Every material Form 8-K Cracker Barrel has filed with the SEC since March 06, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Cracker Barrel reported fourth-quarter fiscal 2026 revenue of $849.3 million, down 2.2% from a year earlier, while GAAP net income rose to $12.2 million from $6.8 million. For the full year, GAAP net income fell to $31.7 million from $46.4 million, and the company gave fiscal 2027 revenue and adjusted EBITDA outlooks of $3.325 billion to $3.4 billion and $180 million to $200 million.
Q4 GAAP diluted EPS was $0.54 versus $0.30; adjusted diluted EPS was $0.99 versus $0.74
Q4 adjusted EBITDA was $62.1 million versus $55.7 million, including about $9.1 million from tariff refunds, net of investments
Full-year total debt fell to $337.2 million from $484.6 million; a $150 million convertible note matured in June 2026
Quarterly dividend of $0.25 per share is payable November 12, 2026, to holders of record as of October 16, 2026
Cracker Barrel said David Deno, former CEO of Bloomin' Brands, will become President and Chief Executive Officer and join the Board effective August 10, 2026, succeeding Julie Masino, who will also leave the Board. Masino will remain an employee until October 9, 2026 to assist the transition. The filing contains no financial results, so the leadership change is the main development for shareholders.
David Deno, age 69, was CEO of Bloomin' Brands from April 2019 to September 2024 and will become Cracker Barrel's CEO on August 10, 2026.
Deno's employment agreement sets a base salary of $1,000,000, an initial annual bonus target of 125% of base salary, and an initial long-term incentive target of 360% of base salary.
Deno will receive a one-time sign-on award of $200,000 in restricted stock units and $200,000 in stock options, vesting on the third anniversary of the grant date.
Masino's Transition Agreement provides separation payments and equity treatment consistent with a termination without Cause under her July 17, 2023 employment agreement.
Cracker Barrel completed a sale-leaseback of 26 stores for approximately $77 million in net proceeds, which it plans to use to reduce debt. It also sold assets of its Maple Street Biscuit Company business to Biscuit Belly, LLC and will close the remaining 16 MSBC locations, with expected non-cash charges of $37 million to $39 million and cash charges of $6 million to $8 million. The company now expects to achieve or exceed the high end of its fiscal 2026 revenue range and exceed its adjusted EBITDA outlook, though the charges will weigh on reported results in the fourth quarter.
Sale-leaseback: 26 Cracker Barrel stores sold to an institutional real estate investor, effective July 17, 2026, with initial annual lease payments of about $5.7 million
MSBC: 35 locations and trademarks sold to Biscuit Belly, LLC on July 20, 2026; remaining 16 locations to close; MSBC contributed less than 2% of annual revenue
Charges: non-cash charges of $37 million to $39 million and cash charges of $6 million to $8 million, with estimates described as preliminary
Outlook: fiscal 2026 revenue range previously $3.27 billion to $3.30 billion and adjusted EBITDA of $120 million to $125 million; comparable store restaurant sales fell about 2.5% in the first eleven weeks of the fourth quarter
Cracker Barrel reported fiscal third-quarter 2026 revenue of $797.4 million, down 2.9% from a year earlier, and GAAP diluted earnings of $1.90 per share, which include a $47.4 million litigation settlement benefit. Excluding non-GAAP adjustments, adjusted diluted earnings were $0.29 per share versus $0.58 a year earlier, and adjusted EBITDA was $40.3 million versus $48.1 million. The company raised its fiscal 2026 revenue and adjusted EBITDA outlook, which is the main positive for shareholders.
Q3 total revenue $797.4 million, down 2.9%; comparable store restaurant sales down 2.6%
GAAP diluted EPS $1.90 vs $0.56; adjusted diluted EPS $0.29 vs $0.58
Fiscal 2026 adjusted EBITDA outlook raised to $120 million to $125 million from $85 million to $100 million
Fiscal 2026 revenue outlook raised to $3.27 billion to $3.30 billion from $3.24 billion to $3.27 billion
Cracker Barrel said General Counsel and Corporate Secretary Richard Wolfson retired early on May 1, 2026, instead of the previously planned May 5, 2026, and that Vice President and Deputy General Counsel Jennifer Lankford was promoted to succeed him effective upon his retirement. The change is administrative in nature, with the company citing a successful succession planning process, though it affects a senior legal officer.
Richard Wolfson, Senior Vice President, General Counsel and Corporate Secretary, retired May 1, 2026, four days earlier than the planned May 5, 2026 date.
