Cintas CTAS Form 10-Q filing Q3 FY2026

Part I. Financial Information

Item 1. Financial Statements

ITEM 1.

FINANCIAL STATEMENTS

CINTAS CORPORATION

CONSOLIDATED CONDENSED STATEMENTS OF INCOME

(Unaudited)

See accompanying notes.

CINTAS CORPORATION

CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

See accompanying notes.

CINTAS CORPORATION

CONSOLIDATED CONDENSED BALANCE SHEETS

See accompanying notes.

CINTAS CORPORATION

CONSOLIDATED CONDENSED STATEMENTS OF SHAREHOLDERS' EQUITY

(Unaudited)

CINTAS CORPORATION

CONSOLIDATED CONDENSED STATEMENTS OF SHAREHOLDERS' EQUITY

(Unaudited)

See accompanying notes.

CINTAS CORPORATION

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

See accompanying notes.

CINTAS CORPORATION

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

Note 1 - Basis of Presentation

The consolidated condensed financial statements of Cintas Corporation (Cintas, the Company, we, us or our) included herein have been prepared by Cintas, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with United States generally accepted accounting principles (U.S. GAAP) have been condensed or omitted pursuant to such rules and regulations. While we believe that the disclosures are adequately presented, we suggest that these consolidated condensed financial statements be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended May 31, 2025 (Annual Report) filed with the SEC on July 28, 2025. See Note 1 entitled Significant Accounting Policies of "Notes to Consolidated Financial Statements" of that Annual Report for a summary of our significant accounting policies. There have been no material changes in the accounting policies followed by Cintas during the current fiscal year.

Interim results are subject to variations and are not necessarily indicative of the results of operations for a full fiscal year. In the opinion of management, adjustments (which include only normal recurring adjustments) necessary for a fair statement of the consolidated results of the interim periods shown have been made.

Inventories are valued at the lower of cost (first-in, first-out) or net realizable value. Inventories, net are comprised of the following at:

Inventories are recorded net of reserves for obsolete inventory (excess and slow-moving) of $62.1 million and $59.9 million at February 28, 2026 and May 31, 2025, respectively. The inventory obsolescence reserve is determined by specific identification, as well as an estimate based on Cintas' historical rates of obsolescence. Once a specific inventory item is written down to the lower of cost or net realizable value, a new cost basis has been established, and that inventory item cannot subsequently be marked up.

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.

New Accounting Pronouncements

In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-09, Income Taxes (Topic 740), Improvements to Income Tax Disclosures (ASU 2023-09), which expands disclosures in an entity’s income tax rate reconciliation table and regarding cash taxes paid both in the U.S. and foreign jurisdictions. ASU 2023-09 will be effective for annual periods beginning after December 15, 2024 (fiscal 2026). The Company does not believe ASU 2023-09 will have a material impact on the consolidated condensed financial statements upon adoption. Furthermore, the Company expects to adopt the standard on a prospective basis on May 31, 2026.

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 the consolidated condensed financial statements for certain categories of expenses that are included on the face of the consolidated condensed 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. The Company is currently evaluating the impact of ASU 2024-03 on the consolidated condensed financial statements.

In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software (ASU 2025-06) which amends the guidance in ASC 350-40, Intangibles—Goodwill and Other—Internal-Use Software. The amendments modernize the recognition and disclosure framework for internal-use software costs, removing the previous “development stage” model and introducing a more judgment-based approach. ASU 2025-06 is effective for fiscal years beginning after December 15, 2027 (fiscal 2029), and for interim periods within those annual reporting periods, with early adoption permitted. The Company is currently evaluating the impact of ASU 2025-06 on the consolidated condensed financial statements.

There are no other accounting pronouncements recently issued or newly effective that had, or are expected to have, a material impact on Cintas' consolidated condensed financial statements.

Note 2 - Revenue Recognition

The following table presents Cintas' total revenue disaggregated by operating segment:

The Fire Protection Services and Uniform Direct Sales operating segments are included within All Other as disclosed in Note 11 entitled Segment Information.

Revenue Recognition Policy

Approximately 95% of the Company's revenue is derived from fees for route servicing of Uniform Rental and Facility Services, First Aid and Safety Services and Fire Protection Services customers, performed by a Cintas employee-partner, at the customer's location of business. Revenue from our route servicing customer contracts represents a single-performance obligation. The Company recognizes revenue over time as services are performed, based on the nature of services provided and contractual rates (output method) or at a point in time when the performance obligation under the terms of the contract with a customer is satisfied, at the customer's location of business. The Company's performance period generally corresponds with the monthly invoice period. The Company's remaining revenue, primarily within the Uniform Direct Sales operating segment, and representing approximately 5% of the Company's total revenue, is recognized when the obligations under the terms of a contract with a customer are satisfied. This generally occurs when the goods are transferred to the customer.

We are exposed to credit losses primarily through our trade receivables. We determine the allowance for credit losses using both an estimate, based on historical rates of collections, and reserves for specific accounts identified as uncollectible. The portion of the allowance for credit losses that is an estimate based on Cintas' historical rates of collections is recorded for overdue amounts, beginning with a nominal percentage when the account is current and increasing substantially as the account ages. The amount provided as the account ages will differ slightly between the Uniform Rental and Facility Services reportable operating segment, the First Aid and Safety Services reportable operating segment and All Other because of differences in customers served and the nature of each business. We update our allowance for credit losses quarterly, considering recent write-offs and collections information and underlying economic expectations.

Costs to Obtain a Contract

The Company capitalizes commission expenses paid to our employee-partners when the commissions are deemed to be incremental for obtaining the route servicing customer contract. Capitalized commissions are classified as current or noncurrent based on the timing of when we expect to recognize the expense. The current portion is included in prepaid expenses and other current assets, and the noncurrent portion is included in other assets, net

on the Company's consolidated condensed balance sheets. As of February 28, 2026, the current and noncurrent assets related to capitalized commissions totaled $96.1 million and $296.5 million, respectively. As of May 31, 2025, the current and noncurrent assets related to capitalized commissions totaled $96.5 million and $275.3 million, respectively. The Company recorded amortization expense related to capitalized commissions of $26.6 million and $27.4 million during the three months ended February 28, 2026 and 2025, respectively. During the nine months ended February 28, 2026 and 2025, we recorded amortization expense related to capitalized commissions of $79.3 million and $80.0 million, respectively. These expenses are classified in selling and administrative expenses on the consolidated condensed statements of income.

Note 3 - Leases

Cintas has operating leases for certain operating facilities, vehicles and equipment, which provide the right to use the underlying asset and require lease payments over the term of the lease. Each new contract is evaluated to determine if an arrangement contains a lease and whether that lease meets the classification criteria of a finance or operating lease. All identified leases are recorded on the consolidated condensed balance sheets with a corresponding operating lease right-of-use asset, net, representing the right to use the underlying asset for the lease term and the operating lease liabilities representing the obligation to make lease payments arising from the lease. Short-term operating leases, which have an initial term of 12 months or less, are not recorded on the consolidated condensed balance sheets.

