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Jack in the Box Inc. 8-K Filings

JACK NASDAQ

Every 8-K that Jack in the Box Inc. (JACK) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow JACK and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full JACK filings page.

Rhea-AI Summary

Jack in the Box Inc. (JACK) reported that on September 17, 2026 it entered into a First Amendment to its Nomination and Cooperation Agreement with GreenWood Investors, LLC, extending the cooperation agreement through the nomination window for the 2028 annual meeting. The amendment keeps in place standstill, voting and related provisions and caps the Board of Directors at no more than nine members during the covered period without GreenWood’s prior written consent. Jack in the Box agreed to consult GreenWood in good faith on any new director candidates, to use best efforts to hold an investor event by June 30, 2027, and to share draft investor materials with GreenWood for comment, while expressly preserving final decision-making with the company.

The Board appointed Rachel Ruggeri, former Executive Vice President and Chief Financial Officer of Starbucks Corporation, as an independent director effective September 17, 2026; she will receive the company’s standard non-employee director compensation. Longtime director Michael Murphy informed the company he will retire from the Board and not stand for re-election at the 2027 annual meeting. Jack in the Box highlighted ongoing Board refreshment and noted that President Taylor Montgomery is expected to join the Board when he becomes Chief Executive Officer within the next 12 months.

Rhea-AI Summary

Jack in the Box Inc. (JACK) announced that its Board has appointed Taylor Montgomery, age 39, as President effective September 14, 2026, in a newly created role focused on brand strategy, sustainable sales growth, and franchisee profitability. This appointment is part of the company’s CEO succession plan: Montgomery is expected to become Chief Executive Officer and join the Board within the next 12 months, working closely with Executive Chairman and Interim CEO Mark King during the transition.

Under an offer letter dated August 14, 2026, Montgomery will receive a $700,000 base salary, annual bonus eligibility, a $220,000 sign-on bonus with clawback conditions through October 1, 2027, a one-time $1.5 million RSU inducement grant vesting over three years, a fiscal 2027 performance share unit award targeted at $500,000, and beginning in fiscal 2028, annual long-term incentive awards targeted at $1.0 million. He will participate in executive severance and assurance programs on terms similar to other executives.

Montgomery previously served as Global Chief Brand Officer at Taco Bell, overseeing more than $18 billion in systemwide sales across over 9,000 restaurants. Jack in the Box operates and franchises approximately 2,115 restaurants across 25 states, Guam and Mexico.

Rhea-AI Summary

Jack in the Box Inc. reported third‑quarter 2026 revenue of $257.7 million, down slightly from $262.4 million, as same‑store sales declined 1.1% and systemwide sales fell 1.4%. Jack in the Box restaurant count decreased to 2,115 locations after 4 openings and 17 closures.

Net earnings from continuing operations were $21.0 million with diluted EPS of $1.08, versus $22.8 million and $1.19 a year earlier, while Adjusted EBITDA rose to $61.2 million from $57.1 million. Year‑to‑date, the company generated net earnings of $27.9 million versus a loss of $86.5 million in 2025, reflecting the Del Taco divestiture being in discontinued operations. The company refinanced its securitized debt with $500 million of new 2026‑1 Class A‑2 Notes and prepaid or repaid older tranches, reducing long‑term debt. Updated 2026 guidance calls for about 2,100 Jack in the Box restaurants, Adjusted EBITDA of $225–$230 million, a low single‑digit same‑store sales decline, and no dividends or share repurchases.

Rhea-AI Summary

Jack in the Box Inc. announced a leadership change in its supply chain function. Effective July 2, 2026, Carl Mount stepped down from his Executive Leadership Team position as Senior Vice President and Chief Supply Chain Officer and will serve in an advisory role through October 1, 2026. The company states there were no disagreements with Mr. Mount on operations, policies, or practices. Subject to signing and not revoking a customary release of claims, he will be eligible for severance benefits under the Jack in the Box Inc. Severance Plan for Executive Officers.

Rhea-AI Summary

Jack in the Box Inc. completed a securitized financing that includes $500 million of Series 2026-1 7.624% Fixed Rate Senior Secured Notes, Class A-2, and a new $150 million Series 2026-1 Variable Funding Senior Secured Notes, Class A-1 revolving facility. The notes are issued by a bankruptcy-remote subsidiary and are secured by most of the company’s revenue-generating assets, including franchise agreements, certain company-operated restaurants and key intellectual property.

Net proceeds are being used to repay in full $46,113,681.10 of Series 2019-1 Class A-2-II notes and $479,894,390.00 of Series 2022-1 Class A-2-I notes, with any remaining proceeds upstreamed for general corporate purposes. The Class A-2 Notes pay interest and principal quarterly, have a legal final maturity in May 2056 and an anticipated repayment date in May 2031, after which additional interest applies if not repaid or redeemed. The variable facility allows revolving borrowings based on benchmark rates plus a margin, with an expected repayment on or before May 2031 and two possible one-year extensions.

Rhea-AI Summary

Jack in the Box Inc. has agreed, through a special purpose subsidiary, to issue and sell $500 million of Series 2026-1 7.624% Fixed Rate Senior Secured Notes, Class A-2, in a privately placed securitization expected to close in June 2026, subject to closing conditions. Interest will be paid quarterly, with an anticipated repayment date in May 2031 and a step-up in interest if the notes remain outstanding beyond that date. The company expects to use the net proceeds to fully repay its Series 2019-1 4.476% Fixed Rate Senior Secured Notes, Class A-2-II and to repay a portion of the Series 2022-1 3.445% Fixed Rate Senior Secured Notes, Class A-2-I. The Master Issuer also intends to issue $150 million of Series 2026-1 Variable Funding Senior Secured Notes, Class A-1, to replace the company’s existing $150 million Series 2022-1 Variable Funding Senior Secured Notes, Class A-1.

Rhea-AI Summary

Jack in the Box Inc. plans a significant debt refinancing and reduction as part of its “JACK on Track” plan. The company intends to repay $110 million of its Series 2019-1 4.476% Fixed Rate Senior Secured Notes, Class A-2-II on June 10, 2026, using cash on hand and company-owned life insurance policy assets.

After this payment, total debt reduction in 2026 is expected to reach $236.4 million, and outstanding securitized debt is expected to be about $1.5 billion across its Series 2019-1 and 2022-1 Class A-2 Notes. Certain subsidiaries also intend to complete a refinancing made up of $500 million of senior secured fixed rate notes and $150 million of variable funding notes, with proceeds expected to refinance existing Series 2019-1 and 2022-1 notes and related variable funding notes and cover transaction costs.

The company states that debt reduction and capital structure optimization remain priorities to support financial flexibility and long-term growth, while noting the planned offering is subject to market and other conditions and may not be completed on the terms described or at all.

Rhea-AI Summary

Jack in the Box Inc. reported that former Chief Executive Officer Lance Tucker has resigned from its Board of Directors. The company had previously disclosed that Mr. Tucker stopped serving as Chief Executive Officer effective May 8, 2026, and his board resignation became effective May 27, 2026 as part of his separation and consulting arrangements.

Rhea-AI Summary

Jack in the Box Inc. reported weaker second quarter 2026 results and a leadership change. Total revenues fell 4.3% to $254.3 million, with systemwide same-store sales down 3.8% and systemwide sales down to $924.6 million. Net earnings from continuing operations dropped to $12.5 million, or $0.65 diluted EPS, versus $1.09 a year earlier, while non-GAAP operating EPS was $0.76. Adjusted EBITDA declined to $51.3 million from $61.5 million.

