Cintas Shareholders Back Delaware Move as UniFirst Deal Review Advances

Key Points

• Shareholders approved Cintas’ reincorporation from Washington to Delaware, elected eight directors, approved executive compensation on an advisory basis and ratified Ernst & Young as the fiscal 2027 auditor.
• Cintas continues investing in technology, including SAP, Google and Verizon partnerships, to improve data analytics, security, connectivity and operational efficiency across its businesses.
• The proposed UniFirst merger remains under regulatory review in the U.S. and Canada. Cintas and UniFirst have agreed not to close the deal before Dec. 11, 2026, unless the FTC ends its investigation, with closing still expected by year-end.

Cintas NASDAQ: CTAS shareholders elected eight directors, approved executive compensation on an advisory basis, ratified Ernst & Young LLP as the company’s independent auditor for fiscal 2027, and approved the company’s reincorporation from Washington state to Delaware at its 2026 annual meeting.

Executive Chairman Scott Farmer said the board unanimously approved and recommended the conversion to Delaware on July 28, 2026. The company did not provide vote totals during the meeting, and Election Inspector Jim Raitt said final tabulations would be completed following the meeting.

The elected directors were Beverly Carmichael, Karen Carnahan, Bob Coletti, Scott Farmer, Marty Mucci, Joe Scaminace, Todd Schneider and Ron Tysoe. Farmer also recognized Melanie Barstad, who did not stand for re-election and retired from the board after 15 years of service.

Shareholder Proposal Fails

Shareholders did not approve a proposal titled “Govern by Majority Vote,” which the board had recommended voting against.

John Chevedden, a shareholder and private investor who presented the proposal, said the topic had received 58% support at Cintas’ 2022 annual meeting. He argued that the proposal had required a 67% vote threshold and said it would likely have passed had Farmer supported it. Chevedden said Farmer controls 13% of the Cintas vote.

“This proposal is asking Cintas shareholders to vote again for the proposal they already gave 58% support to,” Chevedden said.

Raitt said the shareholder request was not approved.

Technology Investments and SAP Deployment

During the question-and-answer period, Farmer discussed the company’s technology investments, including its implementation of SAP software. He said Cintas’ uniform rental and facility services division, as well as its first aid and safety division, have fully implemented SAP. Its fire protection division is currently piloting the platform.

Farmer said Cintas is a member of SAP’s strategic customer program, placing it among the top 1% of SAP customers in North America, according to the company.

He said the SAP deployment enables Cintas to generate and capture data that it can use through partnerships with Google and Verizon. The Google relationship is intended to improve data security, support the company’s digital presence, optimize operations and provide access to advanced analytics, artificial intelligence and machine learning through cloud-based data hosting, Farmer said. The Verizon partnership is designed to provide resilient connectivity across the organization and support data access while employees are mobile.

Farmer cited operational applications including better enterprise-wide visibility into garment sharing in the uniform rental business, which he said can lower material costs. Centralized visibility into plant operations also can help the company reduce variability among plants and maximize the use of equipment, labor and energy, he said.

In addition, Farmer said Cintas’ proprietary SmartTruck technology improves route efficiency, allowing the company to spend more time with customers, reduce fuel spending and add routes. Through its myCintas offering, customers can pay bills and communicate with the company around the clock, he said.

UniFirst Deal Review Continues

Farmer also provided an update on Cintas’ pending transaction with UniFirst. He said the company remains excited about the opportunity and the potential long-term value creation for the combined companies, customers, employee partners and shareholders.

The merger remains subject to regulatory clearance in the U.S. and Canada and other customary closing conditions. Farmer said the regulatory review is progressing as expected, with Cintas continuing to engage with the Federal Trade Commission and the Canadian Competition Bureau.

Earlier in the month, both Cintas and UniFirst certified compliance with information requests from the two agencies, Farmer said. The companies also entered a timing agreement with the FTC under which they will not complete the transaction before Dec. 11, 2026, unless the FTC provides written notice that it has closed its merger investigation.

Until closing, Cintas and UniFirst will continue to operate separately, Farmer said. He added that Cintas is preparing for integration while maintaining its day-to-day focus on customer service and its growth strategy. The company expects the transaction to close by the end of the calendar year.

Farmer said Cintas was pleased with its first-quarter results and continues to see strong momentum in the business, supported by investments that he said are driving attractive revenue growth and continued double-digit earnings growth.

About Cintas (NASDAQ:CTAS)

Cintas Corporation provides workplace products and services to businesses and other organizations, primarily in the United States and Canada. The company is best known for designing, supplying, laundering and maintaining uniforms, workwear and related apparel for employees across a range of industries.

Its offerings also include facility services such as entrance mats, restroom supplies, hygiene products, janitorial supplies and document management. Through its first aid and safety business, Cintas provides first-aid products, safety training and related workplace solutions.

This instant news alert was generated by narrative science technology and financial data from MarketBeat in order to provide readers with the fastest reporting and unbiased coverage. Please send any questions or comments about this story to contact@marketbeat.com.