STOCK TITAN

Cintas (CTAS) director builds phantom stock unit balance via deferred fees

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

Rhea-AI Filing Summary

Cintas Corporation director Karen L. Carnahan reported ongoing participation in the company’s Directors’ Deferred Compensation Plan by electing to defer portions of her cash retainer fees into phantom stock units tied to Cintas common stock. The table shows multiple acquisitions of these units from July 23, 2019 through July 25, 2023, with the balance reaching 4,756.09 phantom stock units following the latest reported transaction.

Each phantom stock unit has a value equal to one share of Cintas common stock but is not an actual share and carries no voting rights. These units are payable only in cash after the director’s termination of service. All share amounts and stock prices in the report have been adjusted to reflect Cintas Corporation’s four-for-one stock split of its common stock completed on September 4, 2024.

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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)
07/23/2019
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)(2) 07/23/2019 A 314.05 (1) (1) Common Stock 314.05 $65.2 314.05 D
Phantom Stock Units (1)(2) 09/24/2019 A 14.28 (1) (1) Common Stock 14.28 $63.04 328.32 D
Phantom Stock Units (1)(2) 10/29/2019 A 351.52 (1) (1) Common Stock 351.52 $68.63 679.85 D
Phantom Stock Units (1)(2) 11/08/2019 A 6.65 (1) (1) Common Stock 6.65 $65.22 686.49 D
Phantom Stock Units (1)(2) 01/14/2020 A 342.78 (1) (1) Common Stock 342.78 $70.38 1,029.27 D
Phantom Stock Units (1)(2) 04/14/2020 A 478.43 (1) (1) Common Stock 478.43 $50.43 1,507.71 D
Phantom Stock Units (1)(2) 07/28/2020 A 214.27 (1) (1) Common Stock 214.27 $73.39 1,721.97 D
Phantom Stock Units (1)(2) 10/27/2020 A 297.83 (1) (1) Common Stock 297.83 $81 2,019.8 D
Phantom Stock Units (1)(2) 11/06/2020 A 20.79 (1) (1) Common Stock 20.79 $85.23 2,040.6 D
Phantom Stock Units (1)(2) 01/19/2021 A 299.65 (1) (1) Common Stock 299.65 $80.51 2,340.25 D
Phantom Stock Units (1)(2) 02/15/2021 A 5.13 (1) (1) Common Stock 5.13 $85.61 2,345.38 D
Phantom Stock Units (1)(2) 04/13/2021 A 271.46 (1) (1) Common Stock 271.46 $88.87 2,616.84 D
Phantom Stock Units (1)(2) 05/15/2021 A 5.48 (1) (1) Common Stock 5.48 $89.52 2,622.32 D
Phantom Stock Units (1)(2) 07/27/2021 A 250.73 (1) (1) Common Stock 250.73 $97.22 2,873.05 D
Phantom Stock Units (1)(2) 08/13/2021 A 7.01 (1) (1) Common Stock 7.01 $97.35 2,880.06 D
Phantom Stock Units (1)(2) 10/26/2021 A 226.48 (1) (1) Common Stock 226.48 $107.63 3,106.54 D
Phantom Stock Units (1)(2) 11/15/2021 A 6.72 (1) (1) Common Stock 6.72 $109.73 3,113.27 D
Phantom Stock Units (1)(2) 01/11/2022 A 240.68 (1) (1) Common Stock 240.68 $101.28 3,353.95 D
Phantom Stock Units (1)(2) 02/15/2022 A 8.43 (1) (1) Common Stock 8.43 $94.44 3,362.38 D
Phantom Stock Units (1)(2) 04/12/2022 A 234.5 (1) (1) Common Stock 234.5 $103.94 3,596.89 D
Phantom Stock Units (1)(2) 05/16/2022 A 9.05 (1) (1) Common Stock 9.05 $94.43 3,605.93 D
Phantom Stock Units (1)(2) 07/26/2022 A 245.08 (1) (1) Common Stock 245.08 $99.46 3,851.01 D
Phantom Stock Units (1)(2) 08/15/2022 A 10.09 (1) (1) Common Stock 10.09 $109.76 3,861.1 D
Phantom Stock Units (1)(2) 10/25/2022 A 237.58 (1) (1) Common Stock 237.58 $102.6 4,098.68 D
Phantom Stock Units (1)(2) 11/15/2022 A 10.6 (1) (1) Common Stock 10.6 $111.2 4,109.28 D
Phantom Stock Units (1)(2) 01/10/2023 A 219.12 (1) (1) Common Stock 219.12 $111.24 4,328.39 D
Phantom Stock Units (1)(2) 02/15/2023 A 11.2 (1) (1) Common Stock 11.2 $111.16 4,339.59 D
Phantom Stock Units (1)(2) 04/11/2023 A 216.54 (1) (1) Common Stock 216.54 $112.57 4,556.13 D
Phantom Stock Units (1)(2) 05/15/2023 A 11.17 (1) (1) Common Stock 11.17 $117.27 4,567.3 D
Phantom Stock Units (1)(2) 07/25/2023 A 188.79 (1) (1) Common Stock 188.79 $129.11 4,756.09 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 (including dividend equivalents that have been credited as additional Phantom Stock Units), 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.
2. On September 4, 2024, Cintas Corporation completed a four-for-one stock split of its common stock. All share amounts and stock prices have been adjusted to give effect to this stock split.
Remarks:
This Form 4 is the first of two Form 4s filed by the Reporting Person on the same date, December 17, 2025. The Form 4 has been split into two filings to cover all 49 individual transactions because the SEC's EDGAR filing system limits a single Form 4 to a maximum of 30 separate transactions.
/s/ Karen L. Carnahan 12/17/2025
** 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 activity at Cintas (CTAS) is disclosed in this report?

The report shows director Karen L. Carnahan deferring portions of her cash retainer fees into phantom stock units linked to Cintas common stock over multiple dates.

How many phantom stock units does the Cintas (CTAS) director hold after the reported transactions?

Following the latest reported transaction on July 25, 2023, the director beneficially owned 4,756.09 phantom stock units under the deferred compensation plan.

What are phantom stock units in the Cintas (CTAS) director 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 payable only in cash after the director’s termination of service.

Over what period were the phantom stock unit transactions for Cintas (CTAS) reported?

The table lists multiple acquisitions of phantom stock units from July 23, 2019 through July 25, 2023 as the director deferred cash retainer fees.

How did Cintas (CTAS) adjust the reported phantom stock data for its stock split?

Cintas states that on September 4, 2024 it completed a four-for-one stock split of its common stock, and all share amounts and stock prices in the report have been adjusted to reflect this split.

Does the Cintas (CTAS) director’s phantom stock carry shareholder voting rights?

No. The disclosure specifies that phantom stock units are not actual shares of common stock and carry no voting rights.
Cintas Corp

NASDAQ:CTAS

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CTAS Stock Data

77.21B
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