The Board appointed Mark King as Executive Chairman and Interim CEO, succeeding Lance Tucker, and named Alan Smolinisky Lead Independent Director. Guidance for fiscal 2026 now calls for a low single-digit same-store sales decline, company-owned restaurant margin of about 17%, franchise-level margin of $265–$275 million, and Adjusted EBITDA of $225–$235 million. The company continues its “JACK on Track” plan, expects 20 openings and 50–100 closures, and has discontinued dividends and share repurchases.

Rhea-AI Summary

Jack in the Box Inc. has appointed restaurant industry executive Eduardo Luz to its Board of Directors as an independent director, effective immediately. He brings more than 30 years of experience leading global restaurant and consumer brands, including roles as CEO of P.F. Chang’s and Chief Brand and Concept Officer at Panera Bread.

Current directors David Goebel and Madeleine Kleiner will retire from the Board effective May 8, 2026, with the company stating their decisions are voluntary and not due to any disagreements over operations or governance. After these changes, the Board will have nine members, and Luz will serve on the Compensation and Nominating & Governance Committees as part of an ongoing board refresh tied to the company’s transformation efforts.

Rhea-AI Summary

Jack in the Box Inc. stockholders ratified the company’s Stockholder Protection Rights Agreement, originally adopted in 2025, which extends its expiration to the close of business on July 1, 2028, unless earlier redeemed, exchanged, terminated, or superseded by certain merger transactions. The agreement otherwise remains unchanged.

At the same annual meeting, stockholders elected ten directors, ratified KPMG LLP as auditor for the fiscal year ending September 27, 2026, approved an advisory resolution on executive compensation, and approved an amendment to the 2023 Omnibus Incentive Plan to increase shares available for issuance.

Rhea-AI Summary

Jack in the Box Inc. reported weaker first quarter fiscal 2026 results as same-store sales and profits declined while full-year guidance was reaffirmed. For the 16 weeks ended January 18, 2026, total revenues fell 5.8% to $349.5 million, driven by a 6.7% decrease in system same-store sales and a lower restaurant count.

Restaurant-Level Margin dropped to 16.1% from 23.2%, Franchise-Level Margin slipped to 38.6% from 40.9%, and Adjusted EBITDA declined to $68.2 million from $88.8 million. Diluted EPS from continuing operations was $0.75, down from $1.61, and non-GAAP Operating EPS was $1.00 versus $1.86. Including Del Taco discontinued operations, the company posted a net loss of $2.5 million compared with net earnings of $33.7 million a year earlier. Management reiterated fiscal 2026 guidance, including same-store sales of -1% to +1% and Adjusted EBITDA of $225–$240 million, and highlighted $105.0 million of debt prepayments and no share repurchases as it focuses on its “JACK on Track” plan and portfolio rationalization.

Rhea-AI Summary

Jack in the Box Inc. has completed the sale of its Del Taco restaurant operations. On December 22, 2025, the company closed the previously announced transaction selling Del Taco Holdings Inc., its wholly owned subsidiary, to Del Taco Group, LLC, an assignee of franchisee Yadav Enterprises, Inc.

The aggregate purchase price is approximately $119.0 million in cash, subject to post-closing working capital adjustments. The buyer paid $109.0 million at closing, with the remaining $10.0 million deferred to no later than January 12, 2026. The deferred amount earns interest at an annual rate of eight percent, and the buyer’s obligation to pay this balance, plus accrued interest, is guaranteed by an individual guarantor.

The company also issued a press release on December 22, 2025 announcing the closing of the transaction, which is furnished as an exhibit.

Rhea-AI Summary

Jack in the Box Inc. reported that it has released its fourth quarter fiscal 2025 financial results. The company announced that these results, along with other related information, were communicated through a press release.

The press release is incorporated into this report as Exhibit 99.1, giving investors and analysts a centralized source for the detailed numbers and commentary on the company’s recent performance and financial condition.

