STOCK TITAN

Cintas (NASDAQ: CTAS) director defers fees into phantom stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cintas Corporation director Karen L. Carnahan reported acquiring 148.39 phantom stock units on January 20, 2026 under the company’s Directors' Deferred Compensation Plan. Each phantom unit is valued like one share of Cintas common stock but is not an actual share and carries no voting rights.

The units were credited at a reference price of $193.74 per unit, increasing her total phantom stock unit balance to 6,486.62 units, held directly. These phantom stock units represent deferred cash retainer fees and will be paid out only in cash after she terminates service as a director.

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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
CARNAHAN KAREN L

(Last) (First) (Middle)
P.O. BOX 625737

(Street)
CINCINNATI OH 45262

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CINTAS CORP [ CTAS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock Units (1) 01/20/2026 A 148.39 (1) (1) Common Stock 148.39 $193.74 6,486.62 D
Explanation of Responses:
1. Reporting Person elected to defer a portion of the Reporting Person's cash retainer fees into Phantom Stock Units pursuant to the Directors' Deferred Compensation Plan, each unit having a value equal to one share of Cintas Corporation common stock but are not actual shares of common stock and carry no voting rights. Phantom Stock Units are payable only in cash after termination of service as a director.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Brock Denton as Attorney-in-Fact for Karen L. Carnahan 01/22/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did CTAS director Karen L. Carnahan report?

Director Karen L. Carnahan reported an acquisition of 148.39 phantom stock units of Cintas Corporation on January 20, 2026 under the Directors' Deferred Compensation Plan.

How many Cintas (CTAS) phantom stock units does the director hold after this transaction?

After the transaction, Karen L. Carnahan beneficially holds 6,486.62 phantom stock units credited under the plan, reported as directly held.

What are phantom stock units in the Cintas (CTAS) Directors' Deferred Compensation Plan?

Each phantom stock unit has a value equal to one share of Cintas common stock but is not an actual share, carries no voting rights, and is used to defer director cash retainer fees.

At what reference value were the CTAS phantom stock units credited in this Form 4?

The 148.39 phantom stock units were credited at a reference value of $193.74 per unit, as disclosed in the derivative securities table.

When will the Cintas (CTAS) phantom stock units be paid to the director?

The phantom stock units are payable only in cash and only after termination of service as a director, according to the plan description.

Do Cintas (CTAS) phantom stock units provide voting rights?

No. The filing states that the phantom stock units are not actual shares of common stock and carry no voting rights.

Cintas Corp

NASDAQ:CTAS

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78.14B
339.99M
15.11%
67.41%
1.8%
Specialty Business Services
Men's & Boys' Furnishgs, Work Clothg, & Allied Garments
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United States
CINCINNATI