Operating lease right-of-use assets, net and operating lease liabilities are recognized at the commencement date of the lease based on the present value of lease payments over the lease term and include options to extend or terminate the lease when they are reasonably certain to be exercised. The present value of lease payments is determined primarily using the incremental borrowing rate based on the information available at lease commencement date. Lease expense for operating leases is recorded on a straight-line basis over the lease term and variable lease costs are recorded as incurred. Both lease expense and variable lease costs are primarily recorded in cost of uniform rental and facility services and other on the Company's consolidated condensed statements of income. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants.

Operating lease costs, including short-term lease expense and variable lease costs which were immaterial in both periods, were $26.5 million and $22.9 million for the three months ended February 28, 2026 and 2025, respectively. For the nine months ended February 28, 2026 and 2025, operating lease costs, including short-term lease expense and variable lease costs, which were immaterial in both periods, were $76.0 million and $67.5 million, respectively.

The following table provides supplemental information related to the Company's consolidated condensed statements of cash flows for the nine months ended February 28:

Other information related to the operating lease right-of-use assets, net and operating lease liabilities was as follows:

The contractual future minimum lease payments of Cintas' operating lease liabilities by fiscal year are as follows as of February 28, 2026:

Note 4 - Fair Value Measurements

All financial instruments that are measured at fair value on a recurring basis have been classified within the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the consolidated condensed balance sheet dates. These financial instruments measured at fair value on a recurring basis are summarized below:

Cintas’ cash and cash equivalents are generally classified within Level 1 of the fair value hierarchy. Financial instruments classified as Level 1 are based on quoted market prices in active markets. The types of financial instruments Cintas classifies within Level 1 include most bank deposits and money market securities. Cintas does not adjust the quoted market price for such financial instruments.

The fair values of Cintas' interest rate lock agreements are based on similar exchange traded derivatives (market approach) and are, therefore, included within Level 2 of the fair value hierarchy. The fair value was determined by comparing the locked rates against the benchmarked treasury rate. No other amounts included in other assets, net, are recorded at fair value on a recurring basis.

The methods described above may produce a fair value that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while Cintas believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the consolidated condensed balance sheet dates.

In addition to assets and liabilities that are recorded at fair value on a recurring basis, Cintas records assets and liabilities at fair value on a nonrecurring basis as required under U.S. GAAP. The assets and liabilities measured at fair value on a nonrecurring basis primarily relate to assets and liabilities acquired in a business acquisition. See Note 9 entitled Acquisitions.

Note 5 - Earnings Per Share

Cintas uses the two-class method to calculate basic and diluted earnings per share as a result of outstanding participating securities in the form of restricted stock awards. The following tables set forth the computation of basic and diluted earnings per share using the two-class method for amounts attributable to Cintas’ common shares:

For the three months ended February 28, 2026 and 2025, options granted to purchase 2.1 million and 1.2 million shares of Cintas common stock, respectively, were excluded from the computation of diluted earnings per share. For the nine months ended February 28, 2026 and 2025, options granted to purchase 1.9 million and 0.9 million shares of Cintas common stock, respectively, were excluded from the computation of diluted earnings per share. The exercise prices of these options were greater than the average market price of the common stock (anti-dilutive).

On July 26, 2022, Cintas announced that the Board of Directors (the Board) authorized a $1.0 billion share buyback program, which was completed during the second quarter of fiscal 2026. From the inception of the July 26, 2022 share buyback program through September 2025, Cintas purchased a total of 5.4 million shares of Cintas common stock at as average price of $185.01 per share for a total purchase price of $1.0 billion. On July 23, 2024, Cintas announced that the Board authorized a share buyback program for $1.0 billion. On October 28, 2025, Cintas announced that the Board authorized a new share buyback program, also for $1.0 billion. Neither of the outstanding share buyback programs have an expiration date.

The following table summarizes the share buyback activity by program and period:

(1) Shares of Cintas common stock acquired for employee payroll taxes due on options exercised and vested restricted stock awards.

In addition to the share buyback activity presented above, Cintas acquired shares of Cintas common stock, via non-cash transactions, in connection with net-share settlements of option exercises. The following table summarizes Cintas' non-cash share buyback activity:

There were no share buybacks in the period subsequent to February 28, 2026, through April 7, 2026. From the inception of the July 23, 2024 share buyback program through April 7, 2026, Cintas has purchased 2.7 million shares of Cintas common stock in the aggregate, at an average price of $189.32 per share, for a total purchase price of $508.9 million. Cintas has made no purchases under the October 28, 2025 share buyback program.

Note 6 - Goodwill, Service Contracts and Other Assets, Net

Changes in the carrying amount of goodwill and service contracts by reportable operating segment and All Other for the nine months ended February 28, 2026, are as follows:

Information regarding Cintas’ service contracts, net and other assets, net is as follows:

(1) The current portion of capitalized contract costs, included in prepaid expenses and other current assets on the consolidated condensed balance sheets as of February 28, 2026 and May 31, 2025, is $96.1 million and $96.5 million, respectively.

Amortization expense for service contracts and other assets was $41.5 million and $43.2 million for the three months ended February 28, 2026 and 2025, respectively. For the nine months ended February 28, 2026 and 2025, amortization expense for service contracts and other assets was $125.0 million and $125.7 million, respectively. These expenses are recorded in selling and administrative expenses on the consolidated condensed statements of income. As of February 28, 2026, the estimated future amortization expense for service contracts and other assets, excluding any future acquisitions and commissions to be earned, is as follows:

Note 7 - Debt, Derivatives and Hedging Activities

Cintas' outstanding debt is summarized as follows:

(1) Variable rate debt instrument. The rate presented is the weighted average variable borrowing rate at February 28, 2026.

Cintas' senior notes are recorded at cost, net of debt issuance costs. The fair value of the long-term debt is estimated using Level 2 inputs based on observable market prices. The carrying value and fair value of Cintas' debt as of February 28, 2026 were $2,436.6 million and $2,459.4 million, respectively, and as of May 31, 2025 were $2,436.6 million and $2,404.7 million, respectively. During the nine months ended February 28, 2026, Cintas issued $229.5 million, net of commercial paper.

