Consolidated Balance Sheets (Parenthetical) |
Sep. 27, 2025
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Mar. 29, 2025
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| Consolidated Balance Sheets [Abstract] | ||
| Class C convertible preferred stock shares authorized | 150,000 | 150,000 |
| Class C convertible preferred stock par value | $ / shares | $ 1.50 | $ 1.50 |
| Class C convertible preferred stock, conversion ratio | 61.275 | 61.275 |
| Class C convertible preferred stock shares issued | 19,664 | 19,664 |
| Class C convertible preferred stock shares outstanding | 19,664 | 19,664 |
| Common stock shares authorized | 65,000,000 | 65,000,000 |
| Common stock par value | $ / shares | $ 0.01 | $ 0.01 |
| Common stock shares issued | 40,124,409 | 40,067,600 |
| Treasury stock shares | 10,104,688 | 10,104,688 |
Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Sep. 27, 2025 |
Sep. 28, 2024 |
Sep. 27, 2025 |
Sep. 28, 2024 |
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| Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) [Abstract] | ||||
| Sales | $ 288,914 | $ 301,391 | $ 589,949 | $ 594,573 |
| Cost of sales, including occupancy costs | 185,800 | 195,014 | 379,929 | 379,010 |
| Gross profit | 103,114 | 106,377 | 210,020 | 215,563 |
| Operating, selling, general and administrative expenses | 90,364 | 93,175 | 203,345 | 189,114 |
| Operating income | 12,750 | 13,202 | 6,675 | 26,449 |
| Interest expense, net of interest income | 4,350 | 5,136 | 9,134 | 10,279 |
| Other income, net | (38) | (110) | (196) | (201) |
| Income (loss) before income taxes | 8,438 | 8,176 | (2,263) | 16,371 |
| Provision for income taxes | 2,773 | 2,529 | 122 | 4,861 |
| Net income (loss) | 5,665 | 5,647 | (2,385) | 11,510 |
| Other comprehensive income | ||||
| Changes in pension, net of tax | 8 | 34 | 17 | 68 |
| Other comprehensive income | 8 | 34 | 17 | 68 |
| Comprehensive income (loss) | $ 5,673 | $ 5,681 | $ (2,368) | $ 11,578 |
| Earnings (loss) per share | ||||
| Basic | $ 0.18 | $ 0.18 | $ (0.10) | $ 0.37 |
| Diluted | $ 0.18 | $ 0.18 | $ (0.10) | $ 0.37 |
| Weighted average common shares outstanding | ||||
| Basic | 30,000 | 29,934 | 29,983 | 29,925 |
| Diluted | 31,363 | 31,224 | 29,983 | 31,201 |
Consolidated Statements of Changes in Shareholders’ Equity (Parenthetical) - $ / shares |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Sep. 27, 2025 |
Sep. 28, 2024 |
Sep. 27, 2025 |
Sep. 28, 2024 |
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| Consolidated Statements of Changes in Shareholders’ Equity [Abstract] | ||||
| Common stock cash dividends per share | $ 0.28 | $ 0.28 | $ 0.56 | $ 0.56 |
Description of Business and Basis of Presentation |
6 Months Ended |
|---|---|
Sep. 27, 2025 | |
| Description of Business and Basis of Presentation [Abstract] | |
| Description of Business and Basis of Presentation | Note 1 – Description of Business and Basis of Presentation
Description of business
Monro, Inc. and its direct and indirect subsidiaries (together, “Monro”, the “Company”, “we”, “us”, or “our”), are engaged principally in providing automotive undercar repair and tire replacement sales and tire related services in the United States. Monro had 1,116 Company-operated retail stores located in 32 states and 47 Car-X franchised locations as of September 27, 2025.
A certain number of our retail locations also service commercial customers. Our locations that serve commercial customers generally operate consistently with our other retail locations, except that the sales mix for these locations includes a higher number of commercial tires.
Monro’s operations are organized and managed as one single segment designed to offer to our customers replacement tires and tire related services, automotive undercar repair services as well as a broad range of routine maintenance services, primarily on passenger cars, light trucks and vans. We also provide other products and services for brakes; mufflers and exhaust systems; and steering, drive train, suspension and wheel alignment.
Basis of presentation
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) applicable to interim financial statements. While these statements reflect all adjustments (consisting of items of a normal recurring nature) that are, in the opinion of management, necessary for a fair statement of the results of the interim period, they do not include all of the information and footnotes required by United States generally accepted accounting principles (“GAAP”) for complete financial statement presentation. The consolidated financial statements should be read in conjunction with the financial statement disclosures in our Form 10-K for the fiscal year ended March 29, 2025.
We use the same significant accounting policies in preparing quarterly and annual financial statements. For a description of our significant accounting policies followed in the preparation of the financial statements, see Note 1 of our Form 10-K for the fiscal year ended March 29, 2025.
Due to the seasonal nature of our business, quarterly operating results and cash flows are not necessarily indicative of the results that may be expected for other interim periods or the full year.
Fiscal year
We operate on a 52/53 week fiscal year ending on the last Saturday in March. Fiscal years 2026 and 2025 each cover 52 weeks. Unless specifically indicated otherwise, any references to “2026” or “fiscal 2026” and “2025” or “fiscal 2025” relate to the years ending March 28, 2026 and March 29, 2025, respectively.
Recent accounting pronouncements
In December 2023, the FASB issued new accounting guidance ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires income tax disclosure updates, primarily by requiring specific categories and greater disaggregation within the rate reconciliation and disaggregation of income taxes paid by jurisdiction. This guidance is effective for fiscal years beginning after December 15, 2024. We are required to adopt these disclosures for our annual reporting period ending March 28, 2026, and believe that the adoption will result in additional disclosures with no material impact to our consolidated financial statements.
