Machine learning predictions based on historical earnings data and price patterns
1-Day Prediction
-4.05%
$19.24
0% positive prob.
5-Day Prediction
-5.91%
$18.86
0% positive prob.
20-Day Prediction
-9.74%
$18.10
0% positive prob.
SEC 8-K filings with transcript text
Jan 28, 2026 · 100% conf.
1D
-4.05%
$19.24
Act: -5.29%
5D
-5.91%
$18.86
Act: -1.65%
20D
-9.74%
$18.10
Act: +8.18%
8-K
false 0000876427 0000876427 2026-01-28 2026-01-28
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 28, 2026
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
295 Woodcliff Drive, Suite 202, Fairport, NY
14450
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (585) 647-6400 Not Applicable (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):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition. On January 28, 2026, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended December 27, 2025, as well as results for the first nine months of fiscal 2026. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act. Item 9.01 Financial Statements and Exhibits
(a) Not applicable
(b) Not applicable
(c) Not applicable
(d) Not applicable
Exhibit No.
Description
99.1
Press release dated January 28, 2026
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
(Registrant)
January 28, 2026
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland,
Executive Vice President – Chief Legal Officer and Secretary
Oct 29, 2025
8-K
false 0000876427 0000876427 2025-10-29 2025-10-29
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 29, 2025
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
295 Woodcliff Drive, Suite 202, Fairport, NY
14450
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (800) 876-6676 Not Applicable (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):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On October 29, 2025, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended September 27, 2025, as well as results for the first half of fiscal 2026. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits
Exhibit No.
Description
99.1
Press release dated October 29, 2025
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
(Registrant)
October 29, 2025
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland,
Executive Vice President – Chief Legal Officer and Secretary
Jul 30, 2025
8-K
false 0000876427 0000876427 2025-07-30 2025-07-30
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 30, 2025
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
295 Woodcliff Drive, Suite 202, Fairport, New York
14450
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code: (800) 876-6676 Not Applicable (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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On July 30, 2025, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended June 28, 2025. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number
Description
99.1
Earnings release issued by Monro, Inc. on July 30, 2025
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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 hereunto duly authorized.
(Registrant)
July 30, 2025
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland
Executive Vice President – Chief Legal Officer and Secretary
May 28, 2025
8-K
false 0000876427 0000876427 2025-05-28 2025-05-28
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2025
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
295 Woodcliff Drive, Suite 202, Fairport, New York
14450
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code: (800) 876-6676 Not Applicable (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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On May 28, 2025, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and fiscal year ended March 29, 2025. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 8.01 Voluntary Disclosure of Other Events
Today the Company also announced that its Board of Directors declared a quarterly cash dividend of $.28 per share for the first quarter of the Company’s 2026 fiscal year, ending March 28, 2026. The dividend will be payable on June 17, 2025 to shareholders of record as of June 3, 2025, including shares of common stock to which the holders of the Company’s Class C Convertible Preferred Stock are entitled.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number
Description
99.1
Earnings release issued by Monro, Inc. on May 28, 2025
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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 hereunto duly authorized.
(Registrant)
May 28, 2025
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland
Executive Vice President – Chief Legal Officer and Secretary
2
Jan 29, 2025
8-K
false 0000876427 0000876427 2025-01-29 2025-01-29
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 29, 2025
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
295 Woodcliff Drive, Suite 202, Fairport, NY
14450
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (585) 647-6400 Not Applicable (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):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On January 29, 2025, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended December 28, 2024, as well as results for the first nine months of fiscal 2025. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits
(a)
Not applicable
(b)
Not applicable
(c)
Not applicable
(d)
Not applicable
Exhibit No.
Description
99.1
Press release dated January 29, 2025
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
(Registrant)
January 29, 2025
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland,
Executive Vice President – Chief Legal Officer and Secretary
Oct 30, 2024
8-K
false 0000876427 0000876427 2024-10-30 2024-10-30
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 30, 2024
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
295 Woodcliff Drive, Suite 202, Fairport, NY
14450
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (585) 647-6400 Not Applicable (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):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On October 30, 2024, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended September 28, 2024, as well as results for the first half of fiscal 2025. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits
Exhibit No.
