 1968][added: 1968.]
[added: |] July [removed: 25,] [added: 23,] 2024 [added: | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |]
We have audited Cintas Corporation’s internal control over financial reporting as of May 31, [removed: 2024,] [added: 2025,] based on criteria established in Internal [removed: Control — Integrated] [added: 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: 2024,] [added: 2025,] 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: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of income, comprehensive income, shareholders’ [removed: equity,] [added: equity] and cash flows for each of the three years in the period ended May 31, [removed: 2024,] [added: 2025,] and the related notes and financial statement schedule listed in the Index at Item [removed: 15(a),] [added: 15(a)(2)] and our report dated July [removed: 25, 2024,] [added: 28, 2025] expressed an unqualified opinion thereon.
| (In thousands except per share data) | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
| Uniform rental and facility services | | | $ | [removed: 7,465,199] [added: 7,976,073] | | | | | $ | [removed: 6,897,130] [added: 7,465,199] | | | | | $ | [removed: 6,226,980] [added: 6,897,130] | |
| Other | | | [removed: 2,131,416] [added: 2,364,108] | | | | | | [removed: 1,918,639] [added: 2,131,416] | | | | | | [removed: 1,627,479] [added: 1,918,639] | | |
| Total revenue | | | [removed: 9,596,615] [added: 10,340,181] | | | | | | [removed: 8,815,769] [added: 9,596,615] | | | | | | [removed: 7,854,459] [added: 8,815,769] | | |
| Cost of uniform rental and facility services | | | [removed: 3,865,071] [added: 4,040,888] | | | | | | [removed: 3,632,175] [added: 3,865,071] | | | | | | [removed: 3,316,433] [added: 3,632,175] | | |
| Cost of other | | | [removed: 1,045,128] [added: 1,125,129] | | | | | | [removed: 1,010,226] [added: 1,045,128] | | | | | | [removed: 905,780] [added: 1,010,226] | | |
| Selling and administrative expenses | | | [removed: 2,617,783] [added: 2,814,438] | | | | | | [removed: 2,370,704] [added: 2,617,783] | | | | | | [removed: 2,044,876] [added: 2,370,704] | | |
| Operating income | | | [removed: 2,068,633] [added: 2,359,726] | | | | | | [removed: 1,802,664] [added: 2,068,633] | | | | | | [removed: 1,587,370] [added: 1,802,664] | | |
| Interest income | | | [removed: (5,742)] [added: (5,584)] | | | | | | [removed: (1,716)] [added: (5,742)] | | | | | | [removed: (242)] [added: (1,716)] | | |
| Interest expense | | | [removed: 100,740] [added: 101,108] | | | | | | [removed: 111,232] [added: 100,740] | | | | | | [removed: 88,844] [added: 111,232] | | |
| Income before income taxes | | | [removed: 1,973,635] [added: 2,264,202] | | | | | | [removed: 1,693,148] [added: 1,973,635] | | | | | | [removed: 1,498,768] [added: 1,693,148] | | |
| Income taxes | | | [removed: 402,043] [added: 451,921] | | | | | | [removed: 345,138] [added: 402,043] | | | | | | [removed: 263,011] [added: 345,138] | | |
| Net income | | | $ | [removed: 1,571,592] [added: 1,812,281] | | | | | $ | [removed: 1,348,010] [added: 1,571,592] | | | | | $ | [removed: 1,235,757] [added: 1,348,010] | |
| Basic earnings per share | | | $ | [removed: 15.40] [added: 4.48] | | | | | $ | [removed: 13.21] [added: 3.85] | | | | | $ | [removed: 11.92] [added: 3.30] | |
| Diluted earnings per share | | | $ | [removed: 15.15] [added: 4.40] | | | | | $ | [removed: 12.99] [added: 3.79] | | | | | $ | [removed: 11.65] [added: 3.25] | |
| Dividends declared and paid per share | | | $ | [removed: 5.40] [added: 1.56] | | | | | $ | [removed: 4.60] [added: 1.35] | | | | | $ | [removed: 3.80] [added: 1.15] | |
