8-K

JACK IN THE BOX INC (JACK)

8-K 2026-02-18 For: 2026-02-18
View Original
Added on April 06, 2026

_____________________________________________________________________________________

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 18, 2026

JACK IN THE BOX INC.

(Exact name of registrant as specified in its charter)

_________________

Delaware 1-9390 95-2698708
(State or Other Jurisdiction<br>of Incorporation) (Commission<br>File Number) (I.R.S. Employer<br>Identification Number)

9357 Spectrum Center Blvd, San Diego, CA 92123

(Address of principal executive offices) (Zip Code)

(858) 571-2121

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

_________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock JACK NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

______________________________________________________________________

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On February 18, 2026, Jack in the Box Inc. issued a press release announcing its first quarter fiscal 2026 financial results and disclosing other information.

A copy of the press release is attached as Exhibit 99.1.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

Exhibit No. Description
99.1 Press Release of Jack in the Box Inc. dated February 18, 2026

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

JACK IN THE BOX INC.
/s/    Lance Tucker
Lance Tucker
Chief Executive Officer (principal executive officer)

Date: February 18, 2026

Document

Exhibit 99.1

Contact: Rachel Webb<br><br>Vice President, Investor Relations<br><br>rachel.webb@jackinthebox.com<br><br>858.522.4556

Jack in the Box Inc. Reports First Quarter 2026 Earnings

Jack in the Box same-store sales of (6.7%)

Diluted EPS from continuing operations of $0.75 and Operating EPS of $1.00

SAN DIEGO, Calif. February 18, 2026 – Jack in the Box Inc. (NASDAQ: JACK) announced financial results for the first quarter ended January 18, 2026.

The Company completed the sale of Del Taco Holdings Inc. (“Del Taco”) on December 22, 2025. The Del Taco results are included in discontinued operations for all periods presented.

“Our results for the quarter were in line with our expectations. We remain focused on the fundamentals, simplifying the business, and delivering on our 'JACK on Track' commitments as we build a stronger foundation for sustainable growth,” said Lance Tucker, Jack in the Box Chief Executive Officer. “Initial guest response to our 75th anniversary celebrations has been encouraging, and while there is more work ahead, we believe the steps we are taking to drive a better and more consistent guest experience will lead to much improved performance as we move through the year.”

Jack in the Box Performance

Same-store sales decreased 6.7% in the first quarter, comprised of franchise same-store sales decline of 7.0% and company-owned same-store sales decline of 4.7%. Sales performance resulted from a decline in transactions and mix, partially offset by an increase in price. Systemwide sales for the first quarter decreased 7.1%.

Restaurant-Level Margin(1), a non-GAAP measure, was $21.3 million, or 16.1%, down from $31.0 million, or 23.2%, a year ago driven primarily by commodity cost inflation, the negative impact from rolling over prior year beverage benefit, and a change in the mix of restaurants, partially offset by increased price.

Franchise-Level Margin(1), a non-GAAP measure, was $84.1 million, or 38.6%, a decrease from $97.1 million, or 40.9%, a year ago. The decrease was primarily due to lower sales driving lower rent

-more-

Jack in the Box Inc.

Page 2

revenue and royalties and a decrease in the number of restaurants as part of the 'JACK on Track' closure program.

Jack in the Box net restaurant count decreased in the first quarter, with six restaurant openings and 14 restaurant closures.

Jack in the Box Same-Store Sales: 16 Weeks Ended
January 18, 2026 January 19, 2025
Company (4.7 %) (0.4 %)
Franchise (7.0 %) 0.5 %
System (6.7 %) 0.4 %

Jack in the Box Restaurant Counts:

2026 2025
Company Franchise Total Company Franchise Total
Restaurant count at Q4 150 1,986 2,136 150 2,041 2,191
New 1 5 6 2 3 5
Closed (2) (12) (14) (6) (6)
Restaurant count at end of Q1 149 1,979 2,128 152 2,038 2,190
Q1'26 QTD Net Restaurant Change (1) (7) (8)
QTD Net Restaurant Change (0.7) % (0.4) % (0.4) %

Total revenues decreased 5.8% to $349.5 million, compared to $371.1 million in the prior year quarter. The lower revenue is primarily the result of same-store sales declines, as well as a lower number of restaurants.

The SG&A expense for the first quarter was $37.0 million, a decrease of $4.1 million compared to the prior year quarter. The decrease was due primarily to the fluctuation of $3.8 million in the cash surrender value of our COLI policies. When excluding net COLI gains, G&A was 2.5% of systemwide sales.

