0001567619-20-017137.txt : 20200928 0001567619-20-017137.hdr.sgml : 20200928 20200928130209 ACCESSION NUMBER: 0001567619-20-017137 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200924 FILED AS OF DATE: 20200928 DATE AS OF CHANGE: 20200928 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FROOMAN THOMAS E CENTRAL INDEX KEY: 0001188317 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-11399 FILM NUMBER: 201203116 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CINTAS CORP CENTRAL INDEX KEY: 0000723254 STANDARD INDUSTRIAL CLASSIFICATION: MEN'S & BOYS' FURNISHINGS, WORK CLOTHING, AND ALLIED GARMENTS [2320] IRS NUMBER: 311188630 STATE OF INCORPORATION: WA FISCAL YEAR END: 0531 BUSINESS ADDRESS: STREET 1: 6800 CINTAS BLVD STREET 2: P O BOX 625737 CITY: CINCINNATI STATE: OH ZIP: 45262 BUSINESS PHONE: 5134591200 MAIL ADDRESS: STREET 1: 6800 CINTAS BOULEVARD STREET 2: P O BOX 625737 CITY: CINCINNATI STATE: OH ZIP: 45262 4 1 doc1.xml FORM 4 X0306 4 2020-09-24 0 0000723254 CINTAS CORP CTAS 0001188317 FROOMAN THOMAS E P.O. BOX 625737 CINCINNATI OH 45262 0 1 0 0 Sr VP, Secretary & Gen Counsel Common Stock 138575 D Common Stock 169 I By ESOP Forward Sale Contract (Obligation to Sell) 2020-09-24 4 J 1 44000 A 2022-01-24 2022-01-24 Common Stock 44000 44000 D On September 24, 2020, the reporting person entered into a variable prepaid forward sale agreement (the "Agreement") with an unaffiliated bank (the "Bank") relating to 44,000 shares of common stock of the Issuer and obligating the reporting person to deliver to the Bank up to 44,000 shares of common stock of the Issuer (or, at the reporting person's election, under certain circumstances, an equivalent amount of cash) to settle the Agreement on the maturity date of the contract. In exchange for entering into the Agreement and assuming the obligations thereunder, the reporting person received a cash payment of $11,471,861. The number of shares of Issuer common stock to be delivered to the reporting person on the maturity date is to be determined as follows: (a) if the closing price of the Issuer's common stock on the maturity date (the "Settlement Price") is less than or equal to $262.00 (the "Floor Price"), the reporting person will deliver to the Bank 44,000 shares; (continued from footnote 2) (b) if the Settlement Price is between the Floor Price and $343.00 (the "Cap Price"), the reporting person will deliver to the Bank a number of shares of the Issuer's common stock equal to 44,000 shares multiplied by a fraction, the numerator of which is the Floor Price and denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Cap Price, the reporting person will deliver to the Bank a number of shares of the Issuer's common stock equal to the product of (i) 44,000 shares and (ii) a fraction (X) the numerator of which is the sum of the Floor Price plus the Settlement Price minus the Cap Price, and (Y) the denominator of which is the Settlement Price /s/ F. Mark Reuter, as Attorney-in-Fact for Thomas E. Frooman 2020-09-28