Monro Inc SEC Filings

Monro, Inc. (MNRO): Carl C. Icahn and affiliated funds reported an open-market purchase of 639,473 shares of Monro common stock on November 4, 2025 at a price of $15.19 per share.

Following the transaction, the reporting persons beneficially owned 4,439,914 shares indirectly. As disclosed, Icahn is a Director and 10% Owner. The filing lists multiple reporting persons; within the group, Icahn Partners LP directly owns 2,493,828 shares and Icahn Partners Master Fund LP directly owns 1,946,086 shares.

Monro, Inc. (MNRO): Carl C. Icahn and affiliated funds filed a Form 3 disclosing initial beneficial ownership. The group reports indirect beneficial ownership of 3,800,441 common shares. As of November 3, 2025, Icahn Partners directly beneficially owns 2,131,848 shares and Icahn Partners Master Fund directly beneficially owns 1,668,593 shares.

The filing also lists cash-settled swap agreements referencing 4,946,525 shares with Nomura Global Financial Products Inc.; these are settled in cash and do not provide voting, investment, or dispositive control. The form indicates it was filed by more than one reporting person and notes director status.

Monro, Inc. (MNRO) reported Q2 FY2026 results with diluted EPS of $0.18 and sales of $288.9 million, down 4.1% year over year as store closures reduced revenue despite a 1.1% comparable store sales increase. Operating income was $12.8 million. Management also reported adjusted diluted EPS of $0.21 and adjusted operating income of $14.0 million, excluding items such as consulting costs and net gains related to the store closure program.

The company closed 145 underperforming stores in Q1 FY2026 and, in Q2, sold three owned stores and reassigned or terminated 21 leases, generating approximately $5.5 million of proceeds and a $7.6 million net gain. For the first six months, Monro posted a net loss of $2.4 million and generated $30.4 million in operating cash flow, reflecting lower payables and restructuring dynamics versus $88.2 million in the prior-year period.

Liquidity remained ample with $10.5 million in cash and $409.9 million available under the Credit Facility, with $60.0 million outstanding. The facility size was reduced to $500 million under a Fifth Amendment that provides an Extended Covenant Relief Period and a 225 bps spread. Monro paid dividends of $0.28 per share for the quarter.

Monro, Inc. furnished an update on its recent performance by attaching a press release that reports financial results for the second quarter ended September 27, 2025 and the first half of fiscal 2026. The press release is included as Exhibit 99.1 to this current report.

The company notes that this earnings information, including Exhibit 99.1, is being furnished rather than filed, meaning it is not subject to certain liability provisions under the Exchange Act and is not automatically incorporated into other securities law filings.

Dimensional Fund Advisors LP filed an amended Schedule 13G reporting beneficial ownership of 1,415,893 shares of Monro Inc. common stock, representing 4.7% of the class. The filing states that the shares are owned by funds managed or advised by Dimensional and that Dimensional disclaims beneficial ownership of the securities while reporting voting and dispositive powers attributable to its advisory role.

The report shows sole voting power over 1,370,665 shares and sole dispositive power over 1,415,893 shares. Dimensional certifies the holdings are in the ordinary course of business and were not acquired to influence control of the issuer. The filing includes the adviser’s addresses and a compliance officer signature dated 10/09/2025.

Monro, Inc. entered into an amendment to its existing consulting agreement addendum with AlixPartners, LLP to continue work on its operational improvement plan. The amendment extends AlixPartners’ engagement to November 1, 2025 for the next implementation phase and provides for an aggregate fee of $6.4 million for services covering store operations and selling effectiveness, marketing and pricing, merchandising and inventory management, and customer segmentation. The underlying consulting agreement and first addendum otherwise remain in effect. The filing also notes that President and Chief Executive Officer Peter Fitzsimmons is a partner and managing director of AlixPartners and that he serves as CEO under a separate engagement letter with an AlixPartners affiliate.

Nomura Holdings, Inc. and its subsidiary Nomura Global Financial Products, Inc. report shared beneficial ownership of 1,065,339 shares of Monro, Inc. common stock, representing 3.6% of the class based on 29,978,942 outstanding shares as of June 28, 2025. The filing attributes the shares to NGFP, a wholly owned subsidiary of Nomura Holdings, and shows 0 sole voting or dispositive power and 1,065,339 shared voting and dispositive power. The document includes a joint filing agreement and a subsidiary exhibit and is signed by Samir Patel on behalf of both reporting persons.

Monro, Inc.'s Schedule 13G/A discloses that Cooper Creek Partners Management LLC beneficially owns 2,623,425 shares of Monro common stock, representing 8.8% of the class. The filing states Cooper Creek has sole voting and sole dispositive power over these shares, indicating direct control of voting and disposition rights for the reported position. The reporting person is classified as an IA (investment adviser), and the individual filer is identified as John McCleary, Chief Financial Officer.

The filing includes certifications that the holdings were acquired and are held in the ordinary course of business and are not held for the purpose of changing or influencing control of the issuer. Several group- and parent-related items are marked Not Applicable, and no additional plans or arrangements are disclosed.

Monro, Inc. disclosed a severance letter agreement for Senior Vice President—Operations Nicholas Hawryschuk and reported results of its 2025 Annual Meeting. The agreement provides specified payments and equity treatment if Mr. Hawryschuk is terminated without Cause or resigns for Good Reason, including: base salary through termination, one year of base salary (or two years if within two years of a change in control), a pro rata bonus, immediate vesting of time-vesting equity exercisable for 90 days, and pro rata treatment of performance-vesting awards based on achievement.

At the Annual Meeting, approximately 26,795,000 shares (89%) were represented. Shareholders re-elected all director nominees, approved an amendment to increase shares under the 2007 Stock Incentive Plan, approved advisory compensation (say-on-pay), and ratified PricewaterhouseCoopers as auditor. The Board declared a quarterly cash dividend of $0.28 per share, payable September 9, 2025 to holders of record as of August 26, 2025.