Cintas (CTAS) Proxy filing summary

Executive summary

• Fiscal 2026 saw record revenue of $11.26 billion, 8.9% growth, and all-time high gross margin of 50.7%.

• Operating income rose to $2.61 billion (23.1% of revenue), and diluted EPS increased 11.6% to $4.91.

• Adjusted EPS (excluding UniFirst acquisition costs) was $4.94, up 12.3% year-over-year.

• $1.7 billion was returned to shareholders via buybacks and dividends.

• Strategic focus includes technology investments, operational excellence, and a pending acquisition of UniFirst.

Voting matters and shareholder proposals

• Shareholders will vote on: election of eight directors, advisory approval of executive compensation, ratification of Ernst & Young LLP as auditor, reincorporation from Washington to Delaware, and a shareholder proposal on majority voting governance.

• Board recommends FOR all management proposals and AGAINST the shareholder proposal.

Board of directors and corporate governance

• Eight director nominees, including a mix of independent and executive members, are proposed for one-year terms.

• Board leadership is split between Executive Chairman and CEO; a Lead Director presides over independent sessions.

• Board committees (Audit, Compensation, Nominating/Governance) are composed entirely of independent directors.

• Board regularly reviews strategy, risk, and succession planning.