| (In thousands) | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
July 28, 2025
July 28, 2025
| Net income | | | $ | 1,812,281 | | | | | $ | 1,571,592 | | | | | $ | 1,348,010 | |
| | | | $ | 9,825,241 | | | | | $ | 9,168,817 | |
| Common stock, no par value, and paid-in capital: 1,700,000 shares authorized 2025: 776,936 shares issued and 402,948 shares outstanding 2024: 773,097 shares issued and 405,008 shares outstanding | | | 2,593,479 | | | | | | 2,305,301 | | |
| Treasury stock: 2025: 373,988 shares 2024: 368,089 shares | | | (9,791,838) | | | | | | (8,698,085) | | |
| | | | $ | 9,825,241 | | | | | $ | 9,168,817 | |
| Net income | | | — | | | | | | — | | | | | | | | | | | | 1,812,281 | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,812,281 | | |
| Dividends | | | — | | | | | | — | | | | | | | | | | | | (631,785) | | | | | | — | | | | | | — | | | | | | — | | | | | | (631,785) | | |
| Stock options exercised | | | 2,999 | | | | | | 159,849 | | | | | | | | | | | | — | | | | | | — | | | | | | (808) | | | | | | (158,953) | | | | | | 896 | | |
| Repurchase of common stock | | | — | | | | | | — | | | | | | | | | | | | — | | | | | | — | | | | | | (5,091) | | | | | | (934,800) | | | | | | (934,800) | | |
| Balance at May 31, 2025 | | | 776,936 | | | | | | $ | 2,593,479 | | | | | | | | | | | $ | 11,798,451 | | | | | $ | 84,389 | | | | | (373,988) | | | | | | $ | (9,791,838) | | | | | $ | 4,684,481 | |
| Net income | | | $ | 1,812,281 | | | | | $ | 1,571,592 | | | | | $ | 1,348,010 | |
| Depreciation | | | 303,377 | | | | | | 280,866 | | | | | | 267,223 | | |
| Gain on sale of property and equipment | | | (19,341) | | | | | | — | | | | | | — | | |
| Net cash provided by operating activities | | | 2,165,905 | | | | | | 2,068,500 | | | | | | 1,586,228 | | |
| Proceeds from sale of property and equipment | | | 23,972 | | | | | | — | | | | | | — | | |
| Other, net | | | 1,369 | | | | | | 518 | | | | | | 420 | | |
| Net cash used in investing activities | | | (623,638) | | | | | | (603,334) | | | | | | (381,612) | | |
| Debt issuance costs | | | (1,165) | | | | | | — | | | | | | — | | |
| Other, net | | | (20,403) | | | | | | (4,484) | | | | | | (9,791) | | |
| Net cash used in financing activities | | | (1,619,011) | | | | | | (1,247,506) | | | | | | (1,166,752) | | |
revenue.
| | | | $ | 447,408 | | | | | $ | 410,201 | |
These factors are
| (In thousands) | | | 2025 | | | | | | 2024 | | |
| | | | $ | 875,077 | | | | | $ | 761,283 | |
All comparable period references made to common stock shares, equity awards, common stock per share amounts and treasury stock shares in the accompanying consolidated financial statements and applicable disclosures have been retroactively adjusted to reflect the effects of the Stock Split.
Reclassification of prior year presentation. Certain prior year amounts have been reclassified for consistency with the current year presentation.
These reclassifications had no effect on the Company's reported results of operations.
This standard was adopted by Cintas on May 31, 2025 and did not have a material impact on the Company's consolidated financial statements.
In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): *Disaggregation of Income Statement Expenses* (ASU 2024-03), which requires, among other items, additional disaggregated disclosures in the notes to financial statements for certain categories of expenses that are included on the face of the statement of income.
ASU 2024-03 is effective for fiscal years beginning after December 15, 2026 (fiscal 2028), and for interim periods within fiscal years beginning after December 15, 2027 (fiscal 2029), with early adoption permitted.