Rhea-AI Summary

Jack in the Box Inc. entered a Nomination and Cooperation Agreement with GreenWood Investors, adding two directors and aligning on governance terms. Effective November 7, 2025, the Board expanded to 10 seats and appointed Alan Smolinisky and Mark King through the 2026 annual meeting, with the Board to nominate them for election in 2026.

The agreement creates an advisory Capital Allocation Committee composed of Mr. Smolinisky, Lance Tucker and Enrique Ramirez Mena to support review of strategic initiatives, asset portfolio (including real estate), special projects and capital structure. During the covered period, GreenWood agrees to voting commitments, customary standstill terms including a 12.5% beneficial ownership cap, and potential replacement rights for Mr. Smolinisky if GreenWood holds at least 5%. The Company will reimburse up to $175,000 of expenses. Director compensation will be prorated: a $65,000 annual Board retainer plus $5,000–$10,000 committee retainers, with eligibility for RSU awards that generally vest one year from grant. As of the date hereof, Mr. Smolinisky beneficially owns 169,349 shares and Mr. King owns none.

Rhea-AI Summary

Jack in the Box entered a Stock Purchase Agreement to sell all equity of Del Taco Holdings Inc. to Yadav Enterprises for $115 million in cash, subject to closing cash, working capital, debt and transaction expense adjustments. The company expects to use net proceeds to retire debt within its securitization structure, specifically to repay part of its Series 2019-1 4.476% Fixed Rate Senior Secured Notes, Class A-2-II.

Closing is subject to customary conditions, including the absence of any prohibitive law or order, accuracy of representations and warranties (with materiality qualifiers), and material compliance with covenants. The deal is currently expected to close by January 2026, with outside termination rights if not consummated by April 15, 2026. A transition services agreement will be entered at closing, and Buyer Guarantor Anil Yadav has guaranteed the Buyer’s payment and performance obligations.

Rhea-AI Summary

Jack in the Box Inc. filed an 8-K describing Amendment No. 1 to its Stockholder Protection Rights Agreement with Computershare Trust Company, N.A., executed on September 8, 2025. The amendment changes the definition of “Acquiring Person” in the rights plan.

Under the amendment, certain persons that beneficially own less than 20% of the outstanding shares of Jack in the Box common stock will not be treated as an “Acquiring Person” if they qualify as a “Passive Institutional Investor,” as defined in the amendment. The full rights agreement is referenced as Exhibit 4.1 and the amendment is filed as Exhibit 4.2.

Rhea-AI Summary

Jack in the Box Inc. (NASDAQ: JACK) has adopted a Stockholder Protection Rights Agreement—commonly known as a poison pill—effective July 1, 2025. Shareholders of record on July 14, 2025 will receive a dividend of one Right for each common share. Each Right becomes exercisable only after a Separation Time, triggered when any person or group acquires or commences a tender offer for 12.5 % or more of the company’s outstanding shares. Upon activation, a Right allows the holder to buy, for $90, one-one-thousandth of a share of Participating Preferred Stock—economically equivalent to diluting the acquirer by giving other investors the right to purchase stock at an effective 50 % discount.

Key terms

  • Exercise price: $90 per Right.
  • Expiration: July 1, 2026, extendable to July 1, 2028 if ratified by stockholders.
  • Redemption: Board may redeem all Rights at $0.001 per Right any time before a Flip-in Date.
  • Flip-in threshold: 12.5 % beneficial ownership.
  • Flip-over protection: Ensures equivalent value if a merger or major asset sale occurs after an acquirer controls ≥50 % of shares.

The plan is administered by Computershare Trust Company, N.A. as Rights Agent. Management argues that the Rights protect shareholders by encouraging anyone seeking control to negotiate directly with the Board. However, governance-focused investors often view poison pills as potential entrenchment tools that can block takeover premiums. The adoption follows no announced bid, suggesting a pre-emptive defense amid elevated M&A activity in the fast-food sector. No financial results were disclosed in this 8-K.