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Thu Oct 22 · markets closed2 signals on Oct 21108 insider buys this week · $250.3MCIRO short report next: Oct 30The week ahead

CTAS

CINTAS CORP
NASDAQ · CONSUMER DISCRETIONARY · MEN'S & BOYS' FURNISHGS, WORK CLOTHG, & ALLIED GARMENTS
220.15
+3.12 +1.44%
USD · close Oct 21

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MKT CAP $88.1BP/E 44.8DIV YIELD 0.82%FCF YIELD 2.14%REV TTM $11.3B +8.9%NET INCOME $2B +10.4%NET DEBT $1.1B52W 163.55 – 220.15SEC XBRL · TTM TO Invalid Date

How CTAS rewrote its risk factors

10-K ITEM 1A · FY2025 → FY2026
Text kept
45%
of sentences unchanged
Added
237
new sentences
Dropped
225
sentences removed
Length
+533
words, now 24,387

New in FY2026

  • Risk Factors ." For discussion of fiscal 2025 results compared to fiscal 2024 results, see the "Management’s Discussion and Analysis of Financial Condition and Results of Operations” within our Annual Report on Form 10-K for the fiscal year ended May 31, 2025, filed with the SEC on July 28, 2025.
  • Revenue and operating income for the reportable operating segments for the fiscal years ended May 31, 2026, 2025 and 2024 are presented in Note 14 entitled Operating Segment Information of "Notes to Consolidated Financial Statements." The Company regularly reviews its operating segments for reporting purposes based on the information its chief operating decision maker (CODM) regularly reviews for purposes of allocating resources and assessing performance and makes changes when appropriate.
  • On March 10, 2026, the Company entered into a Merger Agreement pursuant to which the Company will acquire all outstanding shares of UniFirst common stock.
  • 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.
  • Under the terms of the Merger Agreement, subject to the satisfaction (or, to the extent permitted by applicable law in accordance with the Merger Agreement, waiver) of certain conditions, Cintas will acquire all the outstanding shares of UniFirst common stock 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.
  • Completion of the Transaction is subject to a number of conditions, including, among others, the receipt of required regulatory approvals, including the expiration or termination of applicable waiting periods under the HSR Act.
  • The following table sets forth certain consolidated statements of income data as a percent of revenue by reportable operating segment, All Other and in total for the fiscal years ended May 31: 2026 2025 Revenue: Uniform Rental and Facility Services 76.5% 77.1% First Aid and Safety Services 12.4% 11.8% All Other 11.1% 11.1% Total revenue 100.0% 100.0% Cost of sales: Uniform Rental and Facility Services 50.0% 50.7% First Aid and Safety Services 42.3% 42.8% All Other 52.4% 52.7% Total cost of sales 49.4% 50.0% Gross margin: Uniform Rental and Facility Services 50.0% 49.3% First Aid and Safety Services 57.7% 57.2% All Other 47.6% 47.3% Total gross margin 50.6% 50.0% Selling and administrative expenses: Uniform Rental and Facility Services 25.9% 25.8% First Aid and Safety Services 32.3% 33.0% All Other 32.3% 30.6% Total selling and administrative expenses 27.4% 27.2% UniFirst transaction expenses 0.1% —% Operating income: Uniform Rental and Facility Services 24.1% 23.5% First Aid and Safety Services 25.4% 24.2% All Other 15.3% 16.7% Total operating income 23.1% 22.8% Interest expense, net 0.9% 0.9% Income before income taxes 22.2% 21.9% Fiscal 2026 Compared to Fiscal 2025 Fiscal 2026 total revenue was $11.3 billion, an increase of 8.9% over the prior fiscal year.
  • Revenue increased organically by 8.3% primarily as a result of increased sales volume.
  • Organic revenue growth adjusts for the impact of acquisitions and foreign currency exchange rate fluctuations.
  • Total revenue was positively impacted by 0.6% due to acquisitions.
  • Organic revenue growth by quarter for fiscal 2026 is as follows: First quarter ended August 31, 2025 7.8% Second quarter ended November 30, 2025 8.6% Third quarter ended February 28, 2026 8.2% Fourth quarter ended May 31, 2026 8.4% For the fiscal year ended May 31, 2026 8.3% Uniform Rental and Facility Services reportable operating segment revenue consists predominantly of revenue derived from the rental of corporate identity uniforms and other garments, including flame resistant clothing and the rental and/or sale of mats, mops, shop towels, restroom supplies and other rental services.
