CINTAS CORP 10-Q

ITEM 1. FINANCIAL STATEMENTS CINTAS CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Unaudited) Three Months Ended (In thousands except per share data) August 31, 2026 August 31, 2025 Revenue: Uniform rental and facility services $ 2,294,736 $ 2,091,066 Other 719,245 627,056 Total revenue 3,013,981 2,718,122 Costs and expenses: Cost of uniform rental and facility services 1,128,884 1,052,553 Cost of other 331,554 299,008 Selling and administrative expenses 827,244 748,702 UniFirst Corporation transaction expenses 14,412 — Operating income 711,887 617,859 Interest income ( 2,649 ) ( 2,209 ) Interest expense 24,706 24,161 Income before income taxes 689,830 595,907 Income taxes 138,119 104,767 Net income $ 551,711 $ 491,140 Basic earnings per share $ 1.37 $ 1.21 Diluted earnings per share $ 1.36 $ 1.20 Dividends declared per share $ 0.52 $ 0.45 See accompanying notes. Table of Contents CINTAS CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) Three Months Ended (In thousands) August 31, 2026 August 31, 2025 Net income $ 551,711 $ 491,140 Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments ( 787 ) ( 325 ) Change in fair value of interest rate lock agreements, net of tax expense (benefit) of $ 2,933 and $( 908 ), respectively 8,568 ( 2,652 ) Amortization of interest rate lock agreements, net of tax benefit of $( 513 ) and $( 513 ), respectively ( 1,523 ) ( 1,523 ) Other comprehensive income (loss), net of tax expense (benefit) of $ 2,420 and $( 1,421 ), respectively 6,258 ( 4,500 ) Comprehensive income $ 557,969 $ 486,640 See accompanying notes. Table of Contents CINTAS CORPORATION CONSOLIDATED CONDENSED BALANCE SHEETS (In thousands) August 31, 2026 May 31, 2026 (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 243,599 $ 289,018 Accounts receivable, net 1,587,573 1,555,190 Inventories, net 433,286 446,435 Uniforms and other rental items in service 1,309,995 1,276,174 Prepaid expenses and other current assets 357,292 286,225 Total current assets 3,931,745 3,853,042 Property and equipment, net 1,768,378 1,740,501 Investments 448,875 438,662 Goodwill 3,548,696 3,544,212 Service contracts, net 272,972 287,869 Operating lease right-of-use assets, net 274,590 271,088 Other assets, net 407,479 393,766 $ 10,652,735 $ 10,529,140 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable $ 506,502 $ 461,157 Accrued compensation and related liabilities 159,159 237,042 Accrued liabilities 841,215 889,198 Income taxes, current 140,129 44,070 Operating lease liabilities, current 58,370 56,505 Debt due within one year 999,291 998,987 Total current liabilities 2,704,666 2,686,959 Long-term liabilities: Debt due after one year 1,429,554 1,429,086 Deferred income taxes 548,906 537,919 Operating lease liabilities 224,159 221,379 Accrued liabilities 540,918 513,910 Total long-term liabilities 2,743,537 2,702,294 Shareholders’ equity: Preferred stock, no par value: — — 100 shares authorized, none outstanding Common stock, no par value, and paid-in capital: 2,931,963 2,851,129 1,700,000 shares authorized FY 2027: 780,726 shares issued and 399,517 shares outstanding FY 2026: 779,537 shares issued and 400,147 shares outstanding Retained earnings 13,416,890 13,073,999 Treasury stock: ( 11,235,046 ) ( 10,869,708 ) FY 2027: 381,209 shares FY 2026: 379,390 shares Accumulated other comprehensive income 90,725 84,467 Total shareholders’ equity 5,204,532 5,139,887 $ 10,652,735 $ 10,529,140 See accompanying notes. Table of Contents CINTAS CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF SHAREHOLDERS' EQUITY (Unaudited) Common Stock and Paid-In Capital Retained Earnings Accumulated Other Comprehensive Income Treasury Stock Total Shareholders' Equity (In thousands) Shares Amount Shares Amount Balance at June 1, 2026 779,537 $ 2,851,129 $ 13,073,999 $ 84,467 ( 379,390 ) $ ( 10,869,708 ) $ 5,139,887 Net income — — 551,711 — — — 551,711 Comprehensive income, net of tax — — — 6,258 — — 6,258 Dividends — — ( 208,820 ) — — — ( 208,820 ) Stock-based compensation — 31,047 — — — — 31,047 Vesting of stock-based compensation awards 524 — — — — — — Stock options exercised 665 49,787 — — ( 244 ) ( 49,628 ) 159 Repurchase of common stock — — — — ( 1,575 ) ( 315,710 ) ( 315,710 ) Balance at August 31, 2026 780,726 $ 2,931,963 $ 13,416,890 $ 90,725 ( 381,209 ) $ ( 11,235,046 ) $ 5,204,532 Common Stock and Paid-In Capital Retained Earnings Accumulated Other Comprehensive Income Treasury Stock Total Shareholders' Equity (In thousands) Shares Amount Shares Amount Balance at June 1, 2025 776,936 $ 2,593,479 $ 11,798,451 $ 84,389 ( 373,988 ) $ ( 9,791,838 ) $ 4,684,481 Net income — — 491,140 — — — 491,140 Comprehensive loss, net of tax — — — ( 4,500 ) — — ( 4,500 ) Dividends — — ( 182,341 ) — — — ( 182,341 ) Stock-based compensation — 30,348 — — — — 30,348 Vesting of stock-based compensation awards 511 — — — — — — Stock options exercised 1,018 70,250 — — ( 304 ) ( 67,581 ) 2,669 Repurchase of common stock — — — — ( 1,223 ) ( 266,097 ) ( 266,097 ) Balance at August 31, 2025 778,465 $ 2,694,077 $ 12,107,250 $ 79,889 ( 375,515 ) $ ( 10,125,516 ) $ 4,755,700 See accompanying notes. Table of Contents CINTAS CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) Three Months Ended (In thousands) August 31, 2026 August 31, 2025 Cash flows from operating activities: Net income $ 551,711 $ 491,140 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 78,918 77,589 Amortization 48,408 48,348 Stock-based compensation 31,047 30,348 Deferred income taxes 9,132 13,496 Change in current assets and liabilities, net of acquisitions of businesses: Accounts receivable, net ( 32,734 ) ( 3,635 ) Inventories, net 12,817 ( 2,398 ) Uniforms and other rental items in service ( 33,880 ) ( 34,760 ) Prepaid expenses and other current assets and capitalized contract costs ( 108,897 ) ( 62,382 ) Accounts payable 46,486 ( 22,501 ) Accrued compensation and related liabilities ( 77,801 ) ( 94,275 ) Accrued liabilities and other ( 49,338 ) ( 101,114 ) Income taxes, current 96,462 74,625 Net cash provided by operating activities 572,331 414,481 Cash flows from investing activities: Capital expenditures ( 107,532 ) ( 101,957 ) Purchases of investments ( 7,179 ) ( 6,538 ) Acquisitions of businesses, net of cash acquired ( 3,916 ) ( 7,602 ) Other, net 1,260 ( 130 ) Net cash used in investing activities ( 117,367 ) ( 116,227 ) Cash flows from financing activities: Proceeds from exercise of stock-based compensation awards 159 2,669 Dividends paid ( 180,700 ) ( 157,766 ) Repurchase of common stock ( 315,710 ) ( 266,097 ) Other, net ( 3,917 ) ( 2,807 ) Net cash used in financing activities ( 500,168 ) ( 424,001 ) Effect of exchange rate changes on cash and cash equivalents ( 215 ) ( 83 ) Net decrease in cash and cash equivalents ( 45,419 ) ( 125,830 ) Cash and cash equivalents at beginning of period 289,018 263,973 Cash and cash equivalents at end of period $ 243,599 $ 138,143 See accompanying notes. Table of Contents 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, 2026 (Annual Report) filed with the SEC on July 29, 2026. 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. 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). This transaction between Cintas and UniFirst is referred to herein as the "Transaction." UniFirst is a North American company in the supply and servicing of uniform and workwear programs, facility service products, as well as first aid and safety supplies and services. In connection with the Transaction, under the terms of the Merger Agreement, Cintas will acquire all 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 validly issued, fully paid and non-assessable Cintas common stock, with no par value (with, if applicable, cash in lieu of fractional shares), in each case without interest and subject to any applicable withholding taxes. In conjunction with the Transaction, during the three months ended August 31, 2026, we incurred $ 15.7 million in transaction expenses, which relate primarily to legal services, professional services and financing fees. Of the $ 15.7 million, $ 14.4 million was recorded in operating income, and $ 1.3 million was recorded in interest expense on the consolidated condensed statements of income. A portion of these expenses are non-deductible for income tax purposes once the Transaction has been executed. No transaction expenses were incurred during the three months ended August 31, 2025. The completion of the Transaction is subject to certain conditions, including, without limitation: 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 Transaction; the accuracy of the parties' respective representations and warranties; and the compliance by the Company and UniFirst with their respective covenants and agreements. The Transaction has not closed as of the date of the filing of this Form 10-Q. On June 11, 2026, each of Cintas and UniFirst received a request for additional information and documentary material (the Second Request) from the U.S. Federal Trade Commission (the FTC) in connection with the FTC’s review of the transactions contemplated by the Merger Agreement. On October 2, 2026, each of Cintas and UniFirst certified to the FTC that it has substantially complied with the Second Request. On October 2, 2026, Cintas and UniFirst entered into a timing agreement with the FTC pursuant to which Cintas and UniFirst agreed, among other things, not to consummate the Transaction prior to December 11, 2026 unless they have received written notice from the FTC prior to such date that the FTC has closed its investigation of the Transaction. Cintas expects that the Transaction will close prior to the end of calendar year 2026, subject to the satisfaction or waiver of customary closing conditions. Table of Contents Inventories are valued at the lower of cost (first-in, first-out) or net realizable value. Inventories, net are comprised of the following at: (In thousands) August 31, 2026 May 31, 2026 Raw materials $ 15,515 $ 17,302 Work in process 40,343 41,918 Finished goods 377,428 387,215 Inventories, net $ 433,286 $ 446,435 Inventories are recorded net of reserves for obsolete inventory (excess and slow-moving) of $ 60.5 million and $ 59.6 million at August 31, 2026 and May 31, 2026, 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. New Accounting Pronouncements In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (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 Accounting Standards Codification (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 for the three months ended August 31: (In thousands) 2026 2025 Uniform Rental and Facility Services $ 2,294,736 76.1 % $ 2,091,066 76.9 % First Aid and Safety Services 388,517 12.9 % 334,657 12.3 % Fire Protection Services 252,289 8.4 % 221,900 8.2 % Uniform Direct Sales 78,439 2.6 % 70,499 2.6 % Total revenue $ 3,013,981 100.0 % $ 2,718,122 100.0 % The Fire Protection Services and Uniform Direct Sales operating segments are included within All Other as disclosed in Note 10 entitled Segment Information. Revenue Recognition Policy Over 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 Table of Contents 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. 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 August 31, 2026, the current and noncurrent assets related to capitalized commissions totaled $ 96.6 million and $ 319.1 million, respectively. As of May 31, 2026, the current and noncurrent assets related to capitalized commissions totaled $ 96.0 million and $ 304.7 million, respectively. We recorded amortization expense related to capitalized commissions of $ 26.3 million and $ 26.2 million during the three months ended August 31, 2026 and 2025, respectively. These expenses are classified as 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 $ 27.4 million and $ 24.1 million for the three months ended August 31, 2026 and 2025, respectively. Table of Contents The following table provides supplemental information