Cracker Barrel Old Ctry Store SEC Filings

Sarah O. Moore, SVP & Chief Marketing Officer of Cracker Barrel Old Country Store (CBRL), received equity awards under the companys annual long-term incentive plan on 09/25/2025. The filing shows 1,881 restricted stock units (RSUs) granted that will vest in three equal installments on 09/30/2026, 09/30/2027 and 09/30/2028. Following the grant, she beneficially owns 3,512 shares of common stock directly.

The filing also discloses stock options: 4,439 options were granted with a $43.80 exercise price, exercisable beginning 09/25/2026 and expiring 09/25/2035, and 4,439 shares underlying those options are reported as directly beneficially owned after the grant. The Form 4 was signed by an attorney-in-fact on 09/29/2025.

Christopher Bryant Edwards, SVP and Chief Strategy Officer of Cracker Barrel Old Country Store, Inc. (CBRL), reported equity awards granted on 09/25/2025. He received 2,794 restricted stock units (RSUs) under the annual long-term incentive (LTI) plan and 6,594 stock options with an exercise price of $43.80. The RSUs have no purchase price and the options cover 6,594 underlying shares.

Both awards vest ratably over three years with equal installments on 09/30/2026, 09/30/2027, and 09/30/2028. The stock options become exercisable beginning 09/25/2026 and expire 09/25/2035. After the RSU grant, Mr. Edwards directly beneficially owns 6,494 shares. The Form 4 was signed on 09/29/2025 by an attorney-in-fact.

Cracker Barrel Old Country Store, Inc. (CBRL) reported an insider Section 16 filing showing SVP and Chief Information Officer Bruce Hoffmeister received long-term incentive awards on 09/25/2025. The filing discloses an annual LTI grant of 2,491 time-based restricted stock units that vest ratably over three years (9/30/26, 9/30/27, 9/30/28) and an annual award of 5,879 stock options with an exercise price of $43.80 that vest ratably over the same three-year schedule and expire 09/25/2035. After the transactions Hoffmeister beneficially owned 11,131 shares and 5,879 option equivalents. The form was signed by attorney-in-fact on 09/29/2025.

Richard M. Wolfson, Senior Vice President & General Counsel of Cracker Barrel Old Country Store, Inc. (CBRL), reported awards under the company's annual long-term incentive plan on 09/25/2025. He received 4,803 restricted stock units (RSUs) that vest ratably over three years (9/30/26, 9/30/27, 9/30/28) and 11,334 stock options with a $43.80 exercise price that also vest ratably over the same three-year schedule and become exercisable beginning 09/25/2026 with an expiration of 09/25/2035. After the award, Mr. Wolfson beneficially owns 27,201 shares and holds 11,334 options.

Cracker Barrel Old Country Store reported Form 4 filings showing insider equity awards to Julie D. Masino, the company’s CEO and a director. On 09/25/2025 she was granted 15,760 restricted shares payable in lieu of half of her FY25 cash bonus that cliff vests on 09/30/2026, and 26,455 time-based RSUs that vest in three equal annual installments on 09/30/2026, 09/30/2027 and 09/30/2028. The filing also shows an award of 62,432 stock options with a $43.80 exercise price that vest ratably over the same three-year schedule and expire 09/25/2035. After these transactions Masino beneficially owns 89,225 shares and 62,432 options directly.

Cracker Barrel Old Country Store, Inc. provides a comprehensive discussion of its operations, risks and accounting policies in this Form 10-K. The company discloses convertible debt details including $1.75% convertible senior notes due 2030 that mature on September 15, 2030 and bear cash interest semi-annually. The 2030 Notes had an estimated fair value of $374,246 as of August 01, 2025 and an initial conversion rate of 13.8455 shares per $1,000 principal (conversion price ≈ $72.23). The company states potential dilution from conversions and related warrant/capped call transactions and notes counterparty risk related to hedges.

The filing lists principal risks: commodity and inflation volatility, public health events, vendor concentration, IT/cybersecurity, legal and regulatory risks, seasonal and weather impacts, and leverage that could constrain liquidity or share repurchases. Inventory and valuation policies are described (60% of retail inventories valued using RIM). Management reports an unqualified opinion on internal control dated September 26, 2025. Selected balances include deferred gift card revenue of $82,452 at August 01, 2025 and disclosed issued/outstanding common shares around 22,267,724 for 2025.

Cracker Barrel Old Country Store, Inc. has filed a preliminary proxy statement for its 2025 Annual Meeting to be held virtually on November 20, 2025 at 10:00 a.m. Central Time. Shareholders of record as of September 26, 2025 may vote after pre-registering; materials are being mailed beginning in October 2025.

The proxy lists seven advisory proposals including election of ten directors (the Board recommends ten named nominees), an advisory vote on executive compensation, ratification of Deloitte & Touche LLP as auditor for fiscal 2026, an amendment to the 2020 Omnibus Incentive Plan, and advisory ratification of three bylaw provisions (proxy access, an ineligibility provision for low-support nominees, and a mutual reimbursement provision). The filing notes a proxy contest by entities affiliated with Sardar Biglari, which oppose re-election of two directors and may solicit with a gold proxy card; the Company urges use of the white proxy card. Proxy solicitation support is being provided by Okapi Partners LLC and contact/voting information and proxy materials are available at www.CrackerBarrelShareholders.com.