  • Revenue from the Uniform Rental and Facility Services reportable operating segment increased 8.1%, to $8,621.6 million compared to $7,976.1 million in fiscal 2025.
  • Organic revenue growth for this reportable operating segment was 7.6%.
  • Revenue growth was positively impacted by 0.4% due to acquisitions and 0.1% due to foreign currency exchange rate fluctuations.
  • Other revenue, consisting of revenue from the First Aid and Safety Services reportable operating segment and All Other, increased 11.8%, to $2,643.1 million compared to $2,364.1 million in fiscal 2025.
  • Revenue growth was positively impacted by 1.2% due to acquisitions.
  • Cost of uniform rental and facility services increased 6.7% compared to fiscal 2025.
  • As a percent of revenue, the cost of uniform rental and facility services improved from 50.7% in fiscal 2025, to 50.0% in fiscal 2026, primarily due to more efficient use of in-service inventory and production efficiency gains.
  • Cost of other increased 10.6% in fiscal 2026 compared to fiscal 2025, as a result of higher other revenue, but decreased as a percent of revenue to 47.1%, compared to 47.6% in fiscal 2025.
  • Selling and administrative expenses increased $271.7 million, to 27.4% as a percent of revenue, compared to 27.2% in fiscal 2025.
  • In fiscal 2025 we recorded a $15.0 million gain on a sale of property which impacted all segments by the same percent of revenue of approximately 0.2%.
  • Excluding that gain on the sale of property, selling and administrative expenses were consistent from fiscal 2025 to fiscal 2026.
  • As a result of the Transaction with UniFirst, the Company incurred $16.1 million in transaction expenses in fiscal 2026 which relate primarily to legal and professional services, regulatory fees and financing fees.
  • Of the $ 16.1 million, $ 15.1 million was recorded in selling and administrative expenses, and $ 1.0 million was recorded in interest expense, on the consolidated statements of income.
  • No transaction expenses were incurred in fiscal 2025.
  • Net interest expense (interest expense less interest income) was $101.2 million in fiscal 2026 compared to $95.5 million in fiscal 2025 but was the same as a percent of revenue.
  • Income before income taxes was $2,505.3 million, an increase of $241.1 million, or 10.6%, compared to fiscal 2025.
  • Cintas' effective tax rate for fiscal 2026 and fiscal 2025 was 20.2% and 20.0%, respectively.
  • Net income for fiscal 2026 of $2,000.0 million was a 10.4% increase compared to fiscal 2025.
  • Diluted earnings per share of $4.91 was an 11.6% increase compared to fiscal 2025 diluted earnings per share of $4.40.
  • Uniform Rental and Facility Services Reportable Operating Segment Uniform Rental and Facility Services reportable operating segment revenue increased $645.6 million, or 8.1%, and the cost of uniform rental and facility services increased $271.2 million, or 6.7%, due to the reasons previously discussed.
  • The reportable operating segment's fiscal 2026 gross margin was 50.0% of revenue compared to 49.3% in fiscal 2025.
  • The improvement in gross margin was primarily due to more efficient use of in-service inventory and production efficiency gains.
  • Selling and administrative expenses for the Uniform Rental and Facility Services reportable operating segment increased $170.7 million in fiscal 2026 compared to fiscal 2025 in order to support revenue growth as well as invest in technology and selling resources.
  • Selling and administrative expense as a percent of revenue for fiscal 2026 was 25.9% compared to 25.8% in fiscal 2025.
  • Excluding the gain on sale of property noted previously, selling and administrative expenses as a percent of revenue were largely consistent as compared to the prior fiscal year.
  • Operating income for the Uniform Rental and Facility Services reportable operating segment increased $203.6 million, or 10.9%, for fiscal 2026 compared to fiscal 2025.
  • The increase in operating income was due to the previously discussed growth in revenue and improvements in gross margin.
  • Operating income as a percent of revenue was 24.1% compared to 23.5% in fiscal 2025.

and 197 more.