Description
99.1
Press release dated October 30, 2024
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
(Registrant)
October 30, 2024
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland,
Executive Vice President – Chief Legal Officer and Secretary
Jul 31, 2024
8-K
false 0000876427 0000876427 2024-07-31 2024-07-31
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2024
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code: (585) 647-6400 Not Applicable (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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On July 31, 2024, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended June 29, 2024. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number
Description
99.1
Earnings release issued by Monro, Inc. on July 31, 2024
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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 hereunto duly authorized.
(Registrant)
July 31, 2024
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland
Executive Vice President – Chief Legal Officer and Secretary
May 23, 2024
8-K
false 0000876427 0000876427 2024-05-23 2024-05-23
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2024
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code: (585) 647-6400 Not Applicable (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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On May 23, 2024, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and fiscal year ended March 30, 2024. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 8.01 Voluntary Disclosure of Other Events
Today the Company also announced that its Board of Directors declared a quarterly cash dividend of $.28 per share for the first quarter of the Company’s 2025 fiscal year, ending March 29, 2025. The dividend will be payable on June 18, 2024 to shareholders of record as of June 4, 2024, including shares of common stock to which the holders of the Company’s Class C Convertible Preferred Stock are entitled.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number
Description
99.1
Earnings release issued by Monro, Inc. on May 23, 2024
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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 hereunto duly authorized.
(Registrant)
May 23, 2024
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland
Executive Vice President – Chief Legal Officer and Secretary
Jan 24, 2024
8-K
false 0000876427 0000876427 2024-01-24 2024-01-24
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Date of Report (Date of Earliest Event Reported): January 24, 2024
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (585) 647-6400 Not Applicable (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):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 2.02 Results of Operations and Financial Condition
On January 24, 2024, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended December 23, 2023. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02. including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable
(c) Not applicable
(d) Not applicable
Exhibit No.
Description
99.1
Press release dated January 24, 2024.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
(Registrant)
January 24, 2024
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland,
Executive Vice President - Chief Legal Officer and Secretary
Oct 26, 2023
8-K
false 0000876427 0000876427 2023-10-25 2023-10-25
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 25, 2023
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (585) 647-6400 Not Applicable (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):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On October 25, 2023, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended September 23, 2023, as well as results for the first half of fiscal 2024. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective as of October 26, 2023 (“Effective Date”), the Company entered into Amended and Restated Employment Agreements with Michael T. Broderick, the Company’s President and Chief Executive Officer (the “Broderick Agreement”), and Brian J. D’Ambrosia, the Company’s Executive Vice President and Chief Financial Officer (the “D’Ambrosia Agreement”). Except as specified below, the Broderick Agreement and the D’Ambrosia Agreement are consistent with the executives’ existing employment agreements with the Company. Under the Broderick Agreement, Mr. Broderick’s annual base salary will increase to $800,000, effective as of January 1, 2024. Mr. Broderick will be entitled to receive annual equity incentive awards with a target value of $1.5 million. In addition, on the Effective Date, the Company granted Mr. Broderick a nonqualified stock option to purchase 10,000 shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), at an exercise price equal to the fair market value of the Common Stock on the Effective Date. The option will vest in three equal annual installments beginning on the first anniversary of the Effective Date and expire six years after the Effective Date. Under the D’Ambrosia Agreement, Mr. D’Ambrosia’s annual base salary will increase to $450,000, effective as of January 1, 2024. On the Effective Date, the Company granted Mr. D’Ambrosia a nonqualified stock option to purchase 5,000 shares of Common Stock at an exercise price equal to the fair market value of the Common Stock on the Effective Date. The option will vest in three equal annual installments beginning on the first anniversary of the Effective Date and expire six years after the Effective Date. The term of each of the Broderick Agreement and the D’Ambrosia Agreement will extend until December 31, 2026 and will automatically renew for one-year terms unless either the Company or the executive gives written notice under the agreement. The Company intends to f
Jul 26, 2023
8-K
false 0000876427 0000876427 2023-07-26 2023-07-26
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2023
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (585) 647-6400 Not Applicable (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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On July 26, 2023, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended June 24, 2023. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) The following is a list of exhibits furnished with this Current Report on Form 8-K:
Exhibit No.
