CTAS » Topics » Shares Available for Award

This excerpt taken from the CTAS DEF 14A filed Sep 1, 2005.

Shares Available for Award

The Board of Directors believes it appropriate for the 2005 Equity Compensation Plan to make available 14,000,000 shares of Common Stock for potential awards in any of the manners described above. If the 2005 Equity Compensation Plan is approved, it is the intention of the Board of Directors that no more shares would be granted under presently existing Option Plans. The per share closing price of Cintas' Common Stock on August 22, 2005 was $42.05.

This description of the Plan is not complete and is qualified in its entirety to the Plan, which is available on our website, www.cintas.com.


RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
(Item 3 on the Proxy Card)

Although not required, the Board is seeking shareholder ratification of the selection by the Audit Committee of Ernst & Young LLP as Cintas' independent registered public accounting firm for fiscal 2006. If shareholders do not ratify this selection, the Audit Committee intends to continue the employment of Ernst & Young LLP at least through fiscal 2006, as the new fiscal year has already commenced. However, the Audit Committee will take the vote into account in selecting the independent registered public accounting firm for fiscal 2007. Representatives of Ernst & Young LLP are expected to be present at the Annual Meeting and will have an opportunity to make a statement, if they desire to do so, and to respond to appropriate questions that may be asked by shareholders.

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COMMON STOCK PERFORMANCE GRAPH

The following graph summarizes the cumulative return on $100 invested in Cintas' Common Stock, the S&P 500 Stock Index and the common stocks of the three largest publicly traded companies engaged primarily in the uniform related industry determined by net assets at year end (the "Peer Index"). The companies included in the Peer Index are Aramark Corporation, G & K Services, Inc. and UniFirst Corporation.

Total shareholder return was based on the increase in the price of the stock and assumed reinvestment of all dividends. Further, total return was weighted according to market capitalization of each company. The companies in the Peer Index are not the same as those considered by the Compensation Committee.

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