Other operating expenses, net, were $8.1 million, an increase of $5.5 million compared to the prior year quarter. The increase was primarily due to higher professional fees associated with the proxy contest and a tax refund settlement, as well as increased costs for closed restaurants and cancellation of related projects. These costs were partially offset by gains from real estate sales.

Net earnings from continuing operations was $14.4 million for the first quarter of fiscal 2026. This is compared with net earnings from continuing operations of $31.0 million for the first quarter of the prior year.

-more-

Jack in the Box Inc.

Page 3

Adjusted EBITDA(3), a non-GAAP measure, was $68.2 million in the first quarter of fiscal 2026 compared with $88.8 million for the prior year quarter.

The income tax provision for continuing operations reflects an effective tax rate of 32.4% in the first quarter of 2026 as compared to 30.0% in the prior year. This was primarily due to the establishment of valuation allowance on cumulative interest deduction limitations from current and prior fiscal years and the nondeductible component of share-based compensation largely offset by a favorable state refund claim settlement. The non-GAAP operating EPS tax rate for the first quarter of 2026 was 31.2%, primarily due to the establishment of valuation allowance on current fiscal year’s interest deduction limitation.

First quarter diluted earnings per share from continuing operations was $0.75 in 2026, compared to $1.61 in the prior year quarter. Operating Earnings Per Share(2), a non-GAAP measure, was $1.00 in the first quarter of fiscal 2026 compared with $1.86 in the prior year quarter.

(1) Restaurant-Level Margin and Franchise-Level Margin are non-GAAP measures. These non-GAAP measures are reconciled to earnings (loss) from operations, the most comparable GAAP measure, in the attachment to this release. See "Reconciliation of Non-GAAP Measurements to GAAP Results."

(2) Operating Earnings Per Share represents the diluted earnings per share on a GAAP basis, excluding certain adjustments. See "Reconciliation of Non-GAAP Measurements to GAAP Results." Operating earnings per share may not add due to rounding.

(3) Adjusted EBITDA represents net earnings on a GAAP basis excluding certain adjustments. See "Reconciliation of Non-GAAP Measurements to GAAP Results."

Del Taco Discontinued Operations

On October 15, 2025, the Company entered into a definitive agreement to sell Del Taco, which owns and operates the Company’s Del Taco restaurant operations, to Yadav Enterprises, Inc., a California corporation (“Buyer”) and Anil Yadav (“Buyer Guarantor”), which was completed on December 22, 2025. As a result of the sale, operating results for Del Taco are included in discontinued operations for all periods presented. There were losses from discontinued operations, net of taxes of $16.8 million for the first quarter of 2026, compared with earnings from discontinued operations, net of taxes of $2.7 million in the prior year quarter.

Capital Allocation

The Company did not repurchase any shares of our common stock in the first quarter. As of the end of the first quarter, there was $175.0 million remaining under the Board-authorized stock buyback program.

During the first quarter, the Company prepaid $105.0 million of the 2019-1 Class A-2-II Notes.

Guidance Updates

The Company reiterates its guidance and outlook provided on November 19, 2025, for the fiscal year ending September 27, 2026.

•Jack in the Box Restaurant Count of 2,050 to 2,100

-more-

Jack in the Box Inc.

Page 4

◦This includes approximately 20 new restaurant openings and approximately 50 to 100 closures, most of which will be franchise restaurants

•Same Store Sales of -1% to +1% vs. Fiscal Year 2025

◦The company expects first-quarter results to remain pressured, with sequential improvement anticipated over the balance of fiscal year 2026

•Company-Owned Restaurant Level Margin of 17 to 18%

◦This includes mid-single-digit commodity inflation and low-single-digit wage inflation

•Franchise Level Margin of $275 to $290 million

◦As the company continues to execute its “Jack on Track” plan, which includes a block closure program and selling real estate, both of which influence Franchise Level Margin, visibility into timing is limited.

•SG&A of $125 to $135 million

◦G&A, excluding selling and advertising, is expected to be approximately 2.5% of systemwide sales.

•Depreciation and Amortization of $45 to $50 million

•Adjusted EBITDA of $225 to $240 million

•Capital Expenditures of $45 to $55 million, prioritizing sales-driving investments in technology

•As previously mentioned, the company has discontinued its dividend and share repurchase program

Conference Call

The Company will host a conference call for analysts and investors on Wednesday, February 18, 2026, beginning at 2:00 p.m. PT (5:00 p.m. ET). The call will be webcast live via the Investors section of the Jack in the Box company website at http://investors.jackinthebox.com. A replay of the call will be available through the Jack in the Box Inc. corporate website for 21 days. The call can be accessed via phone by dialing (888) 596-4144 and using ID 7573961.

About Jack in the Box Inc.