Cintas Corporation No. 2 (Corp. 2) entered into a credit agreement which supports our commercial paper program on March 27, 2026 (the Credit Agreement). The Credit Agreement has capacity under the revolving credit facility of $2.0 billion and contains a letter of credit sub-facility of up to $300.0 million and a swing line sub-facility of up to $150.0 million. The Credit Agreement has an accordion feature that provides Cintas with the ability to request increases to the borrowing commitments under the revolving credit facility up to $1.0 billion in the aggregate, subject to customary conditions. The maturity date of the revolving credit facility is March 27, 2031. In connection with the entry into the Credit Agreement, on March 27, 2026, Corp. 2 terminated all commitments and repaid all obligations under its existing Third Amended and Restated Credit Agreement, dated as of March 23, 2022 (as amended, restated, supplemented or otherwise modified from time to time prior to such date, the “Existing Credit Agreement”). Upon the termination of the Existing Credit Agreement, all of the obligations under the Existing Credit Agreement were terminated. As of February 28, 2026 there was $229.5 million of commercial paper outstanding with a weighted average interest rate of 3.81% and no borrowings on our Existing Credit Agreement. As of May 31, 2025, there was no commercial paper outstanding and no borrowings on our Existing Credit Agreement. The fair value of the commercial paper, if any, which approximates carrying value, is estimated using level 2 inputs based on general market prices and interest rates.

Cintas uses interest rate locks to manage its overall interest expense as interest rate locks effectively change the interest rate of specific debt issuances. The interest rate locks are entered into to protect against unfavorable movements in the benchmark treasury rate related to forecasted debt issuances. Cintas used interest rate locks, which represent cash flow hedges, to hedge against movements in the treasury rates at the time Cintas issued its senior notes in fiscal 2007, fiscal 2017 and fiscal 2022. The amortization of the interest rate locks resulted in a decrease to other comprehensive income of $1.5 million for both the three months ended February 28, 2026 and 2025. For both the nine months ended February 28, 2026 and 2025, the amortization of the interest rate locks resulted in a decrease to other comprehensive income of $4.6 million.

During fiscal 2022 and fiscal 2020, Cintas entered into interest rate lock agreements for forecasted debt issuances. The aggregate notional value of outstanding cash flow hedges was $500.0 million at both February 28, 2026 and May 31, 2025. The fair values of the outstanding interest rate locks, for forecasted debt issuances, are summarized as follows:

The changes in fair value of the interest rate locks are recorded in other comprehensive income (loss), net of tax. These interest rate locks had no impact on net income or cash flows for the three and nine months ended February 28, 2026 or 2025.

Cintas has certain covenants related to debt agreements. These covenants limit Cintas' ability to incur certain liens, to engage in sale-leaseback transactions and to merge, consolidate or sell all or substantially all of Cintas' assets. These covenants also require Cintas to maintain certain debt to consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) and interest coverage ratios. Cross-default provisions exist between certain debt instruments. If a default of a significant covenant were to occur, the default could result in an acceleration of the maturity of the indebtedness, impair liquidity and limit the ability to raise future capital. Cintas was in compliance with all of the debt covenants for all periods presented.

Note 8 - Income Taxes

In the normal course of business, Cintas provides for uncertain tax positions and the related interest and adjusts its unrecognized tax benefits and accrued interest accordingly. As of February 28, 2026 and May 31, 2025, recorded unrecognized tax benefits were $50.8 million and $47.8 million, respectively, and are included in long-term accrued liabilities on the consolidated condensed balance sheets.

The majority of Cintas' operations are in North America. Cintas is required to file U.S. federal income tax returns, as well as state income tax returns in a majority of the domestic states and also in certain Canadian provinces. At times, Cintas is subject to audits in these jurisdictions. The audits, by nature, are sometimes complex and can require several years to resolve. The final resolution of any such tax audit could result in either a reduction in Cintas' accruals or an increase in its income tax provision, either of which could have an impact on the consolidated results of operations in any given period.

All U.S. federal income tax returns are closed to audit through fiscal 2021. Cintas is currently in various audits in certain foreign jurisdictions and certain domestic states. The years under foreign and domestic state audits cover fiscal years back to 2020. Based on the status and resolution of the various audits and other potential regulatory developments, it is expected that the balance of unrecognized tax benefits will not materially change for the fiscal year ending May 31, 2026.

Cintas’ effective tax rate was 20.6% and 21.0% for the three months ended February 28, 2026 and 2025, respectively. For the nine months ended February 28, 2026 and 2025, Cintas' effective tax rate was 19.8% and 19.2%, respectively. The effective tax rate for all periods was impacted by certain discrete items (primarily the tax accounting impact for stock-based compensation).

Note 9 - Acquisitions

The purchase price paid for each acquisition has been allocated to the fair value of the assets acquired and liabilities assumed. The fair value summarized in the table below is reflective of the accumulated fair value, as of the date of each acquisition. Cintas acquired the following number of individually immaterial businesses by reportable operating segment and All Other during the nine months ended February 28:

The following summarizes the aggregate purchase price and fair value allocations for all businesses acquired during the nine months ended February 28:

Goodwill was calculated as the excess of the consideration transferred over the net assets recognized and represents the estimated future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. The factors contributing to the recognition of goodwill were based on strategic benefits that are expected to be realized from the acquisitions. The majority of goodwill recognized is expected to be deductible for income tax purposes.

Cintas is required to provide additional disclosures about fair value measurements as part of the consolidated condensed financial statements for each major category of assets and liabilities measured at fair value on a nonrecurring basis (including business combinations). The working capital assets and liabilities, as well as the property and equipment acquired, were valued using Level 2 inputs which included data points that are observable, such as definitive sales agreements, appraisals or established market values of comparable assets (market approach). Goodwill and separately identifiable intangible assets were valued using Level 3 inputs, which are unobservable by nature, and included internal estimates of future cash flows (income approach). The results of operations of the acquisition are included in Cintas' consolidated statements of income subsequent to the date of acquisition and are not material to the consolidated condensed financial statements.

On March 10, 2026, the Company entered into an Agreement and Plan of Merger (Merger Agreement) pursuant to which the Company will acquire all outstanding shares of UniFirst Corporation (UniFirst). UniFirst is a North American leader in the supply and servicing of uniform and workwear programs, facility service products, as well as first aid and safety supplies and services. Under the terms of the Merger Agreement, Cintas will acquire all of the outstanding shares of UniFirst in a transaction valued at approximately $5.5 billion. Each share of UniFirst common stock will be converted into the right to receive $155.00 in cash and 0.7720 shares of fully paid and nonassessable Cintas common stock, with no par value.

The completion of the merger (Merger) is subject to certain conditions, including, without limitation: the adoption of the Merger Agreement by UniFirst shareholders; the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended and the obtaining of certain regulatory approvals; the absence of an injunction or law prohibiting the Merger; the accuracy of the parties' respective representations and warranties; and the compliance by the Company and UniFirst with their respective covenants and agreements. The Merger has not closed as of the date of the filing of this Form 10-Q.

Note 10 - Accumulated Other Comprehensive Income (Loss)

The following tables summarize the changes in the accumulated balances for each component of accumulated other comprehensive income (loss), net of tax:

The following table summarizes the reclassifications out of accumulated other comprehensive income (loss):

Note 11 - Segment Information

Cintas’ reportable operating segments are Uniform Rental and Facility Services and First Aid and Safety Services. The Uniform Rental and Facility Services reportable operating segment consists of the rental and servicing of uniforms and other garments including flame resistant clothing, mats, mops and shop towels and other ancillary items. In addition to these rental items, restroom cleaning services and supplies, and the sale of items from our catalogs to our customers on route are included within this reportable operating segment. The First Aid and Safety Services reportable operating segment consists of first aid and safety products and services. The remainder of Cintas’ operating segments, which consists of the Fire Protection Services operating segment and the Uniform Direct Sales operating segment, is included in All Other.

