Jack in the Box Inc. Extends GreenWood Agreement; Appoints Director

What Happened
Jack in the Box Inc. (JACK) filed an 8‑K reporting a First Amendment to its Nomination and Cooperation Agreement with GreenWood Investors, LLC dated September 17, 2026. The amendment extends the cooperation term through the nomination window for JACK’s 2028 annual meeting, preserves certain standstill, voting and other provisions, and includes limits and consultation commitments around board changes. Also on September 17, 2026 the Company appointed Rachel Ruggeri (age 56), formerly Executive VP & CFO of Starbucks Corporation, as an independent director. Michael Murphy notified the Company he will not stand for re‑election and will retire from the board at the 2027 Annual Meeting. JACK issued a press release on September 21, 2026 announcing these items.

Key Details

• First Amendment dated Sept 17, 2026: extends cooperation agreement through the 2028 annual meeting nomination window.
• Board governance changes: Company agreed board size will not exceed nine directors during the covered period without GreenWood’s written consent; the Company will notify and consult with GreenWood if seeking to add a director.
• Investor engagement: JACK agreed to use best efforts to hold an investor event by June 30, 2027 and to provide GreenWood advance copies of certain investor materials (subject to confidentiality); GreenWood has no approval or delay rights.
• Director changes: Rachel Ruggeri appointed effective Sept 17, 2026 (independent director; former Starbucks CFO); Michael Murphy will retire at the end of his current term at the 2027 Annual Meeting.

Why It Matters
These filings confirm continued cooperation between JACK and activist investor GreenWood, with explicit governance and engagement provisions that affect board composition, nomination processes and investor communications. The appointment of an experienced former public‑company CFO strengthens the board’s financial expertise, while the announced retirement reduces board continuity ahead of the 2027 annual meeting. Investors should note the extended cooperation timeline (through the 2028 nomination window) and the board size cap, both of which shape near‑term governance and nomination dynamics.