Jack in the Box Inc. (NASDAQ: JACK), founded and headquartered in San Diego, California, is a restaurant company that operates and franchises Jack in the Box®, one of the nation's largest hamburger chains with approximately 2,125 restaurants across 22 states. For more information, including franchising opportunities, visit www.jackinthebox.com.

-more-

Jack in the Box Inc.

Page 5

Category: Earnings

Safe Harbor Statement

This press release contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements may be identified by words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “goals,” “guidance,” “intend,” “plan,” “project,” “may,” “will,” “would” and similar expressions. These statements are based on management’s current expectations, estimates, forecasts and projections about our business and the industry in which we operate. These estimates and assumptions involve known and unknown risks, uncertainties, and other factors that are in some cases beyond our control. Factors that may cause our actual results to differ materially from any forward-looking statements include, but are not limited to: the success of new products, marketing initiatives and restaurant remodels and drive-thru enhancements; the impact of competition, unemployment, trends in consumer spending patterns and commodity costs; the Company’s ability to achieve and manage its planned growth, which is affected by the availability of a sufficient number of suitable new restaurant sites, the performance of new restaurants, risks relating to expansion into new markets and successful franchise development; the ability to attract, train and retain top-performing personnel, litigation risks; risks associated with disagreements with franchisees; supply chain disruption; food-safety incidents or negative publicity impacting the reputation of the Company's brand; increased regulatory and legal complexities, risks associated with the amount and terms of the securitized debt issued by certain of our wholly owned subsidiaries; stock market volatility; and the risks related to the Company’s ongoing proxy contest, potential changes in board composition or corporate strategy, and the associated costs and management distraction. These and other factors are discussed in the Company’s annual report on Form 10-K and its periodic reports on Form 10-Q filed with the Securities and Exchange Commission, which are available online at http://investors.jackinthebox.com or in hard copy upon request. The Company undertakes no obligation to update or revise any forward-looking statement, whether as the result of new information or otherwise.

-more-

Jack in the Box Inc.

Page 6

JACK IN THE BOX INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)

(In thousands, except per share data)

(Unaudited)

16 Weeks Ended
January 18, 2026 January 19, 2025
Revenues:
Company restaurant sales $ 131,907 $ 133,755
Franchise rental revenues 97,387 105,781
Franchise royalties and other 58,876 63,615
Franchise contributions for advertising and other services 61,347 67,913
349,517 371,064
Operating costs and expenses, net:
Food and packaging 39,232 34,690
Payroll and employee benefits 46,577 44,528
Occupancy and other 24,801 23,540
Franchise occupancy expenses 66,301 67,916
Franchise support and other costs 3,760 3,301
Franchise advertising and other services expenses 63,472 68,992
Selling, general and administrative expenses 37,018 41,156
Depreciation and amortization 13,609 12,457
Pre-opening costs 59 1,457
Other operating expenses, net 8,050 2,547
302,879 300,584
Earnings from operations 46,638 70,480
Other pension and post-retirement expenses, net 1,684 1,789
Interest expense, net 23,682 24,380
Earnings before income taxes 21,272 44,311
Income tax expense 6,883 13,315
Earnings from continuing operations $ 14,389 $ 30,996
(Losses) earnings from discontinued operations, net of taxes $ (16,847) $ 2,690
Net (loss) earnings $ (2,458) $ 33,686
Net earnings (loss) per share - basic:
Earnings from continuing operations $ 0.75 $ 1.63
(Losses) earnings from discontinued operations $ (0.88) $ 0.14
Net (loss) earnings per share (1) $ (0.13) $ 1.77
Net earnings (loss) per share - diluted:
Earnings from continuing operations $ 0.75 $ 1.61
(Losses) earnings from discontinued operations $ (0.88) $ 0.14
Net (loss) earnings per share (1) $ (0.13) $ 1.75
Weighted-average shares outstanding:
Basic 19,136 19,050
Diluted 19,234 19,215
Dividends declared per common share $ $ 0.44

____________________

(1)Earnings per share may not add due to rounding.

-more-

Jack in the Box Inc.