Our chief operating decision maker (CODM) is the chief executive officer. The CODM is responsible for setting the Company's strategic direction, managing overall operations, and is the main point of communications between the Board and key operational personnel within the organization. The CODM evaluates each operating segment's performance primarily based on revenue and operating income, using this information to guide strategic decisions and allocate resources across the Company. The accounting policies of the operating segments are the same as those described in Note 1 entitled Basis of Presentation.

Information related to the operations of Cintas’ reportable operating segments and All Other is set forth below:

(1) Corporate assets include cash and cash equivalents and marketable securities, if applicable, in all periods.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Business Strategy

Cintas helps more than one million businesses of all types and sizes, primarily in the United States (U.S.), as well as Canada and Latin America, get READY™ to open their doors with confidence every day by providing a wide range of products and services that enhance our customers’ image and help keep their facilities and employees clean, safe and looking their best. With products and services including uniforms, mats, mops, shop towels, restroom supplies, workplace water services, first aid and safety products, eye-wash stations, safety training, fire extinguishers, sprinkler systems and alarm testing, Cintas helps customers get Ready for the Workday®.

We are North America’s leading provider of corporate identity uniforms through rental and sales programs, as well as a significant provider of related business services, including entrance mats, restroom cleaning services and supplies, first aid and safety services, and fire protection products and services.

Cintas’ principal objective is “to exceed customers’ expectations in order to maximize the long-term value of Cintas for shareholders and working partners,” and it provides the framework and focus for Cintas’ business strategy. This strategy is to achieve revenue growth for all our products and services by increasing our penetration at existing customers and by broadening our customer base to include market segments to which we have not historically served. We will also continue to identify additional product and service opportunities for our current and future customers.

To pursue the strategy of increasing penetration, we have a highly talented and diverse team of service professionals visiting our customers on a regular basis. This frequent contact with our customers enables us to develop close personal relationships. The combination of our distribution system and these strong customer relationships provides a platform from which we launch additional products and services.

We pursue the strategy of broadening our customer base in several ways. Cintas has a national sales organization introducing all its products and services to prospects in all market segments. Our broad range of products and services allows our sales organization to consider any type of business a prospect. We also broaden our customer base through geographic expansion. Finally, we evaluate strategic acquisitions as opportunities arise.

Results of Operations

Cintas classifies its business into two reportable operating segments and places the remainder of its operating segments in an All Other category. Cintas’ two reportable operating segments are Uniform Rental and Facility Services and First Aid and Safety Services. The Uniform Rental and Facility Services reportable operating segment consists of the rental and servicing of uniforms and other garments including flame resistant clothing, mats, mops and shop towels and other ancillary items. In addition to these rental items, restroom cleaning services and supplies and the sale of items from our catalogs to our customers on route are included within this reportable operating segment. The First Aid and Safety Services reportable operating segment consists of first aid and safety products and services, as well as workplace water services. The remainder of Cintas’ business, which consists of the Fire Protection Services operating segment and the Uniform Direct Sales operating segment, is included in All Other. These operating segments consist of fire protection products and services and the direct sale of uniforms and related items. Cintas evaluates operating segment performance based on revenue and operating income. Revenue and operating income for the three and nine months ended February 28, 2026 and 2025, for the two reportable operating segments and All Other are presented in Note 11 entitled Segment Information of “Notes to Consolidated Condensed Financial Statements.” The Company regularly reviews its operating segments for reporting purposes based on the information its chief operating decision maker (CODM) regularly reviews for purposes of allocating resources and assessing performance and makes changes when appropriate.

Consolidated Results

Three Months Ended February 28, 2026 Compared to Three Months Ended February 28, 2025

Total revenue increased 8.9% to $2,841.4 million for the three months ended February 28, 2026, compared to $2,609.2 million for the three months ended February 28, 2025. The organic revenue growth rate, which adjusts for

the impact of acquisitions and foreign currency exchange rate fluctuations, was 8.2%. Revenue growth was positively impacted by 0.4% due to acquisitions and 0.3% due to foreign currency exchange rate fluctuations.

Uniform Rental and Facility Services reportable operating segment revenue was $2,177.5 million for the three months ended February 28, 2026, compared to $2,021.1 million for the three months ended February 28, 2025, which was an increase of 7.7%. The organic revenue growth rate for this reportable operating segment was 7.3%. Revenue growth in the Uniform Rental and Facility Services reportable operating segment was positively impacted by 0.1% due to acquisitions and 0.3% due to foreign currency exchange rate fluctuations. Revenue growth was a result of new business, the penetration of additional products and services into existing customers, price increases, and strong customer retention.

Other revenue, consisting of revenue from the First Aid and Safety Services reportable operating segment and All Other, increased 12.9% for the three months ended February 28, 2026, compared to the three months ended February 28, 2025, from $588.0 million to $664.0 million. The organic revenue growth rate for other revenue was 11.4%. Revenue growth was positively impacted by 1.4% due to acquisitions and 0.1% due to foreign currency exchange rate fluctuations.

Cost of uniform rental and facility services consists primarily of production expenses, delivery expenses and the amortization of in-service inventory, including uniforms, mats, shop towels and other ancillary items. Cost of uniform rental and facility services increased $73.4 million, or 7.3%, for the three months ended February 28, 2026, compared to the three months ended February 28, 2025. Cost of uniform rental and facility services improved as a percent of revenue, decreasing from 50.0% for the three months ended February 28, 2025, to 49.7% for the three months ended February 28, 2026. This improvement as a percent of revenue was primarily due to more efficient usage of in-service inventory, strategic sourcing initiatives, efficiency gains and improved leverage of fixed costs.

Cost of other consists primarily of cost of goods sold (predominantly first aid and safety products, personal protective equipment, uniforms and fire protection products), delivery expenses and distribution expenses in the First Aid and Safety Services reportable operating segment and All Other. Cost of other increased $29.8 million, or 10.6%, for the three months ended February 28, 2026, compared to the three months ended February 28, 2025. Cost of other improved as a percent of revenue, decreasing from 47.6% for three months ended February 28, 2025, to 46.7% for the three months ended February 28, 2026. The improvement in cost of sales as a percent of revenue was primarily due to favorable sales mix and sourcing and productivity initiatives.

Selling and administrative expenses increased $79.1 million, or 11.1%, in the three months ended February 28, 2026, compared to the three months ended February 28, 2025. Selling and administrative expenses as a percent of revenue were 27.8% for the three months ended February 28, 2026, compared to 27.2% for the three months ended February 28, 2025. We recorded a gain of $15.0 million on a sale of property and equipment in the three months ended February 28, 2025 which impacted all segments by the same percent of revenue. Excluding this gain, selling and administrative expenses as a percent of revenue remained the same for the three months ended February 28, 2026, compared to the three months ended February 28, 2025.

Operating income was $659.9 million, or 23.2% of revenue, for the three months ended February 28, 2026, compared to $609.9 million, or 23.4% of revenue, for the three months ended February 28, 2025. Excluding the gain on a sale of property and equipment in the three months ended February 28, 2025 noted previously, operating income as a percent of revenue improved by 0.4%. The resulting increase in operating income as a percent of revenue was primarily due to more efficient usage of in-service inventory, strategic sourcing initiatives, efficiency gains and improved leverage of fixed costs.

Net interest expense (interest expense less interest income) was $27.4 million for the three months ended February 28, 2026, compared to $23.4 million for the three months ended February 28, 2025. The change was primarily due to an increase in the average amount of outstanding commercial paper during the three months ended February 28, 2026.

Cintas’ effective tax rate was 20.6% and 21.0% for the three months ended February 28, 2026 and 2025, respectively. The effective tax rate in both periods was impacted by certain discrete items, primarily the tax accounting impact for stock-based compensation.

Net income was $502.5 million for the three months ended February 28, 2026, an increase of 8.4% compared to the three months ended February 28, 2025. Diluted earnings per share were $1.24 for the three months ended

February 28, 2026, which was an increase of 9.7% compared to the three months ended February 28, 2025. Diluted earnings per share increased primarily due to the increase in net income and share repurchases.

Uniform Rental and Facility Services Reportable Operating Segment

Three Months Ended February 28, 2026 Compared to Three Months Ended February 28, 2025

Uniform Rental and Facility Services reportable operating segment revenue increased to $2,177.5 million from $2,021.1 million, or 7.7%, for the three months ended February 28, 2026, over the three months ended February 28, 2025. The organic revenue growth rate for the reportable operating segment was 7.3%. The cost of uniform rental and facility services increased $73.4 million, or 7.3%. The reportable operating segment’s gross margin was $1,094.4 million. Gross margin as a percent of revenue was 50.3% for the three months ended February 28, 2026, compared to 50.0% for the three months ended February 28, 2025. The resulting increase as a percent of revenue was primarily due to more efficient usage of in-service inventory, strategic sourcing initiatives, efficiency gains and improved leverage of fixed costs.

Selling and administrative expenses for the Uniform Rental and Facility Services reportable operating segment increased $51.4 million in the three months ended February 28, 2026, compared to the three months ended February 28, 2025. Selling and administrative expenses as a percent of revenue for the three months ended February 28, 2026 were 26.3%, compared to 25.8% in the three months ended February 28, 2025. Excluding the gain on a sale of property and equipment in the three months ended February 28, 2025, selling and administrative expenses as a percent of revenue remained the same in the three months ended February 28, 2026, compared to the three months ended February 28, 2025.

Operating Income increased $31.5 million, or 6.4%, for the Uniform Rental and Facility Services reportable operating segment for the three months ended February 28, 2026, compared to the three months ended February 28, 2025. Operating income was 23.9% of the reportable operating segment's revenue compared to the three months ended February 28, 2025 of 24.2% of revenue. Excluding the gain on a sale of property and equipment in the three months ended February 28, 2025 noted previously, operating income as a percent of revenue improved by 0.3%. The improvement in operating income was primarily a result of the expansion in gross margin.

First Aid and Safety Services Reportable Operating Segment

Three Months Ended February 28, 2026 Compared to Three Months Ended February 28, 2025

First Aid and Safety Services reportable operating segment revenue increased to $346.8 million from $301.8 million, or 14.9%, for the three months ended February 28, 2026, over the three months ended February 28, 2025. The organic revenue growth rate for the reportable operating segment was 14.6%. First Aid and Safety Services reportable operating segment revenue was positively impacted by 0.2% due to acquisitions. The increase in revenue was driven by many factors including increases in new business sold by sales representatives, penetration of additional products and services into existing customers, price increases and strong customer retention.

Cost of first aid and safety services for the three months ended February 28, 2026, increased $15.6 million, or 12.0%, compared to the three months ended February 28, 2025. The gross margin as a percent of revenue was 58.1% for the three months ended February 28, 2026, compared to 57.0% in the three months ended February 28, 2025. The improvement in gross margin as a percent of revenue was primarily due to a favorable sales mix and strategic sourcing initiatives.

Selling and administrative expenses increased $13.7 million in the three months ended February 28, 2026, compared to the three months ended February 28, 2025. Selling and administrative expenses as a percent of revenue for the three months ended February 28, 2026 were 33.0%, compared to 33.3% for the three months ended February 28, 2025. Excluding the gain on a sale of property and equipment in the three months ended February 28, 2025, selling and administrative expenses as a percent of revenue improved by 0.9% in the three months ended February 28, 2026, compared to the three months ended February 28, 2025. The improvement as a percent of revenue was primarily due to operating leverage from revenue growth.

Operating Income for the First Aid and Safety Services reportable operating segment increased $15.8 million to $87.3 million for the three months ended February 28, 2026, compared to the three months ended February 28, 2025. Operating income was 25.2% of the reportable operating segment’s revenue compared to the three months ended February 28, 2025 of 23.7%. The improvement in operating income as a percent to revenue was primarily due to the previously discussed changes in gross margin and selling and administrative expenses noted above.

Consolidated Results

Nine Months Ended February 28, 2026 Compared to Nine Months Ended February 28, 2025

Total revenue increased 9.0% to $8,359.6 million for the nine months ended February 28, 2026, compared to $7,672.5 million for the nine months ended February 28, 2025. Total organic revenue growth was 8.2%. Organic growth adjusts for the impact of acquisitions and foreign currency exchange rate fluctuations. Revenue growth was positively impacted by 0.7% due to acquisitions and 0.1% due to foreign currency exchange rate fluctuations.

Uniform Rental and Facility Services reportable operating segment revenue was $6,423.9 million for the nine months ended February 28, 2026, compared to $5,945.4 million for the nine months ended February 28, 2025, which was an increase of 8.0%. Organic revenue growth for this reportable operating segment was 7.5%. Uniform Rental and Facility Services reportable operating segment revenue was positively impacted by 0.5% due to acquisitions. Revenue growth was a result of new business, the penetration of additional products and services into existing customers, price increases, and strong customer retention.

Other revenue, consisting of revenue from the First Aid and Safety Services reportable operating segment and All Other, was $1,935.6 million for the nine months ended February 28, 2026, compared to $1,727.1 million for the nine months ended February 28, 2025, which was an increase of 12.1%. Organic growth for other revenue was 10.9%. Revenue growth was positively impacted by 1.2% due to acquisitions.