| | | | 2025 | | | | | | | | | | | | | | | | | | | | | | | | | | | 2024 | | | | | | | | | | | | | | | | | | | | |
| (In thousands) | | | 2025 | | | | | | 2024 | | |
| | | | 4,494,615 | | | | | | 4,116,244 | | |
| Goodwill acquired | | | 141,959 | | | | | | 4,566 | | | | | | 42,986 | | | | | | 189,511 | | |
| Foreign currency translation | | | (1,533) | | | | | | (168) | | | | | | (7) | | | | | | (1,708) | | |
| Balance at May 31, 2025 | | | $ | 2,913,991 | | | | | $ | 298,145 | | | | | $ | 188,091 | | | | | $ | 3,400,227 | |
| Service contracts acquired | | | 31,721 | | | | | | 3,255 | | | | | | 10,773 | | | | | | 45,749 | | |
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | $ | 9,168,817 | | | | | $ | 8,546,356 | |
| Common stock, no par value, and paid-in capital: 425,000,000 shares authorized 2024: 193,274,296 shares issued and 101,251,994 shares outstanding 2023: 192,198,938 shares issued and 101,732,148 shares outstanding | | | 2,305,301 | | | | | | 2,031,542 | | |
| Treasury stock: 2024: 92,022,302 shares 2023: 90,466,790 shares | | | (8,698,085) | | | | | | (7,842,649) | | |
| Balance at June 1, 2021 | | | 189,071 | | | | | | $ | 1,516,202 | | | | | | | | | | | $ | 7,877,015 | | | | | $ | 30,888 | | | | | (85,010) | | | | | | $ | (5,736,258) | | | | | $ | 3,687,847 | |
| Net income | | | — | | | | | | — | | | | | | | | | | | | 1,235,757 | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,235,757 | | |
| Dividends | | | — | | | | | | — | | | | | | | | | | | | (393,609) | | | | | | — | | | | | | — | | | | | | — | | | | | | (393,609) | | |
| Stock options exercised | | | 1,239 | | | | | | 146,407 | | | | | | | | | | | | — | | | | | | — | | | | | | (71) | | | | | | (28,670) | | | | | | 117,737 | | |
| Repurchase of common stock | | | — | | | | | | — | | | | | | | | | | | | — | | | | | | — | | | | | | (4,046) | | | | | | (1,525,873) | | | | | | (1,525,873) | | |
| Depreciation | | | 280,866 | | | | | | 257,041 | | | | | | 249,376 | | |
| Gain on equity method investment transaction | | | — | | | | | | — | | | | | | (30,151) | | |
| Net gain on sale of operating assets | | | — | | | | | | — | | | | | | (12,129) | | |
| Net cash provided by operating activities | | | 2,079,781 | | | | | | 1,597,814 | | | | | | 1,537,625 | | |
| Proceeds from sale of operating assets, net of cash disposed | | | — | | | | | | — | | | | | | 15,347 | | |
| Other, net | | | (4,779) | | | | | | (6,640) | | | | | | (7,006) | | |
| Net cash used in investing activities | | | (608,631) | | | | | | (388,672) | | | | | | (402,635) | | |
| Other, net | | | (10,468) | | | | | | (15,875) | | | | | | (6,394) | | |
| Net cash used in financing activities | | | (1,253,490) | | | | | | (1,172,836) | | | | | | (1,537,943) | | |
reversal.
| | | | $ | 410,201 | | | | | $ | 506,604 | |
On December 10, 2021, Cintas acquired the remaining interest of an equity method investment.
The acquisition operates as a component of Cintas' supply chain within the Uniform Rental and Facility Services reportable operating segment.
The cash consideration transferred to acquire the remaining interest of the equity method investment was $48.0 million, net of cash acquired of $1.7 million.
Under applicable accounting guidance, the Company was required to record its historical equity method investment at fair value ($43.5 million), resulting in a gain of $30.2 million, which is recorded as a reduction in selling and administrative expenses, within the Uniform Rental and Facility Services reportable operating segment, in the fiscal year ended May 31, 2022.
The fair value of the historical equity method investment was determined using a combination of a market and income approach (discounted cash flow analysis).
The key assumptions and estimates utilized in these approaches included market data and market multiples, discount rates, as well as future levels of revenue growth and operating margins.
The Company believes these assumptions and estimates are reasonable and based on the best information available at the valuation date.
| | | | $ | 761,283 | | | | | $ | 632,504 | |
Environmental obligations. Environmental obligations, including obligations obtained through past business acquisitions, are recorded when it is probable that obligations have been incurred and the costs can be reasonably estimated.
Cintas’ environmental obligations are estimated based on an evaluation of various factors, including currently available facts, existing technology, presently enacted laws and regulations, and remediation experience.
Where the available information is sufficient to estimate the amount of the obligation, that estimate has been recorded.
Where the information is only sufficient to establish a range of probable liability and no point within the range is more likely than any other, the lower end of the range has been used.
Management actively monitors all locations for compliance and changes in facts and circumstances.
No one location or site is deemed to be material or in violation of the applicable laws and regulations, even though costs are being incurred.
Costs estimated for environmental obligations are not discounted to their present value.
The Company's funding policy provides for contributions of an
The PBO represents the actuarial present value of benefits expected to be paid upon retirement based on estimated future compensation levels.
An excerpt. Shown here: 40 of 350 rewritten, 40 of 136 added and 40 of 203 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2025 filing and the FY2024 filing.
Item 9A. Controls and Procedures
4 rewritten, 0 added, 0 removed, 2 unchanged
With the participation of Cintas' management, including Cintas' President 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: 2024.][added: 2025.]
Based on such evaluation, Cintas' management, including Cintas' President 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: 2024,] [added: 2025,] 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.
