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NASDAQ: MNRO MONRO, INC. 8-K

Monro holds annual meeting; directors face mixed support, declares $0.28 dividend

Filed August 13, 2026 · Period ending August 11, 2026 · ~1 min read

5 key changes 2 sections

Key Changes

  • medium

    Director Robert Mellor re-elected with 59.7% support (15.2M for vs. 10.3M withheld), the lowest among eight nominees; Peter Fitzsimmons received highest support at 79.3%.

    Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
  • medium

    Say-on-pay vote passed with support (18.5M for vs. 1.8M against); opposition is elevated and may warrant board attention to compensation design.

    Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
  • medium

    Board declared quarterly dividend of $0.28 per share, payable September 8, 2026 to shareholders of record August 25, 2026.

    Item 8.01 — Other Events verify on EDGAR →
  • low

    Shareholders ratified PwC as auditor for fiscal 2027 with 96.0% support (21.7M for vs. 0.9M against).

    Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
  • low

    Annual meeting achieved 88.72% quorum (27.7M shares represented), with 2.1M broker non-votes on governance matters.

    Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →

Summary

Monro held its 2026 annual meeting on August 11, with shareholders re-electing all eight directors but delivering mixed signals on governance. Director Robert Mellor received the lowest support at 59.7% (15.2M for vs. 10.3M withheld), while the other seven nominees ranged from 65.5% to 79.3%.

The say-on-pay vote passed with support (18.5M for vs. 1.8M against), but the opposition level is elevated and may prompt the board to review compensation design. The auditor ratification passed routinely with 96.0% support. Separately, the board declared a quarterly dividend of $0.28 per share, payable September 8 to shareholders of record August 25. The dividend continues Monro's regular capital return program.

The annual meeting achieved strong quorum at 88.72% of outstanding shares, indicating robust shareholder engagement. Investors should watch whether the board addresses the elevated say-on-pay opposition in its next proxy disclosure.

Section-by-Section Diff

Event · Item 5.07 — Submission of Matters to a Vote of Security Holders

~400 words

Monro held its 2026 annual meeting; shareholders elected 8 directors, approved executive compensation, and ratified PwC as auditor.

1 Added
Show 1 minor / wording change
Added Meeting attendance low

Added in current filing · verify on EDGAR →

Approximately 27,722,871 shares (representing 88.72% of total shares of common stock outstanding and entitled to vote) were present at the Annual Meeting either in person or by proxy.

The annual meeting achieved strong quorum with 88.72% of outstanding shares represented. This high turnout level indicates robust shareholder engagement.

Event · Exhibit 99.1

1 Added
Added Quarterly dividend declaration medium

Added in current filing · view on EDGAR →

its Board of Directors has declared a quarterly cash dividend of $.28 per share on the Company’s outstanding shares of common stock. The dividend is payable on September 8, 2026, to shareholders at the close of business on August 25, 2026.

Monro's Board declared a quarterly cash dividend of $0.28 per share. The dividend will be paid on September 8, 2026 to shareholders of record as of August 25, 2026. This represents a routine capital return to shareholders through the company's regular dividend program.

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Figures/quotes linked to EDGAR · Narrative written by AI · Aug 14, 2026 · How we verify