UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On February 24, 2025, Monro, Inc. (the “Company”) entered into an amendment (the “Amendment”) to the Distribution and Fulfillment Agreement, dated June 17, 2022 (the “Agreement”), with American Tire Distributors, Inc. (“ATD”).
This Amendment amends certain of the terms of the Agreement. Specifically, pursuant to the Amendment, the term of the Earnout Period (as defined in the Agreement) expired as of January 1, 2025 and ATD agreed to pay the Company the remaining balance of the earnout under the Asset Purchase Agreement between the Company and ATD in two payments: (i) $3,474,043 on February 21, 2025; and (ii) $3,474,043 on June 25, 2025 (“Payment”). Upon completion of the Payment by ATD, the earnout payments owed to the Company will be satisfied in full. Under the Amendment, the Company and ATD also agreed to certain changes to the terms of service level agreements and ATD agreed to use commercially reasonable efforts to enable consistent supply to meet Monro’s demand for products under the Agreement.
Consistent with the terms of the Agreement, the Amendment provides that the initial term of the Agreement will expire January 1, 2030 and the Agreement will automatically renew for 12-month periods thereafter. Except as amended by the Amendment, the remaining terms of the Agreement remain in full force and effect.
The foregoing summary of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ending March 29, 2025.
SIGNATURES
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.
| MONRO, INC. | ||||||
| (Registrant) | ||||||
| February 26, 2025 |
By: |
/s/ Maureen E. Mulholland | ||||
| Maureen E. Mulholland | ||||||
| Executive Vice President, Chief Legal Officer and Secretary | ||||||