China’s Xi speaks with Trump by phone, discusses Taiwan and bilateral ties
LEBANON, Tenn. - Cracker Barrel Old Country Store, Inc. (NASDAQ:CBRL) announced Thursday that shareholders have elected nine of the company's ten board nominees at its 2025 Annual Meeting, according to preliminary vote counts.
The elected directors include CEO Julie Masino and independent directors Carl Berquist, Jody Bilney, Stephen Bramlage, John Garratt, Michael Goodwin, Cheryl Henry, Gisel Ruiz, and Darryl "Chip" Wade. Following the vote, independent director Gilbert Dávila resigned from the board, prompting the company to reduce its board size from ten to nine members.
Shareholders also approved all other proposals presented at the meeting, including amendments to the company's bylaws previously adopted by the board, changes to its Omnibus Incentive Plan, and executive compensation plans.
"We thank our shareholders for their strong show of support today," the Cracker Barrel board said in a statement. "We are pleased that our shareholders have supported the bylaw amendments that our Board adopted in response to shareholder feedback during last year's proxy contest with Biglari Capital."
The company noted that the amendments aim to preserve shareholders' ability to nominate and vote for directors while protecting against "serial abuse of the proxy system" that the company claims it has faced for fifteen years.
The restaurant chain, which operates approximately 660 locations across 43 states, described the results as preliminary until final tabulation and certification by the independent Inspector of Elections. Final results will be reported in a Form 8-K filing with the Securities and Exchange Commission.
The company statement also expressed appreciation for outgoing director Dávila's five years of service, during which he helped form the strategic plan and led the Compensation Committee.
In other recent news, Cracker Barrel Old Country Store, Inc. has announced leadership changes aimed at improving food quality and guest experiences. Doug Hisel, who has been with the company for 18 years, has been promoted to Senior Vice President of Store Operations. Meanwhile, Cracker Barrel's recent fourth-quarter results showed improved sales, although customer traffic decreased by about 1%. Following a logo change on August 19, the company faced an 8% decline in customer traffic, leading UBS to lower its price target for the company from $69.00 to $48.00, while maintaining a Neutral rating. In governance matters, Biglari Capital Corp. has urged shareholders to vote against certain directors, citing a significant drop in market value under CEO Julie Masino's leadership. Proxy advisory firms Glass Lewis and ISS have also recommended voting against some board nominees due to concerns about corporate governance and marketing expertise. Additionally, Egan-Jones advised shareholders to vote against five incumbent directors, including CEO Julie Masino and Chairman Carl Berquist, pointing to a 70% decline in total shareholder return since early 2020 and a nearly 80% drop in net income for fiscal year 2025. These developments highlight ongoing challenges for Cracker Barrel as it navigates leadership and market dynamics.
This article was generated with the support of AI and reviewed by an editor. For more information see our T&C.