In November 2024, the FASB issued new accounting guidance, ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires disclosures about specific expense categories, including but not limited to, purchases of inventory, employee compensation, depreciation, amortization and operating, selling, general and administrative expenses. The guidance is effective for annual reporting periods beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027. We are currently evaluating the impact of adopting this guidance.
In September 2025, the FASB issued new accounting guidance, ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which removes references to prescriptive software development stages and includes an updated framework for capitalizing internal software costs. The guidance is effective for annual reporting periods beginning after December 15, 2027, and for interim periods within that fiscal year. We are currently evaluating the impact of adopting this guidance.
Other recent authoritative guidance issued by the FASB (including technical corrections to the Accounting Standards Codification (“ASC”)) and the SEC did not or are not expected to have a material effect on our consolidated financial statements.
Supplemental information
Property and equipment, net: Property and equipment balances are shown on the Consolidated Balance Sheets net of accumulated depreciation of $402.9 million and $434.3 million as of September 27, 2025 and March 29, 2025, respectively.
Store Closings
On May 23, 2025, following an evaluation of market segmentation and demographic data specific to geographic areas where our stores are located, our Board of Directors approved a plan to close 145 underperforming stores that we identified to have failed to maintain an acceptable level of profitability (the “Store Closure Plan”). These stores were closed during the first quarter of fiscal 2026 and $14.8 million of net store closing costs were recorded during the three months ended June 28, 2025. As of September 27, 2025, the Company had a remaining liability of $6.8 million, representing such costs to be settled in future periods, with $5.1 million and $1.7 million included within Other current liabilities and Other long-term liabilities in our Consolidated Balance Sheets, respectively. We expect these costs to be settled within the next to five years.
During the three months ended September 27, 2025, the Company sold three owned stores and related equipment. We received net proceeds of $2.7 million and recorded a net gain of $1.2 million. Additionally, the Company assigned 18 leases to a third party and early terminated three additional leases. We received net proceeds of $2.8 million and recorded a net gain of $6.4 million, which included the derecognition of lease liabilities. The total net gain of $7.6 million was recorded in operating, selling, general and administrative expenses in our Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the quarter ended September 27, 2025.
As a result, net store closing costs included in operating, selling, general and administrative expenses in our Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) were $7.2 million for the six months ended September 27, 2025. Net store closing costs represent expected costs to be incurred related to the vacating of stores, utilities, real estate taxes, maintenance, other on-going costs related to the properties, and the disposal of inventory and other store assets, net of gains on early lease terminations, lease assignments and sales of owned locations.
We did not incur any material store closing costs in the three and six months ended September 28, 2024.
Assets held for sale
We classify long-lived assets to be sold as held for sale in the period in which all of the required criteria are met. We initially measure a long-lived asset that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held-for-sale criteria are met. Conversely, gains are not recognized on the sale of a long-lived asset until the date of sale. Upon determining that a long-lived asset meets the criteria to be classified as held for sale, we cease depreciation and report long-lived assets, if material, as Assets held for sale in our Consolidated Balance Sheets.
We completed the closure of 145 underperforming stores under the Store Closure Plan during the first quarter of fiscal 2026 and determined that $13.0 million of building, land and certain equipment met the criteria to be classified as held for sale for the quarter ended June 28, 2025. During the second quarter of fiscal 2026, approximately $1.5 million of assets held for sale were sold. We received net proceeds of approximately $2.7 million and recorded a net gain of approximately $1.2 million in operating, selling, general and administrative expenses in our Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the quarter ended September 27, 2025. These net proceeds and net gain were recorded as a part of the Store Closure Plan amounts noted above. As of September 27, 2025, $11.5 million of buildings, land and certain equipment remain classified as assets held for sale.
On June 1, 2023, we announced the planned sale of our corporate headquarters at 200 Holleder Parkway in Rochester, New York and our plan to relocate our corporate headquarters to another location in the greater Rochester area and determined that the related assets met the criteria to be classified as held for sale. On July 3, 2024, we completed the sale of our corporate headquarters. We received net proceeds of approximately $9.1 million and recorded a net gain of approximately $2.8 million in our Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the quarter ended September 28, 2024. |
Divestiture |
6 Months Ended |
|---|---|
Sep. 27, 2025 | |
| Divestiture [Abstract] | |
| Divestiture | Note 2 – Divestiture
On June 17, 2022, we completed the divestiture of assets relating to our wholesale tire operations (seven locations) and internal tire distribution operations to American Tire Distributors, Inc. (“ATD”). We received $62 million from ATD at the closing of the transaction, of which $5 million was held in escrow and subsequently paid in December 2023. The remaining $40 million (“Earnout”) of the total consideration of $102 million was paid quarterly over the past three years, based on our tire purchases from or through ATD pursuant to a distribution and fulfillment agreement with ATD. All amounts were fully collected as of the first quarter of fiscal 2026.
Under a distribution agreement between us and ATD, ATD agreed to supply and sell tires to retail locations we own. Our company-owned retail stores will be required to purchase at least 90 percent of their forecasted requirements for certain passenger car tires, light truck replacement tires, and medium truck tires from or through ATD. Any tires that ATD is unable to supply or fulfill from those categories will be excluded from the calculation of our requirements for tires. The initial term of the distribution agreement will expire January 1, 2030, with automatic 12-month renewal periods thereafter. |
Earnings (Loss) per Common Share |
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| Earnings (Loss) per Common Share [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Earnings (Loss) per Common Share | Note 3 – Earnings (Loss) per Common Share
Basic earnings (loss) per common share amounts are calculated by dividing income available to common shareholders, after deducting preferred stock dividends, by the weighted average number of shares of common stock outstanding. Diluted earnings (loss) per common share amounts are calculated by dividing net income by the weighted average number of shares of common stock outstanding adjusted to give effect to potentially dilutive securities.