Page 7

JACK IN THE BOX INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

(Unaudited)

January 18,<br>2026 September 28,<br>2025
ASSETS
Current assets:
Cash $ 71,973 $ 45,766
Restricted cash 27,398 30,282
Accounts and other receivables, net 92,437 73,744
Inventories 2,771 2,346
Prepaid expenses 12,648 13,604
Current assets held for sale 16,430 46,042
Other current assets 8,561 8,588
Total current assets 232,218 220,372
Property and equipment:
Property and equipment, at cost 1,145,008 1,150,490
Less accumulated depreciation and amortization (808,559) (806,873)
Property and equipment, net 336,449 343,617
Other assets:
Operating lease right-of-use assets 1,000,680 1,005,024
Goodwill 136,026 136,026
Deferred tax assets 62,020 61,501
Non-current assets held for sale 574,967
Other assets, net 254,234 251,914
Total other assets 1,452,960 2,029,432
$ 2,021,627 $ 2,593,421
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Current maturities of long-term debt $ 28,270 $ 29,458
Current operating lease liabilities 136,668 138,199
Accounts payable 45,278 56,349
Accrued liabilities 141,810 142,478
Current liabilities held for sale 64,139
Total current liabilities 352,026 430,623
Long-term liabilities:
Long-term debt, net of current maturities 1,564,253 1,674,235
Long-term operating lease liabilities, net of current portion 900,779 907,910
Non-current liabilities held for sale 377,445
Other long-term liabilities 140,607 141,479
Total long-term liabilities 2,605,639 3,101,069
Stockholders’ deficit:
Preferred stock $0.01 par value, 15,000,000 shares authorized, none issued
Common stock $0.01 par value, 175,000,000 shares authorized, 83,147,600 and 83,012,784 issued and outstanding, respectively 831 830
Capital in excess of par value 546,336 542,177
Retained earnings 1,766,747 1,769,205
Accumulated other comprehensive loss (49,327) (49,858)
Treasury stock, at cost, 64,120,270 and 64,120,270 shares, respectively (3,200,625) (3,200,625)
Total stockholders’ deficit (936,038) (938,271)
$ 2,021,627 $ 2,593,421

-more-

Jack in the Box Inc.

Page 8

JACK IN THE BOX INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands) (Unaudited)

Sixteen Weeks Ended
January 18, 2026 January 19, 2025
Cash flows from operating activities:
Net (loss) earnings $ (2,458) $ 33,686
(Losses) earnings from discontinued operations (16,847) 2,690
Earnings from continuing operations 14,389 30,996
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization 13,609 12,457
Amortization of franchise tenant improvement allowances and incentives 1,798 1,606
Deferred finance cost amortization 1,359 1,473
Tax deficiency from share-based compensation arrangements 1,399 1,111
Deferred income taxes 9,271 (4,526)
Share-based compensation expense 4,159 3,689
Pension and post-retirement expense 1,684 1,789
Gains on cash surrender value of company-owned life insurance (4,044) (189)
(Gains) losses on the disposition of property and equipment, net (6,271) 417
Impairment charges 267 610
Changes in assets and liabilities:
Accounts and other receivables 2,177 13,923
Inventories (424) (94)
Prepaid expenses and other current assets 5,266 (1,629)
Operating lease right-of-use assets and lease liabilities (4,664) (5,705)
Accounts payable (5,617) 8,036
Accrued liabilities 2,656 7,873
Pension and post-retirement contributions (2,090) (2,218)
Franchise tenant improvement allowance and incentive disbursements (1,844) (1,816)
Other (2,534) 33,780
Cash flows provided by operating activities 30,546 101,583
Cash flows from investing activities:
Purchases of property and equipment (23,218) (21,300)
Purchases of assets intended for sale or leaseback (5,724)
Proceeds from the sale of property and equipment 10,948
Proceeds from the sale and leaseback of assets 3,593
Other 2,800 3,303
Cash flows used in investing activities (5,877) (23,721)
Cash flows from financing activities:
Repayments of borrowings on revolving credit facilities (6,000)
Principal repayments on debt (112,313) (7,456)
Dividends paid on common stock (8,308)
Proceeds from issuance of common stock 1 1
Repurchases of common stock (4,999)
Payroll tax payments for equity award issuances (873) (2,336)
Cash flows used in financing activities (113,185) (29,098)
Cash flows (used in) provided by continuing operations (88,516) 48,764
Net cash (used in) provided by operating activities of discontinued operations (11,902) 4,073
Net cash provided by (used in) investing activities of discontinued operations 118,014 (2,363)
Net cash used in financing activities of discontinued operations (38) (8)
Net cash provided by discontinued operations 106,074 1,702
Cash and restricted cash at beginning of period, including discontinued operations cash 81,813 54,167
Cash and restricted cash at end of period, including discontinued operations cash $ 99,371 $ 104,633

-more-

Jack in the Box Inc.

Page 9

JACK IN THE BOX INC. AND SUBSIDIARIES

SUPPLEMENTAL INFORMATION

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (LOSS) DATA

(Unaudited)

The following table presents certain income and expense items included in our condensed consolidated statements of earnings (loss) as a percentage of total revenues, unless otherwise indicated. Percentages may not add due to rounding.

