Filing Analysis
Jack in the Box Inc. announced the appointment of Taylor Montgomery as President, effective September 14, 2026. This is a strategic move as part of the company's CEO succession planning, with Montgomery expected to transition to the CEO role within the next twelve months.
📋 Key Facts
- Taylor Montgomery appointed as President, effective September 14, 2026.
- Role is newly created to lead brand strategy, sales growth, and franchisee profitability.
- Montgomery is the designated successor for the CEO role, expected to assume the position within 12 months.
- Base salary is set at $700,000 with a target annual incentive of 75%–150% of base salary.
- Includes a $1.5 million RSU inducement grant vesting over three years.
- Includes a $220,000 sign-on bonus payable by November 1, 2026.
- Montgomery joins from Yum! Brands (Taco Bell) and previously worked at Procter & Gamble.
Jack in the Box Inc. filed an 8-K to announce its third quarter fiscal 2026 financial results and related disclosures.
📋 Key Facts
- Report date: August 12, 2026
- Reporting period: Third Quarter Fiscal 2026
- Filing includes a press release as Exhibit 99.1 regarding operational and financial results.
Carl Mount has stepped down from his role as Senior Vice President and Chief Supply Chain Officer of Jack in the Box Inc., effective July 2, 2026. He will transition into an advisory role until October 1, 2026.
🚩 Red Flags
- None identified; departure is described as mutual and non-contentious.
📋 Key Facts
- Effective date of departure: July 2, 2026
- Officer name: Carl Mount
- Title: Senior Vice President and Chief Supply Chain Officer
- Transition period: Advisory role through October 1, 2026
- Severance eligibility: Subject to execution of a customary release of claims under the Company's Severance Plan for Executive Officers
- Disagreements: The company explicitly stated there were no disagreements regarding operations, policies, or practices.
This is an amendment (8-K/A) to a previous filing regarding the completed sale of Del Taco restaurant operations to Del Taco Group, LLC. The amendment's primary purpose is to provide required pro forma financial information related to the divestiture.
🚩 Red Flags
- Divestiture of a major brand (Del Taco) can impact long-term growth profiles and revenue scale.
📋 Key Facts
- The company completed the sale of its Del Taco restaurant operations on December 22, 2025.
- The buyer is Del Taco Group, LLC (an assignee of Yadav Enterprises, Inc.).
- This filing amends Item 9.01 to include unaudited pro forma condensed consolidated balance sheets and statements of operations for fiscal years ending Sept 28, 2025; Sept 29, 2024; and Oct 1, 2023.
- The sale was originally announced in an 8-K filed on December 23, 2025.
Jack in the Box Inc. completed the sale of its Del Taco restaurant operations to Del Taco Group, LLC for approximately $119 million in cash. The transaction involves a deferred payment component and was finalized on December 22, 2025.
🚩 Red Flags
- Transaction structure includes a significant deferred payment ($10M) representing ~8.4% of total consideration, which is subject to working capital adjustments.
📋 Key Facts
- Completed sale of Del Taco Holdings Inc. (wholly owned subsidiary) on December 22, 2025.
- Total aggregate purchase price: approximately $119.0 million in cash.
- Immediate cash payment at closing: $109.0 million.
- Deferred consideration of $10.0 million due no later than January 12, 2026.
- Buyer paid a $100,000 commitment fee on the Closing Date.
- The deferred $10.0 million accrues interest at an annual rate of eight percent.
- The remaining balance is guaranteed by Buyer Guarantor (Anil Yadav).
Jack in the Box Inc. filed an 8-K to announce its fourth quarter fiscal 2025 financial results via a press release.
📋 Key Facts
- Report date: November 19, 2025
- Subject matter: Fourth quarter fiscal 2025 financial results and other information
- Exhibit 99.1 contains the full press release detailing the results
Jack in the Box Inc. has entered into a Nomination and Cooperation Agreement with GreenWood Investors, LLC, resulting in the expansion of the Board of Directors to 10 members and the appointment of two new directors. The agreement includes significant provisions regarding board composition, voting commitments, and the creation of an advisory capital allocation committee.
🚩 Red Flags
- Board expansion and new director appointments following an agreement with a major investor often signal activist pressure or a negotiated settlement to avoid a proxy fight.
- The creation of an 'advisory capital allocation committee' suggests significant shifts in how the company will manage its assets, real estate, and capital structure.
- The presence of specific voting commitments from GreenWood indicates a structured influence over corporate governance.
📋 Key Facts
- Entered into a Nomination and Cooperation Agreement with GreenWood Investors, LLC on November 3, 2025.
