Form 4: Jack in the Box Executive Granted 21,647 RSUs

Jack in the Box's EVP, Chief Legal & Admin Officer, Sarah L. Super, was granted 21,647 restricted stock units.

Summary

• Sarah L. Super, Executive Vice President, Chief Legal & Administrative Officer of Jack in the Box Inc. (JACK), acquired 21,647 shares of common stock.
• The transaction date for this acquisition was December 10, 2025, with a price of $0.00 per share.
• Following this transaction, Sarah L. Super beneficially owns a total of 54,287 shares of common stock.
• These acquired securities are restricted stock units (RSUs) that are scheduled to vest in three equal installments, commencing one year from the grant date.
• After-tax net shares from these RSUs are subject to a 50% holding requirement until the executive fulfills their multiple of salary stock ownership requirement.
• The transaction was executed pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged trading plan.

Sentiment

Score: 7

Explanation: The grant of restricted stock units to a key executive is a positive indicator of long-term incentive alignment and executive retention. While it's a routine compensation event, it reflects sound corporate governance and a commitment to linking executive performance with shareholder value.

Positives

• The grant of restricted stock units aligns the executive's long-term interests with shareholder value, promoting retention and performance.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, demonstrating a structured and compliant approach to insider trading.

Negatives

• The restricted stock units do not provide immediate liquidity or cash value, as they are subject to a vesting schedule and holding requirements.
• The value of the granted RSUs is contingent on the future stock performance of Jack in the Box Inc.

Risks

• The value of the restricted stock units is directly tied to the future market performance of Jack in the Box Inc.'s common stock, exposing the executive to market fluctuations.
• The 50% holding requirement on after-tax net shares until a specific stock ownership multiple is met could restrict the executive's ability to diversify their holdings.

Future Outlook

The grant of restricted stock units with a multi-year vesting schedule indicates a long-term incentive structure for the executive, aligning their future financial interests with the sustained performance and growth of Jack in the Box Inc. The holding requirement further reinforces a commitment to long-term ownership.

Industry Context

The grant of restricted stock units is a common and widely accepted practice in executive compensation across various industries, including the quick-service restaurant sector. This method is frequently used to attract, retain, and motivate key executives by linking their compensation directly to the company's long-term stock performance and shareholder value creation.

Comparison to Industry Standards

• Granting restricted stock units (RSUs) as a component of executive compensation is a standard practice among publicly traded companies, including peers in the restaurant industry such as McDonald's Corporation and Yum! Brands, Inc.
• The vesting schedule, which involves three equal installments starting one year from the grant date, is consistent with typical long-term incentive plans designed to promote executive retention and sustained performance, similar to those observed at companies like Starbucks Corporation.
• The requirement for the executive to hold 50% of after-tax net shares until a multiple of salary stock ownership is met represents a robust corporate governance practice, often exceeding minimum standards and aligning with best practices for executive alignment with shareholder interests, comparable to policies at leading consumer discretionary companies.

Corporate Governance

Stakeholder Impact

• Shareholders: The grant of RSUs to a key executive can be viewed positively as it aligns management's long-term financial interests with the company's stock performance, potentially leading to more sustainable value creation.
• Employees: May signal stability in executive leadership and a commitment to long-term growth, which can positively influence employee morale and retention.

Next Steps

• The restricted stock units will begin to vest in three equal installments starting one year from the grant date of December 10, 2025.
• Sarah L. Super will continue to be subject to a 50% holding requirement on after-tax net shares until her multiple of salary stock ownership requirement is satisfied.

Key Dates

Recommendation

This Form 4 reports a routine grant of restricted stock units to a key executive as part of their compensation package. While it aligns executive incentives with long-term shareholder value and reflects sound corporate governance, it does not introduce new material information that would fundamentally alter the investment thesis for Jack in the Box Inc. Therefore, a 'hold' recommendation is appropriate as this filing alone does not warrant a change in investment position.

Keywords

Jack in the Box, JACK, Form 4, Insider Transaction, Restricted Stock Units, RSU, Executive Compensation, Sarah L. Super, Stock Grant, Corporate Governance