16 Weeks Ended
January 18, 2026 January 19, 2025
Revenues:
Company restaurant sales 37.7 % 36.0 %
Franchise rental revenues 27.9 % 28.5 %
Franchise royalties and other 16.8 % 17.1 %
Franchise contributions for advertising and other services 17.6 % 18.3 %
100.0 % 100.0 %
Operating costs and expenses, net:
Food and packaging (1) 29.7 % 25.9 %
Payroll and employee benefits (1) 35.3 % 33.3 %
Occupancy and other (1) 18.8 % 17.6 %
Franchise occupancy expenses (2) 68.1 % 64.2 %
Franchise support and other costs (3) 6.4 % 5.2 %
Franchise advertising and other services expenses (4) 103.5 % 101.6 %
Selling, general and administrative expenses 10.6 % 11.1 %
Depreciation and amortization 3.9 % 3.4 %
Pre-opening costs 0.0 % 0.4 %
Other operating expenses, net 2.3 % 0.7 %
Earnings from continuing operations 13.3 % 19.0 %
Income tax rate (5) 32.4 % 30.0 %

____________________

(1)As a percentage of company restaurant sales.

(2)As a percentage of franchise rental revenues.

(3)As a percentage of franchise royalties and other.

(4)As a percentage of franchise contributions for advertising and other services.

(5)As a percentage of earnings (loss) from operations and before income taxes.

-more-

Jack in the Box Inc.

Page 10

Jack in the Box systemwide sales (in thousands): 16 Weeks Ended
January 18, 2026 January 19, 2025
Company-operated restaurant sales $ 131,907 $ 133,755
Franchised restaurant sales (1) 1,136,642 1,232,347
Systemwide sales (1) $ 1,268,549 $ 1,366,102

____________________

(1)Franchised restaurant sales represent sales at franchised restaurants and are revenues of our franchisees. Systemwide sales include company and franchised restaurant sales. We do not record franchised sales as revenues; however, our royalty revenues, marketing fees and percentage rent revenues are calculated based on a percentage of franchised sales. We believe franchised and systemwide restaurant sales information is useful to investors as they have a direct effect on the company's profitability.

-more-

Jack in the Box Inc.

Page 11

JACK IN THE BOX INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP MEASUREMENTS TO GAAP RESULTS

(Unaudited)

To supplement the condensed consolidated financial statements, which are presented in accordance with GAAP, the Company uses the following non-GAAP measures: Adjusted Net Income, Operating Earnings Per Share, Adjusted EBITDA, Restaurant-Level Margin and Franchise-Level Margin. Management believes that these measurements, when viewed with the Company's results of operations in accordance with GAAP and the accompanying reconciliations in the tables below, provide useful information about operating performance and period-over-period changes, and provide additional information that is useful for evaluating the operating performance of the Company's core business without regard to potential distortions.

Operating Earnings Per Share

Operating Earnings Per Share represents diluted earnings per share from continuing operations on a GAAP basis excluding restructuring, integration and other, net COLI gains, pension and post-retirement benefit costs, impairment charges, gains on the sale of real estate to franchisees, excess tax shortfall from share-based compensation arrangements, and other tax-related impacts.

Operating Earnings Per Share should be considered as a supplement to, not as a substitute for, analysis of results as reported under U.S. GAAP or other similarly titled measures of other companies. Management believes Operating Earnings Per Share provides investors with a meaningful supplement of the Company’s operating performance and period-over-period changes without regard to potential distortions.

-more-

Jack in the Box Inc.

Page 12

Below is a reconciliation of Non-GAAP Adjusted Net Income to the most directly comparable GAAP measure of net income. Also below is a reconciliation of Non-GAAP Operating Earnings Per Share to the most directly comparable GAAP measure, diluted earnings per share from continuing operations:

16 Weeks Ended
January 18, 2026 January 19, 2025
Net earnings from continuing operations, as reported $ 14,389 $ 30,996
Restructuring, integration and other (1) 11,246 1,332
Net COLI gains (2) (2,416) 1,391
Pension and post-retirement benefit costs (3) 1,684 1,789
Impairment charges 353 622
Gains on the sale of real estate to franchisees (4) (4,175) (337)
Excess tax shortfall from share-based compensation arrangements 1,399 1,110
Tax impact of adjustments (5) (3,239) (1,176)
Non-GAAP Adjusted Net Income $ 19,241 $ 35,727
Diluted weighted-average shares outstanding 19,234 19,215
Diluted earnings per share from continuing operations – GAAP $ 0.75 $ 1.61
Restructuring, integration and other (1) 0.58 0.07
Net COLI gains (2) (0.13) 0.07
Pension and post-retirement benefit costs (3) 0.09 0.09
Impairment charges 0.02 0.03
Gains on the sale of real estate to franchisees (0.22) (0.02)
Excess tax shortfall from share-based compensation arrangements 0.07 0.06
Tax impact of adjustments (5) (0.17) (0.06)
Operating Earnings Per Share – non-GAAP (6) $ 1.00 $ 1.86

