Aramark grants $3M RSU awards to two COOs

Aramark disclosed that its Compensation and Human Resources Committee approved special equity awards for two senior executives.

Accepted by SEC EDGAR 02/20/2026 - 04:30 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Aramark disclosed that its Compensation and Human Resources Committee approved special equity awards for two senior executives. On February 17, 2026, the committee authorized a grant of Restricted Stock Units with a grant date fair value of $3,000,000 to Marc Bruno, Chief Operating Officer, U.S. Food and Facilities, effective February 19, 2026.

Aramark also approved a special RSU grant with a grant date fair value of $3,000,000 to Carl Mittleman, Chief Operating Officer, International, on the same terms. The RSUs vest on the earlier of three years from grant or six months after a new permanent Chief Executive Officer begins employment, subject to continued service, with certain accelerated vesting protections for qualifying terminations other than voluntary retirement.

8-K Event Classification

2 items: 5.02, 7.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What executive compensation changes did Aramark (ARMK) disclose?

Aramark approved special Restricted Stock Unit grants for two key executives. Marc Bruno and Carl Mittleman each received RSU awards with a grant date fair value of $3,000,000, featuring time- and succession-based vesting conditions tied to future leadership changes at the company.

How large are the special RSU grants to Aramark (ARMK) executives?

Each special grant has a grant date fair value of $3,000,000. One award goes to Chief Operating Officer, U.S. Food and Facilities, Marc Bruno, and the other to Chief Operating Officer, International, Carl Mittleman, reflecting significant equity-based retention incentives for both executives.

When do the new Aramark (ARMK) RSU awards vest?

The RSUs vest on the earlier of the third anniversary of the grant date or six months after a new permanent Chief Executive Officer starts at Aramark. Vesting requires the executives’ continued employment through the applicable vesting date under these terms.

How are the Aramark (ARMK) executive RSUs linked to CEO succession?

The vesting schedule references the Succession Date, when a new permanent Chief Executive Officer begins employment. RSUs vest six months after that date, or earlier if the Board so decides, directly connecting these awards to Aramark’s CEO succession process.

Do the Aramark (ARMK) RSUs include accelerated vesting protections?

Yes. The RSUs provide for accelerated vesting upon certain qualifying termination of employment events. However, the awards specifically exclude the executives’ voluntary retirement from these qualifying events, limiting automatic vesting to other defined circumstances.

Which Aramark (ARMK) executives received the special RSU grants?

The awards were granted to Marc Bruno, Chief Operating Officer, U.S. Food and Facilities, and Carl Mittleman, Chief Operating Officer, International. Both received RSUs with identical terms and a grant date fair value of $3,000,000 each.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________________________

FORM 8-K

____________________________

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):									February 17, 2026
____________________________
Aramark
(Exact Name of Registrant Specified in Charter) ____________________________
Delaware						001-36223			20-8236097
(State or Other Jurisdiction of Incorporation)						(Commission File Number)			(IRS Employer Identification No.)
2400 Market Street									19103
Philadelphia,			Pennsylvania
(Address of Principal Executive Offices)									(Zip Code)

(215)						238-3000
(Registrant's Telephone Number, Including Area Code)
N/A (Former name or former address, if changed since last report.)

__________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class						Trading Symbol(s)			Name of Each Exchange on which Registered
Common Stock,			par value $0.01 per share			ARMK			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 17, 2026, the Compensation and Human Resources Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Aramark (the “Company”) approved a special grant to Marc Bruno, the Company’s Chief Operating Officer, U.S. Food and Facilities, of Restricted Stock Units (“RSUs”) to be granted effective as of February 19, 2026 with a grant date fair value of $3,000,000. These RSUs will vest on the earlier to occur of: (i) the third anniversary of the date of grant and (ii) the date that is six months following the date (the “Succession Date”) upon which a successor Chief Executive Officer appointed by the Board on a permanent basis commences active employment with the Company (or such earlier date following the Succession Date as may be determined by the Board in its sole discretion), subject to Mr. Bruno’s continued employment with the Company through such vesting date. The RSUs also provide for accelerated vesting in the event of certain qualifying termination of employment events (not including Mr. Bruno’s voluntary retirement).

Item 7.01 Regulation FD Disclosure.

On February 17, 2026, the Compensation Committee also approved a special grant of RSUs with a grant date fair value of $3,000,000 to Carl Mittleman, Chief Operating Officer, International. These RSUs have the same terms as those granted to Mr. Bruno.

SIGNATURE

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 hereunto duly authorized.

Aramark

Date:

February 20, 2026

By:

/s/ Lauren A. Harrington

Name:

Lauren A. Harrington

Title:

Executive Vice President and

General Counsel

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 2.0 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.5 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.9 KB