Item 2. Unregistered Sales of Equity Securities
ITEM 2.
UNREGISTERED SALES OF EQUITY
SECURITIES AND USE OF PROCEEDS
Period
(In millions, except share and per share data)
Total number
of shares
purchased Average
price paid
per share Total number of
shares purchased
as part of the
publicly announced
plan (1)
Maximum
approximate dollar
value of shares
that may yet be
purchased under
the plan (1)
December 1 - 31, 2022 (2)
14,257 $ 457.04 — $ 1,461.2
January 1 - 31, 2023 (3)
22,011 $ 447.05 — $ 1,461.2
February 1 - 28, 2023 (4)
13,276 $ 442.81 — $ 1,461.2
Total 49,544 $ 448.79 — $ 1,461.2
(1) On July 27, 2021, Cintas announced that the Board of Directors authorized a $1.5 billion share buyback program, which does not have an expiration date. From the inception of the July 27, 2021 share buyback program through February 28, 2023, Cintas has purchased a total of 2.7 million shares of Cintas common stock at an average price of $385.62 per share for a total purchase price of $1.0 billion. On July 26, 2022, Cintas announced that the Board of Directors authorized a new $1.0 billion share buyback program, which does not have an expiration date. There were no share buybacks under the July 26, 2022 share buyback program through February 28, 2023.
(2) During December 2022, Cintas acquired 14,257 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 $457.04 per share for a total purchase price of $6.5 million.
(3) During January 2023, Cintas acquired 22,011 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 $447.05 per share for a total purchase price of $9.8 million.
(4) During February 2023, Cintas acquired 13,276 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 $442.81 per share for a total purchase price of $5.9 million.
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ITEM 6.
EXHIBITS
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, 2022)
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, 2023, 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)
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Table of Contents
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
CINTAS CORPORATION
(Registrant)
Date: April 6, 2023 /s/ J. Michael Hansen
J. Michael Hansen
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
36
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.