Jennifer Lankford, previously Vice President and Deputy General Counsel, was promoted to Senior Vice President, General Counsel and Corporate Secretary.
Wolfson's Consulting Agreement is terminated; he will receive previously disclosed benefits, and his incentive awards will settle under the equity plans, prorated to his retirement date.
Cracker Barrel reported fiscal 2026 second-quarter revenue of $874.8 million, down 7.9% from the prior year quarter, with GAAP diluted EPS of $0.06 versus $0.99 a year earlier. The company narrowed its fiscal 2026 outlook, with adjusted EBITDA now expected at $85 million to $100 million, compared with the previous $70 million to $110 million range.
Q2 total revenue $874.8 million, down 7.9%; comparable store restaurant sales down 7.1% and comparable store retail sales down 9.2%
GAAP diluted EPS $0.06 vs. $0.99; adjusted diluted EPS $0.25 vs. $1.38; GAAP net income $1.3 million vs. $22.2 million
Fiscal 2026 outlook: revenue $3.24 billion to $3.27 billion (previously $3.2 billion to $3.3 billion); adjusted EBITDA $85 million to $100 million (previously $70 million to $110 million)
Expects a net cash benefit of about $46 million in the third quarter from settlement of certain litigation; quarterly dividend of $0.25 per share payable May 13, 2026
Cracker Barrel reported a first-quarter fiscal 2026 GAAP net loss of $24.6 million, or $1.10 per diluted share, compared with net income of $4.8 million, or $0.22 per share, a year earlier. The company cut its fiscal 2026 adjusted EBITDA outlook to $70 million to $110 million from $150 million to $190 million, and lowered its revenue outlook, which signals weaker expected profit and sales for shareholders.
Total revenue fell 5.7% to $797.2 million; comparable store restaurant sales decreased 4.7% and comparable store retail sales decreased 8.5%.
Adjusted loss per diluted share was $0.74, versus adjusted earnings of $0.45 a year earlier; adjusted EBITDA was $7.2 million, compared with $45.8 million.
Fiscal 2026 revenue outlook was lowered to $3.2 billion to $3.3 billion from $3.35 billion to $3.45 billion.
The quarterly dividend was declared at $0.25 per share, payable February 11, 2026, to holders of record as of January 16, 2026.
Cracker Barrel director Gilbert Dávila resigned from the board effective immediately on November 20, 2025, and the board size was reduced from ten to nine members. The same day, shareholders approved an amendment to the 2020 Omnibus Incentive Plan at the annual meeting, and the inspector of election certified the final voting results on November 21, 2025. The filing does not give a reason for the resignation.
Gilbert Dávila resigned from the Board of Directors effective November 20, 2025; the filing gives no reason.
Board size reduced from ten to nine members.
Dávila was not among the nine directors elected: he received 6,716,130 for votes and 9,570,461 against.
Shareholders approved the 2020 Omnibus Incentive Plan amendment and say-on-pay (12,878,011 for, 3,325,141 against).
Cracker Barrel announced leadership and organizational changes, including the October 2, 2025 departure of Senior Vice President and Chief Restaurant and Retail Operations Officer Cammie Spillyards-Schaefer, whose role was eliminated. The company said the restructuring reduces layers in the organization and is intended to sharpen its focus on food and guest experience, with no financial results or guidance included in the filing.
Cammie Spillyards-Schaefer's departure and elimination of her SVP role were effective October 2, 2025
Doug Hisel promoted to SVP, Store Operations; Thomas Yun rejoins as VP, Menu Strategy & Innovation
Heather Hager and Heather Gammon take on expanded roles after Laura Daily's announced retirement
The company is ending its engagement with consultancy Prophet
Cracker Barrel reported fourth quarter fiscal 2025 revenue of $868.0 million, down 2.9% from the prior year, and GAAP earnings of $0.30 per diluted share versus $0.81 a year earlier. Its fiscal 2026 outlook calls for revenue of $3.35 billion to $3.45 billion and adjusted EBITDA of $150 million to $190 million, compared with fiscal 2025 revenue of $3.48 billion and adjusted EBITDA of $224.3 million, and the board authorized a $100 million share repurchase program.
