Form 4: Cracker Barrel Director Awarded 7,893 RSUs

Cracker Barrel Old Country Store, Inc. Director Carl T. Berquist received an annual award of 7,893 time-based Restricted Stock Units.

Summary

• Carl T. Berquist, a Director of Cracker Barrel Old Country Store, Inc. (CBRL), was awarded 7,893 shares of common stock.
• The transaction occurred on November 20, 2025, and the shares were acquired at a price of $0.00, indicating an award rather than a purchase.
• This award represents an annual grant of time-based Restricted Stock Units (RSUs) to independent directors, issued under the Company's 2020 Omnibus Incentive Compensation Plan.
• The awarded RSUs will cliff vest on November 20, 2026.
• Following this transaction, Carl T. Berquist beneficially owns 21,864 shares of common stock directly.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive. While not a major market-moving event, the routine equity award to a director is a positive sign of aligned interests and standard corporate governance practices. It reflects stability in compensation structure and director commitment.

Positives

• The award of Restricted Stock Units to a director aligns management and director interests with those of shareholders, encouraging long-term value creation.
• The compensation is part of a pre-existing, approved 2020 Omnibus Incentive Compensation Plan, indicating structured and transparent governance.

Future Outlook

The awarded Restricted Stock Units are scheduled to cliff vest on November 20, 2026, indicating a future milestone for the director's equity compensation.

Industry Context

The practice of awarding equity, such as Restricted Stock Units, to independent directors is a common and widely accepted compensation strategy across various industries. It is designed to align the interests of the board with long-term shareholder value, a standard practice in corporate governance.

Comparison to Industry Standards

• The use of time-based Restricted Stock Units (RSUs) for director compensation is a standard practice, comparable to compensation structures seen at peer companies in the restaurant and retail sectors, such as Darden Restaurants (DRI) or Texas Roadhouse (TXRH).
• The vesting schedule, a 'cliff vest' after one year, is also a common approach for annual director equity awards, ensuring a commitment period from the director.

Corporate Governance

Related Party Transactions

• The award of RSUs to Director Carl T. Berquist constitutes a related party transaction, as it involves compensation to a member of the company's board of directors. This is a standard and disclosed form of director compensation.

Stakeholder Impact

• Shareholders: The equity award aligns the director's financial interests with long-term shareholder value, potentially leading to more shareholder-centric decision-making.
• Employees: No direct impact on employees is indicated by this specific filing.

Next Steps

• The awarded 7,893 RSUs will cliff vest on November 20, 2026.

Key Dates

Recommendation

This Form 4 reports a routine equity award to a director, which is a standard compensation practice and does not provide new information to alter an investment recommendation. It confirms ongoing corporate governance and director alignment but does not suggest a change in the company's fundamental outlook or valuation.

Keywords

Cracker Barrel, CBRL, Carl T. Berquist, Form 4, RSU, Restricted Stock Units, Director Compensation, Equity Award, Omnibus Incentive Plan