Cintas Corp - Current report filing (8-K)
January 17 2008 - 4:33PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of
Report (Date of earliest event
reported)
January 15, 2008
CINTAS
CORPORATION
|
(Exact
name of registrant as specified in its
charter)
|
Washington
|
|
0-11399
|
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31-1188630
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(State
or other jurisdiction of incorporation)
|
|
(Commission
File Number)
|
|
(IRS
Employer
Identification
No.)
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6800
Cintas Boulevard, P.O. Box 625737, Cincinnati, Ohio
|
|
45262-5737
|
(Address
of principal executive offices)
|
|
Zip
Code
|
Registrant’s
telephone number, including area code
|
(513)
459-1200
|
|
(Former
name or former address, if changed since last
report.)
|
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (
see
General
Instruction A.2. below):
o
|
Written communications pursuant
to Rule 425
under the Securities Act (17 CFR
230.425)
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
|
Item
5.02 Departure of
Directors or Certain Officers; Election Of Directors; Appointment Of Certain
Officers; Compensatory Arrangements of Certain Officers.
On
January 15, 2008, the Board of Directors of Cintas Corporation (the “Company”),
increased the size of the Board of Directors to 10 members and elected Ronald
W.
Tysoe as a member of the Board of Directors on recommendation of the Nominating
and Corporate Governance Committee. Mr. Tysoe has also been appointed
to serve as a member of the Nominating and Corporate Governance Committee of
the
Board. Mr. Tysoe will participate in the Company’s standard
compensation arrangements for non-employee directors, as more particularly
described in the Company’s 2007 proxy statement filed with the Securities and
Exchange Commission.
Mr.
Tysoe, age 54, served as Senior Advisor of Perella Weinberg Partners LP from
October 2006 to September 2007. Mr. Tysoe served as Vice Chairman of Federated
Department Stores, Inc. from April 1990 to October 2006 . Mr.
Tysoe is also a director of Canadian Imperial Bank of Commerce, The E.W. Scripps
Company, NRDC Acquisition Corp. and Taubman Centers Inc..
Mr.
Tysoe
satisfies the categorical independence standards set forth in the Company’s
Corporate Governance Guidelines and has been determined by the independent
directors of the Board of Directors to be an independent director and to satisfy
the requirements for Nominating and Corporate Governance Committee
membership.
Also
on
January 15, 2008, the Company appointed J. Phillip Holloman President and
Chief Operating Officer of the Company. Mr. Holloman, age 52, has
served in various positions at Cintas Corporation since 1996 including Vice
President Engineering/Construction from 1996 to 2000, Vice President of the
Distribution/Production Planning Division from 2000 to 2003, Executive Champion
of Six Sigma Initiatives from 2003 to 2005 and Senior Vice President Global
Supply Chain Management from 2005 until his appointment as President and Chief
Operating Officer. Mr. Holloman will participate in the Company’s
standard benefit plans afforded to the Company’s executive officers, including
the Company’s Executive Incentive Plan, as more particularly described in the
Company’s 2007 proxy statement filed with the Securities and Exchange
Commission. The material terms of any compensation arrangement
for Mr. Holloman in connection with such appointment is unavailable at this
time.
There
is
no arrangement or understanding between Mr. Tysoe and any other person pursuant
to which Mr. Tysoe was elected as a director of the Company. There
are no transactions in which Mr. Tysoe or Mr. Holloman has an interest requiring
disclosure under Item 404(a) of Regulation S-K.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
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CINTAS
CORPORATION
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|
|
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Date: January
17, 2008
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By:
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/s/ Thomas
E. Frooman
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Thomas
E. Frooman
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|
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Vice
President, Genreal Counsel and Secretary
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|
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