Gone since FY2025

  • Risk Factors ." For discussion of fiscal 2024 results compared to fiscal 2023 results, see the "Management’s Discussion and Analysis of Financial Condition and Results of Operations” within our Annual Report on Form 10-K for the fiscal year ended May 31, 2024, filed with the SEC on July 25, 2024.
  • Revenue and operating income for the reportable operating segments for the fiscal years ended May 31, 2025, 2024 and 2023 are presented in Note 14 entitled Operating Segment Information of "Notes to Consolidated Financial Statements." The Company regularly reviews its operating segments for reporting purposes based on the information its chief operating decision maker (CODM) regularly reviews for purposes of allocating resources and assessing performance and makes changes when appropriate.
  • The following table sets forth certain consolidated statements of income data as a percent of revenue by reportable operating segment, All Other and in total for the fiscal years ended May 31: 2025 2024 Revenue: Uniform Rental and Facility Services 77.1% 77.8% First Aid and Safety Services 11.8% 11.1% All Other 11.1% 11.1% Total revenue 100.0% 100.0% Cost of sales: Uniform Rental and Facility Services 50.7% 51.8% First Aid and Safety Services 42.8% 44.5% All Other 52.7% 53.6% Total cost of sales 50.0% 51.2% Gross margin: Uniform Rental and Facility Services 49.3% 48.2% First Aid and Safety Services 57.2% 55.5% All Other 47.3% 46.4% Total gross margin 50.0% 48.8% Selling and administrative expenses: Uniform Rental and Facility Services 25.8% 26.0% First Aid and Safety Services 33.0% 33.1% All Other 30.6% 30.4% Total selling and administrative expenses 27.2% 27.3% Operating income: Uniform Rental and Facility Services 23.5% 22.2% First Aid and Safety Services 24.2% 22.4% All Other 16.7% 16.0% Total operating income 22.8% 21.6% Interest expense, net 0.9% 1.0% Income before income taxes 21.9% 20.5% Fiscal 2025 Compared to Fiscal 2024 Fiscal 2025 total revenue was $10.3 billion, an increase of 7.7% over the prior fiscal year.
  • Revenue increased organically by 8.0% primarily as a result of increased sales volume.
  • Organic revenue growth adjusts for the impact of acquisitions, workday differences and foreign currency exchange rate fluctuations.
  • Total revenue was positively impacted by 0.8% due to acquisitions, negatively impacted by 0.9% due to two less workdays in fiscal 2025 compared to fiscal 2024 and negatively impacted by 0.2% due to foreign currency exchange rate fluctuations.
  • Organic revenue growth by quarter for fiscal 2025 is as follows: First quarter ended August 31, 2024 8.0% Second quarter ended November 30, 2024 7.1% Third quarter ended February 28, 2025 7.9% Fourth quarter ended May 31, 2025 9.0% For the fiscal year ended May 31, 2025 8.0% Uniform Rental and Facility Services reportable operating segment revenue consists predominantly of revenue derived from the rental of corporate identity uniforms and other garments, including flame resistant clothing and the rental and/or sale of mats, mops, shop towels, restroom supplies and other rental services.
  • Revenue from the Uniform Rental and Facility Services reportable operating segment increased 6.8%, to $7,976.1 million compared to $7,465.2 million in fiscal 2024.
  • Organic revenue growth for this reportable operating segment was 7.0%.
  • Revenue growth was positively impacted by 0.8% due to acquisitions, negatively impacted by 0.9% due to two less workdays in fiscal 2025 compared to fiscal 2024 and negatively impacted by 0.1% due to foreign currency exchange rate fluctuations.
  • Other revenue, consisting of revenue from the First Aid and Safety Services reportable operating segment and All Other, increased 10.9%, to $2,364.1 million compared to $2,131.4 million in fiscal 2024.
  • Revenue growth was positively impacted by 0.6% due to acquisitions, negatively impacted by 0.9% due to two less workdays in fiscal 2025 compared to fiscal 2024 and negatively impacted by 0.1% due to foreign currency exchange rate fluctuations.
  • Cost of uniform rental and facility services increased 4.5% compared to fiscal 2024.
  • The cost of uniform rental and facility services as a percent of revenue improved compared to fiscal 2024 from 51.8% to 50.7% primarily due to efficiency gains in energy usage, more efficient use of in-service inventory and production efficiency gains.
