{"id":935518,"date":"2026-02-10T09:38:07","date_gmt":"2026-02-10T14:38:07","guid":{"rendered":"https:\/\/www.marketnewsdesk.com\/index.php\/jack-in-the-box-inc-reiterates-confidence-in-david-goebel-led-board-of-directors-in-overseeing-successful-execution-of-jack-on-track-plan\/"},"modified":"2026-02-10T09:38:07","modified_gmt":"2026-02-10T14:38:07","slug":"jack-in-the-box-inc-reiterates-confidence-in-david-goebel-led-board-of-directors-in-overseeing-successful-execution-of-jack-on-track-plan","status":"publish","type":"post","link":"https:\/\/www.marketnewsdesk.com\/index.php\/jack-in-the-box-inc-reiterates-confidence-in-david-goebel-led-board-of-directors-in-overseeing-successful-execution-of-jack-on-track-plan\/","title":{"rendered":"Jack in the Box Inc. Reiterates Confidence in David Goebel-Led Board of Directors in Overseeing Successful Execution of \u201cJACK on Track\u201d Plan"},"content":{"rendered":"

<\/p>\n

Jack in the Box Inc. Reiterates Confidence in David Goebel-Led Board of Directors in Overseeing Successful Execution of \u201cJACK on Track\u201d Plan<\/b><\/p>\n

Highlights Biglari\u2019s Self-Interested Campaign and Contradictory and Volatile Behavior that Hindered the Board\u2019s Attempts at Constructive Engagement<\/i><\/p>\n

Urges Shareholders to Vote \u201cFOR\u201d<\/b> all 10 of Jack in the Box\u2019s Director Nominees, including <\/i>David Goebel, Independent Chair of the Jack in the Box Board, on the WHITE<\/b> Proxy Card<\/i><\/p>\n

Visit <\/i>www.KeepJackonTrack.com<\/i><\/a> for More Information<\/i><\/p>\n

SAN DIEGO–(BUSINESS WIRE<\/a>)–
\nJack in the Box Inc. (\u201cJack in the Box\u201d or the \u201cCompany\u201d) (NASDAQ: JACK), today mailed a letter to shareholders in connection with its upcoming Annual Meeting of Shareholders scheduled to be held on February 27, 2026 (the \u201cAnnual Meeting\u201d). Shareholders of record as of January 2, 2026, will be entitled to vote at the Annual Meeting.<\/p>\n

\nIn the letter, the Company highlights Jack in the Box Independent Board Chair David Goebel\u2019s leadership as the Board has overseen strategic actions to put the Company back on track as well as Mr. Goebel\u2019s breadth of recent experience and the important role he plays as a mentor and thought leader not only for the Company\u2019s Board and management team, but across relevant industries. The letter reminds shareholders that Mr. Goebel brings critical expertise to Jack in the Box as one of the most qualified franchise executives in the quick-service restaurant and casual dining sector and that his removal from the Board would jeopardize the continued successful execution of \u201cJACK on Track\u201d as well as the value of shareholders\u2019 investments in Jack in the Box.<\/p>\n

\nIn addition, the letter highlights the Board\u2019s conviction that the \u201cvote no\u201d campaign run by Biglari Capital Corp. (collectively with the participants in its solicitation, including Sardar Biglari, the \u201dBiglari Group\u201d), is not driven out of genuine desire to create shareholder value, but rather by Mr. Biglari\u2019s self-interest and anger at the Board\u2019s unanimous decision that he was not well suited to join the Board. The letter outlines Mr. Biglari\u2019s mischaracterizations and pattern of contradictory and volatile behavior that repeatedly hindered constructive dialogue despite the Board\u2019s extensive engagement during which it considered Mr. Biglari\u2019s views and worked towards a mutually agreeable outcome.<\/p>\n

\nThe full text of the letter follows:<\/p>\n

\nDear Fellow Shareholders,<\/p>\n

\nThe 2026 Annual Meeting of Shareholders (the \u201cAnnual Meeting\u201d) of Jack in the Box Inc. (the \u201cCompany\u201d or \u201cJack in the Box\u201d) is coming up on February 27, 2026, and we are writing to ask you to vote \u201cFOR\u201d ALL<\/b>10<\/b> of the Company\u2019s highly qualified director nominees and \u201cFOR\u201d<\/b> each of the Company\u2019s proposals on the WHITE<\/b> proxy card.<\/p>\n

