Insider Filing: CBRL CEO Masino 6,566-Share Disposal at $44.06

Rhea-AI Filing Summary

Reporting person: Julie D. Masino, listed as both a Director and CEO of Cracker Barrel Old Country Store, Inc. (CBRL).

On 09/30/2025 Ms. Masino disposed of 6,566 shares of Common Stock at a price of $44.06 per share. The filing states these shares were deducted to satisfy federal tax withholding obligations related to the vesting of previously disclosed awards. Following the transaction she beneficially owned 82,659 shares, held directly. The Form 4 was signed by an attorney-in-fact on 10/01/2025. The filing contains only the items shown and does not provide additional explanation or forward-looking information.

Insights

Corporate Governance Expert

TL;DR Routine share disposal by an insider to cover tax withholding on vested awards; not a signal of change in control or governance.

The Form 4 discloses a non-derivative disposition of 6,566 common shares by Julie Masino, executed to satisfy federal tax withholding for vested awards. This is a common administrative transaction following equity vesting and carries no explicit governance implications such as leadership change or related-party arrangements. The ownership level after the transaction remains disclosed as 82,659 shares directly held. No additional governance or control-related details are provided in the filing.

Securities Analyst

TL;DR Insider sale was a tax-withholding disposition on vesting; transaction size appears routine and is unlikely to materially affect valuation.

The reported disposal of 6,566 shares at $44.06 per share is identified as tax withholding for vested awards rather than a market-sale for liquidity. The filing does not indicate any additional cash-management or strategic reasons for the disposition. With a reported post-transaction holding of 82,659 shares, the transaction does not, by itself, represent a material shift in insider ownership based on the data provided. No derivatives or additional transactions are reported.

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

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

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)
09/30/2025

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	09/30/2025		F		6,566(1)	D	$44.06	82,659	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 previously disclosed awards.

Remarks:

	Julie D. Masino by Richard M. Wolfson, Attorney-in-Fact	10/01/2025
	** 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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FAQ

What did Julie D. Masino report in the CBRL Form 4?

The filing reports a disposition of 6,566 common shares on 09/30/2025 at $44.06 per share to satisfy federal tax withholding from vested awards.

How many CBRL shares does Julie Masino own after the transaction?

The Form 4 shows Ms. Masino beneficially owned 82,659 shares following the reported transaction.

Was the sale market-driven or for tax withholding according to the Form 4?

The filing explicitly states the shares were deducted to satisfy federal tax withholding obligations on the vesting of previously disclosed awards.

When was the Form 4 signed and who signed it?

The signature block shows the Form 4 was signed by Julie D. Masino by Richard M. Wolfson, Attorney-in-Fact on 10/01/2025.

Does the Form 4 report any derivative transactions or additional trades?

No. The filing includes only a non-derivative disposition of common stock and does not report derivative transactions or other trades.