Accessibility StatementSkip Navigation LEBANON, Tenn., Nov. 25, 2025 /PRNewswire/ -- Cracker Barrel Old Country Store, Inc. ("Cracker Barrel" or the "Company") (Nasdaq: CBRL) plans to release its fiscal 2026 first quarter financial results after the market closes on Tuesday, December 9, 2025 with a conference call to follow at 5:00 p.m. Eastern Time. Company management will discuss financial results for the fiscal first quarter ended October 31, 2025. The live broadcast of Cracker Barrel's quarterly confere ...

Core Viewpoint - Cracker Barrel is facing challenges due to a recent branding crisis but is preparing for its upcoming quarterly earnings announcement with mixed financial metrics indicating both potential and risks [2][5]. Financial Performance - The company is expected to report an EPS of -$0.68 and projected revenue of $805.2 million for the upcoming quarter [5]. - Cracker Barrel has a price-to-earnings (P/E) ratio of 12.56, suggesting investor expectations for future earnings growth [3]. - The price-to-sales ratio is 0.17, indicating a low market valuation relative to sales [3]. - The enterprise value to sales ratio is 0.49, and the enterprise value to operating cash flow ratio is 7.87, reflecting the company's financial health [3]. Debt and Liquidity - The earnings yield stands at 7.96%, indicating a reasonable return on investment [4]. - The company has a high debt-to-equity ratio of 2.55, signaling a significant level of debt compared to equity [4]. - A current ratio of 0.50 raises concerns about the company's ability to meet short-term obligations, highlighting potential liquidity issues [4].

Core Insights - The ongoing proxy fight between Sardar Biglari and Cracker Barrel's CEO Julie Masino marks Biglari's eighth attempt in 15 years to influence the company's board [3] - Biglari criticized Masino for the negative consumer response to recent branding changes and described her management style as detrimental [3] - Following the election, the board size was reduced from 10 to 9 members, with Masino remaining but Dávila not being re-elected [3][7] Company Bylaw Changes - Shareholders approved a new ineligibility provision that prevents the renomination of directors who fail to secure at least 20% of the vote for three years, or for two years if they receive between 20% and 25% [5] - A second bylaw change imposes financial penalties on shareholders who nominate directors that fail to achieve 25% of the vote in two meetings within five years, potentially costing them up to $5 million in company expenses [6] Board Composition - The board now consists of nine directors, all of whom were endorsed by the company prior to the election [7] - Dávila's departure was influenced by opposition from Biglari and two proxy advisory firms, which recommended voting against him but supported Masino [7]

Core Viewpoint - The majority of retail investors at Cracker Barrel Old Country Store, Inc. expressed their disapproval of CEO Julie Felss-Masino, indicating a lack of confidence in her leadership and calling for her removal [1]. Group 1: Shareholder Sentiment - Retail shareholders overwhelmingly voted against the reelection of CEO Julie Felss-Masino, reflecting their dissatisfaction with her performance and the company's direction [1]. - Biglari Capital argues that the current CEO has not been effective, leading to negative customer traffic, which is expected to continue unless there is a leadership change [1]. Group 2: Index Fund Voting Dynamics - The voting behavior of index funds diverged from that of retail investors, as index funds often delegate voting power to governance departments, which may not align with the economic interests of their clients [1]. - There is a call for index funds to align their voting practices with the interests of non-passive investors, ensuring that the question of leadership effectiveness is adequately addressed [1]. Group 3: Recommendations from Proxy Advisory Firms - Independent proxy advisory firms, including ISS, Glass Lewis, and Egan-Jones, have concluded that a change in leadership is warranted at Cracker Barrel and have recommended voting against the company's nominees [4].

Core Insights - Cracker Barrel shareholders voted to oust board member Gilbert Dávila due to a branding crisis that resulted in a significant loss of company value, while CEO Julie Felss Masino retained her position [1][4][16] Group 1: Branding Crisis - The crisis was triggered by Masino's decision to replace the iconic "Old Timer" logo, leading to a political backlash and alienation of core diners, which caused a decline in traffic and share prices [1][6][8] - Following the rebranding, Cracker Barrel experienced an 8% drop in traffic and a nearly 10% decline in shares on a single day, with overall shares tumbling more than 50% from mid-August highs [8][9] - The company lost market share among its core Republican diner base, falling from the fastest-growing breakfast brand to last place [9] Group 2: Shareholder Actions - Activist investor Sardar Biglari criticized both Masino and Dávila for the rebranding and alleged years of mismanagement, leading to a proxy battle [2][13] - Advisory firms ISS and Glass Lewis recommended voting against Dávila, citing failures in board oversight related to the rebranding [16] - Dávila's removal from the board reduced its size to nine directors, leaving Masino in full control of the recovery efforts [5][16] Group 3: Company Response - Masino defended the new logo as a practical upgrade for highway visibility and acknowledged the misstep during a September earnings call, promising to embrace the brand's nostalgia [5][13] - Despite the backlash, Masino's leadership was spared in the shareholder vote, indicating a divided opinion among shareholders regarding the company's direction [4][16]

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Core Points - A Cracker Barrel board member, Gilbert Dávila, has resigned following a shareholder vote that elected nine of the company's ten board nominees, including CEO Julie Felss Masino [1][4] - The board expressed gratitude for Dávila's five years of service, highlighting his contributions to the strategic plan and Compensation Committee [2] - Activist investor Sardar Biglari has been critical of the board's performance, calling for the ousting of both Masino and Dávila due to concerns over the company's direction and recent rebranding efforts [4][5] Company Performance and Governance - The resignation of Dávila marks a partial victory for activist investor Sardar Biglari, who has criticized the board for failing in acquisitions and new store openings, as well as for hiring the wrong CEO [4][5] - Two major proxy advisory firms, Institutional Shareholder Services (ISS) and Glass Lewis, recommended shareholders vote against Dávila and another board member, Jody Bilney, indicating dissatisfaction with the board's governance [6][8] Strategic Direction - The company is attempting to regain customer trust with initiatives like offering free pancakes and a hearty fall menu following a controversial logo redesign [3] - The board emphasized its commitment to Cracker Barrel's values, including family, hard work, and country hospitality, in light of recent challenges [7]

Core Insights - Shareholders have voted to remove board member Gilbert Dávila, indicating a shift in governance and potential unrest among investors [1] Group 1 - The decision to oust Gilbert Dávila suggests that both the director and the CEO have been targets of activist shareholders, reflecting a growing trend of shareholder activism [1]

Core Points - Cracker Barrel's shareholders voted to elect 9 out of 10 nominees to the Board of Directors during the 2025 Annual Meeting, including CEO Julie Masino [1][3] - The preliminary voting results showed strong support for all proposals, including amendments to the bylaws and executive compensation plans [2][3] - The Board expressed gratitude for shareholder trust and emphasized their commitment to enhancing value and returning the company to growth [5][4] Board Composition - The Board has reduced its size from 10 to 9 directors following the resignation of independent director Gilbert Dávila [1][4] - The elected directors include independent members Carl Berquist, Jody Bilney, Stephen Bramlage, John Garratt, Michael Goodwin, Cheryl Henry, Gisel Ruiz, and Darryl "Chip" Wade [1] Shareholder Engagement - The Board acknowledged the support for bylaw amendments made in response to shareholder feedback from a previous proxy contest with Biglari Capital [4] - The amendments are designed to preserve shareholders' rights to nominate and vote for directors while protecting against proxy system abuses [4] Company Vision - Cracker Barrel aims to maintain its heritage of family-oriented hospitality and high-quality food while focusing on growth and shareholder value [5] - The company operates approximately 660 locations across 43 states and owns the fast-casual Maple Street Biscuit Company [10]

Core Viewpoint - Egan-Jones Proxy Services recommends shareholders of Cracker Barrel Old Country Store, Inc. to withhold votes for several board members and CEO Julie Masino due to ongoing financial decline and poor management performance [1][2]. Financial Performance - Cracker Barrel's market capitalization has fallen to approximately $730 million, the lowest level since 2009 [2]. - Total shareholder return (TSR) has decreased by roughly 70% since early 2020 [2]. - Net income has dropped by 82% from 2021 to 2025 [2]. - Rising operating costs and weakening margins have further exacerbated the company's financial issues [2]. Operational Challenges - The company is experiencing a "vicious cycle" where declining guest traffic leads to reduced revenue while fixed costs remain high [3]. - Deferred capital investments are diminishing customer appeal, which accelerates revenue decline [3]. - Without an effective turnaround strategy or improved cash flow, Cracker Barrel may need to consider asset sales or additional capital raises [3]. Strategic Missteps - Egan-Jones highlighted failed management initiatives, including a rebranding effort in 2024 that did not improve customer foot traffic or shareholder sentiment [4]. - There is no public data indicating a reversal in key performance indicators, suggesting ongoing structural and strategic issues [4]. - Management must focus on attracting new customers, increasing visit frequency, and enhancing customer spending per visit [4]. Recommendations - Egan-Jones specifically recommends withholding votes for CEO Julie Masino and directors Carl Berquist, Gilbert Dávila, Gisel Ruiz, and Darryl Wade due to the prolonged underperformance of the company [6].