related to the Company's consolidated condensed statements of cash flows for the three months ended August 31: (In thousands) 2026 2025 Cash paid for amounts included in the measurement of operating lease liabilities $ 16,550 $ 15,792 Operating lease right-of-use assets obtained in exchange for new and renewed operating lease liabilities $ 15,618 $ 33,685 Other information related to the operating lease right-of-use assets, net and operating lease liabilities was as follows: August 31, 2026 May 31, 2026 Weighted-average remaining lease term 5.59 years 5.68 years Weighted-average discount rate 4.37 % 4.34 % The contractual future minimum lease payments of Cintas' operating lease liabilities by fiscal year are as follows as of August 31, 2026: (In thousands) 2027 (remaining nine months) $ 51,758 2028 66,492 2029 56,964 2030 45,515 2031 34,812 Thereafter 65,738 Total payments 321,279 Less interest ( 38,750 ) Total present value of lease payments $ 282,529 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: As of August 31, 2026 As of May 31, 2026 (In thousands) Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 Fair Value Cash and cash equivalents $ 243,599 $ — $ — $ 243,599 $ 289,018 $ — $ — $ 289,018 Prepaid expenses and other current assets: Interest rate lock agreements — 120,980 — 120,980 — 109,480 — 109,480 Total assets at fair value $ 243,599 $ 120,980 $ — $ 364,579 $ 289,018 $ 109,480 $ — $ 398,498 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. Table of Contents 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 prepaid expenses and other current assets 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. 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 August 31: Basic Earnings per Share (In thousands except per share data) 2026 2025 Net income $ 551,711 $ 491,140 Less: net income allocated to participating securities 1,571 1,651 Net income available to common shareholders $ 550,140 $ 489,489 Basic weighted average common shares outstanding 400,137 403,292 Basic earnings per share $ 1.37 $ 1.21 Diluted Earnings per Share (In thousands except per share data) 2026 2025 Net income $ 551,711 $ 491,140 Less: net income allocated to participating securities 1,571 1,651 Net income available to common shareholders $ 550,140 $ 489,489 Basic weighted average common shares outstanding 400,137 403,292 Effect of dilutive securities – employee stock options 4,153 6,002 Diluted weighted average common shares outstanding 404,290 409,294 Diluted earnings per share $ 1.36 $ 1.20 For the three months ended August 31, 2026 and 2025, options granted to purchase 2.3 million and 1.4 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, 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 program was completed during the second quarter of fiscal 2026. Neither of the outstanding share buyback programs have an expiration date. Table of Contents The following table summarizes the share buyback activity by program and period for the three months ended August 31: 2026 2025 Buyback Activity (In thousands except per share data) Shares Avg. Price per Share Purchase Price Shares Avg. Price per Share Purchase Price July 26, 2022 — $ — $ — 703 $ 213.40 $ 150,014 July 23, 2024 1,180 199.93 235,900 — — — October 28, 2025 — — — — — — 1,180 $ 199.93 $ 235,900 703 $ 213.40 $ 150,014 Shares acquired for taxes due (1) 395 $ 202.07 $ 79,810 520 $ 223.04 $ 116,083 Total repurchase of Cintas common stock $ 315,710 $ 266,097 (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 for the three months ended August 31: 2026 2025 (In thousands except per share data) Shares Avg. Price per Share Non-Cash Value Shares Avg. Price per Share Non-Cash Value Non-cash transaction activity 244 $ 202.67 $ 49,628 304 $ 222.31 $ 67,581 In the period subsequent to August 31, 2026, through October 7, 2026, Cintas purchased 2.5 million shares of Cintas common stock at an average price of $ 198.99 per share, for a total purchase price of $ 494.0 million. The July 