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 [Part II, Item [removed: 8](#id658325c7f3440f7b67a4b7891a69404_52)] [added: 8](#ice9aea6cc7c744af9eae65d2bad11d8d_73)] 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: 2024,] [added: 2025,] that have materially affected, or are reasonably likely to materially affect, Cintas' internal control over financial reporting.
Item 9C. Disclosure Regarding
0 rewritten, 1 added, 1 removed, 3 unchanged
63
66
Item 10. Directors, Executive Officers and Corporate Governance
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required under this item is incorporated herein by reference to the material contained in Cintas' definitive proxy statement for the [removed: 2024] [added: 2025] 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).
Item 12. Security Ownership of Certain Beneficial
2 rewritten, 2 added, 2 removed, 7 unchanged
The following table provides information about Cintas' common stock that may be issued under Cintas' equity compensation plans as of May 31, [removed: 2024.][added: 2025.]
(1) Excludes [removed: 653,026] [added: 2,037,001] unvested restricted stock units.
| Equity compensation plans approved by shareholders | | | 12,678,487 | | | | | | $ | 103.72 | | | | | 19,246,017 | | |
| Total | | | 12,678,487 | | | | | | $ | 103.72 | | | | | 19,246,017 | | |
| Equity compensation plans approved by shareholders | | | 3,812,258 | | | | | | $ | 342.91 | | | | | 4,982,123 | | |
| Total | | | 3,812,258 | | | | | | $ | 342.91 | | | | | 4,982,123 | | |
Item 14. Principal Accountant Fees and Services
0 rewritten, 1 added, 1 removed, 2 unchanged
64
67
Item 15. Exhibits and Financial Statement Schedules
40 rewritten, 3 added, 6 removed, 64 unchanged
| | | | | | | For each of the three years in the period ended May 31, [removed: 2024.] [added: 2025.] | | |
| | | | | | | [Schedule II: Valuation and Qualifying Accounts and [removed: Reserves.](#id658325c7f3440f7b67a4b7891a69404_169)] [added: Reserves.](#ice9aea6cc7c744af9eae65d2bad11d8d_193)] | | |
| | | | | | | All other schedules are omitted because they are not applicable, or not required, or because the required information is included in the [Consolidated Financial [removed: Statements](#id658325c7f3440f7b67a4b7891a69404_52)] [added: Statements](#ice9aea6cc7c744af9eae65d2bad11d8d_73)] or [removed: [Notes](#id658325c7f3440f7b67a4b7891a69404_76)] [added: [Notes](#ice9aea6cc7c744af9eae65d2bad11d8d_97)] thereto. | | |
| [removed: [3.1](http://www.sec.gov/Archives/edgar/data/723254/000072325423000003/exhibit31restatedarticleso.htm)] [added: [3.1](https://www.sec.gov/Archives/edgar/data/723254/000072325424000053/exhibit31-cintascorparticl.htm)] | | | | | | [Restated Articles of Incorporation, as amended (Incorporated by reference to Exhibit 3.1 to Cintas' Quarterly Report on Form 10-Q for the quarter [removed: ended November 30, 2022).](https://www.sec.gov/Archives/edgar/data/723254/000072325423000003/exhibit31restatedarticleso.htm)] [added: ended](https://www.sec.gov/Archives/edgar/data/723254/000072325424000053/exhibit31-cintascorparticl.htm) [August](https://www.sec.gov/Archives/edgar/data/723254/000072325424000053/exhibit31-cintascorparticl.htm) [3](https://www.sec.gov/Archives/edgar/data/723254/000072325424000053/exhibit31-cintascorparticl.htm)[1](https://www.sec.gov/Archives/edgar/data/723254/000072325424000053/exhibit31-cintascorparticl.htm)[, 202](https://www.sec.gov/Archives/edgar/data/723254/000072325424000053/exhibit31-cintascorparticl.htm)[4](https://www.sec.gov/Archives/edgar/data/723254/000072325424000053/exhibit31-cintascorparticl.htm)[).](https://www.sec.gov/Archives/edgar/data/723254/000072325424000053/exhibit31-cintascorparticl.htm)] | | |
| [removed: [4.1](http://www.sec.gov/Archives/edgar/data/723254/000091205702033406/a2087131zex-4_1.htm)] [added: [4.1](https://www.sec.gov/Archives/edgar/data/723254/000091205702033406/a2087131zex-4_1.htm)] | | | | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000091205702033406/a2087131zex-4_1.htm) | | |
| [removed: [4.2](http://www.sec.gov/Archives/edgar/data/723254/000095015206007116/l22005aexv4w3.htm)] [added: [4.2](https://www.sec.gov/Archives/edgar/data/723254/000095015206007116/l22005aexv4w3.htm)] | | | | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000095015206007116/l22005aexv4w3.htm) | | |