Diluted earnings (loss) per share includes the potential dilutive effect of common stock equivalents as if such securities were converted or exercised during the period when the effect is dilutive. Because the impact of these items is generally anti-dilutive during periods of net loss, there is no difference between basic and diluted loss per common share for periods with net losses.
Weighted average common share equivalents that have an anti-dilutive impact are excluded from the computation of diluted earnings (loss) per common share. |
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Income Taxes |
6 Months Ended |
|---|---|
Sep. 27, 2025 | |
| Income Taxes [Abstract] | |
| Income Taxes | Note 4 – Income Taxes
For the three months and six months ended September 27, 2025, our effective income tax rate was 32.9 percent and (5.4) percent, respectively, compared to 30.9 percent and 29.7 percent for the three months and six months ended September 28, 2024, respectively. The difference from the statutory rate is primarily due to state taxes and the discrete tax expenses impact related to share-based awards and other adjustments, none of which are individually significant.
On July 4, 2025, the “H.R.1: One Big Beautiful Bill Act” (OBBBA) became law. The OBBBA contains a broad range of tax reform provisions with various effective dates affecting business taxpayers. The legislation did not have a material impact on our effective tax rate for the three and six months ended September 27, 2025, and we do not expect it to have a material impact on our consolidated financial statements for the year ending March 28, 2026. |
Fair Value |
6 Months Ended |
|---|---|
Sep. 27, 2025 | |
| Fair Value [Abstract] | |
| Fair Value | Note 5 – Fair Value
Long-term debt had a carrying amount that approximates a fair value of $60.0 million as of September 27, 2025, as compared to a carrying amount and a fair value of $61.3 million as of March 29, 2025. The carrying value of our debt approximated its fair value due to the variable interest nature of the debt. |
Cash Dividend |
6 Months Ended |
|---|---|
Sep. 27, 2025 | |
| Cash Dividend [Abstract] | |
| Cash Dividend | Note 6 – Cash Dividend
We declared and paid dividends of $0.28 per share totaling $8.7 million for each of the three months ended September 27, 2025 and September 28, 2024 and $0.56 per share totaling $17.5 million and $17.4 million for each of the six months ended September 27, 2025 and September 28, 2024, respectively. The declaration of future dividends will be at the discretion of the Board of Directors and will depend on our financial condition, results of operations, capital requirements, compliance with charter and contractual restrictions, and such other factors as the Board of Directors deems relevant. Our Credit Facility contains covenants that may limit, subject to certain exemptions, our ability to declare dividends and other distributions. For additional information regarding our Credit Facility, see Note 8. |
Revenues |
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| Revenues | Note 7 – Revenues
Automotive undercar repair, tire replacement sales and tire related services represent the vast majority of our revenues. We also earn revenue from the sale of tire road hazard warranty agreements, commissions earned from the delivery of tires on behalf of certain tire vendors, as well as franchise royalties.
Revenue from automotive undercar repair, tire replacement sales and tire related services is recognized at the time the customers take possession of their vehicle or merchandise. For sales to certain customers that are financed through the offering of credit on account, payment terms are established for customers based on our pre-established credit requirements. Payment terms may vary depending on the customer and generally are 30 days. Based on the nature of receivables, no significant financing components exist. Sales are recorded net of discounts, sales incentives and rebates, sales taxes and estimated returns and allowances. We estimate the reduction to sales and cost of sales for returns based on current sales levels and our historical return experience. Such amounts are immaterial to our consolidated financial statements.
(a) Includes the sale of tire road hazard warranty agreements and tire delivery commissions.
Revenue from the sale of tire road hazard warranty agreements is initially deferred and is recognized over the contract period as costs are expected to be incurred in performing such services, typically 21 to 36 months. The deferred revenue balances at September 27, 2025 and March 29, 2025 were $19.8 million and $21.0 million, respectively, of which $13.9 million and $14.7 million, respectively, are reported in Deferred revenue and $5.9 million and $6.3 million, respectively, are reported in Other long-term liabilities in our Consolidated Balance Sheets.
As of September 27, 2025, we expect to recognize $8.5 million of deferred revenue related to road hazard warranty agreements in the , $8.7 million of deferred revenue during our fiscal year ending , and $2.6 million of deferred revenue .
Under various arrangements, we receive from certain tire vendors a delivery commission and reimbursement for the cost of the tire that we may deliver to customers on behalf of the tire vendor. The commission we earn from these transactions is as an agent and the net amount retained is recorded as sales. |
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Long-Term Debt |
6 Months Ended |
|---|---|
Sep. 27, 2025 | |
| Long-Term Debt [Abstract] | |
| Long-Term Debt | Note 8 – Long-term Debt
Credit Facility
In April 2019, we entered into a $600 million revolving credit facility agreement with eight banks (the “Credit Facility”) that includes an accordion feature permitting us to request an increase in availability of up to an additional $250 million. In November 2022, we entered into a Third Amendment to the Credit Facility (the “Third Amendment”). The Third Amendment, among other things, extended the term of the Credit Facility to November 10, 2027, and amended certain of the financial terms in the Credit Facility. The Third Amendment amended the interest rate charged on borrowings to be based on 0.10 percent over the Secured Overnight Financing Rate (“”), replacing the previously used LIBOR. In addition, one additional bank was added to the bank syndicate for a total of nine banks now within the syndicate. Under the Third Amendment, we were required to maintain an interest coverage ratio, as defined in the Credit Facility, of at least 1.55 to 1. In addition, our ratio of adjusted debt to EBITDAR, as defined in the Credit Facility, cannot exceed 4.75 to 1, subject to certain exceptions under the Credit Facility. These terms are modified during the “Extended Covenant Relief Period,” described below.
On May 23, 2024, we entered into a Fourth Amendment to the Credit Facility (the “Fourth Amendment”). Among other changes, the Fourth Amendment modified the definition of “EBITDAR” to permit add-backs relating to expenses, and restrict add-backs related to gains, associated with store closures of (a) all non-cash items and (b) cash items up to 20% of EBITDA from the first quarter of fiscal 2025 through the fourth quarter of fiscal 2026 and up to 15% of EBITDA from the first quarter of fiscal 2027 and thereafter.
See Note 6 of our Form 10-K for the fiscal year ended March 29, 2025 for additional information.
On May 23, 2025, we entered into an amendment (the “Fifth Amendment”) to our Credit Facility. The Fifth Amendment amends the terms of certain of the financial and restrictive covenants in the Credit Facility to provide us with additional flexibility to operate our business from the first quarter of fiscal 2026 through the first quarter of fiscal 2027 (the “Extended Covenant Relief Period”). We may voluntarily exit the Extended Covenant Relief Period at any time, which would revert the terms of the Credit Facility to the terms existing before the Fourth Amendment, with the exception of the modified definition of “EBITDAR,” described below.
During the Extended Covenant Relief Period, the minimum interest coverage ratio is reduced from 1.55x to 1.00x to: (a) 1.15x to 1.00x from the first quarter of fiscal 2026 through the third quarter of fiscal 2026; (b) 1.25x to 1.00x from the fourth quarter of fiscal 2026 through the first quarter of fiscal 2027; and (c) 1.55x to 1.00x for the second quarter of fiscal 2027 and thereafter. During the Extended Covenant Relief Period, the maximum ratio of adjusted debt to EBITDAR remains at 4.75x to 1.00x, except that, if we completed a qualified acquisition during the Extended Covenant Relief Period, the maximum ratio would increase to 5.00x to 1.00x for a certain 12-month period after the qualified acquisition. In addition to the Fourth Amendment modifications, the Fifth Amendment further modifies the definition of “EBITDAR” to permit add-backs relating to non-cash impairment and other expenses, with the restriction for add-backs of certain cash expense items up to 20% of EBITDA from the first quarter of fiscal 2026 through the fourth quarter of fiscal 2026 and up to 15% of EBITDA from the first quarter of fiscal 2027 and thereafter.
During the Extended Covenant Relief Period, the interest rate spread charged on borrowings is 225 basis points.
During the Extended Covenant Relief Period, the restrictions on our ability to declare dividends were modified to reduce the cushion inside the threshold required for us to be able to declare dividends without restriction from 0.50x to 0.25x. In addition, during the Extended Covenant Relief Period, we must have minimum liquidity of at least $300 million to declare dividends. We are prohibited from repurchasing our securities during the Extended Covenant Relief Period if there are outstanding amounts under the Credit Facility immediately before or after giving effect to the repurchase. During the Extended Covenant Relief Period, we may acquire stores or other businesses as long as we have minimum liquidity of at least $300 million after completing the acquisition.
In addition, the Fifth Amendment permanently reduces the Credit Facility from $600 million to $500 million.
Except as amended by the First Amendment, Second Amendment, Third Amendment, Fourth Amendment and Fifth Amendment, the remaining terms of the Credit Facility remain in full force and effect.
We were in compliance with all debt covenants at September 27, 2025.
Within the Credit Facility, we have a sub-facility of $80 million available for the purpose of issuing standby letters of credit. The sub-facility requires fees aggregating 87.5 to 212.5 basis points annually of the face amount of each standby letter of credit, payable quarterly in arrears. There was a $30.1 million outstanding letter of credit at September 27, 2025 and at March 29, 2025.
There was $60.0 million outstanding and $409.9 million available under the Credit Facility as of September 27, 2025, subject to compliance with our covenants, as compared to $61.3 million outstanding and $508.7 million available as of March 29, 2025. |
Commitments and Contingencies |
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| Commitments and Contingencies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Commitments and Contingencies | Note 9 – Commitments and Contingencies
Commitments
(a)Finance and operating lease commitments represent future undiscounted lease payments and include $50.7 million and $30.4 million, respectively, related to options to extend lease terms that are reasonably certain of being exercised.
Contingencies
We are currently a party to various claims and legal proceedings incidental to the conduct of our business. If management believes that a loss arising from any of these matters is probable and can reasonably be estimated, we will record the amount of the loss, or the minimum estimated liability when the loss is estimated using a range, and no point within the range is more probable than another.
As additional information becomes available, any potential liability related to these matters is assessed and the estimates are revised, if necessary. Litigation is subject to inherent uncertainties, and unfavorable rulings could occur and may include monetary damages. If an unfavorable ruling were to occur, there exists the possibility of a material adverse impact on the financial position and results of operations of the period in which any such ruling occurs, or in future periods. |
Supplier Finance Program |
6 Months Ended |
|---|---|
Sep. 27, 2025 | |
| Supplier Finance Program [Abstract] | |
| Supplier Finance Program | Note 10 – Supplier Finance Program
We facilitate a voluntary supply chain financing program to provide our suppliers with the opportunity to sell receivables due from us (our accounts payable) to a participating financial institution subject to the independent discretion of both the supplier and the participating financial institution. Should a supplier choose to participate in the program, it may receive payment from the financial institution in advance of agreed payment terms; our responsibility is limited to making payments to the respective financial institution on the terms originally negotiated with our supplier, which are generally for a term of up to 360 days.