____________________

(1)Restructuring, integration and other reflects charges that are not part of our ongoing operations, including proxy contest fees, restructuring that is not deemed discontinued operations, professional fees for tax refund settlement, and other consulting fees for discrete project-based strategic initiatives that are not expected to recur in the foreseeable future.

(2)Net COLI gains reflect market-based adjustments on the company-owned life insurance policies, net of changes in our non-qualified deferred compensation obligation supported by these policies.

(3)Pension and post-retirement benefit costs relating to our two legacy defined benefit pension plans, as well as our two legacy post-retirement plans.

(4)Gains on the sale of real estate to franchisees included in this reconciliation as the Company expects to have higher than normal sales of real estate in an effort to pay down debt.

(5)Tax impacts are calculated based on the non-GAAP Operating EPS tax rate of 31.2% in the current quarter and 27.2% in the prior year quarter. Tax impacts for the first quarter of 2026 also include non-recurring amounts related to a favorable state tax refund claim settlement and the establishment of valuation allowance on cumulative interest deduction limitations from prior fiscal years.

(6)Operating Earnings Per Share may not add due to rounding.

-more-

Jack in the Box Inc.

Page 13

Adjusted EBITDA

Adjusted EBITDA represents net earnings from continuing operations on a GAAP basis excluding income taxes, interest expense, net, other operating expenses, net, depreciation and amortization, amortization of cloud computing costs, amortization of favorable and unfavorable leases and subleases, net, amortization of franchise tenant improvement allowances and other, net COLI (gains)/losses, and pension and post-retirement benefit costs.

Adjusted EBITDA should be considered as a supplement to, not as a substitute for, analysis of results as reported under U.S. GAAP or other similarly titled measures of other companies. Management believes Adjusted EBITDA is useful to investors to gain an understanding of the factors and trends affecting the Company's ongoing cash earnings, from which capital investments are made and debt is serviced.

Below is a reconciliation of non-GAAP Adjusted EBITDA to the most directly comparable GAAP measure, net earnings from continuing operations (in thousands):

16 Weeks Ended
January 18, 2026 January 19, 2025
Net earnings from continuing operations, as reported $ 14,389 $ 30,996
Income taxes 6,883 13,315
Interest expense, net 23,682 24,380
Other operating expenses, net (1) 8,050 2,547
Depreciation and amortization 13,609 12,457
Amortization of cloud-computing costs (2) 507 366
Amortization of favorable and unfavorable leases and subleases, net (3) (9) (9)
Amortization of franchise tenant improvement allowances and other 1,798 1,605
Net COLI (gains)/losses (4) (2,416) 1,391
Pension and post-retirement benefit costs (5) 1,684 1,789
Adjusted EBITDA – non-GAAP $ 68,177 $ 88,837

____________________

(1)Other operating expense, net includes: restructuring, integration and other; costs of closed restaurants; impairment charges; accelerated depreciation and gains/losses on disposition of property and equipment, net.

(2)Amortization of cloud computing costs includes the amounts for the non-cash amortization of capitalized implementation costs related to cloud-based software arrangements that are included within selling, general and administrative expenses.

(3)Amortization of favorable and unfavorable leases and subleases, net, which is not already included in the other operating expense, net, noted above.

(4)Net COLI (gains)/losses reflect market-based adjustments on the company-owned life insurance policies, net of changes in our non-qualified deferred compensation obligation supported by these policies.

(5)Pension and post-retirement benefit costs relating to our two legacy defined benefit pension plans, as well as the two legacy post-retirement plans.

-more-

Jack in the Box Inc.

