Short answer
JACK IN THE BOX INC (JACK) filed an 8-K current report with the SEC on September 21, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 5.02 (Departure/Election of Directors or Officers), Item 7.01 (Regulation FD Disclosure), Item EX-99.1 (Exhibit EX-99.1). Cooperation agreement with GreenWood extended through the nomination window for the 2028 annual meeting.
JACK IN THE BOX INC 8-K event analysis
AI summary of each reported item and its exhibits
Item 1.01 · Entry into a Material Definitive Agreement
- Cooperation agreement with GreenWood extended through the nomination window for the 2028 annual meeting
- Board capped at 9 directors during the covered period without GreenWood’s prior written consent
- Investor event required by June 30, 2027, with GreenWood consultation on timing and agenda
- GreenWood receives advance investor-presentation materials under confidentiality, without approval or delay rights
Item 5.02 · Departure/Election of Directors or Officers
- Rachel Ruggeri, former Starbucks CFO, appointed independent director effective September 17, 2026
- Appointment reflects Nomination and Cooperation Agreement discussions with GreenWood, signaling investor influence over board composition
- Michael Murphy will retire after his current term at the 2027 Annual Meeting
- Murphy’s departure is unrelated to disagreements over operations, policies, or practices
Item 7.01 · Regulation FD Disclosure
- Rachel Ruggeri appointed to Jack in the Box board, adding a new director
- Michael Murphy planned board retirement, creating a governance transition
- Nomination and Cooperation Agreement with GreenWood extended, affecting shareholder-nomination arrangements
- Exhibit 99.1 contains the press release with terms and timing of these changes
Item EX-99.1 · Exhibit EX-99.1
- Former Starbucks CFO Rachel Ruggeri appointed independent director, adding restaurant, finance and consumer-sector expertise
- Director Michael Murphy retiring and not standing for reelection at the 2027 Annual Meeting
- Board refreshment continues, with CEO-designate Taylor Montgomery expected to join within 12 months
- Cooperation agreement with GreenWood Investors extended, preserving standstill, voting and related provisions
- Governance changes signal shareholder-alignment efforts amid focus on restaurant economics and execution across approximately 2,115 restaurants
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