Cintas Corp (CTAS) director defers fees into new phantom stock units

Q: What insider transaction did Cintas (CTAS) director Karen L. Carnahan report?

Karen L. Carnahan reported acquiring 133.7800 Phantom Stock Units on 2026-07-28. The units were credited by deferring part of her director cash retainer under the Directors' Deferred Compensation Plan , not through an open-market purchase.

Q: How many Phantom Stock Units does Karen L. Carnahan hold in Cintas (CTAS) after this Form 4?

After this transaction, Karen L. Carnahan holds 6815.8100 Phantom Stock Units . These units track the value of Cintas common stock but are payable only in cash after her service as a director ends and do not carry voting rights.

Q: Were the Cintas (CTAS) Phantom Stock Units acquired on the open market?

No. The 133.7800 Phantom Stock Units were credited as part of a compensation election. Carnahan deferred a portion of her cash retainer fees into Phantom Stock Units under the Directors' Deferred Compensation Plan , rather than buying shares in the market.

Q: What are Phantom Stock Units in the Cintas (CTAS) Directors' Deferred Compensation Plan?

Cintas Phantom Stock Units each have a value equal to one share of common stock but are not actual shares . They include credited dividend equivalents, carry no voting rights, and are payable only in cash after a director's service terminates.

Q: Was this Cintas (CTAS) Form 4 transaction under a Rule 10b5-1 trading plan?

The filing indicates it was not made under a Rule 10b5-1 trading plan. The document-level 10b5-1 checkbox is marked false, and the footnotes describe a compensation deferral election rather than trades under a pre-arranged plan.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Cintas Corp director Karen L. Carnahan acquired 133.7800 Phantom Stock Units on 2026-07-28 by electing to defer part of her cash retainer under the Directors' Deferred Compensation Plan. Each unit has the value of one common share but is not actual stock, carries no voting rights, and is payable only in cash after her board service ends, bringing her total phantom units to 6815.8100.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider CARNAHAN KAREN L

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock Units ^F1	133.78	$214.90	$29K

Holdings After Transaction: Phantom Stock Units — 6,815.81 shares (Direct)

Footnotes (1)

F1. 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.

Key Figures

Phantom Stock Units granted: 133.7800 units Reference value per unit: $214.9000 Total Phantom Stock Units after grant: 6815.8100 units

3 metrics

Phantom Stock Units granted 133.7800 units Units credited to Karen L. Carnahan on 2026-07-28

Reference value per unit $214.9000 Per-unit value for the Phantom Stock Units grant

Total Phantom Stock Units after grant 6815.8100 units Carnahan's Phantom Stock Units holdings following this transaction

Key Terms

Phantom Stock Units, Directors' Deferred Compensation Plan, dividend equivalents

3 terms

Phantom Stock Units financial

"elected to defer fees into Phantom Stock Units pursuant to the plan"

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

Directors' Deferred Compensation Plan financial

"pursuant to the Directors' Deferred Compensation Plan"

dividend equivalents financial

"including dividend equivalents that have been credited as additional units"

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/30/2026 - 06:19 PM Accepted by SEC EDGAR 07/30/2026 - 06:18 PM

FAQ

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

Karen L. Carnahan reported acquiring 133.7800 Phantom Stock Units on 2026-07-28. The units were credited by deferring part of her director cash retainer under the Directors' Deferred Compensation Plan, not through an open-market purchase.

How many Phantom Stock Units does Karen L. Carnahan hold in Cintas (CTAS) after this Form 4?

After this transaction, Karen L. Carnahan holds 6815.8100 Phantom Stock Units. These units track the value of Cintas common stock but are payable only in cash after her service as a director ends and do not carry voting rights.

Were the Cintas (CTAS) Phantom Stock Units acquired on the open market?

No. The 133.7800 Phantom Stock Units were credited as part of a compensation election. Carnahan deferred a portion of her cash retainer fees into Phantom Stock Units under the Directors' Deferred Compensation Plan, rather than buying shares in the market.

What are Phantom Stock Units in the Cintas (CTAS) Directors' Deferred Compensation Plan?

Cintas Phantom Stock Units each have a value equal to one share of common stock but are not actual shares. They include credited dividend equivalents, carry no voting rights, and are payable only in cash after a director's service terminates.

Was this Cintas (CTAS) Form 4 transaction under a Rule 10b5-1 trading plan?

The filing indicates it was not made under a Rule 10b5-1 trading plan. The document-level 10b5-1 checkbox is marked false, and the footnotes describe a compensation deferral election rather than trades under a pre-arranged plan.

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

OHIO

45262

(City)

(State)

(Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/28/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Stock Units	⁽¹⁾	07/28/2026		A		133.78		⁽¹⁾	⁽¹⁾	Common Stock	133.78	$214.9	6,815.81	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.

	/s/ Brock Denton as Attorney-in-Fact for Karen L. Carnahan	07/30/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR