CBRL CEO Withholds 688 Shares for Taxes; Holds 47,010 After Form 4

Rhea-AI Filing Summary

Cracker Barrel Old Country Store, Inc. (CBRL) – Form 4 insider filing

CEO and Director Julie D. Masino reported a Code F transaction on 08/07/2025, indicating 688 common shares were withheld at $57.58 each to cover federal tax obligations arising from the vesting of a previously granted equity award. No open-market sale occurred. Following the withholding, Masino’s direct ownership stands at 47,010 shares.

Because the shares were surrendered for taxes—rather than sold for personal liquidity—the filing is generally viewed as administrative and low-impact. The reduction represents roughly 1.4% of Masino’s reported holdings and <0.03% of CBRL’s outstanding shares, leaving her overall equity stake largely intact.

Positive

• Executive still owns 47,010 shares, preserving significant equity alignment with shareholders.

Negative

• 688-share reduction (≈1.4% of Masino’s holdings) marginally lowers insider ownership, though for tax purposes.

Insights

Equity Compensation Analyst

TL;DR: Routine tax-withholding; negligible market impact.

The Code F classification confirms these 688 shares were automatically surrendered to satisfy withholding on a maturing award, not an elective sale. Such events are common for executives and signal neither bullish nor bearish sentiment. Post-transaction ownership of 47,010 shares maintains meaningful alignment with shareholders. Given the limited share count relative to daily volume and Masino’s remaining stake, I view the event as operationally neutral.

Insider Trade Summary

Exercise Price or Tax Liability: 688 shares

Exercise Price or Tax Liability 1 txn

Insider Masino Julie D.

Role CEO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	688	$57.58	$40K

Holdings After Transaction: Common Stock — 47,010 shares (Direct)

Footnotes (1)

1. F1. Represents shares deducted to satisfy federal tax withholding obligations on the vesting of a previously disclosed award.

FAQ

How many CBRL shares did CEO Julie Masino dispose of?

The filing shows 688 shares were withheld to cover taxes.

Was this an open-market sale by CBRL’s CEO?

No. The transaction code F indicates shares surrendered for tax withholding, not a market sale.

What is Masino’s ownership after the transaction?

She now directly holds 47,010 CBRL common shares.

Does the Form 4 suggest insider sentiment at CBRL?

Because the shares were withheld for taxes, the filing is generally considered neutral regarding sentiment.

How material is a 688-share disposition to CBRL investors?

The amount is immaterial, representing less than 0.03% of shares outstanding and about 1.4% of the insider’s stake.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/08/2025 - 10:56 AM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Masino Julie D.

(Last) (First) (Middle)

305 HARTMANN DR

(Street)

LEBANON TN 37087

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CRACKER BARREL OLD COUNTRY STORE, INC [ CBRL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/07/2025		F		688(1)	D	$57.58	47,010	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares deducted to satisfy federal tax withholding obligations on the vesting of a previously disclosed award.

Remarks:

	Julie D. Masino by Richard M. Wolfson, Attorney-in-Fact	08/08/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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