| [4.4](https://www.sec.gov/Archives/edgar/data/0000723254/000119312522138210/d347241dex41.htm) | | | | | | [Form of 3.450% Senior Notes due 2025 (Incorporated by reference to Exhibit 4.1 to Cintas' Current Report on Form 8-K Filed May 3, [removed: 2022)](https://www.sec.gov/Archives/edgar/data/0000723254/000119312522138210/d347241dex41.htm)] [added: 2022)](https://www.sec.gov/Archives/edgar/data/0000723254/000119312522138210/d347241dex41.htm).] | | |
| [4.5](https://www.sec.gov/Archives/edgar/data/0000723254/000119312522138210/d347241dex42.htm) | | | | | | [Form of 4.000% Senior Notes due 2032 (Incorporated by reference to Exhibit 4.2 to Cintas' Current Report on Form 8-K Filed May 3, [removed: 2022)](https://www.sec.gov/Archives/edgar/data/0000723254/000119312522138210/d347241dex42.htm)] [added: 2022)](https://www.sec.gov/Archives/edgar/data/0000723254/000119312522138210/d347241dex42.htm).] | | |
| [removed: [4.6](http://www.sec.gov/Archives/edgar/data/723254/000072325419000021/ex48descriptionofsecurities.htm)] [added: [4.6](https://www.sec.gov/Archives/edgar/data/723254/000072325419000021/ex48descriptionofsecurities.htm)] | | | | | | [Description of Securities (Incorporated by reference to Exhibit 4.8 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2019).](https://www.sec.gov/Archives/edgar/data/723254/000072325419000021/ex48descriptionofsecurities.htm) | | |
| [removed: [10.1](http://www.sec.gov/Archives/edgar/data/723254/000072325422000005/ex101thirdamendedandrestat.htm)] [added: [10.1](https://www.sec.gov/Archives/edgar/data/723254/000072325422000005/ex101thirdamendedandrestat.htm)] | | | | | | [Third Amended and Restated Credit Agreement, dated as of March 23, 2022, among Cintas Corp 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 March 23, 2022).](https://www.sec.gov/Archives/edgar/data/723254/000072325422000005/ex101thirdamendedandrestat.htm) | | |
| [removed: [10.2](http://www.sec.gov/Archives/edgar/data/723254/000119312517090883/d318644dex41.htm)] [added: [10.2](https://www.sec.gov/Archives/edgar/data/723254/000119312517090883/d318644dex41.htm)] | | | | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000119312517090883/d318644dex41.htm) | | |
| [removed: [10.4](http://www.sec.gov/Archives/edgar/data/723254/0000892251-94-000019.txt)] [added: [10.4](https://www.sec.gov/Archives/edgar/data/723254/0000892251-94-000019.txt)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/0000892251-94-000019.txt) | | |
| [removed: [10.5](http://www.sec.gov/Archives/edgar/data/723254/0000892251-94-000019.txt)] [added: [10.5](https://www.sec.gov/Archives/edgar/data/723254/0000892251-94-000019.txt)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/0000892251-94-000019.txt) | | |
| [removed: [10.6](http://www.sec.gov/Archives/edgar/data/723254/000089225101000001/0000892251-01-000001-0002.htm)] [added: [10.6](https://www.sec.gov/Archives/edgar/data/723254/000089225101000001/0000892251-01-000001-0002.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000089225101000001/0000892251-01-000001-0002.htm) | | |
| [removed: [10.7](http://www.sec.gov/Archives/edgar/data/723254/000089225105000327/ex10022805.htm)] [added: [10.7](https://www.sec.gov/Archives/edgar/data/723254/000089225105000327/ex10022805.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000089225105000327/ex10022805.htm) | | |
| [removed: [10.8](http://www.sec.gov/Archives/edgar/data/723254/000110465905039417/a05-13922_1ex10d18.htm)] [added: [10.8](https://www.sec.gov/Archives/edgar/data/723254/000110465905039417/a05-13922_1ex10d18.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000110465905039417/a05-13922_1ex10d18.htm) | | |
| [removed: [10.9](http://www.sec.gov/Archives/edgar/data/723254/000110465905039417/a05-13922_1ex10d19.htm)] [added: [10.9](https://www.sec.gov/Archives/edgar/data/723254/000110465905039417/a05-13922_1ex10d19.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000110465905039417/a05-13922_1ex10d19.htm) | | |
| [removed: [10.10](http://www.sec.gov/Archives/edgar/data/723254/000104746905022345/a2162451zdef14a.htm)] [added: [10.10](https://www.sec.gov/Archives/edgar/data/723254/000104746905022345/a2162451zdef14a.htm)] | | | * | | | [2005 Equity Compensation Plan (Incorporated by reference to Cintas' Definitive Proxy Statement on Schedule 14A filed on September 1, 2005).](https://www.sec.gov/Archives/edgar/data/723254/000104746905022345/a2162451zdef14a.htm) | | |