Description
99.1
Press release, dated July 26, 2023
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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 hereunto duly authorized.
(Registrant)
July 26, 2023
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland
Executive Vice President – Chief Legal Officer and Secretary
May 18, 2023
8-K
false 0000876427 0000876427 2023-05-18 2023-05-18
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2023
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code: (585) 647-6400 Not Applicable (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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On May 18, 2023, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and fiscal year ended March 25, 2023. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 8.01 Voluntary Disclosure of Other Events
Today the Company also announced that its Board of Directors declared a quarterly cash dividend of $.28 per share for the first quarter of the Company’s 2024 fiscal year, ending March 30, 2024. The dividend will be payable on June 19, 2023 to shareholders of record as of June 5, 2023, including shares of common stock to which the holders of the Company’s Class C Convertible Preferred Stock are entitled.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number
Description
99.1
Earnings release issued by Monro, Inc. on May 18, 2023
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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 hereunto duly authorized.
(Registrant)
May 18, 2023
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland
Executive Vice President – Chief Legal Officer and Secretary
Jan 26, 2023
8-K
false 0000876427 0000876427 2023-01-25 2023-01-25
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2023
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (585) 647-6400 Not Applicable (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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On January 25, 2023, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended December 24, 2022, as well as results for the first nine months of fiscal 2023. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
Item 8.01 Voluntary Disclosure of Other Events
The Company announced today that it has signed a definitive asset purchase agreement to acquire 4 stores in Iowa and 1 store in Illinois, further expanding the Company’s reach in the Midwest region. The Company also announced today the repurchase of approximately 584,000 shares of its common stock within the third quarter of fiscal 2023 pursuant to its previously announced share repurchase program. Further details of this acquisition and the Company’s continued share repurchases are contained in the press release furnished as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) The following is a list of exhibits furnished with this Current Report on Form 8-K:
Exhibit No.
Description
99.1
Press release, dated January 25, 2023
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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 hereunto duly authorized.
(Registrant)
January 25, 2023
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland
Executive Vice President – Chief Legal Officer and Secretary
Oct 26, 2022
8-K
false 0000876427 0000876427 2022-10-26 2022-10-26
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Date of Report (Date of Earliest Event Reported): October 26, 2022
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (585) 647-6400 Not Applicable (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):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition
On October 26, 2022, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended September 24, 2022, as well as results for the first half of fiscal 2023. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable
(c) Not applicable
(d) Not applicable
Exhibit No.
Description
99.1
Press release dated October 26, 2022.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
(Registrant)
October 26, 2022
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland,
Executive Vice President – Chief Legal Officer and Secretary
Aug 3, 2022
true 0000876427 0000876427 2022-07-21 2022-07-21
Washington, D.C. 20549
Amendment No. 1
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2022
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York 14615 (Address of Principal Executive Offices, including Zip Code) Registrant’s telephone number, including area code: (585) 647-6400
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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
This Form 8-K/A is being filed as an amendment (the “Amendment”) to the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 27, 2022 (“Original Filing”). The sole purpose of this Amendment is to furnish a corrected Exhibit 99.1 due to the inadvertent omission of a portion of the exhibit from the Original Filing due to a clerical error. Other than as described above, this Amendment does not modify or update any disclosures in or exhibits to the Original Filing nor does it reflect any events that may have occurred subsequent to the Original Filing.
Item 2.02 Results of Operations and Financial Condition.
On July 27, 2022, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended June 25, 2022. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Following an assessment of the Company’s leadership organization and reporting structure prompted by the completion of the Company’s sale of its wholesale and tire distribution assets to American Tire Distributors, Inc. in June 2022, today the Company announced the elimination of the role of Chief Operating Officer. As a result of this position elimination, Robert J. Rajkowski will leave the Company as of July 31, 2022. Following his departure, Mr. Rajkowski will receive certain payments to which he is entitled pursuant to the Letter Agreement he entered into with the Company, dated September 30, 2019.
Item 9.01 Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) The following is a list of exhibits furnished with this Current Report on Form 8-K:
Exhibit No.
Description
99.1
Press release, dated July 27, 2022
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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 hereunto duly authorized.
