BIGLARI CAPITAL URGES ALL JACK IN THE BOX SHAREHOLDERS TO VOTE AGAINST DAVID GOEBEL -- TODAY

Rhea-AI Summary

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Key Figures

Biglari stake: 9.86% Shareholder value loss: $1.8 billion Value decline: 80% +4 more

7 metrics

Biglari stake 9.86% Biglari Capital ownership in JACK

Shareholder value loss $1.8 billion Approximate loss under Goebel’s tenure cited by Biglari

Value decline 80% Value loss over last five years cited for JACK shares

Goebel compensation $1.5 million Total compensation over last five years cited by Biglari

Proxy defense cost $5 million Amount JACK allegedly spent defending Goebel’s board seat

Leadership tenure 17 years Duration of leadership period Biglari characterizes as failed

Store closures 150–200 stores Range of store closures cited amid financial distress and dividend suspension

Market Reality Check

Price: $17.28 Vol: Volume 522,443 vs 20-day ...

normal vol

$17.28 Last Close

Volume Volume 522,443 vs 20-day average 614,849 (relative volume 0.85x). normal

Technical Price $17.28 trades below 200-day MA at $19.51, well under 52-week high $41.09.

Peers on Argus

JACK gained 2.43% while key peers were mixed: DIN +2.49%, LOCO +2.39%, PTLO +3.9...

JACK gained 2.43% while key peers were mixed: DIN +2.49%, LOCO +2.39%, PTLO +3.98%, RICK +4.39%, NATH -0.24%. No peers appeared in the momentum scanner, pointing to a stock-specific setup around the proxy fight.

Historical Context

5 past events · Latest: Feb 20 (Negative)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Feb 20	Activist performance critique	Negative	-6.7%	Biglari highlights post-earnings share-price drop and poor performance under leadership.
Feb 19	Product launch	Positive	-18.1%	Nationwide matcha beverage lineup launch across approximately 2,125 restaurants.
Feb 18	Earnings report	Negative	-18.1%	Q1 FY2026 revenue and same-store sales declines with guidance reiterated.
Feb 10	Promotional campaign	Positive	+1.1%	Return of Hot Mess Burger and 75th anniversary marketing campaign.
Feb 10	Proxy campaign escalation	Negative	-4.5%	Biglari urges shareholders to vote against Chairman David Goebel at annual meeting.

Pattern Detected

Recent JACK news has mostly seen price moves align with the tone of the event, with negative operational and governance updates followed by declines, and promotional product news generally aligning with modest gains. One notable divergence was a sharp selloff following a new beverage launch.

Recent Company History

Over recent weeks, JACK has faced weak fundamentals and intensifying activist pressure. Q1 FY2026 earnings on Feb 18 showed revenue down to $349.5M and same-store sales down 6.7%, with the stock falling about 18%. Subsequent Biglari Capital communications on governance and performance also coincided with declines. Promotional news, such as the Hot Mess Burger and matcha beverage launches across roughly 2,125–2,135 restaurants, has been overshadowed by earnings weakness and the proxy campaign, framing today’s urgent call to vote against the chairman within a broader period of underperformance and strategic scrutiny.

Market Pulse Summary

This announcement intensifies a proxy fight focused on leadership accountability at JACK. Biglari Ca...

Analysis

This announcement intensifies a proxy fight focused on leadership accountability at JACK. Biglari Capital, holding 9.86% of shares, highlights an alleged $1.8 billion destruction of shareholder value, an 80% price decline, and $5 million in defense costs tied to the chairman’s seat, alongside dividend suspension and 150–200 store closures. In context of recent weak Q1 results and ongoing governance disputes, investors may watch upcoming votes, operational performance, and any strategic shifts emerging from boardroom changes.

AI-generated analysis. Not financial advice.

17 Years of Failed Leadership Cannot Be Undone in One More Year

SAN ANTONIO, Feb. 26, 2026 /PRNewswire/ -- Biglari Capital Corp. ("Biglari Capital"), the largest shareholder of Jack in the Box Inc. (NasdaqGS: JACK), with a 9.86% ownership stake, issues this urgent call to action: Shareholders must vote AGAINST the re-election of Chairman David Goebel at tomorrow's annual meeting.

The Time for Accountability Is Now
Under David Goebel's tenure as chairman, JACK shareholders have lost approximately $1.8 billion of shareholder value.

Shareholder Loss Is Mr. Goebel's Gain
In the last five years alone, the very years in which JACK lost 80% of its value, Mr. Goebel collected $1.5 million in total compensation. And now JACK is wasting $5 million of shareholder capital to defend the director most responsible for the Company's precarious financial position. Shareholders bore all the losses; Mr. Goebel bore none of them.

It is Time to Hold Mr. Goebel Accountable
Shareholders must acknowledge that after 17 years of failed leadership. Mr. Goebel will not suddenly generate positive returns given one more year.

The chairman has a negligible stake, yet he has caused the company to spend $5 million to retain his directorship.

His continued presence on the Board constrains meaningful boardroom discussion, blocking the fresh perspectives JACK urgently needs.

Removing Chairman Goebel Opens the Door to Real Change
If Mr. Goebel is removed from the Board, the possibility of genuine, unconstrained board discussion on how to change the Company's trajectory becomes real. We believe the market will react positively to his removal — a signal that entrenchment is ending and accountability has arrived.

One more year of Mr. Goebel's influence risks pushing JACK into financial distress from which it may be difficult to recover. The company has already been forced to suspend dividends and close 150–200 stores. This is not a moment for delay. This is a time for accountability. Shareholders must send the Board a message that performance must change. Do not support failure.

VOTE AGAINST DAVID GOEBEL. VOTE NOW.

If you have already voted, you can still change your vote before midnight ET. Only your last dated vote counts.

Contact: info@saratogaproxy.com

View original content:https://www.prnewswire.com/news-releases/biglari-capital-urges-all-jack-in-the-box-shareholders-to-vote-against-david-goebel--today-302699248.html

SOURCE Biglari Capital