Engine Capital launches proxy campaign against UniFirst (NYSE: UNF)
Rhea-AI Filing Summary
Engine Capital has filed a definitive proxy statement and a BLUE universal proxy card to solicit votes for the election of its slate of director nominees at UniFirst Corporation's 2026 annual meeting. In a December 1, 2025 press release, Engine published an open letter, an investor presentation titled "The Path to Enhanced Value Creation at UniFirst Corporation," and launched a campaign website at www.SaveUniFirst.com. Engine states it owns approximately 3.2% of the outstanding common stock and calls for a special committee with independent advisors, urges collective resignations if certain trustees refuse a sale, and criticizes UniFirst's dual-class governance structure.
Positive
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Negative
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Insights
Engine Capital has initiated a formal proxy contest with a universal proxy card and public materials.
Engine publicly disclosed ownership of approximately 3.2% and launched an investor presentation and website to solicit shareholder support for its director slate. The filing and outreach consolidate the activist’s campaign communications into a single solicitation effort ahead of the 2026 annual meeting.
Success depends on shareholder reception, the board’s response, and trustee decisions referenced in the materials; subsequent disclosure in proxy materials and voting results will clarify impact.
The campaign focuses on governance issues, citing the dual-class structure and alleged conflicts.
Engine requests formation of a special committee with independent legal and financial advisors and highlights perceived conflicts involving General Counsel Michael Patrick. These are governance claims framed to persuade independent shareholders and trustees.
Key monitors will be any board reply, trustee statements, and the independent directors' actions referenced in Engine’s letter; timing ties to the 2026 annual meeting process.
Key Figures
Key Terms
BLUE universal proxy card regulatory
dual-class structure corporate
special committee corporate
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant ☐
Filed by a Party other than the Registrant ☒
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☐ | Definitive Proxy Statement |
| ☒ | Definitive Additional Materials |
| ☐ | Soliciting Material Under § 240.14a-12 |
UNIFIRST CORPORATION |
(Name of Registrant as Specified In Its Charter) |
ENGINE CAPITAL LP ENGINE JET CAPITAL, L.P. ENGINE LIFT CAPITAL, LP ENGINE AIRFLOW CAPITAL, L.P. ENGINE CAPITAL MANAGEMENT, LP ENGINE CAPITAL MANAGEMENT GP, LLC ENGINE INVESTMENTS, LLC ENGINE INVESTMENTS II, LLC ARNAUD AJDLER MICHAEL A. CROATTI MICHAEL A. CROATTI JR. |
(Name of Persons(s) Filing Proxy Statement, if other than the Registrant) |
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required |
| ☐ | Fee paid previously with preliminary materials |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
Engine Capital LP, together with the other participants named herein (collectively, “Engine”), has filed a definitive proxy statement and accompanying BLUE universal proxy card with the Securities and Exchange Commission to be used to solicit votes for the election of Engine’s slate of director nominees at the 2026 annual meeting of shareholders (the “Annual Meeting”) of UniFirst Corporation, a Massachusetts corporation (the “Company”).
Item 1: On December 1, 2025, Engine issued the following press release, which included links to a letter sent to the Company’s independent directors and an investor presentation titled “The Path to Enhanced Value Creation at UniFirst Corporation”, which are attached hereto as Exhibits 99.1 and 99.2, respectively:
Engine Capital Issues Open Letter to the Independent Directors of UniFirst Corporation
Calls on the Independent Directors to Form a Special Committee with its own Independent Legal and Financial Advisors given General Counsel Michael Patrick’s Material Conflict
Urges the Independent Directors to Collectively Resign if the Croatti Trustees Continue to Refuse a Value-Maximizing Sale of the Company
Contends the Dual-Class Structure and Croatti Family’s Control over UniFirst is a Textbook Example of How Poor Governance Destroys Shareholder Value
Releases Investor Presentation and Launches Campaign Website at www.SaveUniFirst.com
NEW YORK--(BUSINESS WIRE)--Engine Capital LP (together with its affiliates, “Engine” or “we”), a top five independent common stock shareholder of UniFirst Corporation (NYSE: UNF) (“UniFirst” or the “Company”) with ownership of approximately 3.2% of the Company’s outstanding shares of common stock, today released an open letter to the Company’s independent directors: Joseph M. Nowicki, Sergio A. Pupkin, Raymond C. Zemlin, Cecilia McKenney, and Michael Iandoli.
The full text of the letter can be accessed here.
Engine also released an investor presentation, which can be accessed here.
About Engine Capital
Engine Capital LP is a value-oriented special situations fund that invests both actively and passively in companies undergoing change.
Contacts
For Investors:
Saratoga Proxy Consulting LLC
John Ferguson, (212) 257-1311
jferguson@saratogaproxy.com
For Media:
Longacre Square Partners
Greg Marose / Bela Kirpalani, 646-386-0091
gmarose@longacresquare.com / bkirpalani@longacresquare.com
Item 2: Also on December 1, 2025, Engine launched a website to communicate with the shareholders of the Company regarding the Annual Meeting. The website address is www.SaveUniFirst.com. The following materials, including a letter to the Company’s board of directors and certain trustees of trusts owning shares of the Company’s stock, which is attached as Exhibit 99.3 hereto, were posted to www.SaveUniFirst.com:
