Form 4: Jack in the Box SVP Acquires Shares, Sells for Tax

Jack in the Box's SVP, Chief People Officer, Steven Piano, acquired 2,812 shares through performance vesting and subsequently sold 1,491 shares to cover tax obligations.

Summary

• Steven Piano, SVP, Chief People Officer at Jack in the Box Inc. (JACK), reported transactions on December 3, 2025.
• Acquired 2,812 shares of common stock at $0.00 per share due to the vesting and issuance of performance shares for the 2023-2025 fiscal year performance period.
• Disposed of 758 shares of common stock at $19.0833 per share to satisfy tax withholding obligations related to the vesting of performance shares.
• Disposed of 263 shares of common stock at $19.0819 per share to satisfy tax withholding obligations related to the vesting of restricted stock units.
• Disposed of 470 shares of common stock at $19.0827 per share to satisfy tax withholding obligations related to the vesting of restricted stock units.
• All dispositions were automatic sell-to-cover transactions pursuant to the company's policy and grant agreements.
• Following these transactions, Steven Piano beneficially owns 27,053 shares of common stock.

Sentiment

Score: 6

Explanation: The filing indicates a positive event (performance goal achievement leading to share acquisition) offset by a routine, but still a reduction in holdings, event (shares sold for tax withholding). The overall sentiment is neutral to slightly positive due to the underlying performance achievement.

Positives

• Steven Piano, SVP, Chief People Officer, acquired 2,812 shares of common stock at $0.00 per share due to the vesting and issuance of performance shares for the 2023-2025 period, indicating achievement of pre-established company performance goals.
• The executive's total beneficial ownership increased from an estimated 25,732 shares (before the performance share acquisition) to 27,053 shares after all reported transactions.

Negatives

• Steven Piano disposed of a total of 1,491 shares of common stock at an average price of approximately $19.08 per share to cover tax withholding obligations, which represents a reduction in direct holdings, albeit for a routine purpose.

Future Outlook

NA

Industry Context

This Form 4 filing details routine insider transactions related to executive compensation and tax obligations, which is common across publicly traded companies. It does not provide specific insights into broader industry trends or competitive positioning for the quick-service restaurant sector.

Stakeholder Impact

• Shareholders: The executive's net increase in direct beneficial ownership (from an estimated 25,732 to 27,053 shares) is a routine event for executive compensation and tax planning. The underlying performance achievement for the share grant is a positive signal.
• Employees: The vesting of performance shares for a senior executive can signal that company performance goals are being met, potentially boosting morale and confidence in leadership.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation events, specifically the vesting of performance shares and subsequent sale of a portion to cover tax obligations, executed under a Rule 10b5-1 plan. While the executive acquired shares due to performance, the net change in beneficial ownership is a result of standard compensation practices and does not signal a material change in the company's fundamental outlook or the executive's confidence that would warrant a 'buy' or 'sell' recommendation based solely on this filing. It's an expected, non-discretionary transaction.

Keywords

Jack in the Box, JACK, Steven Piano, Insider Trading, Form 4, Stock Vesting, Performance Shares, Restricted Stock Units, Executive Compensation, Share Disposition, Tax Withholding