Page 14

Restaurant-Level Margin

Restaurant-Level Margin is defined as company restaurant sales less restaurant operating costs (food and packaging, labor, and occupancy costs) and is neither required by, nor presented in accordance with GAAP. Restaurant-Level Margin excludes revenues and expenses of our franchise operations and selling, general, and administrative expenses. Certain other costs are also excluded, such as depreciation and amortization, pre-opening costs, other operating expenses, net, and losses on the sale of company-operated restaurants. As such, Restaurant-Level Margin is not indicative of the overall results of the Company and does not accrue directly to the benefit of shareholders because of the exclusion of corporate-level expenses. Restaurant-Level Margin should be considered as a supplement to, not as a substitute for, analysis of results as reported under GAAP or other similarly titled measures of other companies. The Company is presenting Restaurant-Level Margin because it believes that it provides a meaningful supplement to net earnings of the company's core business operating results, as well as a comparison to those of other similar companies. Management utilizes Restaurant-Level Margin as a key performance indicator to evaluate the profitability of company-operated restaurants. Below is a reconciliation of non-GAAP Restaurant-Level Margin to the most directly comparable GAAP measure, earnings from continuing operations (in thousands):

16 Weeks Ended
January 18, 2026 January 19, 2025
Earnings from continuing operations - GAAP $ 46,638 $ 70,480
Franchise rental revenues (97,387) (105,781)
Franchise royalties and other (58,876) (63,615)
Franchise contributions for advertising and other services (61,347) (67,913)
Franchise occupancy expenses 66,301 67,916
Franchise support and other costs 3,760 3,301
Franchise advertising and other services expenses 63,472 68,992
Selling, general and administrative expenses 37,018 41,156
Depreciation and amortization 13,609 12,457
Pre-opening costs 59 1,457
Other operating expenses, net 8,050 2,547
Restaurant-Level Margin - Non-GAAP $ 21,297 $ 30,997
Company restaurant sales $ 131,907 $ 133,755
Restaurant-Level Margin % - Non-GAAP 16.1 % 23.2 %

-more-

Jack in the Box Inc.

Page 15

Franchise-Level Margin

Franchise-Level Margin is defined as franchise revenues less franchise operating costs (occupancy expenses, advertising contributions, and franchise support and other costs) and is neither required by, nor presented in accordance with GAAP. Franchise-Level Margin excludes revenue and expenses of our company-operated restaurants and selling, general, and administrative expenses. Certain other costs are also excluded, such as depreciation and amortization, pre-opening, other operating expenses, net, and losses on the sale of company-operated restaurants. As such, Franchise-Level Margin is not indicative of the overall results of the Company and does not accrue directly to the benefit of shareholders because of the exclusion of corporate-level expenses. Franchise-Level Margin should be considered as a supplement to, not as a substitute for, analysis of results as reported under GAAP or other similarly titled measures of other companies. The Company is presenting Franchise-Level Margin because it believes that it provides a meaningful supplement to net earnings of the Company's core business operating results, as well as a comparison to those of other similar companies. Management utilizes Franchise-Level Margin as a key performance indicator to evaluate the profitability of our franchise operations. Below is a reconciliation of non-GAAP Franchise-Level Margin to the most directly comparable GAAP measure, earnings from continuing operations (in thousands):

16 Weeks Ended
January 18, 2026 January 19, 2025
Earnings from continuing operations - GAAP $ 46,638 $ 70,480
Company restaurant sales (131,907) (133,755)
Food and packaging 39,232 34,690
Payroll and employee benefits 46,577 44,528
Occupancy and other 24,801 23,540
Selling, general and administrative expenses 37,018 41,156
Depreciation and amortization 13,609 12,457
Pre-opening costs 59 1,457
Other operating expenses, net 8,050 2,547
Franchise-Level Margin - Non-GAAP $ 84,077 $ 97,100
Franchise rental revenues $ 97,387 $ 105,781
Franchise royalties and other 58,876 63,615
Franchise contributions for advertising and other services 61,347 67,913
Total franchise revenues $ 217,610 $ 237,309
Franchise-Level Margin % - Non-GAAP 38.6 % 40.9 %

Jack in the Box Inc.

Page 16

APPENDIX A

JACK IN THE BOX INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)

(In thousands, except per share data)

(Unaudited)