Cost of uniform rental and facility services consists primarily of production expenses, delivery expenses and the amortization of in-service inventory, including uniforms, mats, shop towels and other ancillary items. Cost of uniform rental and facility services increased $211.9 million, or 7.1%, for the nine months ended February 28, 2026, compared to the nine months ended February 28, 2025. Cost of uniform rental and facility services improved as a percent of revenue, decreasing from 50.5% for the nine months ended February 28, 2025, to 50.1% for the nine months ended February 28, 2026. This improvement as a percent of revenue was primarily due to more efficient usage of in-service inventory, strategic sourcing initiatives, efficiency gains and improved leverage of fixed costs.

Cost of other consists primarily of cost of goods sold (predominantly first aid and safety products, personal protective equipment, uniforms, and fire protection products), delivery expenses and distribution expenses in the First Aid and Safety Services reportable operating segment and All Other. Cost of other increased $95.8 million, or 11.7%, for the nine months ended February 28, 2026, compared to the nine months ended February 28, 2025. Cost of other as a percent of revenue improved to 47.3% for the nine months ended February 28, 2026, compared to 47.4% for nine months ended February 28, 2025. The improvement in cost of sales as a percent of revenue was primarily due to favorable sales mix.

Selling and administrative expenses increased $208.1 million, or 10.0%, for the nine months ended February 28, 2026, compared to the nine months ended February 28, 2025. Selling and administrative expenses as a percent of revenue were 27.4% for the nine months ended February 28, 2026, compared to 27.2% for the nine months ended February 28, 2025. In the nine months ended February 28, 2025, we recorded a gain of $15.0 million on a sale of property and equipment which impacted all segments by the same percent of revenue. Excluding this gain, selling and administrative expenses as a percent of revenue remained the same for the nine months ended February 28, 2026, compared to the nine months ended February 29, 2025.

Operating income was $1,933.5 million, or 23.1% of revenue, for the nine months ended February 28, 2026, compared to $1,762.3 million, or 23.0% of revenue, for the nine months ended February 28, 2025. The improvement in operating income as a percent of revenue was primarily due to the previously mentioned improvements in gross margin as a percent of revenue noted above.

Net interest expense (interest expense less interest income) was $76.6 million for the nine months ended February 28, 2026, compared to $73.5 million for the nine months ended February 28, 2025. The change was primarily due to an increase in the average amount of outstanding commercial paper during the nine months ended February 28, 2026.

Cintas’ effective tax rate was 19.8% and 19.2% for the nine months ended February 28, 2026 and 2025, respectively. The effective tax rate in both periods was impacted by certain discrete items, primarily the tax accounting impact for stock-based compensation.

Net income for the nine months ended February 28, 2026, increased $125.0 million, or 9.2%, compared to the nine months ended February 28, 2025. Diluted earnings per share was $3.65 for the nine months ended February 28, 2026, which was an increase of 10.3% compared to the nine months ended February 28, 2025. Diluted earnings per share increased primarily due to the increase in net income and share repurchases.

Uniform Rental and Facility Services Reportable Operating Segment

Nine Months Ended February 28, 2026 Compared to Nine Months Ended February 28, 2025

Uniform Rental and Facility Services reportable operating segment revenue increased 8.0% to $6,423.9 million for the nine months ended February 28, 2026, compared to $5,945.4 million for the nine months ended February 28, 2025. Organic revenue growth for this reportable operating segment was 7.5%. Revenue growth was a result of new business, the penetration of additional products and services into existing customers, price increases, and strong customer retention.

Cost of uniform rental and facility services increased $211.9 million, or 7.1%, for the nine months ended February 28, 2026 over the nine months ended February 28, 2025. The reportable operating segment’s gross margin was $3,207.1 million, or 49.9% of revenue, for the nine months ended February 28, 2026, compared to the gross margin of 49.5% for the nine months ended February 28, 2025. This improvement as a percent of revenue was primarily due to more efficient usage of in-service inventory, strategic sourcing initiatives, efficiency gains and improved leverage of fixed costs.

Selling and administrative expenses for the Uniform Rental and Facility Services reportable operating segment increased $128.2 million but remained the same as a percent of revenue. Selling and administrative expenses as a percent of revenue was 25.8% for both the nine months ended February 28, 2026 and 2025. Excluding the gain on a sale of property and equipment in the three months ended February 28, 2025, selling and administrative expenses improved by 0.2%. The improvement as a percent of revenue was primarily due to operating leverage from revenue growth.

Operating income increased $138.4 million, or 9.8%, for the Uniform Rental and Facility Services reportable operating segment for the nine months ended February 28, 2026, compared to the nine months ended February 28, 2025. Operating income was 24.1% of the reportable operating segment’s revenue, compared to 23.7% for the nine months ended February 28, 2025. The improvement as a percent of revenue was primarily a result of the improvement in gross margin.

First Aid and Safety Services Reportable Operating Segment

Nine Months Ended February 28, 2026 Compared to Nine Months Ended February 28, 2025

First Aid and Safety Services reportable operating segment revenue increased from $893.7 million to $1,023.7 million, or 14.5%, for the nine months ended February 28, 2026, over the nine months ended February 28, 2025. Organic revenue growth for this reportable operating segment was 14.3%. First Aid and Safety Services reportable operating segment revenue was positively impacted by 0.2% due to acquisitions. This increase in revenue was driven by many factors including new business sold by sales representatives, penetration of additional products and services into existing customers, price increases and strong customer retention.

Cost of first aid and safety services increased $53.0 million, or 13.9%, for the nine months ended February 28, 2026, compared to the nine months ended February 28, 2025, due to higher sales volume. The gross margin as a percent of revenue was 57.6% for the nine months ended February 28, 2026, compared to 57.3% in the nine months ended February 28, 2025. The improvement in gross margin as a percent of revenue was primarily due to favorable changes in revenue mix.

Selling and administrative expenses increased $40.4 million but decreased as a percent of revenue to 32.7%, for the nine months ended February 28, 2026, compared to 32.9% for the nine months ended February 28, 2025. Excluding the gain on a sale of property and equipment in the three months ended February 28, 2025, selling and administrative expenses improved by 0.4%. The improvement as a percent of revenue was primarily due to operating leverage from revenue growth.

Operating income for the First Aid and Safety Services reportable operating segment was $254.7 million for the nine months ended February 28, 2026, compared to $218.0 million for the nine months ended February 28,

2025. Operating income was 24.9% of the reportable operating segment’s revenue, compared to 24.4% for the nine months ended February 28, 2025. The improvement as a percent of revenue was primarily a result of the improvement in gross margin and improved operating leverage from revenue growth.

Liquidity and Capital Resources

The following is a summary of our cash flows and cash and cash equivalents as of and for the nine months ended February 28:

Cash and cash equivalents as of February 28, 2026 and 2025, include $97.6 million and $34.2 million, respectively, that is located outside of the U.S.