Q4 fiscal 2025 revenue was $868.0 million, down 2.9%; excluding the 53rd week in the prior year, revenue rose 4.4%
Q4 GAAP net income was $6.8 million and GAAP diluted EPS was $0.30, versus $0.81 a year earlier; adjusted diluted EPS was $0.74 versus $0.98
Fiscal 2026 outlook: revenue of $3.35 billion to $3.45 billion, assuming comparable store traffic decline of 4% to 7%, and adjusted EBITDA of $150 million to $190 million
Board authorized up to $100 million in share repurchases and declared a $0.25 quarterly dividend payable November 12, 2025
Cracker Barrel closed on June 13, 2025, its sale of $345 million of 1.75% convertible senior notes due 2030, including the full exercise of the initial purchasers' $45 million option. The company used about $145.9 million of the net proceeds to repurchase $150.0 million of its 0.625% convertible notes due 2026, and about $16.5 million to enter capped call transactions meant to reduce potential dilution from conversions. For shareholders, the filing shows added long-term debt and a conversion price about 32.5% above the June 10, 2025 closing reference price.
Notes: $345 million principal, 1.75% interest, maturing September 15, 2030; net proceeds about $333.9 million
Initial conversion price about $72.23 per share, a 32.5% premium over the $54.51 reference price on June 10, 2025
Capped calls: initial cap price about $87.22; cost about $16.5 million; expire September 15, 2030
Net proceeds also used to repurchase $150.0 million of 2026 notes for about $145.9 million
Cracker Barrel reported fiscal 2025 third-quarter total revenue of $821.1 million, up 0.5%, and GAAP net income of $12.6 million, compared with a net loss of $9.2 million a year earlier. Adjusted earnings per diluted share fell to $0.58 from $0.88, while the company raised its fiscal 2025 adjusted EBITDA outlook to $215 million to $225 million.
Q3 GAAP earnings per diluted share were $0.56, versus a loss of $0.41 a year earlier; adjusted EPS was $0.58, versus $0.88
Q3 adjusted EBITDA was $48.1 million, up 0.4% from $47.9 million
Fiscal 2025 adjusted EBITDA outlook raised to $215 million to $225 million from $210 million to $220 million; revenue outlook of $3.45 billion to $3.50 billion unchanged
Quarterly dividend of $0.25 per share payable August 13, 2025, to holders of record as of July 18, 2025
Cracker Barrel's board elected Steve Bramlage, the chief financial officer of Casey's General Stores, as a director effective immediately, and increased the board from nine to ten members. Bramlage has not yet been appointed to any board committees, and his director pay will be prorated for his partial year of service.
Bramlage was elected May 21, 2025, to serve until the company's next annual shareholder meeting.
He has been CFO of Casey's General Stores since May 2020, and previously was CFO of Aramark (April 2015 to April 2020).
The board size rose from nine to ten members, effective with his appointment.
He will receive outside director compensation, with the initial retainer and equity grant prorated for 2025.
On May 16, 2025, Cracker Barrel entered a new credit agreement with Bank of America as administrative agent that cuts its revolving facility to $550.0 million from $700.0 million and adds a $250.0 million delayed draw term loan. While the term loan is outstanding, cash dividends and share repurchases are capped at $100.0 million in any consecutive twelve-month period, and the board adopted amended bylaws the same day that add majority voting in uncontested director elections, proxy access, and a shareholder cost reimbursement provision.
New revolving facility capped at $550.0 million, replacing the $700.0 million facility under the 2022 Credit Agreement, which was terminated May 16, 2025
$250.0 million delayed draw term loan available until June 15, 2026; principal under the new facility is due May 16, 2030, or earlier if the 0.625% convertible notes due 2026 remain outstanding on March 16, 2026
Dividends and buybacks capped at $100.0 million in any consecutive twelve months while delayed draw loans are outstanding
Bylaws add proxy access for holders of at least 3% for three years and a reimbursement provision of up to $5 million in certain repeat nomination cases
Cracker Barrel reported second quarter fiscal 2025 revenue of $949.4 million, up 1.5% from a year earlier, and GAAP diluted earnings per share of $0.99, down 16.8%. The company raised its fiscal 2025 adjusted EBITDA outlook to $210 million to $220 million from $200 million to $215 million, while GAAP net income fell 16.3% to $22.2 million.
Second quarter total revenue was $949.4 million, up 1.5%, with comparable store restaurant sales up 4.7%.
GAAP diluted EPS was $0.99, down from $1.19; adjusted diluted EPS was $1.38, up from $1.26.
Fiscal 2025 adjusted EBITDA outlook raised to $210 million to $220 million from $200 million to $215 million.
Board declared a quarterly dividend of $0.25 per share, payable May 14, 2025, to holders of record as of April 11, 2025.
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