\nOur Board is dedicated to driving shareholder value as Jack in the Box continues its turnaround and we have taken several strategic actions to put the Company back on track, such as appointing new leadership, including a new CEO, CFO, and COO; working with management in the development and launch of our \u201cJACK on Track\u201d plan; and implementing an orderly Board refreshment process.<\/p>\n

Importantly, we believe that we have the right Board and management team in place to build on this strong foundation.<\/b> In particular, our Independent Board Chair, David Goebel, is one of the most qualified franchise executives in the quick\u2011service restaurant and casual dining sector. He brings deep Company knowledge and industry experience that are critical to driving disciplined oversight of the Company\u2019s \u201cJACK on Track\u201d plan.<\/p>\n

David Goebel: A Franchise Leader with Real Results<\/span><\/b><\/p>\n

\nJack in the Box\u2019s business model is unique, and our Board benefits from Mr. Goebel\u2019s highly specific skillset and hands\u2011on experience in restaurant operations, concept development, and supply\u2011chain management. After his notable career as an executive in the quick-service restaurant and casual dining sector, Mr. Goebel has spent the past 15+ years as Partner and Faculty Member of The ExCo Group where he serves as a leadership development advisor working with executives across industries including restaurant, retail, consumer, and hospitality. His deep understanding of the Company and extensive relevant expertise are especially important at this critical time.<\/p>\n\n\n\n\n\n\n
\n

David Goebel\u2019s Continued Service to 2027 Annual Meeting Serves Shareholders\u2019 Best Interests<\/b><\/p>\n<\/td>\n<\/tr>\n

\n

A Proven Large-Scale Operator<\/b><\/p>\n<\/td>\n

\n

Franchise & Governance Expertise<\/b><\/p>\n<\/td>\n

\n

Critical Continuity as Board Chair<\/b><\/p>\n<\/td>\n<\/tr>\n

\n
    \n
  • \nOversaw large, complex systems as the former CEO of Applebee\u2019s<\/p>\n<\/li>\n
  • \nBuilt and operated 80 Boston Market units, bringing real unit-level operating credibility<\/p>\n<\/li>\n
  • \nFounded and scaled multiple franchise concepts with a focus on unit economics and operator success<\/p>\n<\/li>\n<\/ul>\n<\/td>\n
\n
    \n
  • \nExperience as franchisor and franchisee provides insight into franchise incentives, system health drivers, and operator relations<\/p>\n<\/li>\n
  • \nService on other public restaurant boards (including Wingstop) adds strong governance discipline, benchmarking, and sector best practices<\/p>\n<\/li>\n
  • \nBrings a governance lens informed by decades in restaurant leadership roles and public company Board services<\/p>\n<\/li>\n<\/ul>\n<\/td>\n
\n
    \n
  • \nAs requested by the Nominating and Governance Committee, full Board and CEO Lance Tucker, Mr. Goebel agreed to extend his Board service by one year to assist in overseeing execution of the \u201cJACK on Track\u201d plan<\/p>\n<\/li>\n
  • \nProvides deep institutional knowledge critical to our turnaround strategy<\/p>\n<\/li>\n
  • \nBrings stability and long-term context during period of operational and governance focus<\/p>\n<\/li>\n<\/ul>\n<\/td>\n<\/tr>\n
\n

Why It Matters<\/b><\/p>\n<\/td>\n<\/tr>\n

\n

\nAs a 93% franchised system, we need directors with hands-on franchise operating expertise<\/p>\n<\/td>\n

\n

\nHelps ensure the Board remains closely attuned to operator dynamics, governance best practices, and system health<\/p>\n<\/td>\n

\n

\nRemoving a seasoned Board Chair now would disrupt the efficient execution of our turn-around plan.<\/p>\n<\/td>\n<\/tr>\n<\/table>\n\n\n
\n

\nMr. Goebel\u2019s expertise and commitment to mentorship are widely recognized across the industry, including by Kevin Hochman, Brinker International CEO and Chili\u2019s President, who stated:<\/p>\n

