Form 4: Jack in the Box CFO Reports Stock Transactions

Jack in the Box's EVP and Chief Financial Officer, Dawn E. Hooper, reported the disposition of shares for tax withholding and the acquisition of restricted stock units.

Summary

• Dawn E. Hooper, EVP, Chief Financial Officer of Jack in the Box Inc., reported two transactions.
• On December 9, 2025, 236 shares of common stock were disposed of at a price of $19.06 per share.
• This disposition was to satisfy tax withholding obligations upon the vesting of restricted stock units, following the company's automatic sell-to-cover policy.
• On December 10, 2025, 21,647 restricted stock units (common stock) were acquired at a price of $0.00 per share.
• These restricted stock units will vest in three equal installments, one year from the grant date.
• After-tax net shares from these RSUs are subject to a 50% holding requirement until the executive meets their multiple of salary stock ownership requirement.
• Following these transactions, Dawn E. Hooper beneficially owns 36,498 shares of common stock directly.

Sentiment

Score: 6

Explanation: The filing reports routine executive stock transactions, including the grant of restricted stock units which is a positive for executive alignment, and a standard sell-to-cover for tax purposes. No significant positive or negative surprises.

Positives

• Acquisition of 21,647 restricted stock units by the EVP, Chief Financial Officer, indicating continued equity incentive and alignment with shareholder interests.
• The vesting schedule of RSUs in three equal installments over one year provides a long-term incentive for management performance.

Negatives

• Disposition of 236 shares of common stock to cover tax withholding obligations, which is a standard practice but reduces direct ownership.

Future Outlook

The acquired restricted stock units will vest in three equal installments one year from the grant date, indicating a future equity stake for the executive.

Industry Context

This filing details routine executive compensation and tax-related stock transactions, which are common practices across publicly traded companies to incentivize management and manage equity awards. It does not provide specific insights into broader industry trends for the quick-service restaurant sector.

Related Party Transactions

• The reported transactions involve the company's EVP, Chief Financial Officer, and the company's common stock, which are inherently related-party dealings as part of executive compensation.

Stakeholder Impact

• Shareholders: The grant of restricted stock units aligns the interests of the CFO with shareholders, as her compensation is tied to the company's stock performance. The sell-to-cover is a minor, routine dilution.
• Management: The transactions reflect standard executive compensation practices, providing equity incentives.

Next Steps

• The acquired restricted stock units will vest in three equal installments one year from the grant date.
• The executive is subject to a 50% holding requirement on after-tax net shares until meeting their multiple of salary stock ownership requirement.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation activities, specifically the grant of restricted stock units and a corresponding sell-to-cover transaction for tax purposes. These are standard occurrences and do not provide new fundamental information that would warrant a change in investment recommendation. The grant of RSUs aligns management's interests with shareholders, which is a neutral to slightly positive factor, but not enough to change a 'hold' stance based solely on this filing.

Keywords

Jack in the Box, JACK, SEC Form 4, Insider Trading, Stock Transaction, Restricted Stock Units, RSU, Executive Compensation, Dawn E. Hooper, CFO