Jack In The Box SEC Filings

Jack in the Box Inc. (JACK) reported an initial statement of beneficial ownership on Form 3 for director Mark James King. As of the event date of 11/07/2025, the filing states that no securities of Jack in the Box Inc. are beneficially owned by the reporting person. The form is filed for one reporting person and confirms there are no non-derivative or derivative holdings listed in the ownership tables.

Jack in the Box Inc. director Alan Smolinisky reported his beneficial ownership in company stock through several family trusts and option positions as of 11/07/2025. Indirect holdings include 140,646 shares of common stock held by The Alan Smolinisky Trust and additional smaller positions held by various Smolinisky family trusts and immediate family members. He also indirectly holds a call option on 10,000 shares of common stock at an exercise price of $22.5 and multiple put options on an aggregate of 56,400 shares at exercise prices between $12.5 and $22.5, all expiring on 12/19/2025. The filing notes that these derivatives are exercisable at any time up to and including the expiration date and that many of the shares are held in trusts where an immediate family member is the beneficiary.

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.

Jack in the Box (JACK) insider Richard D. Cook, SVP and Chief Technology Officer, filed a Form 4 reporting a small automatic sale related to equity vesting. On 11/04/2025, he disposed of 154 shares of common stock at $16.38 per share (Transaction Code: S).

The filing states the sale was to satisfy tax withholding upon the vesting of restricted stock units under an automatic sell-to-cover policy. Following the transaction, Cook beneficially owns 26,168 shares directly.

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.

BlackRock, Inc. filed an amendment to Schedule 13G reporting beneficial ownership of 1,317,608 shares of Jack in the Box Inc. common stock, representing 7.0% of the class as of the event date 09/30/2025. The filing shows sole voting power over 1,292,753 shares and sole dispositive power over 1,317,608 shares. The statement certifies these shares are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.

CARL MOUNT, SVP and Chief Supply Chain Officer of Jack in the Box Inc. (JACK), reported a disposition of 589 shares of common stock on 09/10/2025 at a price of $19.7394 per share. The filing states the shares were sold to satisfy tax withholding obligations upon vesting of restricted stock units under the company’s automatic sell-to-cover policy. After the transaction, the reporting person beneficially owned 20,693 shares directly. The Form 4 reflects a routine insider tax-related sale rather than an open-market trading decision.

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.

Van Ingram, serving as SVP, CHF Development Officer at Jack in the Box Inc. reported beneficial ownership in the issuer's common stock. The filing discloses 3,515 unvested restricted stock units granted across 2022, 2023 and 2024 that vest in three equal installments beginning one year after each grant. In addition, the reporting person holds 1,688 vested restricted stock units and 200 directly purchased shares, for a total of 1,888 directly owned shares/units reported on a separate line. The Form 3 was submitted two business days late because the reporting person awaited SEC codes under the new EDGAR Next system.