| [removed: [10.11](http://www.sec.gov/Archives/edgar/data/723254/000110465906053974/a06-16851_1ex10d21.htm)] [added: [10.11](https://www.sec.gov/Archives/edgar/data/723254/000110465906053974/a06-16851_1ex10d21.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000110465906053974/a06-16851_1ex10d21.htm) | | |
| [removed: [10.12](http://www.sec.gov/Archives/edgar/data/723254/000110465906053974/a06-16851_1ex10d22.htm)] [added: [10.12](https://www.sec.gov/Archives/edgar/data/723254/000110465906053974/a06-16851_1ex10d22.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000110465906053974/a06-16851_1ex10d22.htm) | | |
| [removed: [10.13](http://www.sec.gov/Archives/edgar/data/723254/000104746911006745/a2204868zex-10_17.htm)] [added: [10.13](https://www.sec.gov/Archives/edgar/data/723254/000104746911006745/a2204868zex-10_17.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000104746911006745/a2204868zex-10_17.htm) | | |
| [removed: [10.14](http://www.sec.gov/Archives/edgar/data/723254/000104746911006745/a2204868zex-10_18.htm)] [added: [10.14](https://www.sec.gov/Archives/edgar/data/723254/000104746911006745/a2204868zex-10_18.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000104746911006745/a2204868zex-10_18.htm) | | |
| [removed: [10.15](http://www.sec.gov/Archives/edgar/data/723254/000110465912051902/a12-16955_1ex10d1.htm)] [added: [10.15](https://www.sec.gov/Archives/edgar/data/723254/000110465912051902/a12-16955_1ex10d1.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000110465912051902/a12-16955_1ex10d1.htm) | | |
| [removed: [10.16](http://www.sec.gov/Archives/edgar/data/723254/000110465912051902/a12-16955_1ex10d2.htm)] [added: [10.16](https://www.sec.gov/Archives/edgar/data/723254/000110465912051902/a12-16955_1ex10d2.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000110465912051902/a12-16955_1ex10d2.htm) | | |
| [removed: [10.17](http://www.sec.gov/Archives/edgar/data/723254/000072325413000021/ex10-4.htm)] [added: [10.17](https://www.sec.gov/Archives/edgar/data/723254/000072325413000021/ex10-4.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000072325413000021/ex10-4.htm) | | |
| [removed: [10.18](http://www.sec.gov/Archives/edgar/data/723254/000072325414000035/ex10510-14.htm)] [added: [10.18](https://www.sec.gov/Archives/edgar/data/723254/000072325414000035/ex10510-14.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000072325414000035/ex10510-14.htm) | | |
| [removed: [10.19](http://www.sec.gov/Archives/edgar/data/723254/000072325413000021/ex10-5.htm)] [added: [10.19](https://www.sec.gov/Archives/edgar/data/723254/000072325413000021/ex10-5.htm)] | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000072325413000021/ex10-5.htm) | | |
| [removed: [10.20](http://www.sec.gov/Archives/edgar/data/723254/000072325416000069/exhibit101.htm)] [added: [10.2](https://www.sec.gov/Archives/edgar/data/723254/000072325424000055/ex101amendedandrestated201.htm)[0](https://www.sec.gov/Archives/edgar/data/723254/000072325424000055/ex101amendedandrestated201.htm)] | | | * | | | [Cintas [removed: Corporation 2016] [added: Corporat](https://www.sec.gov/Archives/edgar/data/723254/000072325424000055/ex101amendedandrestated201.htm)[ion](https://www.sec.gov/Archives/edgar/data/723254/000072325424000055/ex101amendedandrestated201.htm) [2016 Amended and Restated] Equity and Incentive [removed: Compensation Plan (Incorporated] [added: Comp](https://www.sec.gov/Archives/edgar/data/723254/000072325424000055/ex101amendedandrestated201.htm)[ensation Plan, as amended and restated](https://www.sec.gov/Archives/edgar/data/723254/000072325424000055/ex101amendedandrestated201.htm)[, effective as of October 29, 2024 (Incorp](https://www.sec.gov/Archives/edgar/data/723254/000072325424000055/ex101amendedandrestated201.htm)[or](https://www.sec.gov/Archives/edgar/data/723254/000072325424000055/ex101amendedandrestated201.htm)[ated] by reference to Exhibit 10.1 to Cintas' Current Report on Form 8-K [removed: filed on October 20, 2016).](https://www.sec.gov/Archives/edgar/data/723254/000072325416000069/exhibit101.htm)] [added: fil](https://www.sec.gov/Archives/edgar/data/723254/000072325424000055/ex101amendedandrestated201.htm)[ed November 1, 2024](https://www.sec.gov/Archives/edgar/data/723254/000072325424000055/ex101amendedandrestated201.htm)[).](https://www.sec.gov/Archives/edgar/data/723254/000072325424000055/ex101amendedandrestated201.htm)] | | |