Cash flows provided by operating activities have historically supplied us with a significant source of liquidity. We generally use these cash flows to fund most, if not all, of our operations and expansion activities and dividends on our common stock. We may also use cash flows provided by operating activities, as well as proceeds from long-term debt and short-term borrowings to fund growth and expansion opportunities, as well as other cash requirements such as the repurchase of our common stock and payment of long-term debt.

We expect our cash flows from operating activities to remain sufficient to provide us with adequate levels of liquidity. In addition, we have access to $2.0 billion of debt capacity from our revolving credit facility under our credit agreement. We believe the Company has sufficient liquidity to operate in the current business environment for at least the next 12 months and the foreseeable future thereafter. Acquisitions, repurchases of our common stock and dividends remain strategic objectives, but they will be dependent on the economic outlook and liquidity of the Company.

Net cash provided by operating activities was $1,567.2 million for the nine months ended February 28, 2026, compared to $1,525.6 million for the nine months ended February 28, 2025. The change from the prior fiscal year was primarily due to an increase in net income, favorable changes in working capital, specifically, accounts receivable, net and income taxes. These changes were partially offset by unfavorable changes in working capital, specifically accrued liabilities and accounts payable.

Net cash used in investing activities includes capital expenditures, purchases of investments and cash paid for acquisitions of businesses. Capital expenditures were $299.1 million and $294.3 million for the nine months ended February 28, 2026 and 2025, respectively. Capital expenditures in the nine months ended February 28, 2026, included $206.5 million for the Uniform Rental and Facility Services reportable operating segment and $48.7 million for the First Aid and Safety Services reportable operating segment. Cash paid for acquisitions of businesses was $102.7 million and $198.8 million for the nine months ended February 28, 2026 and 2025, respectively. The acquisitions during both the nine months ended February 28, 2026 and 2025, occurred in our Uniform Rental and Facility Services reportable operating segment, our First Aid and Safety Services reportable operating segment and our Fire Protection Services operating segment, which is included in All Other. In addition, during the nine months ended February 28, 2025, Cintas received cash proceeds of $24.0 million related to the sale of property and equipment. Net cash used in investing activities also includes $8.3 million and $7.1 million of purchases of investments during the nine months ended February 28, 2026 and 2025, respectively.

Net cash used in financing activities was $1,239.0 million and $1,146.0 million for the nine months ended February 28, 2026 and 2025, respectively. The increase in cash used in financing activities was due to an increase in repurchases of common stock and an increase in dividends paid. This increase in cash used in financing activity was partially offset by an increase in the net issuance of commercial paper in the nine months ended February 28, 2026.

On July 26, 2022, July 23, 2024 and October 28, 2025, Cintas announced that the Board of Directors (the Board) authorized share buyback programs, each for $1.0 billion. The July 26, 2022 share buyback plan was completed during the second quarter of fiscal 2026. Neither of the outstanding share buyback programs have an expiration date.

The following table summarizes the share buyback activity by program for the nine months ended February 28:

(1) Shares of Cintas common stock acquired for employee payroll taxes due on options exercised and vested restricted stock awards.

There were no share buybacks in the period subsequent to February 28, 2026, through April 7, 2026. From the inception of the July 23, 2024 share buyback program through April 7, 2026, Cintas has purchased 2.7 million shares of Cintas common stock in the aggregate, at an average price of $189.32 per share, for a total purchase price of $508.9 million. Cintas has made no purchases under the October 28, 2025 share buyback program.

The Board declared the following dividends:

(1) The dividends declared during the three months ended February 28, 2026 and 2025 were included in current accrued liabilities on the consolidated condensed balance sheet at February 28, 2026 and 2025.

Any future dividend declarations, including the amount of any dividends, are at the discretion of the Board and dependent upon then-existing conditions, including the Company's consolidated results of operations and consolidated financial condition, capital requirements, contractual restrictions, business prospects and other factors that the Board may deem relevant.

During the nine months ended February 28, 2026, Cintas issued $229.5 million, net of commercial paper.

The following table summarizes Cintas' outstanding debt:

(1) Variable rate debt instrument. The rate presented is the weighted average variable borrowing rate at February 28, 2026.

Cintas Corporation No. 2 (Corp. 2) entered into a credit agreement which supports our commercial paper program on March 27, 2026 (the Credit Agreement). The Credit Agreement has capacity under the revolving credit facility of $2.0 billion and contains a letter of credit sub-facility of up to $300.0 million and a swing line sub-facility of up to $150.0 million. The Credit Agreement has an accordion feature that provides Cintas with the ability to request increases to the borrowing commitments under the revolving credit facility up to $1.0 billion in the aggregate, subject to customary conditions. The maturity date of the revolving credit facility is March 27, 2031. In connection with the entry into the Credit Agreement, on March 27, 2026, Corp. 2 terminated all commitments and repaid all obligations under its existing Third Amended and Restated Credit Agreement, dated as of March 23, 2022 (as amended, restated, supplemented or otherwise modified from time to time prior to such date, the “Existing Credit Agreement”). Upon the termination of the Existing Credit Agreement, all of the obligations under the Existing Credit Agreement were terminated. As of February 28, 2026 there was $229.5 million of commercial paper outstanding with a weighted average interest rate of 3.81% and no borrowings on our Existing Credit Agreement. As of May 31, 2025, there was no commercial paper outstanding and no borrowings on our Existing Credit Agreement.

Cintas has certain covenants related to debt agreements. These covenants limit our ability to incur certain liens, to engage in sale-leaseback transactions and to merge, consolidate or sell all or substantially all of Cintas' assets. These covenants also require Cintas to maintain certain debt to consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) and interest coverage ratios. Cross-default provisions exist between certain debt instruments. If a default of a significant covenant were to occur, the default could result in an acceleration of the maturity of the indebtedness, impair liquidity and limit the ability to raise future capital. Cintas was in compliance with all of the debt covenants for all periods presented.

Our access to the commercial paper and long-term debt markets has historically provided us with sources of liquidity. We do not anticipate having difficulty in obtaining financing from those markets in the future based on our favorable experiences in the debt markets in the recent past and we expect to access such markets from time to time in the future to fund our cash requirements, including the repayment of short-term and/or long-term obligations. Our ability to continue to access the commercial paper and long-term debt markets on favorable interest rate and other terms will depend, to a significant degree, on the ratings assigned by the credit rating agencies to our indebtedness. As of February 28, 2026, our ratings were as follows:

Rating Agency Outlook Commercial Paper Long-term Debt

Standard & Poor’s Stable A-2 A-

Moody’s Investors Service Stable P-2 A3

In the event that the ratings of our commercial paper or our outstanding long-term debt issues were substantially lowered or withdrawn for any reason, or if the ratings assigned to any new issue of long-term debt securities were

significantly lower than those noted above, particularly if we no longer had investment grade ratings, our ability to access the debt markets may be adversely affected. In addition, in such a case, our cost of funds for new issues of commercial paper and long-term debt would be higher than our cost of funds would have been had the ratings of those new issues been at or above the level of the ratings noted above. The rating agency ratings are not recommendations to buy, sell or hold our commercial paper or debt securities. Each rating may be subject to revision or withdrawal at any time by the assigning rating organization and should be evaluated independently of any other rating. Moreover, each credit rating is specific to the security to which it applies.