Our outstanding supplier obligations eligible for advance payment under the program totaled $232.6 million, $245.5 million, and $234.7 million as of September 27, 2025, March 29, 2025, and September 28, 2024, respectively, and are included within Accounts Payable on our Consolidated Balance Sheets. Our outstanding supplier obligations do not represent actual receivables sold by our suppliers to the financial institutions, which may be lower. |
Equity Capital Structure Reclassification |
6 Months Ended |
|---|---|
Sep. 27, 2025 | |
| Equity Capital Structure Reclassification [Abstract] | |
| Equity Capital Structure Reclassification | Note 11 – Equity Capital Structure Reclassification
On May 12, 2023, we entered into a reclassification agreement (the “Reclassification Agreement”) with the holders (the “Class C Holders”) of our Class C Convertible Preferred Stock (the “Class C Preferred Stock”) to reclassify our equity capital structure to eliminate the Class C Preferred Stock.
Under the Reclassification Agreement, after receiving shareholder approval on August 15, 2023, we filed amendments to our certificate of incorporation (the “Certificate of Incorporation”) to create a mandatory conversion of any outstanding shares of Class C Preferred Stock prior to an agreed sunset date of the earliest of (i) August 15, 2026; (ii) the first business day immediately prior to the record date established for the determination of the shareholders of the Company entitled to vote at the Company’s 2026 annual meeting of shareholders; and (iii) the date on which the Class C Holders, in the aggregate, cease to beneficially own at least 50% of all shares of the Class C Preferred Stock issued and outstanding as of May 12, 2023. In exchange for this sunset of the Class C Preferred Stock, the conversion rate of Class C Preferred Stock was adjusted so that each share of Class C Preferred Stock will convert into 61.275 shares of common stock (the “adjusted conversion rate”), an increase from the prior conversion rate of 23.389 shares of common stock for each share of Class C Preferred Stock under the Certificate of Incorporation.
At the end of the sunset period, all shares of Class C Preferred Stock remaining outstanding will be automatically converted into shares of common stock at the adjusted conversion rate. In addition, the liquidation preference for the Class C Preferred Stock was amended to provide that, upon a liquidation event, each holder of Class C Preferred Stock would be entitled to receive, for each share of Class C Preferred Stock held by the holder upon a liquidation, dissolution, or winding up of the affairs of the Company, an amount equal to the greater of $1.50 per share and the amount the holder would have received had each share of Class C Preferred Stock been converted to shares of common stock immediately prior to the liquidation, dissolution, or winding up. There was no Class C Preferred Stock converted during the six months ended September 27, 2025 or fiscal 2025. The Reclassification Agreement also provides that, during the sunset period, the Class C Holders will have the right to appoint one member of the Board of Directors. This designee is expected to be Peter J. Solomon, who is one of the Company’s current directors and one of the Class C Holders.
We have determined the amendments to the Class C Preferred Stock, because of the Reclassification Agreement, should be accounted for as a modification.
|
Segment Reporting |
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| Segment Reporting [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Segment Reporting | Note 12 – Segment Reporting
The Company has a reportable operating segment “Monro, Inc.” The accounting policies of the operating segment are the same as those described in Note 1 of our Form 10-K. The Company’s chief operating decision maker (“CODM”) is the Chief Executive Officer, who regularly reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance for the Company’s single reportable segment. The CODM primarily focuses on consolidated net income to evaluate its reportable segment. The CODM also uses consolidated net income for evaluating pricing strategy and to assess the performance for determining the compensation of certain employees. All segment expenses reviewed, which represent the difference between segment revenue and segment net income, consisted of the following:
(a) Other segment items consist of other income, net, included in the accompanying Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).
As of September 27, 2025, March 29, 2025 and September 28, 2024, assets held in the U.S. accounted for 100% of total assets.
There were no major customers individually accounting for 10% or more of consolidated net revenues. |
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Related Parties and Transactions |
6 Months Ended |
|---|---|
Sep. 27, 2025 | |
| Related Parties and Transactions [Abstract] | |
| Related Parties and Transactions | Note 13 – Related Parties and Transactions
The Board of Directors of the Company appointed Peter D. Fitzsimmons to serve as the President and Chief Executive Officer as of March 28, 2025. Mr. Fitzsimmons has served as a partner and managing director of AlixPartners, LLP (“AlixPartners”). In connection with Mr. Fitzsimmons’ appointment, the Company entered into a consulting agreement with AP Services, LLC (“APS”), an affiliate of AlixPartners, pursuant to which APS will provide for Mr. Fitzsimmons to serve as the Company’s Chief Executive Officer and for the additional resources of APS personnel as required.
On March 28, 2025, the Company also entered into a consulting agreement with AlixPartners pursuant to which AlixPartners will assess the Company’s operations to develop a plan to improve the Company’s financial performance.
On May 30, 2025, the Company entered into Addendum 1 of its consulting agreement with AlixPartners, pursuant to which AlixPartners will provide services to implement the plan developed from its detailed assessment of the Company (the “Operational Improvement Plan”) through July 31, 2025. Such services include the previously disclosed Store Closure Plan, improving customer experience and the Company’s selling effectiveness, driving profitable customer acquisition and activation, and increasing merchandising productivity, including mitigating tariff risk.