| [removed: [14](http://www.sec.gov/Archives/edgar/data/723254/000110465904024519/a04-8825_1ex14d.htm)] [added: [14](https://www.sec.gov/Archives/edgar/data/723254/000110465904024519/a04-8825_1ex14d.htm)] | | | | | | [Code of Ethics (Incorporated by reference to Exhibit 14 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2004).](https://www.sec.gov/Archives/edgar/data/723254/000110465904024519/a04-8825_1ex14d.htm) | | |
| [19](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit19-insidertradingpo.htm) | | | | | | [Cintas Corporation Insider Trading [removed: Policy](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit19-insidertradingpo.htm)] [added: Policy (Incorporated by reference to Exhibit 97 to Cintas' Annual Report on Form 10-K for the year ended May 31, 202](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit19-insidertradingpo.htm)[4](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit19-insidertradingpo.htm)[).](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit19-insidertradingpo.htm)] | | |
| [removed: [21](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit21-subsidiaries2024.htm)] [added: [21](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/exhibit21-subsidiaries2025.htm)] | | | | | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit21-subsidiaries2024.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/exhibit21-subsidiaries2025.htm)] | | |
| [removed: [22](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit22-subsidiaryguaran.htm)] [added: [22](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/exhibit22-subsidiaryguaran.htm)] | | | | | | [Subsidiary Guarantors and Issuers of Guaranteed Securities and Affiliates Whose Securities Collateralize Securities of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit22-subsidiaryguaran.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/exhibit22-subsidiaryguaran.htm)] | | |
| [removed: [23](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit23-consentofey2024.htm)] [added: [23](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/exhibit23-consentofey2025.htm)] | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit23-consentofey2024.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/exhibit23-consentofey2025.htm)] | | |
| [removed: [31.1](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/ctas10k2024ex311.htm)] [added: [31.1](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/ctas10k2025ex311.htm)] | | | | | | [Certification of Principal Executive Officer, Pursuant to Rule 13a-14(a) of the Securities Exchange Act of [removed: 1934.](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/ctas10k2024ex311.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/ctas10k2025ex311.htm)] | | |
| [removed: [31.2](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/ctas10k2024ex312.htm)] [added: [31.2](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/ctas10k2025ex312.htm)] | | | | | | [Certification of Principal Financial Officer, Pursuant to Rule 13a-14(a) of the Securities Exchange Act of [removed: 1934.](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/ctas10k2024ex312.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/ctas10k2025ex312.htm)] | | |
| [removed: [32.1](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/ctas10k2024ex321.htm)] [added: [32.1](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/ctas10k2025ex321.htm)] | | | # | | | [Certification of Chief Executive Officer, Pursuant to 18 U.S.C. § [removed: 1350.](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/ctas10k2024ex321.htm)] [added: 1350.](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/ctas10k2025ex321.htm)] | | |
| [removed: [32.2](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/ctas10k2024ex322.htm)] [added: [32.2](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/ctas10k2025ex322.htm)] | | | # | | | [Certification of Chief Financial Officer, Pursuant to 18 U.S.C. § [removed: 1350.](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/ctas10k2024ex322.htm)] [added: 1350.](https://www.sec.gov/Archives/edgar/data/723254/000072325425000017/ctas10k2025ex322.htm)] | | |