- Board size increased from 8 to 10 directors.
- Appointed Alan Smolinisky and Mark King as new directors, effective November 7, 2025.
- Established an advisory Capital Allocation Committee chaired by Mr. Smolinisky.
- GreenWood Group agreed to vote in favor of Board-recommended nominees and against director removals.
- Includes a standstill provision preventing GreenWood from acquiring more than 12.5% of common stock.
- The agreement includes a 'replacement director' clause if Mr. Smolinisky ceases to serve, provided GreenWood maintains at least 5% ownership.
Jack in the Box Inc. has entered into a definitive agreement to sell its Del Taco restaurant operations to Yadav Enterprises, Inc. for $115 million in cash. The company intends to use the net proceeds primarily to retire existing high-interest debt within its securitization structure.
🚩 Red Flags
- Divestiture of a significant subsidiary (Del Taco) may reduce long-term growth scale or revenue base.
- Transaction is subject to customary closing conditions and potential regulatory hurdles.
📋 Key Facts
- Sale of all issued and outstanding equity interests of Del Taco Holdings Inc.
- Aggregate purchase price of $115 million in cash, subject to adjustments for working capital, debt, and transaction expenses.
- Buyer: Yadav Enterprises, Inc. (California corporation) and Anil Yadav (Guarantor).
- Expected closing date: By January 2026; termination deadline: April 15, 2026.
- Proceeds are earmarked to repay part of the Company’s Series 2019-1 4.476% Fixed Rate Senior Secured Notes, Class A-2-II.
Jack in the Box Inc. has entered into an amendment to its existing Stockholder Protection Rights Agreement with Computershare Trust Company, N.A. The amendment modifies the definition of 'Acquiring Person' to exclude certain passive institutional investors owning less than 20% of common stock.
🚩 Red Flags
- Modification to shareholder rights/poison pill structure suggests active management focus on preventing hostile takeovers or large accumulations of stock.
📋 Key Facts
- Amendment No. 1 to the Stockholder Protection Rights Agreement was executed on September 8, 2025.
- The amendment modifies the definition of 'Acquiring Person' originally established in the July 1, 2025 agreement.
- Passive Institutional Investors owning less than 20% of outstanding common stock are now exempt from being classified as an 'Acquiring Person'.
- Computershare Trust Company, N.A. serves as the Rights Agent.
Jack in the Box Inc. filed an 8-K to announce its third quarter fiscal 2025 financial results and related press release.
📋 Key Facts
- Report date: August 6, 2025
- The filing announces the release of Q3 fiscal 2025 financial results via Exhibit 99.1
- Signed by CEO Lance Tucker
Jack in the Box Inc. has declared a shareholder rights plan (commonly known as a 'poison pill') to protect against potential hostile takeovers. The plan allows existing shareholders to purchase additional shares at a significant discount if an entity acquires more than 12.5% of the company's stock without board approval.
🚩 Red Flags
- Implementation of a poison pill often indicates management is anticipating or reacting to a hostile takeover attempt or activist investor pressure.
- The 12.5% threshold is relatively low, suggesting a defensive posture against rapid accumulation of shares.
📋 Key Facts
- Board declared one right per outstanding share of common stock on July 1, 2025.
- Record date for rights is July 14, 2025.
- The trigger threshold (Acquiring Person) is defined as beneficial ownership of 12.5% or more of the outstanding Common Stock.
- Rights allow purchase of Participating Preferred Stock at an exercise price of $90.00 per one-thousandth of a share, subject to adjustments.
- Includes 'Flip-in' and 'Flip-over' provisions designed to dilute the ownership of an acquiring person.
Jack in the Box Inc. announced the appointment of Ms. Dawn Hooper as Chief Financial Officer, effective May 26, 2025. Ms. Hooper is an internal candidate who has served in various interim and senior financial roles within the company since 2000.
🚩 Red Flags
- None identified; this appears to be a standard internal promotion/succession event.
📋 Key Facts
- Ms. Dawn Hooper appointed CFO effective May 26, 2025.
- Annual base salary set at $620,000.
- Target annual incentive potential is 75% of base salary.
- Annual long-term incentive (LTI) award value is $750,000.
- Ms. Hooper has been with the company since October 2000 and previously served as SVP, Controller.
Jack in the Box Inc. filed an 8-K to announce its second quarter fiscal 2025 financial results and related information via a press release.
📋 Key Facts
- Report date: May 14, 2025
- Subject matter: Second quarter fiscal 2025 financial results
- The filing includes Exhibit 99.1 containing the official press release.
Jack in the Box Inc. announced that its Compensation Committee approved stock retention awards for several named executive officers, effective May 1, 2025. The awards consist of a mix of Restricted Stock Units (RSUs) and performance-based share units (PSUs) designed to incentivize long-term leadership stability.
🚩 Red Flags
- None identified; these are standard retention mechanisms used by mature companies to prevent executive turnover.
📋 Key Facts
- Retention Awards approved by the Compensation Committee on April 26, 2025.
- Effective date for awards is May 1, 2025.
- Ryan Ostrom: $1,000,000 aggregate award amount.
- Sarah Super: $750,000 aggregate award amount.
- Doug Cook: $500,000 aggregate award amount.
- Dawn Hooper (PFO): $300,000 aggregate award amount.
- Award structure: 50% RSUs (vesting 33% per year over three years) and 50% PSUs (three-year cliff vest).
- PSU performance metric: Market-based hurdles using a baseline stock price of $24.79, with potential for up to 200% payout if the stock reaches 2x the baseline.
Jack in the Box Inc. filed an 8-K to announce its second quarter fiscal 2025 financial results via a press release. The filing serves as a standard disclosure of quarterly operational and financial performance.
📋 Key Facts
- Report date: April 23, 2025
- Subject matter: Second quarter fiscal 2025 financial results
- The information is furnished under Item 2.02 but not 'filed' for purposes of Section 18 liability.
- Exhibit 99.1 contains the full press release detailing the results.
Jack in the Box Inc. has appointed Lance Tucker as its new Chief Executive Officer and a member of the Board, effective March 31, 2025. Mr. Tucker transitions from his role as interim principal executive officer to the permanent CEO position.
🚩 Red Flags
- Leadership transition: The company is currently operating with an interim PFO and has just filled the CEO role, indicating recent management instability.
- Significant increase in LTI compensation ($1M to $4M) as part of the new appointment.
📋 Key Facts
- Lance Tucker appointed CEO and Director effective March 31, 2025.
- Mr. Tucker previously served as EVP/CFO starting Jan 13, 2025, and interim principal executive officer since Feb 24, 2025.
- Base salary increased from $900,000 to $925,000.
- Target incentive potential increased from 75% to 115% of base salary.
- Annual long-term incentive (LTI) award value increased from $1,000,000 to $4,000,000.
- One-time relocation/housing cash payment of $500,000 (repayable if he leaves within 12 months).
- Dawn Hooper remains as interim principal financial officer until a permanent CFO is named.
Jack in the Box Inc. reported the results of its annual meeting of stockholders held on February 28, 2025. The company successfully elected all director nominees and received shareholder approval for both the appointment of KPMG LLP as independent auditors and an advisory resolution regarding executive compensation.
📋 Key Facts
- Annual meeting held on February 28, 2025.
- All seven sitting director nominees were re-elected with high majority support (ranging from 94.78% to 98.08%).
- KPMG LLP was ratified as independent registered public accountants for the fiscal year ending September 28, 2025, with 96.2% of votes in favor.
- An advisory (non-binding) resolution regarding executive compensation was approved with 80.63% of votes in favor.
Jack in the Box Inc. filed an 8-K to announce its first quarter fiscal 2025 financial results via a press release. The filing serves as a standard regulatory announcement of quarterly earnings.
📋 Key Facts
- Report date: February 25, 2025
- Subject matter: Release of Q1 Fiscal 2025 financial results and other information
- Signed by Lance Tucker, Interim Chief Executive Officer
CEO Darin Harris has resigned effective immediately to pursue other opportunities. The company has appointed CFO Lance Tucker as interim CEO and SVP Controller Dawn Hooper as interim Principal Financial Officer.
🚩 Red Flags
- Immediate departure of the CEO is often viewed as a sign of sudden leadership instability despite stated reasons for resignation.
- Succession plan relies on interim appointments (Interim CEO and Interim CFO), which can create transitional uncertainty.
- Simultaneous turnover in top leadership roles (CEO, CFO moving to interim CEO, and Controller moving to interim CFO).
📋 Key Facts
- Darin Harris resigned as CEO and Director effective February 20, 2025.
- Harris's resignation is not related to any disagreement with the Company regarding operations, policies, or practices.
- Lance Tucker (current CFO) appointed Interim Principal Executive Officer effective February 24, 2025.
- Tucker's annual base salary increased to $900,000 upon appointment; includes a one-time RSU grant with an LTI value of $500,000 vesting over three years.
- Dawn Hooper appointed Interim Principal Financial Officer and Principal Accounting Officer effective February 24, 2025.
- The Board of Directors reduced its size to eight members effective immediately.
Tony Darden has notified Jack in the Box Inc. of his intention to resign from his position as Senior Vice President and Chief Operating Officer, effective November 22, 2024.
🚩 Red Flags
- Departure of a high-level executive (COO) can sometimes signal internal friction, though the filing notes this is part of a 'planned leadership restructure'.
📋 Key Facts
- Tony Darden is resigning as SVP and COO.
- Resignation date: November 22, 2024.
- The departure is described by the company as consistent with a 'planned leadership restructure'.
- A press release regarding the transition was issued on November 26, 2024.
Jack in the Box Inc. announced its fourth quarter fiscal 2024 financial results and filed an amendment to its Bylaws regarding stockholder rights.
📋 Key Facts
- Company released Q4 fiscal 2024 financial results on November 20, 2024.
- The Board of Directors amended Section 2.02 of the Bylaws effective November 14, 2024.
- Amendment grants holders of at least 25% of outstanding shares the right to call a special meeting of stockholders.
Jack in the Box Inc. announced the appointment of Lance Tucker as Executive Vice President and Chief Financial Officer, effective January 13, 2025. Mr. Tucker is a former CFO of the company who returns to the leadership team after serving at CKE Restaurants Holdings and Davidson Hospitality Group.
📋 Key Facts
- Lance Tucker appointed as EVP and CFO, effective January 13, 2025.
- Mr. Tucker previously served as Jack in the Box CFO from March 2018 to September 2020.
- Annual base salary is set at $650,000.
- One-time gross cash bonus of $200,000 payable upon start date.
- New hire grant of RSUs with an LTI value of $500,000, vesting 33% per year over three years.
- Annual long-term incentive award (LTI) target of $1,000,000 at grant.
- Severance package includes benefits at a 2.5x multiple of salary/bonus and 30 months of COBRA coverage.
- Dawn Hooper will continue as interim principal financial officer until the start date.
Jack in the Box Inc. announced that CFO Brian Scott will resign effective November 20, 2024, to pursue a role outside the restaurant industry. The company has appointed Dawn Hooper as interim principal financial officer and interim CFO.
🚩 Red Flags
- Departure of a key C-suite executive (CFO) can create transitional uncertainty.
📋 Key Facts
- Brian Scott (EVP and CFO) is resigning effective November 20, 2024.
- Dawn Hooper (SVP, Controller) will serve as Interim Principal Financial Officer starting November 1, 2024.
- Ms. Hooper will become Interim CFO upon Mr. Scott's departure until a permanent successor is found.
- Ms. Hooper's monthly salary will increase by $19,500 effective November 1, 2024.
- Ms. Hooper has been with the company since October 2000 and has previous experience as an interim principal financial officer.
Jack in the Box Inc. filed an 8-K to announce its third quarter fiscal 2024 financial results via a press release.
📋 Key Facts
- Report date: August 6, 2024
- Event type: Announcement of Q3 fiscal 2024 financial results (Item 2.02)
- The filing includes Exhibit 99.1 containing the full press release.
Jack in the Box Inc. filed an 8-K to announce its second quarter fiscal 2024 financial results and related press release.
📋 Key Facts
- Report date: May 14, 2024
- The filing announces the release of Q2 fiscal 2024 financial results.
- Press release containing detailed financial information is attached as Exhibit 99.1.
Jack in the Box Inc. announced that Dean Gordon, Senior Vice President and Chief Supply Chain Officer, has notified the company of his intention to retire later this year.
📋 Key Facts
- Dean Gordon is retiring from his role as SVP and Chief Supply Chain Officer.
- The retirement is expected to take place 'later this year' (2024).
- Announcement made via press release on March 11, 2024.
Jack in the Box Inc. reported the results of its annual meeting of stockholders held on March 1, 2024. The company successfully elected nine directors and passed three shareholder proposals including auditor ratification and executive compensation.
📋 Key Facts
- Annual meeting held on March 1, 2024.
- Nine board members were elected with votes ranging from 91.52% to 97.89%.
- Ratification of KPMG LLP as independent registered public accountants for the fiscal year ending Sept 29, 2024 was approved (95.74% in favor).
- Advisory vote on executive compensation was approved (94.14% in favor).
- Shareholder proposal regarding greenhouse gas (GHG) emissions disclosures was approved (55.01% in favor).
Jack in the Box Inc. filed an 8-K to announce its first quarter fiscal 2024 financial results via a press release.
📋 Key Facts
- Report date: February 21, 2024
- Subject matter: Q1 Fiscal 2024 financial results and other information
- The filing includes Exhibit 99.1 containing the full press release