Jack in the Box (JACK) SVP CTO discloses vested shares and tax sales

Rhea-AI Filing Summary

Jack in the Box senior executive equity transactions disclosed

Jack in the Box Inc.'s Senior Vice President and Chief Technology Officer, Richard D. Cook, reported several equity transactions dated 12/03/2025. He acquired 2,812 shares of common stock at a price of $0.00, reflecting vested shares issued for achieving pre-established performance goals for the 2023–2025 performance share period under the company's 2004 Stock Incentive Plan.

On the same date, he disposed of 868 shares at $19.0832, 378 shares at $19.0826, and 541 shares at $19.0817. These share sales were made to satisfy tax withholding obligations tied to the vesting and issuance of performance shares and restricted stock units under an automatic sell-to-cover policy in the grant agreements. After these transactions, he beneficially owned 27,193 shares of Jack in the Box common stock directly.

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).

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^*

COOK RICHARD D

(Last) (First) (Middle)

9357 SPECTRUM CENTER BLVD

(Street)

SAN DIEGO CA 92123

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
JACK IN THE BOX INC [ JACK ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, CHIEF TECHNOLOGY OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
12/03/2025

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	12/03/2025		A		2,812(1)	A	$0.00	28,980	D
COMMON STOCK	12/03/2025		S		868(2)	D	$19.0832	28,112	D
COMMON STOCK	12/03/2025		S		378(3)	D	$19.0826	27,734	D
COMMON STOCK	12/03/2025		S		541(3)	D	$19.0817	27,193	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 vested and issued for achievement of pre-established performance goals with respect to Performance Shares (as defined in Section 2.1 (aa) of our 2004 Stock Incentive Plan) granted for the three fiscal year performance period 2023-2025.

2. Disposition of shares to satisfy tax withholding obligation upon vesting and issuance of Performance Shares (as defined in Section 2.1 (aa) of our 2004 Stock Incentive Plan) pursuant to the Company's policy for an automatic sell-to-cover stated in the grant agreement.

3. Disposition of shares to satisfy tax withholding obligation upon vesting of restricted stock units pursuant to the Company's policy for an automatic sell-to-cover stated in the grant agreement.

	Richard D Cook	12/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did JACK's SVP Chief Technology Officer report?

Richard D. Cook, SVP and Chief Technology Officer of Jack in the Box Inc. (JACK), reported equity transactions on 12/03/2025 involving the acquisition of vested performance shares and the sale of shares to cover tax withholding obligations.

How many JACK shares did the executive acquire in this Form 4 filing?

He acquired 2,812 shares of common stock at a price of $0.00, representing shares vested and issued for achieving pre-established performance goals for the 2023–2025 performance share period under the 2004 Stock Incentive Plan.

How many JACK shares were sold to cover tax withholding?

He disposed of 868 shares at $19.0832, 378 shares at $19.0826, and 541 shares at $19.0817. These sales were made to satisfy tax withholding obligations upon vesting of performance shares and restricted stock units under the company's automatic sell-to-cover policy.

How many JACK shares does the reporting person own after these transactions?

Following the reported transactions on 12/03/2025, Richard D. Cook beneficially owned 27,193 shares of Jack in the Box Inc. common stock directly.

What plan governed the performance shares in this JACK insider filing?

The performance shares were granted under Jack in the Box Inc.'s 2004 Stock Incentive Plan, with vesting tied to the achievement of pre-established performance goals for the fiscal year performance period 2023–2025.

Why were some JACK shares automatically sold in this Form 4?

The filing explains that certain shares were disposed of to satisfy tax withholding obligations upon the vesting and issuance of performance shares and restricted stock units, pursuant to the company's automatic sell-to-cover policy stated in the grant agreements.