| [97](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit97-compensationreco.htm) | | | | | | [Cintas Corporation Compensation Recoupment [removed: Policy](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit97-compensationreco.htm)] [added: Polic](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit97-compensationreco.htm)[y (In](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit97-compensationreco.htm)[corporated by reference to Exhibit 97 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2024)](https://www.sec.gov/Archives/edgar/data/723254/000072325424000036/exhibit97-compensationreco.htm)] | | |
| 101 | | | | | | The following financial statements from Cintas' Annual Report on Form 10-K for the fiscal year ended May 31, [removed: 2024,] [added: 2025,] formatted in Inline XBRL: (i) Consolidated Statements of Income, (ii) Consolidated Statements of Comprehensive Income, (iii) Consolidated Balance Sheets, (iv) Consolidated Statements of Shareholders' Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags. | | |
| 104 | | | | | | The cover page from Cintas' Annual Report on Form 10-K for the fiscal year ended May 31, [removed: 2024,] [added: 2025,] formatted in Inline XBRL (included as Exhibit 101). | | |
| [4.7](https://www.sec.gov/Archives/edgar/data/723254/000119312525111637/d945447dex41.htm) | | | | | | [Form of 4.200% Senior Notes due 2028 (Incorporated by reference to Exhibit 4.1 to Cintas' Current Report on Form 8-K file](https://www.sec.gov/Archives/edgar/data/723254/000119312525111637/d945447dex41.htm)[d](https://www.sec.gov/Archives/edgar/data/723254/000119312525111637/d945447dex41.htm) [May 2, 2025)](https://www.sec.gov/Archives/edgar/data/723254/000119312525111637/d945447dex41.htm). | | |
65
66
| | | | | | | | | |
68
| [10.21](http://www.sec.gov/Archives/edgar/data/723254/000072325418000002/amend1.htm) | | | * | | | [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).](https://www.sec.gov/Archives/edgar/data/723254/000072325418000002/amend1.htm) | | |
| [10.22](http://www.sec.gov/Archives/edgar/data/723254/000072325422000031/ex1012ndamendmenttoincenti.htm) | | | * | | | [Amendment No. 2 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 August 31, 2022).](https://www.sec.gov/Archives/edgar/data/723254/000072325422000031/ex1012ndamendmenttoincenti.htm) | | |
| [10.23](http://www.sec.gov/Archives/edgar/data/723254/000072325422000031/ex1023rdamendmenttoincenti.htm) | | | * | | | [Amendment No. 3 to Cintas Corporation 2016 Equity and Incentive Compensation Plan (Incorporated by reference to Exhibit 10.2 to Cintas' Quarterly Report on Form 10-Q for the quarter ended August 31, 2022).](https://www.sec.gov/Archives/edgar/data/723254/000072325422000031/ex1023rdamendmenttoincenti.htm) | | |
69
Item 16. Form 10-K Summary
8 rewritten, 5 added, 5 removed, 34 unchanged
DATE SIGNED: July [removed: 25, 2024][added: 28, 2025]
| /s/ | | | Todd M. Schneider Todd M. Schneider | | | | | | President, Chief Executive Officer and Director (Principal Executive Officer) | | | | | | July [removed: 25, 2024] [added: 28, 2025] | | |
| /s/ | | | Scott D. Farmer Scott D. Farmer | | | | | | Executive Chairman of the Board of Directors | | | | | | July [removed: 25, 2024] [added: 28, 2025] | | |
| /s/ | | | Ronald W. Tysoe Ronald W. Tysoe | | | | | | Director | | | | | | July [removed: 25, 2024] [added: 28, 2025] | | |
| /s/ | | | Karen L. Carnahan Karen L. Carnahan | | | | | | Director | | | | | | July [removed: 25, 2024] [added: 28, 2025] | | |
| /s/ | | | Martin Mucci Martin Mucci | | | | | | Director | | | | | | July [removed: 25, 2024] [added: 28, 2025] | | |
| /s/ | | | [removed: J. Michael Hansen J. Michael Hansen] [added: Scott A. Garula Scott A. Garula] | | | | | | Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) | | | | | | July [removed: 25, 2024] [added: 28, 2025] | | |
| [removed: May] [added: May] 31, [removed: 2024] [added: 2024] | | | $ | 14,926 | | | | | $ | 53,240 | | | | | $ | 50,252 | | | | | $ | 17,914 | |
67
| | | | | | | | | | | | | | | | | | |
68
| May 31, 2025 | | | $ | 17,914 | | | | | $ | 69,338 | | | | | $ | 60,895 | | | | | $ | 26,357 | |
69
70
| /s/ | | | John F. Barrett John F. Barrett | | | | | | Director | | | | | | July 25, 2024 | | |
71
| May 31, 2022 | | | $ | 12,097 | | | | | $ | 30,278 | | | | | $ | 29,457 | | | | | $ | 12,918 | |
72