[Form 4] Monro, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Peter J. Solomon, a director of Monro, Inc. (MNRO), was granted 8,306 restricted shares under the company’s Amended and Restated 2007 Stock Incentive Plan on 08/12/2025. The award vests in three equal annual installments, and the grant was reported with a $0 purchase price, indicating a service-based equity award rather than a cash purchase.

After the grant Mr. Solomon is reported to directly beneficially own 709,028 shares (which include 10,000 Class C Preferred shares presently convertible into 612,752 common shares). He also has indirect interests of 678,700 shares held in trusts for family (including 9,664 Class C Preferred convertible into 592,164 common shares) and 1,000 shares held by his spouse; he disclaims beneficial ownership of the trust holdings.

Positive

• Director received equity compensation aligning his interests with shareholders through an 8,306 restricted share award.
• Vesting over three years (one-third each year) supports retention and long-term alignment.
• Clear disclosure of direct holdings and indirect trust and spouse holdings, including convertible Class C Preferred details.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director equity grant with multi-year vesting; disclosure clarifies direct and indirect holdings and trust-related disclaimers.

The Form 4 documents a standard restricted stock award to a non-executive director under the company’s 2007 plan, with vesting in three equal annual tranches. Reporting of both direct ownership (709,028 shares) and indirect interests through trusts and spouse provides transparency around potential beneficial ownership. The trustee relationship and explicit disclaimer of ownership for trust-held shares are important for governance clarity but do not, on their face, signal control shifts or related-party transactions requiring further corporate action.

Securities Analyst

TL;DR: The grant is a compensation event, not a market-moving disposition; holdings remain concentrated but largely unchanged in nature.

This filing records an equity compensation grant of 8,306 restricted shares granted at no cash price and vesting over three years, which is consistent with retention-focused director pay. The report also discloses significant aggregate direct holdings (709,028 shares) and indirect trust interests (including convertible Class C Preferred positions). From a market-impact perspective, no sale or transfer is reported, and the award itself implies potential future dilution only if and when conversion or vesting triggers issued shares.

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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

SOLOMON PETER J

(Last) (First) (Middle)

295 WOODCLIFF DRIVE

SUITE 202

(Street)

FAIRPORT NY 14450

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MONRO, INC. [ MNRO ]

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)
08/12/2025

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
Restricted Stock Award	08/12/2025		A		8,306(1)	A	$0	709,028(2)	D
Common Stock								678,700(3)	I	Trustee
Common Stock								1,000	I	Spouse

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

Explanation of Responses:

1. This award of restricted stock is granted under the Company's Amended and Restated 2007 Stock Incentive Plan (the "Plan") and vests one-third on each of the three anniversaries of the grant date.

2. Includes 10,000 shares of Class C Preferred Stock, which are presently convertible into 612,752 shares of Common Stock of the Issuer.

3. Includes 9,664 shares of Class C Preferred Stock of the Issuer convertible into 592,164 shares of Common Stock of the Issuer. These shares are held in trusts for the benefit of Mr. Solomon's children and grandchildren. Mr. Solomon is a trustee of such trusts and, accordingly, may be deemed to have a beneficial interest therein. Mr. Solomon expressly disclaims beneficial ownership of securities held by such trusts, and this report shall not be deemed an admission that Mr. Solomon is the beneficial owner of such securities.

	/s/ By Maureen E. Mulholland, as POA for Peter J. Solomon	08/12/2025
	** 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).
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