MONRO, INC. — Board/Management Information 2021

May 19, 2021

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): May 13, 2021

MONRO, INC.

(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	MNRO	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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On May 13, 2021, the Board of Directors (the “Board”) of Monro, Inc. (the “Company”) approved the amendment and restatement of the Company’s by-laws (the “By-Laws”), effective as of May 13, 2021. The amendments to the By-Laws modernize the By-Laws by (1) providing the flexibility, but not the requirement, for the Company to hold meetings of shareholders by electronic communication, or “virtually,” as currently permitted by the New York Business Corporation Law; (2) allowing notice to be given by electronic transmission; and (3) making other ministerial changes.

The foregoing description of the amendments included in the By-Laws does not purport to be complete and is qualified in its entirety by reference to the complete text of the By-Laws, a copy of which is attached to this Current Report on Form 8-K as Exhibit 3.02 and incorporated by reference in this Item 5.03 in its entirety.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits .

Exhibit Number	Description
3.02	Amended and Restated By-Laws of Monro, Inc., dated May 13, 2021
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 hereunto duly authorized.

	MONRO, INC.
	(Registrant)
May 19, 2021	By:	/s/ Maureen E. Mulholland
		Maureen E. Mulholland
		Executive Vice President – Chief Legal Officer and Secretary