On August 18, 2025, the Company entered into Amendment 1 to Addendum 1 of its consulting agreement with AlixPartners, effective as of July 31, 2025, pursuant to which AlixPartners will continue to provide services to implement the next phase of the Operational Improvement Plan through November 1, 2025. Such services will include store operations and selling effectiveness, marketing and pricing, merchandising and inventory management, customer segmentation and insights.
The Company incurred total expenses related to AlixPartners and APS of $9.1 million and $14.5 million in operating, selling, general and administrative expenses in our Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) during the three and six months ended September 27, 2025, respectively, of which $2.5 million is within Other current liabilities in our Consolidated Balance Sheets at September 27, 2025. |
Description of Business and Basis of Presentation (Policy) |
6 Months Ended |
|---|---|
Sep. 27, 2025 | |
| Description of Business and Basis of Presentation [Abstract] | |
| Description of Business | Description of business
Monro, Inc. and its direct and indirect subsidiaries (together, “Monro”, the “Company”, “we”, “us”, or “our”), are engaged principally in providing automotive undercar repair and tire replacement sales and tire related services in the United States. Monro had 1,116 Company-operated retail stores located in 32 states and 47 Car-X franchised locations as of September 27, 2025.
A certain number of our retail locations also service commercial customers. Our locations that serve commercial customers generally operate consistently with our other retail locations, except that the sales mix for these locations includes a higher number of commercial tires.
Monro’s operations are organized and managed as one single segment designed to offer to our customers replacement tires and tire related services, automotive undercar repair services as well as a broad range of routine maintenance services, primarily on passenger cars, light trucks and vans. We also provide other products and services for brakes; mufflers and exhaust systems; and steering, drive train, suspension and wheel alignment. |
| Basis of Presentation | Basis of presentation
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) applicable to interim financial statements. While these statements reflect all adjustments (consisting of items of a normal recurring nature) that are, in the opinion of management, necessary for a fair statement of the results of the interim period, they do not include all of the information and footnotes required by United States generally accepted accounting principles (“GAAP”) for complete financial statement presentation. The consolidated financial statements should be read in conjunction with the financial statement disclosures in our Form 10-K for the fiscal year ended March 29, 2025.
We use the same significant accounting policies in preparing quarterly and annual financial statements. For a description of our significant accounting policies followed in the preparation of the financial statements, see Note 1 of our Form 10-K for the fiscal year ended March 29, 2025.
Due to the seasonal nature of our business, quarterly operating results and cash flows are not necessarily indicative of the results that may be expected for other interim periods or the full year. |
| Fiscal Year | Fiscal year
We operate on a 52/53 week fiscal year ending on the last Saturday in March. Fiscal years 2026 and 2025 each cover 52 weeks. Unless specifically indicated otherwise, any references to “2026” or “fiscal 2026” and “2025” or “fiscal 2025” relate to the years ending March 28, 2026 and March 29, 2025, respectively. |
| Recent Accounting Pronouncements | Recent accounting pronouncements
In December 2023, the FASB issued new accounting guidance ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires income tax disclosure updates, primarily by requiring specific categories and greater disaggregation within the rate reconciliation and disaggregation of income taxes paid by jurisdiction. This guidance is effective for fiscal years beginning after December 15, 2024. We are required to adopt these disclosures for our annual reporting period ending March 28, 2026, and believe that the adoption will result in additional disclosures with no material impact to our consolidated financial statements.
In November 2024, the FASB issued new accounting guidance, ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires disclosures about specific expense categories, including but not limited to, purchases of inventory, employee compensation, depreciation, amortization and operating, selling, general and administrative expenses. The guidance is effective for annual reporting periods beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027. We are currently evaluating the impact of adopting this guidance.
In September 2025, the FASB issued new accounting guidance, ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which removes references to prescriptive software development stages and includes an updated framework for capitalizing internal software costs. The guidance is effective for annual reporting periods beginning after December 15, 2027, and for interim periods within that fiscal year. We are currently evaluating the impact of adopting this guidance.
Other recent authoritative guidance issued by the FASB (including technical corrections to the Accounting Standards Codification (“ASC”)) and the SEC did not or are not expected to have a material effect on our consolidated financial statements. |
| Property and Equipment, Net | Property and equipment, net: Property and equipment balances are shown on the Consolidated Balance Sheets net of accumulated depreciation of $402.9 million and $434.3 million as of September 27, 2025 and March 29, 2025, respectively. |
| Store Closings | Store Closings
On May 23, 2025, following an evaluation of market segmentation and demographic data specific to geographic areas where our stores are located, our Board of Directors approved a plan to close 145 underperforming stores that we identified to have failed to maintain an acceptable level of profitability (the “Store Closure Plan”). These stores were closed during the first quarter of fiscal 2026 and $14.8 million of net store closing costs were recorded during the three months ended June 28, 2025. As of September 27, 2025, the Company had a remaining liability of $6.8 million, representing such costs to be settled in future periods, with $5.1 million and $1.7 million included within Other current liabilities and Other long-term liabilities in our Consolidated Balance Sheets, respectively. We expect these costs to be settled within the next to five years.
During the three months ended September 27, 2025, the Company sold three owned stores and related equipment. We received net proceeds of $2.7 million and recorded a net gain of $1.2 million. Additionally, the Company assigned 18 leases to a third party and early terminated three additional leases. We received net proceeds of $2.8 million and recorded a net gain of $6.4 million, which included the derecognition of lease liabilities. The total net gain of $7.6 million was recorded in operating, selling, general and administrative expenses in our Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the quarter ended September 27, 2025.
