Jack in the Box shareholders re-elected the chain’s entire board, including David Goebel, its long-time chair, at the company’s annual meeting last week, according to a press release from the brand. The brand’s press release did not include a breakdown of the vote.
Although Goebel survived a challenge by prominent activist investor Sardar Biglari, he resigned as board chair effective Feb. 27 in favor of Mark King, another board member. Goebel will also not stand for re-election next year, the chain said. King joined the chain’s board late last year and brought significant QSR experience, including a stint as Taco Bell Corp’s CEO, according to a press release.
The board is “fully focused on improving our financial performance through the execution of our ‘JACK on Track’ plan. We will continue advancing our priorities to drive operating results, strengthen the balance sheet, position the Company for growth, and enhance long-term shareholder value,” King said in a statement.
It is unclear what the board’ re-election and Goebel’s departure as chair mean for the brand’s engagement with Biglari Capital. The chain’s underperformance in recent years and Biglari’s tenacity as an activist have the potential to transform a limited proxy battle over one board seat into a draining years-long campaign. Goebel’s departure as chair could change those dynamics, however.
A preliminary vote count also found shareholders approved the brand’s shareholder proposals including a poison pill shareholder rights plan designed to make it harder for Biglari to acquire a dominant share.
Proxy advisory firm ISS said that the pill includes “reasonable features that protect shareholders from entrenchment risk as well as potentially abusive takeover tactics by dissident shareholders,” according to a Jack in the Box SEC filing.