Jack In The Box Inc. · NASDAQ:JACK
Jack In The Box — Proxy Contest (February 2026)
11 slides from Jack In The Box's proxy contest presentation, Feb 9, 2026
Slide 1: Setting the Record Straight on JACK's Defamatory Statements and Attempt to Avoid Accountability
Setting the Record Straight on JACK’s Defamatory Statements and Attempt to Avoid Accountability Feb. 09, 2026
Slide 2: Legal Disclaimer
Legal Disclaimer The materials contained herein (the “Materials”) represent the opinions of Biglari Capital Corp. and its affiliates (collectively, “Biglari Capital”) and are based on publicly available information with respect to Jack in the Box. (the “Company”, “Jack in the Box”, “JACK”). Biglari
Slide 3: JACK Admits It Failed Shareholders. Chairman David Goebel is Responsible.
JACK Admits It Failed Shareholders. Chairman David Goebel is Responsible. › In its latest letter, JACK explicitly acknowledges "operational and financial challenges that have impacted our performance" – a clear admission of failure › It is clear to us that the "Jack on Track" plan was developed beca
Slide 4: Guidance Implies JACK will be Less Profitable, with Stagnant Same-Store Sales and Lower Adj. EBITDA in FY26
Guidance Implies that JACK will be Less Profitable, will likely have Stagnant Same- Store Sales, and earn Lower Adj. EBITDA in FY26 than during the COVID Pandemic. Chairman David Goebel has Failed. He must be held to Account. Stagnant same-stores sales (SSS) - No improvement in SSS is expected for F
Slide 5: Consensus Estimates Imply No Confidence in the "Jack on Track" Plan
Consensus Estimates Imply No Confidence in the “Jack on Track” Plan as Reflected in Massive Downward Revision Appointment of Lance Jack on Track Tucker as Permanent Strategic Plan CEO announcement (as of March 31, 2025) (April 23, 2025) January 30, 2026 Mean Target Price Estimate: $44.79 per share (
Slide 6: David Goebel's Experience is Outdated; Poor Judgement Led to Deteriorating Metrics
David Goebel’s Experience is Outdated. His Poor Judgement has led to Deteriorating Operating Metrics, Faulty Capital Allocation, and Negative Shareholder Returns Company Claims Chairman Goebel: David Goebel’s experience is outdated: › “is one of the most qualified franchise executives in the quick-
Slide 7: JACK Failed to Provide a Credible Reason for Rejecting Mr. Biglari's Candidacy
JACK Failed to Provide a Credible Reason for Rejecting Mr. Biglari’s Candidacy. As the Largest Investor with a Proven Track Record of Turnaround Experience in the QSR Category, Mr. Biglari is Uniquely Qualified to Serve on JACK’s Board Company Claims ✓ Sardar Biglari has a proven track record of suc
Slide 8: JACK's Fabricated Assertions about Mr. Biglari are Misguided and Defamatory
JACK’s Fabricated Assertions about Mr. Biglari are Misguided and Defamatory JACK’s is lying that Mr. Biglari used “abusive and threatening language” › The Company falsely claims Mr. Biglari used "abusive or threatening language" during discussions about Board composition › Mr. Biglari had cordial me
Slide 9: JACK is Misrepresenting Facts about Settlement Discussions
JACK is Misrepresenting Facts about Settlement Discussions Company Claims › “Mr. Biglari insisted on his own appointment to our Board for any settlement” Reality ➢ JACK demanded onerous settlement discussions that would further entrench David Goebel and the long-tenured directors in return for one b
Slide 10: David Goebel's Influence on the Board Creates Risk and is an Impediment to Change
We Believe David Goebel’s Influence on the Board Creates Risk and is an Impediment to Change › Mr. Goebel’s tenure has been an abject failure for shareholders. His 17-year losing streak leaves rational investors with no choice but to say "Enough." › With two large debt maturities, the Company needs
Slide 11: David Goebel's Track Record is Indefensible
David Goebel’s Track Record is Indefensible. It is Clear to us that Shareholders cannot Afford One More Year of his Failed Leadership. Governance Failures Management Failures Shareholder Value Destruction Created a Board dynamic where Failed to provide management Approved failed Del Taco he wa