(Registrant)
August 2, 2022
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland
Executive Vice President – Chief Legal Officer and Secretary
Jul 27, 2022
8-K
false 0000876427 0000876427 2022-07-21 2022-07-21
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2022
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (585) 647-6400 Not Applicable (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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On July 27, 2022, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended June 25, 2022. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
Following an assessment of the Company’s leadership organization and reporting structure prompted by the completion of the Company’s sale of its wholesale and tire distribution assets to American Tire Distributors, Inc. in June 2022, today the Company announced the elimination of the role of Chief Operating Officer. As a result of this position elimination, Robert J. Rajkowski will leave the Company as of July 31, 2022. Following his departure, Mr. Rajkowski will receive certain payments to which he is entitled pursuant to the Letter Agreement he entered into with the Company, dated September 30, 2019.
Item 9.01 Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) The following is a list of exhibits furnished with this Current Report on Form 8-K:
Exhibit No.
Description
99.1
Press release, dated July 27, 2022
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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 hereunto duly authorized.
(Registrant)
July 27, 2022
By: /s/ Maureen E. Mulholland
Maureen E. Mulholland
Executive Vice President – Chief Legal Officer and Secretary
May 19, 2022
8-K
false 0000876427 0000876427 2022-05-13 2022-05-13
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2022
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (585) 647-6400 Not Applicable (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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into a Material Definitive Agreement.
On May 13, 2022, Monro, Inc., together with its subsidiary Monro Service Corporation (the “Company”), entered into an Asset Purchase Agreement (the “Agreement”) with American Tire Distributors, Inc. (the “Buyer”) pursuant to which the Company will sell assets relating to its wholesale tire operations and internal tire distribution operations (the “Operations”), as described below, to the Buyer for approximately $105.0 million in the aggregate (the “Purchase Price”). The Company is selling the assets, tangible personal property, accounts receivable, inventory, relevant contracts and leases, and intellectual property relating to the Operations (the “Assets”) to the Buyer. Of the aggregate Purchase Price, $65.0 million will be paid at the expected closing of the sale of Assets and the remaining $40.0 million will be paid as earnout payments after the closing. The earnout payments will be earned, on a per-tire basis, based on the purchase of tires by retail locations owned by the Company and its affiliates from the Buyer pursuant to a distribution agreement that the Company and the Buyer will enter into at the closing of the sale of the Assets. Under the Agreement, the Buyer is entitled to offer employment to the Company’s employees that currently provide services relating to the Operations. The transaction is subject to customary closing conditions, including the expiration or termination of any waiting period (and any extension thereof) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and obtaining a waiver from the Company’s credit facility lenders. The closing is not subject to a financing contingency. The transaction is expected to close in the first quarter of fiscal 2023. The Company expects to enter into additional agreements with the Buyer at or prior to the closing of the sale of the Assets, including (1) a distribution agreement, pursuant to which the Buyer will agree to supply and sell tires to retail locations owned by the Company and its affiliates; (2) a managed services agreement, pursuant to which the Buyer will provide category management, ordering, dashboard, and inventory management services for the Company; and (3) an agreement relating to preferred data services to be provided to the Company. The Agreement contains customary representations and warranties, covenants, agreements and indemnification obligations of the Company and the Buyer. The foregoing summary of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of which is filed as an exhibit to this Current Report on Form 8-K. The Company issued a press release announcing this transaction on May 19, 2022. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The above description of the Agreement has been included to provide information regarding the term
Jan 27, 2022
8-K
false 0000876427 0000876427 2022-01-26 2022-01-26
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Date of Report (Date of Earliest Event Reported): January 26, 2022
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s telephone number, including area code
(585) 647-6400 Not Applicable (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):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition
On January 26, 2022, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter-ended December 25, 2021. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
Item 8.01 Voluntary Disclosure of Other Events
The Company completed the previously-announced acquisition of 11 stores in Iowa and six stores in Southern California. Further details of these acquisitions are contained in the press release furnished as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) The following is a list of exhibits furnished with this Current Report on Form 8-K:
Exhibit No.