  • Cost of other increased 7.7% in fiscal 2025 compared to fiscal 2024, as a result of higher other revenue, but decreased as a percent of revenue to 47.6%, compared to 49.0% in fiscal 2024.
  • Selling and administrative expenses increased $196.7 million, to 27.2% as a percent of revenue, compared to 27.3% in fiscal 2024.
  • In fiscal 2025 we recorded a $15 million gain on a sale of property, and in fiscal 2024 we recorded $15 million associated with a legal settlement, both of which impacted all segments by the same percent of revenue.
  • Excluding those items, selling and administrative expenses as a percent of revenue increased from fiscal 2024 to fiscal 2025.
  • The resulting increase as a percent of revenue was primarily due to investments in technology and additional selling resources.
  • Net interest expense (interest expense less interest income) was $95.5 million in fiscal 2025 compared to $95.0 million in fiscal 2024.
  • Net interest expense was the same as a percent of revenue.
  • Income before income taxes was $2,264.2 million, an increase of $290.6 million, or 14.7%, compared to fiscal 2024.
  • Cintas' effective tax rate for fiscal 2025 and fiscal 2024 was 20.0% and 20.4%, respectively.
  • Net income for fiscal 2025 of $1,812.3 million was a 15.3% increase compared to fiscal 2024.
  • Diluted earnings per share of $4.40 was a 16.1% increase compared to fiscal 2024 diluted earnings per share of $3.79.
  • Uniform Rental and Facility Services Reportable Operating Segment Uniform Rental and Facility Services reportable operating segment revenue increased $510.9 million, or 6.8%, and the cost of uniform rental and facility services increased $175.8 million, or 4.5%, due to the reasons previously discussed.
  • The reportable operating segment's fiscal 2025 gross margin was 49.3% of revenue compared to 48.2% in fiscal 2024.
  • The improvement in gross margin was primarily due to efficiency gains in energy usage, more efficient use of in-service inventory and production efficiency gains.
  • Selling and administrative expenses for the Uniform Rental and Facility Services reportable operating segment increased $121.2 million in fiscal 2025 compared to fiscal 2024 in order to support revenue growth as well as invest in technology and selling resources.
  • Selling and administrative expense as a percent of revenue for fiscal 2025 was 25.8% compared to 26.0% in fiscal 2024.
  • Excluding the items noted previously, selling and administrative expenses as a percent of revenue were largely consistent as compared to the prior fiscal year.
  • Income before income taxes for the Uniform Rental and Facility Services reportable operating segment increased $213.9 million, or 12.9%, for fiscal 2025 compared to fiscal 2024.
  • The increase in income before income taxes was due to the previously discussed growth in revenue and improvements in gross margin.
  • Income before income taxes as a percent of revenue was 23.5% compared to 22.2% in fiscal 2024.
  • First Aid and Safety Services Reportable Operating Segment First Aid and Safety Services reportable operating segment revenue increased $150.8 million in fiscal 2025, a 14.1% increase compared to fiscal 2024.
  • Organic revenue growth for this reportable operating segment was 15.0%.
  • Revenue growth was positively impacted by 0.1% due to acquisitions, negatively impacted by 0.9% due to two less workdays in fiscal 2025 compared to fiscal 2024 and negatively impacted by 0.1% due to foreign currency exchange rate fluctuations.
  • Cost of sales for the First Aid and Safety Services reportable operating segment increased $46.8 million, or 9.9%, in fiscal 2025, due to higher sales volume.
  • Gross margin as a percent of revenue was 57.2% for fiscal 2025 compared to 55.5% in fiscal 2024.
  • Selling and administrative expenses for the First Aid and Safety Services reportable operating segment increased by $48.4 million, or 13.7%, in fiscal 2025 compared to fiscal 2024, but decreased as a percent of revenue to 33.0% in fiscal 2025 compared to 33.1% in fiscal 2024.

and 185 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2025 ↗, FY2026 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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