As a result, net store closing costs included in operating, selling, general and administrative expenses in our Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) were $7.2 million for the six months ended September 27, 2025. Net store closing costs represent expected costs to be incurred related to the vacating of stores, utilities, real estate taxes, maintenance, other on-going costs related to the properties, and the disposal of inventory and other store assets, net of gains on early lease terminations, lease assignments and sales of owned locations.
We did not incur any material store closing costs in the three and six months ended September 28, 2024. |
| Assets Held for Sale | Assets held for sale
We classify long-lived assets to be sold as held for sale in the period in which all of the required criteria are met. We initially measure a long-lived asset that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held-for-sale criteria are met. Conversely, gains are not recognized on the sale of a long-lived asset until the date of sale. Upon determining that a long-lived asset meets the criteria to be classified as held for sale, we cease depreciation and report long-lived assets, if material, as Assets held for sale in our Consolidated Balance Sheets.
We completed the closure of 145 underperforming stores under the Store Closure Plan during the first quarter of fiscal 2026 and determined that $13.0 million of building, land and certain equipment met the criteria to be classified as held for sale for the quarter ended June 28, 2025. During the second quarter of fiscal 2026, approximately $1.5 million of assets held for sale were sold. We received net proceeds of approximately $2.7 million and recorded a net gain of approximately $1.2 million in operating, selling, general and administrative expenses in our Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the quarter ended September 27, 2025. These net proceeds and net gain were recorded as a part of the Store Closure Plan amounts noted above. As of September 27, 2025, $11.5 million of buildings, land and certain equipment remain classified as assets held for sale.
On June 1, 2023, we announced the planned sale of our corporate headquarters at 200 Holleder Parkway in Rochester, New York and our plan to relocate our corporate headquarters to another location in the greater Rochester area and determined that the related assets met the criteria to be classified as held for sale. On July 3, 2024, we completed the sale of our corporate headquarters. We received net proceeds of approximately $9.1 million and recorded a net gain of approximately $2.8 million in our Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the quarter ended September 28, 2024. |
Earnings (Loss) per Common Share (Tables) |
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| Earnings (Loss) per Common Share [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Reconciliation of Basic and Diluted Earnings per Share |
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Revenues (Tables) |
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| Revenues [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Disaggregated Revenue by Product Group |
(a) Includes the sale of tire road hazard warranty agreements and tire delivery commissions. |
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| Schedule of Changes in Deferred Revenue |
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Commitments and Contingencies (Tables) |
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| Commitments and Contingencies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Payments Due by Period |
(a)Finance and operating lease commitments represent future undiscounted lease payments and include $50.7 million and $30.4 million, respectively, related to options to extend lease terms that are reasonably certain of being exercised. |
Segment Reporting (Tables) |
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| Segment Reporting [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Segment Reporting Information, by Segment |
(a) Other segment items consist of other income, net, included in the accompanying Consolidated Statements of Income (Loss) and Comprehensive Income (Loss). |
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Divestiture (Narrative) (Details) - American Tire Distributors [Member] - Disposal Group, Not Discontinued Operations [Member] $ in Millions |
6 Months Ended | |
|---|---|---|
|
Jun. 17, 2022
USD ($)
item
|
Sep. 27, 2025 |
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| Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
| Number of wholesale locations | item | 7 | |
| Amount received at closing of transaction | $ 62 | |
| Amount held in escrow | 5 | |
| Total consideration amount | 102 | |
| Term of quarterly payments | 3 years | |
| Percentage of forecasted requirements required to purchase after satisfaction of earnout | 90.00% | |
| Remaining Consideration [Member] | ||
| Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
| Total consideration amount | $ 40 |
Income Taxes (Narrative) (Details) |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Sep. 27, 2025 |
Sep. 28, 2024 |
Sep. 27, 2025 |
Sep. 28, 2024 |
|
| Income Taxes [Abstract] | ||||
| Effective income tax rate | 32.90% | 30.90% | (5.40%) | 29.70% |
Fair Value (Narrative) (Details) - USD ($) $ in Millions |
Sep. 27, 2025 |
Mar. 29, 2025 |
|---|---|---|
| Fair Value [Abstract] | ||
| Carrying amount of long-term debt (including current portion) | $ 60.0 | $ 61.3 |
Cash Dividend (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Sep. 27, 2025 |
Sep. 28, 2024 |
Sep. 27, 2025 |
Sep. 28, 2024 |
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| Cash Dividend [Abstract] | ||||
