Egan-Jones Proxy Services Issues Withhold Recommendation for Cracker Barrel directors and CEO Masino due to ongoing decline and poor results

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].