To monitor our credit rating and our capacity for long-term financing, we consider various qualitative and quantitative factors. One such factor is the ratio of our total debt to EBITDA. For the purpose of this calculation, debt is defined as the sum of short-term borrowings, long-term debt due within one year, long-term debt and standby letters of credit.

Financial and Nonfinancial Disclosure About Issuers and Guarantors of Cintas’ Senior Notes

Corp. 2 is the indirectly, wholly owned principal operating subsidiary of Cintas. Corp. 2 is the issuer of the $2,436.6 million aggregate principal amount of senior notes outstanding as of February 28, 2026, which are unconditionally guaranteed, jointly and severally, by Cintas Corporation and its wholly owned, direct and indirect domestic subsidiaries.

Basis of Preparation of the Summarized Financial Information

The following tables include summarized financial information of Cintas Corporation (Issuer), Corp. 2 and subsidiary guarantors (together, the Obligor Group). Investments in and equity in the earnings of non-guarantors, which are not members of the Obligor Group, have been excluded. Non-guarantor subsidiaries are located outside the U.S., and therefore, excluded from the Obligor Group.

The summarized financial information of the Obligor Group is presented on a combined basis with intercompany balances and transactions between entities in the Obligor Group eliminated. The Obligor Group’s amounts due from, amounts due to and transactions with non-guarantors have been presented in separate line items, if they are material. Summarized financial information of the Obligor Group is as follows:

Litigation and Other Contingencies

Cintas is subject to legal proceedings, insurance receipts, legal settlements and claims arising from the ordinary course of its business, including personal injury, customer contract, environmental and employment claims. In the opinion of management, the aggregate liability, if any, with respect to such ordinary course of business actions will not have a material adverse effect on the consolidated financial position, consolidated results of operations or consolidated cash flows of Cintas.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

ITEM 3.

QUANTITATIVE AND QUALITATIVE

DISCLOSURES ABOUT MARKET RISK

In our normal operations, Cintas has market risk exposure to interest rates. There has been no material change to this market risk exposure to interest rates from that which was previously disclosed in Part II, Item 7A, Quantitative and Qualitative Disclosures About Market Risk, in our Annual Report on Form 10-K for the fiscal year ended May 31, 2025.

Through its foreign operations, Cintas is exposed to foreign currency risk. Foreign currency exposures arise from transactions denominated in a currency other than the functional currency and from foreign currency denominated revenue and profit translated into U.S. dollars. The primary foreign currency to which Cintas is exposed is the Canadian dollar.

Item 4. Controls and Procedures

ITEM 4.

CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

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 Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the Exchange Act)) as of February 28, 2026. 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 February 28, 2026, 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.

Internal Control over Financial Reporting

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 February 28, 2026, that have materially affected, or are reasonably likely to materially affect, Cintas' internal control over financial reporting.

Part II. Other Information

Item 1. Legal Proceedings

ITEM 1.

LEGAL PROCEEDINGS

Cintas is subject to legal proceedings, insurance receipts, legal settlements and claims arising from the ordinary course of its business, including personal injury, customer contract, environmental and employment claims. In the opinion of management, the aggregate liability, if any, with respect to such ordinary course of business actions will not have a material adverse effect on the consolidated financial position, consolidated results of operations or consolidated cash flows of Cintas.

Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES,

USE OF PROCEEDS AND ISSUER PURCHASES OF EQUITY SECURITIES

(1) On July 23, 2024, Cintas announced that the Board authorized a $1.0 billion share buyback program which does not have an expiration date. From the inception of the July 23, 2024 share buyback program through February 28, 2026, Cintas has purchased a total of 2.7 million shares of Cintas common stock at an average price of $189.32 per share for a total purchase price of $508.9 million. On October 28, 2025, Cintas announced that the Board authorized a new $1.0 billion share buyback program, which does not have an expiration date. There were no share buybacks under the October 28, 2025 share buyback program through February 28, 2026.

(2) During December 2025, Cintas acquired 42,551 shares of Cintas common stock in trade for employee payroll taxes due on options exercised and restricted stock awards that vested during the fiscal year. These shares were acquired at an average price of $189.11 per share for a total purchase price of $8.0 million.

(3) During January 2026, Cintas acquired 46,808 shares of Cintas common stock in trade for employee payroll taxes due on options exercised and restricted stock awards that vested during the fiscal year. These shares were acquired at an average price of $190.97 per share for a total purchase price of $8.9 million.

(4) During February 2026, Cintas acquired 54,953 shares of Cintas common stock in trade for employee payroll taxes due on options exercised and restricted stock awards that vested during the fiscal year. These shares were acquired at an average price of $197.61 per share for a total purchase price of $10.9 million.

Item 5. Other Information

ITEM 5.

OTHER INFORMATION

During the quarter ended February 28, 2026, none of our directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (as each term is defined in Item 408 of Regulation S-K).

Item 6. Exhibits

ITEM 6.

EXHIBITS

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2.1* Agreement and Plan of Merger, among Cintas Corporation, UniFirst Corporation, Bruin Merger Sub I, Inc., and Bruin Merger Sub II, LLC, dated March 10, 2026 (Incorporated by reference to Cintas' Current Report on Form 8-K dated March 11, 2026.) 10.1 Credit Agreement, dated as of March 27, 2026, among Cintas Corporation No.2, the Lenders party thereto and KeyBank National Association, as Administrative Agent. (Incorporated by reference to Cintas’ Current Report on Form 8-K dated March 31, 2026) (22) Subsidiary Guarantors and Issuers of Guaranteed Securities and Affiliates Whose Securities Collateralize Securities of the Registrant (Incorporated by reference to Exhibit 22 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2025) 31.1 Certification of Principal Executive Officer required by Rule 13a-14(a) 31.2 Certification of Principal Financial Officer required by Rule 13a-14(a) 32.1 Section 1350 Certification of Chief Executive Officer 32.2 Section 1350 Certification of Chief Financial Officer (101) The following financial statements from Cintas' Quarterly Report on Form 10-Q for the period ended February 28, 2026, formatted in Inline XBRL: (i) Consolidated Condensed Statements of Income (unaudited), (ii) Consolidated Condensed Statements of Comprehensive Income (unaudited), (iii) Consolidated Condensed Balance Sheets (unaudited), (iv) Consolidated Condensed Statements of Shareholders' Equity (unaudited), (v) Consolidated Condensed Statements of Cash Flows (unaudited) and (vi) Notes to Consolidated Condensed Financial Statements, tagged as blocks of text and including detailed tags (104) Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

• Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. Cintas hereby agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon its request.