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MONRO, INC. Proxy Solicitation & Information Statement 2026

Jul 2, 2026

32744_psi_2026-07-02_bdee96fe-ceeb-4f8b-b560-b6a65f1bedc2.zip

Proxy Solicitation & Information Statement

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DEFA14A 1 d133305ddefa14a.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☒

Filed by a party other than the Registrant ☐

Check the appropriate box:

Preliminary Proxy Statement
Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2))
Definitive Proxy Statement
Definitive Additional Materials
Soliciting Material Pursuant to §240.14a-12

Monro, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of filing fee (Check all boxes that apply)

No fee required
Fee paid previously with preliminary materials
Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

| |
| --- |
| MONRO,
INC. 2026 Annual
Meeting Vote by August 10, 2026 11:59 PM ET. For shares held in a Plan, vote by August 6, 2026 11:59 PM ET. |
| ● |
| MONRO, INC. ATTN: BRIAN D’AMBROSIA 295 WOODCLIFF DRIVE, SUITE 202 FAIRPORT, NY 14450 |
| T01809-P54078 |

You invested in MONRO, INC. and it’s time to vote!

You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the shareholder meeting to be held on August 11, 2026.

Get informed before you vote

View the Notice, Proxy Statement and the 2026 Annual Report online OR you can receive a free paper or email copy of the material(s) by requesting prior to July 28, 2026. If you would like to request a copy of the material(s) for this and/or future shareholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to [email protected]. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.

  • Please check the meeting materials for any special requirements for meeting attendance.

Vote at www.ProxyVote.com

THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming shareholder meeting. Please follow the instructions on the reverse side to vote these important matters.

| Voting Items — 1. | Elect eight directors to the Board of Directors to serve until their successors are duly elected and qualified at the 2027 annual meeting of
shareholders; | | Board Recommends |
| --- | --- | --- | --- |
| | Nominees: | | |
| | 01)  Peter D. Fitzsimmons | 05)  Robert E. Mellor | For |
| | 02)  Lindsay N. Hyde | 06)  Thomas B.
Okray | |
| | 03)  Leah C. Johnson | 07)  Peter J. Solomon | |
| | 04)  Stephen C. McCluski | 08)  Hope
B. Woodhouse | |
| 2. | Approve, on a non-binding,
advisory basis, the compensation paid to the Company’s named executive officers; | | For |
| 3. | Ratify the re-appointment
of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for the fiscal year ending March 27, 2027; and | | For |
| 4. | Consider such other business as may properly be brought
before the meeting or any adjournment or postponement thereof. | | |
| Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. | | | |

T01810-P54078