Description
99.1
Press release, dated January 26, 2022
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
(Registrant)
January 27, 2022
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland,
Executive Vice President – Chief Legal Officer and
Secretary
Oct 28, 2021
8-K
false 0000876427 0000876427 2021-10-27 2021-10-27
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Date of Report (Date of Earliest Event Reported): October 27, 2021
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (585) 647-6400 Not Applicable (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):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition
On October 27, 2021, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter-ended September 25, 2021. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
Item 8.01 Voluntary Disclosure of Other Events
The Company announced today that it has signed definitive agreements to acquire 11 stores in Iowa and 6 stores in Southern California, further expanding the Company’s reach in the Midwest and West Coast regions. Further details of this acquisition are contained in the press release furnished as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) The following is a list of exhibits furnished with this Current Report on Form 8-K:
Exhibit No.
Description
99.1
Press release, dated October 27, 2021.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
(Registrant)
October 27, 2021
By:
/s/ Maureen E. Mulholland
Maureen E. Mulholland,
Executive Vice President – Chief Legal Officer and Secretary
Aug 3, 2021
8-K
NY false 0000876427 0000876427 2021-07-28 2021-07-28
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Date of Report (Date of Earliest Event Reported): July 28, 2021
(Exact name of registrant as specified in its charter)
New York
0-19357
16-0838627
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York
14615
(Address of Principal Executive Offices)
(Zip Code) Registrant’s telephone number, including area code (585) 647-6400 Not Applicable (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):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition
On July 28, 2021, Monro, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter and fiscal year ended March 26, 2022. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 30, 2021, the Compensation Committee of the Board of Directors of Monro, Inc. (the “Company”) approved changes to the long-term incentive program for its officers to increase the total potential value of long-term equity incentive compensation officers have the opportunity to earn in the Company’s fiscal year ending March 26, 2022. In Fiscal 2021, as a result of the impact of COVID-19 on the Company’s operating performance and the difficulty in setting long-term performance goals, the Compensation Committee determined the most appropriate mix and weighting of long-term equity incentives would be 50% time-vested restricted stock units and 50% stock options. In Fiscal 2020, the Compensation Committee determined the most appropriate mix and weighting of long-term equity incentives would be 30% stock options, 30% time-vested restricted stock units and 40% performance-vesting restricted stock units. For Fiscal 2022, the Compensation Committee determined that it was now possible for the Company to set long-term performance goals, and that the most appropriate mix and weighting of long-term equity incentives for our executive officers will be 25% stock options, 25% time-vested restricted stock units and 50% performance-vesting restricted stock units. The Compensation Committee did not change the grant date fair value of stock options or the time-vesting restricted stock units from fiscal 2021, but the inclusion of performance-vesting stock units had the impact of doubling (or increasing the value of the award by one-third in the case of Mr. Tripoli) the potential long-term equity incentive compensation that may be earned in Fiscal 2022. Pursuant to this change, the Compensation Committee granted performance-vesting restricted stock units (“PSUs”) to the Company’s named executive officers with the respective grant date values set forth below:
•
Michael T. Broderick, President and Chief Executive Officer, $400,000;
•
Brian J. D’Ambrosia, Executive Vice President – Chief Financial Officer, $350,000;
•
Robert J. Rajkowski, Executive Vice President – Chief Operating Officer, $300,000;
•
Maureen E. Mulholland, Executive Vice President – Chief Legal Officer, $300,000; and
•
Daniel Tripoli, Senior Vice President – Retail Operations, $100,000.
The PSUs were granted pursuant to the Company’s Amended and Restated 2007 Stock Incentive Plan and will vest on July 30, 2024 based on the attainment of goals based on the Co
This page provides Monro Inc. (MNRO) earnings call transcripts from SEC 8-K filings along with AI-powered predictions for post-earnings price movements. Our machine learning models analyze historical earnings data, pre-earnings price patterns, volume changes, and volatility to predict 1-day, 5-day, and 20-day returns after each earnings release.
Earnings transcripts are sourced directly from SEC EDGAR filings. Predictions are generated using gradient boosting models trained on MNRO's historical earnings reactions. All predicted returns are shown as percentages, and predicted prices are calculated from the closing price at the time of prediction. Past performance does not guarantee future results.