23, 2024 share buyback program was completed in the period subsequent to August 31, 2026. From the inception of the July 23, 2024 share buyback program through September 2026, Cintas has purchased 5.1 million shares of Cintas common stock in the aggregate, at an average price of $ 195.19 per share, for a total purchase price of $ 1.0 billion. Under the October 28, 2025 share buyback program, Cintas has purchased 1.2 million shares of Cintas common stock at an average price of $ 198.90 per share, for a total purchase price of $ 244.1 million in the period subsequent to August 31, 2026, through October 7, 2026. Table of Contents Note 6 - Goodwill and Other Intangible Assets The change in the carrying amount of goodwill by reportable operating segment and All Other for the three months ended August 31, 2026, is as follows: Goodwill (In thousands) Uniform Rental and Facility Services First Aid and Safety Services All Other Total Balance as of June 1, 2026 $ 2,964,710 $ 303,456 $ 276,046 $ 3,544,212 Goodwill acquired 1,095 — 4,682 5,777 Foreign currency translation ( 1,198 ) ( 91 ) ( 4 ) ( 1,293 ) Balance as of August 31, 2026 $ 2,964,607 $ 303,365 $ 280,724 $ 3,548,696 Information regarding Cintas’ intangible assets, net are as follows: As of August 31, 2026 As of May 31, 2026 (In thousands) Carrying Amount Accumulated Amortization Net Carrying Amount Accumulated Amortization Net Service contracts $ 1,110,639 $ 837,667 $ 272,972 $ 1,111,966 $ 824,097 $ 287,869 Other intangible assets 87,466 77,500 9,966 87,272 76,493 10,779 $ 1,198,105 $ 915,167 $ 282,938 $ 1,199,238 $ 900,590 $ 298,648 Amortization expense for service contracts and other intangible assets was $ 14.9 million and $ 15.3 million for the three months ended August 31, 2026 and 2025, respectively. These expenses are recorded in selling and administrative expenses on the consolidated condensed statements of income. Note 7 - Debt, Derivatives and Hedging Activities Cintas' outstanding debt is summarized as follows: (In thousands) Interest Rate Fiscal Year Issued Fiscal Year Maturity August 31, 2026 May 31, 2026 Debt due within one year Senior notes 3.70 % 2017 2027 $ 1,000,000 $ 1,000,000 Debt issuance costs ( 709 ) ( 1,013 ) Total debt due within one year $ 999,291 $ 998,987 Debt due after one year Senior notes 4.20 % 2025 2028 $ 400,000 $ 400,000 Senior notes 4.00 % 2022 2032 800,000 800,000 Senior notes 6.15 % 2007 2037 236,550 236,550 Debt issuance costs ( 6,996 ) ( 7,464 ) Total debt due after one year $ 1,429,554 $ 1,429,086 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 August 31, 2026 were $ 2,436.6 million and $ 2,402.3 million, respectively, and as of May 31, 2026 were $ 2,436.6 million and $ 2,425.2 million, respectively. The credit agreement which supports our commercial paper program has capacity under a 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. As of August 31, 2026 and May 31, 2026, there was no commercial paper outstanding and no borrowings on our revolving credit facility. Table of Contents 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 August 31, 2026 and 2025. 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 August 31, 2026 and May 31, 2026. The fair values of the outstanding interest rate locks, for forecasted debt issuances, are summarized as follows: Fiscal Year of Issuance (In thousands) August 31, 2026 May 31, 2026 Prepaid and other current assets Prepaid and other current assets 2022 $ 70,676 $ 65,017 2020 $ 50,304 $ 44,463 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 months ended August 31, 2026 or 2025. Cintas' debt agreements contain certain covenants. 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 a certain debt to consolidated earnings before interest, taxes, depreciation, and amortization (EBITDA) ratio. 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 August 31, 2026 and May 31, 2026, recorded unrecognized tax benefits were $ 56.3 million and $ 52.8 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 2022. 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, 2027. Cintas’ effective tax rate was 20.0 % and 17.6 % for the three months ended August 31, 2026 and 2025, respectively. The effective tax rate for all periods was impacted by certain discrete items, primarily the tax accounting impact for stock-based compensation. Table of Contents Note 9 - 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: (In thousands) Foreign Currency Unrealized Income on Interest Rate Locks Other Total Balance at June 1, 2026 $ ( 28,359 ) $ 107,624 $ 5,202 $ 84,467 Other comprehensive (loss) income before reclassifications ( 787 ) 8,568 — 7,781 Amounts reclassified from accumulated other comprehensive income (loss) — ( 1,523 ) — ( 1,523 ) Net current period other comprehensive (loss) income ( 787 ) 7,045 — 6,258 Balance at August 31, 2026 $ ( 29,146 ) $ 114,669 $ 5,202 $ 90,725 (In thousands) Foreign Currency Unrealized Income on Interest Rate Locks Other Total Balance at June 1, 2025 $ ( 25,733 ) $ 108,553 $ 1,569 $ 84,389 Other comprehensive loss before reclassifications ( 325 ) ( 2,652 ) — ( 2,977 ) Amounts reclassified from accumulated other comprehensive income (loss) — ( 1,523 ) — ( 1,523 ) Net current period other comprehensive loss ( 325 ) ( 4,175 ) — ( 4,500 ) Balance at August 31, 2025 $ ( 26,058 ) $ 104,378 $ 1,569 $ 79,889 The following table summarizes the reclassifications out of accumulated other comprehensive income (loss) for the three months ended August 31: Details about Accumulated Other Comprehensive Income (Loss) Components Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line in the Consolidated Condensed Statements of Income (In thousands) 2026 2025 Amortization of interest rate locks $ 2,036 $ 2,036 Interest expense Tax expense ( 513 ) ( 513 ) Income taxes Amortization of interest rate locks, net of tax $ 1,523 $ 1,523 Note 10 - 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, as well as workplace water 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. Table of Contents Information related to the operations of Cintas’ reportable operating segments and All Other is set forth below: (In thousands) Uniform Rental and Facility Services First Aid and Safety Services All Other Corporate (1) Total As of and for the three months ended August 31, 2026 Revenue $ 2,294,736 $ 388,517 $ 330,728 $ — $ 3,013,981 Cost of sales 1,128,884 164,700 166,854 — 1,460,438 Gross margin 1,165,852 223,817 163,874 — 1,553,543 Selling and administrative expenses 590,764 124,275 112,205 — 827,244 UniFirst transaction expenses — — — 14,412 14,412 Operating income (loss) $ 575,088 $ 99,542 $ 51,669 $ ( 14,412 ) $ 711,887 Depreciation and amortization $ 104,132 $ 15,926 $ 7,268 $ — $ 127,326 Capital expenditures $ 88,841 $ 11,823 $ 6,868 $ — $ 107,532 Total assets $ 8,427,921 $ 996,578 $ 984,637 $ 243,599 $ 10,652,735 As of and for the three months ended August 31, 2025 Revenue $ 2,091,066 $ 334,657 $ 292,399 $ — $ 2,718,122 Cost of sales 1,052,553 144,489 154,519 — 1,351,561 Gross margin 1,038,513 190,168 137,880 — 1,366,561 Selling and administrative expenses 538,576 109,841 100,285 — 748,702 Operating income $ 499,937 $ 80,327 $ 37,595 $ — $ 617,859 Depreciation and amortization $ 100,047 $ 19,749 $ 6,141 $ — $ 125,937 Capital expenditures $ 70,475 $ 16,474 $ 15,008 $ — $ 101,957 Total assets $ 8,100,857 $ 825,053 $ 773,637 $ 138,143 $ 9,837,690 (1) Corporate operating loss relates to UniFirst transaction expenses. Corporate assets include cash and cash equivalents and marketable securities, if applicable, in all periods. The following table summarizes a reconciliation of total segment operating income to consolidated net income for the three months ended August 31: (In thousands) 2026 2025 Total segment operating income $ 711,887 $ 617,859 Interest income ( 2,649 ) ( 2,209 ) Interest expense 24,706 24,161 Income before income taxes 689,830 595,907 Income taxes 138,119 104,767 Net income $ 551,711 $ 491,140 Table of Contents