Quarterly Period Ended Fiscal Year
January 19, 2025 April 13, 2025 July 6, 2025 September 28, 2025 September 28, 2025
Revenues:
Company restaurant sales $ 133,755 $ 95,095 $ 94,112 $ 93,753 $ 416,715
Franchise rental revenues 105,781 77,935 76,538 72,481 332,735
Franchise royalties and other 63,615 45,754 44,604 44,343 198,316
Franchise contributions for advertising and other services 67,913 46,947 47,147 44,193 206,200
371,064 265,731 262,401 254,770 1,153,966
Operating costs and expenses, net:
Food and packaging 34,690 26,437 26,949 28,396 116,472
Payroll and employee benefits 44,528 32,178 32,465 31,618 140,789
Occupancy and other 23,540 17,804 17,840 18,623 77,807
Franchise occupancy expenses 67,916 51,153 50,829 49,314 219,212
Franchise support and other costs 3,301 3,198 3,314 2,693 12,506
Franchise advertising and other services expenses 68,992 48,029 47,994 46,393 211,408
Selling, general and administrative expenses 41,156 28,221 20,577 27,887 117,841
Depreciation and amortization 12,457 8,069 8,671 10,404 39,601
Pre-opening costs 1,457 599 866 2,482 5,404
Other operating expenses, net 2,547 1,760 4,531 5,467 14,305
Gains on the sale of company-operated restaurants (569) (569)
300,584 217,448 214,036 222,708 954,776
Earnings from operations 70,480 48,283 48,365 32,062 199,190
Other pension and post-retirement expenses, net 1,789 1,341 1,342 1,342 5,814
Interest expense, net 24,380 18,351 18,135 18,228 79,094
Earnings before income taxes 44,311 28,591 28,888 12,492 114,282
Income tax expense 13,315 7,892 6,049 1,209 28,465
Earnings from continuing operations $ 30,996 $ 20,699 $ 22,839 $ 11,283 $ 85,817
Earnings (losses) from discontinued operations, net of taxes $ 2,690 $ (162,927) $ (812) $ (5,487) $ (166,536)
Net earnings (loss) $ 33,686 $ (142,228) $ 22,027 $ 5,796 $ (80,719)
Net earnings (loss) per share - basic:
Earnings from continuing operations $ 1.63 $ 1.09 $ 1.20 $ 0.59 $ 4.50
Earnings (losses) from discontinued operations $ 0.14 $ (8.56) $ (0.04) $ (0.29) $ (8.74)
Net earnings (loss) per share $ 1.77 $ (7.47) $ 1.16 $ 0.30 $ (4.24)
Net earnings (loss) per share - diluted:
Earnings from continuing operations $ 1.61 $ 1.09 $ 1.19 $ 0.59 $ 4.50
Earnings (losses) from discontinued operations $ 0.14 $ (8.56) $ (0.04) $ (0.29) $ (8.74)
Net earnings (loss) per share $ 1.75 $ (7.47) $ 1.15 $ 0.30 $ (4.24)
Weighted-average shares outstanding:
Basic 19,050 19,043 19,061 19,064 19,054
Diluted 19,215 19,043 19,152 19,154 19,054

Jack in the Box Inc.

Page 17

APPENDIX B

JACK IN THE BOX INC. AND SUBSIDIARIES

QUARTERLY RECONCILIATION OF ADJUSTED EBITDA

(In thousands, except per share data)

(Unaudited)

Below is a reconciliation of non-GAAP Adjusted EBITDA to the most directly comparable GAAP measure, net earnings from continuing operations (in thousands):

Quarterly Period Ended Fiscal Year (6)
January 19, 2025 April 13, 2025 July 6, 2025 September 28, 2025 September 28, 2025
Net earnings from continuing operations $ 30,996 $ 20,699 $ 22,839 $ 11,283 $ 85,817
Income taxes 13,315 7,892 6,049 1,209 28,465
Interest expense, net 24,380 18,351 18,135 18,228 79,094
Gains on the sale of company-operated restaurants (569) (569)
Other operating expenses, net (1) 2,547 1,760 4,531 5,467 14,305
Depreciation and amortization 12,457 8,069 8,671 10,404 39,601
Amortization of cloud-computing costs (2) 366 238 238 244 1,086
Amortization of favorable and unfavorable leases and subleases, net (3) (9) (7) (7) (7) (30)
Amortization of franchise tenant improvement allowances and other 1,605 1,762 1,411 1,382 6,161
Net COLI losses/(gains) (4) 1,391 1,407 (6,062) (3,618) (6,882)
Pension and post-retirement benefit costs (5) 1,789 1,342 1,342 1,342 5,814
Adjusted EBITDA – non-GAAP $ 88,837 $ 61,513 $ 57,147 $ 45,365 $ 252,862

____________________

(1)Other operating expense, net includes: restructuring, integration and other; costs of closed restaurants; impairment charges; accelerated depreciation and gains/losses on disposition of property and equipment, net.

(2)Amortization of cloud computing costs includes the amounts for the non-cash amortization of capitalized implementation costs related to cloud-based software arrangements that are included within selling, general and administrative expenses.

(3)Amortization of favorable and unfavorable leases and subleases, net, which is not already included in the other operating expense, net, noted above.

(4)Net COLI losses/(gains) reflect market-based adjustments on the company-owned life insurance policies, net of changes in our non-qualified deferred compensation obligation supported by these policies.

(5)Pension and post-retirement benefit costs relating to our two legacy defined benefit pension plans, as well as the two legacy post-retirement plans.

(6)Fiscal Year totals may not add due to rounding.