Form 4: Jack in the Box SVP, CHF Development Officer, Timothy Linderman, Acquires Restricted Stock Units

Timothy Linderman, SVP, CHF Development Officer at Jack in the Box Inc., reports the acquisition of restricted stock units and performance-based restricted stock units.

Summary

• On May 1, 2025, Timothy Linderman, SVP, CHF Development Officer at Jack in the Box Inc., acquired 10,085 shares of common stock as a one-time retention award of restricted stock units.
• These restricted stock units vest in three equal installments one year from the grant date, with after-tax net shares subject to a 50% holding requirement until the executive meets their multiple of salary stock ownership requirement.
• Linderman also acquired 10,085 performance-based restricted stock units (PSUs) which are eligible to become earned based on achievement of two stock price appreciation hurdles over a three-year performance period.
• 150% of the PSUs are earned if the stock price reaches $37.19, and 200% are earned if the stock price reaches $49.58.
• The earned PSUs, if any, will vest at the completion of the three-year performance period, provided Linderman's continued employment with the company.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. The acquisition of restricted stock units and PSUs is a standard part of executive compensation and aligns management interests with shareholder value. The performance-based component adds a positive element, as it incentivizes stock price appreciation.

Positives

• The retention award of restricted stock units incentivizes the executive to remain with the company.
• The performance-based restricted stock units (PSUs) align executive compensation with stock price appreciation, benefiting shareholders if the stock price targets are met.

Risks

• The PSUs are contingent on continued employment, so there is a risk that the executive may leave before the end of the performance period, resulting in the forfeiture of the PSUs.
• The stock price hurdles may not be achieved, resulting in fewer or no PSUs being earned.

Future Outlook

The vesting of the restricted stock units and PSUs is contingent on continued employment and the achievement of stock price targets over the next three years.

Industry Context

Executive compensation packages often include restricted stock units and performance-based incentives to align management interests with shareholder value. This filing reflects a standard practice in corporate governance.

Comparison to Industry Standards

• Many companies in the restaurant industry use a mix of salary, bonus, stock options, and restricted stock units to compensate their executives.
• Performance-based incentives, such as the PSUs in this case, are common to motivate executives to achieve specific financial or strategic goals.
• The stock price hurdles of $37.19 and $49.58 would need to be compared to the current stock price and analyst expectations to determine if they are aggressive or easily achievable.

Stakeholder Impact

• Shareholders may benefit from the performance-based incentives, as they align executive compensation with stock price appreciation.
• Employees may be impacted by the executive's performance and leadership.

Key Dates

Keywords

restricted stock units, performance-based restricted stock units, PSU, stock price appreciation, executive compensation, Form 4, Jack in the Box, Linderman, retention award