Egan-Jones Proxy Services Issues Withhold Recommendation for Cracker Barrel directors and CEO Masino due to ongoing decline and poor results

NEW YORK--(BUSINESS WIRE)--Egan-Jones Proxy Services has announced its recommendation that shareholders of Cracker Barrel Old Country Store, Inc. (NASDAQ: CBRL) withhold their votes for several members of the company’s board of directors and its Chief Executive Officer at the upcoming November 20 shareholder meeting.

Cracker Barrel’s decline continues. Egan-Jones recommends withholding votes from four directors and CEO Masino amid eroding earnings, declining traffic, and weak execution.

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Egan-Jones cited continued financial underperformance, declining foot traffic and poor execution of management initiatives as primary concerns. Cracker Barrel’s market capitalization, now approximately $730 million, has fallen to its lowest level since 2009. Total shareholder return (TSR) has declined roughly 70 percent since early 2020, while net income has dropped 82 percent from 2021 to 2025. Rising operating costs, weakening margins, and deteriorating debt-service metrics have compounded these issues.

The firm’s report describes how Cracker Barrel has entered a “vicious cycle” common to mature, cash-intensive businesses: declining guest traffic leads to reduced revenue, but fixed costs remain high. Deferred capital investments further diminish customer appeal, accelerating revenue decline. Without an effective turnaround strategy or improved cash flow, the company may be forced to pursue asset sales or additional capital raises.

Egan-Jones also noted strategic missteps, including the company’s failed 2024 rebranding effort. Current managements initiatives failed to improve customer foot traffic or shareholder sentiment, and no public data suggests a reversal in key performance indicators.

Given this prolonged underperformance, Egan-Jones recommends shareholders withhold votes for the following individuals:

• Julie Masino, Chief Executive Officer
• Carl Berquist, Director
• Gilbert Dávila, Director
• Gisel Ruiz, Director
• Darryl Wade, Director

Egan-Jones emphasized that Cracker Barrel faces deep structural and strategic issues that pre-date the logo controversy and extend far beyond branding missteps. The firm stated that management must prioritize attracting new customers, increasing frequency of customer visits, and increasing customer spending per visit.

For the full analysis, visit: https://ejproxy.com/post/cash-is-king-the-vicious-cycle-at-cracker-barrel

About Egan-Jones Proxy Services

Egan-Jones Proxy Services provides independent proxy-voting analysis, recommendations, and reporting for institutional investors.