\n\u00a0<\/p>\n

\u201cIn my years working with Dave as my executive coach, his knowledge of the restaurant industry, deep experience as a CEO of a large multi-unit chain, and push to make sure that shareholders are at the heart of every decision made have been critical in my development as a leader and a key influence in our turnaround at Chili\u2019s.\u201d<\/i><\/p>\n<\/td>\n<\/tr>\n<\/table>\n

\nUnder Mr. Goebel\u2019s leadership as Board Chair, and as part of the Board\u2019s ongoing succession planning, we have added three independent directors over the past three years to bring fresh perspectives. These new directors bring relevant expertise in restaurants, franchising, retail, and real estate \u2013 especially in California. Further, the two newest directors, Mark King and Alan Smolinisky, who were appointed in November 2025, joined the Board as part of a cooperation agreement with one of the Company\u2019s large shareholders, GreenWood Investors, LLC, demonstrating the Board\u2019s readiness to engage constructively with shareholders.<\/p>\n

\nAs part of an orderly Board refreshment process, the Nominating and Governance Committee and full Board asked Mr. Goebel to remain in his position through the Company\u2019s 2027 Annual Meeting of Shareholders to enable the Board and management team to benefit from Mr. Goebel\u2019s invaluable knowledge and experience during a critical turnaround period. This one-year extension to Mr. Goebel\u2019s directorship provides the Company with highly relevant operating, franchisee, and governance experience, before his retirement from board service next year. Voting against Mr. Goebel will deprive our Board and shareholders of expertise that is crucial to the Company and execution of the \u201cJACK on Track\u201d plan.<\/p>\n\n\n
\n

\nLance Tucker, Jack in the Box\u2019s CEO, shared his appreciation of Mr. Goebel\u2019s contributions, noting:<\/p>\n

\n\u00a0<\/p>\n

\u201cDave\u2019s expertise and leadership have been tremendous assets to the Jack in the Box Board and to me personally as I stepped into the CEO role. Dave has been more than generous with his time, going above and beyond in sharing his expertise and counsel as we have worked to identify and address challenges with the launch and execution of our \u2018JACK on Track\u2019 plan.\u201d<\/i><\/p>\n<\/td>\n<\/tr>\n<\/table>\n

The Board Believes Biglari\u2019s Campaign does not Serve Shareholders\u2019 Interests \u2013 Only Those of Mr. Biglari<\/span><\/b><\/p>\n

\nThe Board believes the \u201cvote no\u201d campaign against Mr. Goebel launched by Biglari Capital Corp. (collectively with the participants in its solicitation, including Sardar Biglari, the \u201cBiglari Group\u201d), is driven by Mr. Biglari\u2019s personal goals and not to create value for all Jack in the Box shareholders.<\/p>\n

\nMr. Biglari has flip-flopped and demonstrated confusing inconsistencies throughout the Company\u2019s attempts to engage. Mr. Biglari expressed his support of our CEO Lance Tucker shortly after Mr. Tucker\u2019s appointment, framed Jack in the Box as well positioned, stated he was \u201cpretty well aligned\u201d with \u201cJACK on Track\u201d, and characterized the Company\u2019s recent \u201cJACK on Track\u201d initiative as \u201csteps in the right direction\u201d \u2013 a contradiction to his more recent shift in tone. Notably, Mr. Biglari\u2019s shift in position and publicly expressed concerns about Mr. Goebel only surfaced after<\/span> the Board had repeatedly declined Mr. Biglari\u2019s requests to serve on the Board.<\/b><\/p>\n

\nAlthough the Board, after giving Mr. Biglari full consideration, concluded he was not well suited to serve as a Jack in the Box director, it nonetheless went to great lengths to consider his views as a shareholder and his proposed candidates for Board refreshment.<\/p>\n

\nThe Board engaged extensively, attempting to work towards a mutually agreeable outcome. However, it is clear to the Board that Mr. Biglari is unwilling to be constructive.<\/b><\/p>\n

\nSince February 2024, the Company has met with Mr. Biglari nine times, including four Board level engagements and one interview during the Board\u2019s director search process. Throughout these conversations we considered his views and acted accordingly\u2026<\/p>\n