| Dividends declared and paid, per share | $ 0.28 | $ 0.28 | $ 0.56 | $ 0.56 |
| Dividends declared and paid | $ 8.7 | $ 8.7 | $ 17.5 | $ 17.4 |
Revenues (Narrative) (Details) - USD ($) $ in Thousands |
6 Months Ended | |
|---|---|---|
Sep. 27, 2025 |
Mar. 29, 2025 |
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| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
| Payment term | 30 days | |
| Deferred revenue | $ 19,844 | $ 21,048 |
| Deferred revenue, current | 13,947 | 14,696 |
| Deferred revenue, noncurrent | $ 5,900 | $ 6,300 |
| Tire Road Hazard Warranty [Member] | Minimum [Member] | ||
| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
| Revenue recognition, contract term | 21 months | |
| Tire Road Hazard Warranty [Member] | Maximum [Member] | ||
| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
| Revenue recognition, contract term | 36 months |
Revenues (Schedule of Disaggregated Revenue by Product Group) (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Sep. 27, 2025 |
Sep. 28, 2024 |
Sep. 27, 2025 |
Sep. 28, 2024 |
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| Disaggregation of Revenue [Line Items] | ||||
| Revenues | $ 288,914 | $ 301,391 | $ 589,949 | $ 594,573 |
| Tires [Member] | ||||
| Disaggregation of Revenue [Line Items] | ||||
| Revenues | 135,150 | 141,514 | 273,546 | 276,927 |
| Maintenance [Member] | ||||
| Disaggregation of Revenue [Line Items] | ||||
| Revenues | 79,001 | 83,075 | 161,929 | 166,135 |
| Brakes [Member] | ||||
| Disaggregation of Revenue [Line Items] | ||||
| Revenues | 40,323 | 40,643 | 84,792 | 81,880 |
| Steering [Member] | ||||
| Disaggregation of Revenue [Line Items] | ||||
| Revenues | 25,076 | 24,981 | 51,817 | 49,840 |
| Batteries [Member] | ||||
| Disaggregation of Revenue [Line Items] | ||||
| Revenues | 4,627 | 6,285 | 8,833 | 10,087 |
| Exhaust [Member] | ||||
| Disaggregation of Revenue [Line Items] | ||||
| Revenues | 4,338 | 4,513 | 8,244 | 8,900 |
| Franchise Royalties [Member] | ||||
| Disaggregation of Revenue [Line Items] | ||||
| Revenues | $ 399 | $ 380 | $ 788 | $ 804 |
Revenues (Schedule of Changes in Deferred Revenue) (Details) $ in Thousands |
6 Months Ended |
|---|---|
|
Sep. 27, 2025
USD ($)
| |
| Revenues [Abstract] | |
| Balance beginning | $ 21,048 |
| Deferral of revenue | 9,335 |
| Recognition of revenue | (10,539) |
| Balance end | $ 19,844 |
Supplier Finance Program (Narrative) (Details) - USD ($) $ in Millions |
Sep. 27, 2025 |
Mar. 29, 2025 |
Sep. 28, 2024 |
|---|---|---|---|
| Supplier Finance Program [Abstract] | |||
| Payment terms, period | 360 days | ||
| Outstanding supplier obligations | $ 232.6 | $ 245.5 | $ 234.7 |
Equity Capital Structure Reclassification (Narrative) (Details) |
6 Months Ended | 12 Months Ended | |||
|---|---|---|---|---|---|
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May 12, 2023
item
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Sep. 27, 2025
shares
|
Mar. 29, 2025
shares
|
Sep. 28, 2024 |
Aug. 15, 2023
$ / shares
|
|
| Equity Capital Structure Reclassification [Abstract] | |||||
| Percentage of interest ownership the holders will cease to beneficially own | 50.00% | ||||
| Class C convertible preferred stock, conversion ratio | 61.275 | 61.275 | 23.389 | ||
| Number of members that can be appointed to the Board of Directors | item | 1 | ||||
| Per share liquidation preference | $ / shares | $ 1.50 | ||||
| Class C convertible preferred stock, converted to common stock, shares | shares | 0 | 0 |
Segment Reporting (Narrative) (Details) - segment |
6 Months Ended | 12 Months Ended | |
|---|---|---|---|
Sep. 27, 2025 |
Sep. 28, 2024 |
Mar. 29, 2025 |
|
| Segment Reporting Information [Line Items] | |||
| Number of reportable segments | 1 | ||
| Geographic Concentration Risk [Member] | Assets, Total [Member] | U.S. [Member] | |||
| Segment Reporting Information [Line Items] | |||
| Concentration risk, percentage | 100.00% | 100.00% | 100.00% |
Segment Reporting (Schedule of Segment Reporting Information, by Segment) (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Sep. 27, 2025 |
Sep. 28, 2024 |
Sep. 27, 2025 |
Sep. 28, 2024 |
|
| Segment Reporting Information [Line Items] | ||||
| Cost of sales, including occupancy costs | $ 185,800 | $ 195,014 | $ 379,929 | $ 379,010 |
| Operating, selling, general and administrative expenses | 90,364 | 93,175 | 203,345 | 189,114 |
| Depreciation and amortization expense | 30,866 | 35,238 | ||
| Interest expense, net of interest income | 4,350 | 5,136 | 9,134 | 10,279 |
| Provision for income taxes | 2,773 | 2,529 | 122 | 4,861 |
| Net income (loss) | 5,665 | 5,647 | (2,385) | 11,510 |
| Monro, Inc. [Member] | ||||
| Segment Reporting Information [Line Items] | ||||
| Sales | 288,914 | 301,391 | 589,949 | 594,573 |
| Cost of sales, including occupancy costs | 172,902 | 180,320 | 353,991 | 349,522 |
| Operating, selling, general and administrative expenses | 87,987 | 90,373 | 198,417 | 183,364 |
| Depreciation and amortization expense | 15,275 | 17,496 | 30,866 | 35,238 |
| Interest expense, net of interest income | 4,350 | 5,136 | 9,134 | 10,279 |
| Other segment items | (38) | (110) | (196) | (201) |
| Provision for income taxes | 2,773 | 2,529 | 122 | 4,861 |
| Net income (loss) | $ 5,665 | $ 5,647 | $ (2,385) | $ 11,510 |
Related Parties and Transactions (Narrative) (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | |
|---|---|---|---|
Sep. 27, 2025 |
Sep. 27, 2025 |
Mar. 29, 2025 |
|
| Related Party Transaction [Line Items] | |||
| Other current liabilities | $ 40,288 | $ 40,288 | $ 30,731 |
| AlixPartners and APS [Member] | |||
| Related Party Transaction [Line Items] | |||
| Incurred expenses | 9,100 | 14,500 | |
| Other current liabilities | $ 2,500 | $ 2,500 |