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. )
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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):
| ☐ | 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:












