Cracker Barrel insider gets 2,909 options at $43.8 strike; vesting to 2028

Rhea-AI Filing Summary

Director and SVP of Store Operations Doug Hisel reported multiple equity awards on 10/09/2025. He received a 2,000-share Restricted Stock Award that cliffs vests on 10/02/2028 subject to continued employment, and 1,232 time-based restricted stock units (RSUs) that vest in three equal annual installments on 9/30/2026, 9/30/2027, and 9/30/2028. He also received 2,909 stock options with an exercise price of $43.8 that vest ratably on the same three annual dates and expire on 09/30/2035. Following these awards, his direct beneficial ownership stands at 3,357 common shares and 2,909 underlying shares via options. The awards were granted in connection with a promotion and annual long‑term incentive program.

Positive

• Retention-focused awards: 2,000-share restricted stock award cliffs vest on 10/02/2028
• Multi-year alignment: RSUs and options vest ratably on 9/30/2026, 9/30/2027, and 9/30/2028
• Reported promptly: Form 4 filed showing transparent disclosure of insider awards

Negative

• Concentrated time-based vesting: A significant portion of compensation depends on continued employment through 2028
• Options priced at $43.8: future value requires the stock to exceed the exercise price before expiration on 09/30/2035

Insights

Compensation Analyst

Grants align pay with retention through multi‑year vesting.

The combination of a restricted stock award that cliffs vest and RSUs/options that vest ratably over three years ties a material portion of the officer's compensation to continued service through 2028. The $43.8 option strike places future value dependent on share performance above that price.

Key dependencies include continued employment and future stock price relative to $43.8; investors can monitor outstanding option expiration timing and scheduled vesting dates through 9/30/2026–9/30/2028.

Corporate Governance Specialist

Grant structure follows common retention and incentive practices.

The awards were disclosed on the required Form 4 and are described as a promotion award plus annual LTI awards, indicating standard governance processes for executive pay. The cliff and ratable vesting provide distinct retention signals: a single long cliff and graduated annual vesting.

Material items to note are the cliff vest date 10/02/2028 for the restricted award and the aggregate post‑grant direct holdings of 3,357 shares plus 2,909 options, which quantify ownership alignment with shareholders.

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^*

Hisel Doug

(Last) (First) (Middle)

305 S. HARTMANN DRIVE

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Store Operations

3. Date of Earliest Transaction (Month/Day/Year)
10/09/2025

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	10/09/2025		A		2,000(1)	A	$0.00	2,125	D
Common Stock	10/09/2025		A		1,232(2)	A	$43.8	3,357	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
Stock Options (Right to Buy)	$43.8	10/09/2025		A		2,909(3)		09/30/2026	09/30/2035	Common Stock	2,909	$0.00	2,909	D

Explanation of Responses:

1. Represents a Restricted Stock Award granted in connection with the reporting person's promotion within the company. This Award will cliff vest on 10/2/28 and will be contingent upon the reporting person's continued employment with the company on the vesting date.

2. Represents an annual LTI plan award of time-based RSUs which will vest ratably over three years in equal installments on 9/30/26, 9/30/27, and 9/30/28.

3. Represents an annual LTI plan award of stock options which will vest ratably over three years in equal installments on 9/30/26, 9/30/27, and 9/30/28.

Remarks:

	Doug Hisel by Richard M. Wolfson, Attorney in Fact	10/10/2025
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What awards did Doug Hisel report for CBRL on 10/09/2025?

He reported a 2,000-share Restricted Stock Award, 1,232 RSUs, and 2,909 stock options on 10/09/2025.

When do the reported RSUs and options vest for CBRL insider Doug Hisel?

They vest ratably in equal installments on 9/30/2026, 9/30/2027, and 9/30/2028.

What is the exercise price and expiration date of the options reported by Doug Hisel?

The options have an exercise price of $43.8 and expire on 09/30/2035.

How many CBRL shares does Doug Hisel beneficially own after these transactions?

He reported beneficial ownership of 3,357 common shares and 2,909 shares underlying options after the grants.

Why was the 2,000-share restricted award granted to Doug Hisel?

The filing states it was granted in connection with the reporting person's promotion within the company and will cliff vest on 10/02/2028.