8-K

_____________________________________________________________________________________

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): September 30, 2024

JACK IN THE BOX INC.

(Exact name of registrant as specified in its charter)

_________________

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:

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 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On September 30, 2024, Brian Scott notified the Company of his intention to resign from his position as the Company’s Executive Vice President and Chief Financial Officer, effective November 20, 2024. Mr. Scott is departing to pursue a new position with a company outside the restaurant industry.

Dawn Hooper, the Company’s Senior Vice President, Controller will serve as the Company’s interim principal financial officer effective November 1, 2024, and as Interim Chief Financial Officer effective upon Mr. Scott’s departure until such time that a successor Chief Financial Officer is appointed. Ms. Hooper, 54, previously served in the role of the Company’s interim principal financial officer from August 2020 to January 2021 and from February 2023 to August 2023. Ms. Hooper has been Senior Vice President, Controller since December 2022, and she has been with the Company since October 2000. She previously held positions of increasing responsibility in accounting since joining the Company in 2000, including Interim CFO, Controller, Assistant Controller, Vice President of Financial Reporting and Senior Manager of Corporate Accounting. Prior to joining the company, she began her career with KPMG LLP where she worked from September 1993 to September 2000. Ms. Hooper has more than 29 years in experience in accounting and finance. Ms. Hooper received her bachelor’s degree in accounting from University of San Diego from the Knauss School of Business. There are no reportable family relationships or related person transactions involving the Company and Ms. Hooper.

In connection with her appointment as interim principal financial officer, Ms. Hooper’s salary shall increase $19,500 per month starting on November 1, 2024, and ending as to be determined by the Company’s Board and Management.

On October 3, 2024, the Company issued a press release announcing Mr. Scott’s departure and Ms. Hooper’s appointment. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

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.

Document

Exhibit 99.1

Jack in the Box Inc. Announces Departure of Executive Vice President and Chief Financial Officer Brian Scott

Dawn Hooper to Assume Role of Interim CFO beginning November 1st

SAN DIEGO, Calif. October 3, 2024 – Jack in the Box Inc. (NASDAQ: JACK) announces the resignation of EVP and Chief Financial Officer Brian Scott, who has accepted a new position outside of the restaurant industry. To assist with a smooth transition, his last day with Jack in the Box will be November 20th.

Dawn Hooper, a Jack in the Box veteran of 24 years who has previously served as interim chief financial officer, will assume the role of principal financial officer on November 1st and interim CFO upon Scott’s departure. She is expected to remain in the role until a permanent successor is appointed.

“I’d like to thank Brian for his contributions to Jack in the Box, and for being a valuable part of our team during his time with the company,” said Darin Harris, chief executive officer. “I am committed to finding an excellent financial leader to be a part of the transformation we have been pursuing, and the ambition we have for our two brands.”

“I want to thank Darin and the entire leadership team for the opportunity to work side by side with such a passionate and driven organization,” said Scott. “I am confident that both the Jack in the Box and Del Taco brands will continue to make strides in achieving their strategic goals and delivering long-term shareholder value.”

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 2,200 restaurants across 21 states, and Del Taco®, the second largest Mexican-American QSR chain by units in the U.S. with approximately 600

Exhibit 99.1

restaurants across 16 states. For more information on both brands, including franchising opportunities, visit www.jackinthebox.com and www.deltaco.com.