JACK 8-K
Jack In The Box Inc (JACK)
8-K
2026-08-20
For: 2026-08-18
View Original
Added on
August 20, 2026
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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): August 18, 2026
(Exact name of registrant as specified in its charter)
_________________
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||||||
(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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
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 August 18, 2026, the Board of Directors (the “Board”) of Jack in the Box Inc. (the “Company”) appointed Taylor Montgomery, age 39, as President of the Company, effective September 14, 2026. In this newly created role, Mr. Montgomery will lead the Company’s brand strategy with a focus on driving sustainable sales growth, improving franchisee profitability, and supporting the Company’s long-term growth initiatives. Mr. Montgomery’s appointment is a component of the Company’s previously announced Chief Executive Officer succession planning process. He is expected to assume the role of Chief Executive Officer within the next twelve months and is expected to join the Board at that time.
Prior to joining the Company, Mr. Montgomery served as Global Chief Brand Officer of Taco Bell, a division of Yum! Brands, Inc., where he was responsible for the brand’s growth strategy and marketing initiatives. Before serving as Global Chief Brand Officer, Mr. Montgomery held various leadership positions at Taco Bell and Yum! Brands. Prior to joining Yum! Brands, Mr. Montgomery held brand strategy roles at Procter & Gamble.
In connection with his appointment, the Company entered into an offer letter with Mr. Montgomery dated August 14, 2026. Pursuant to the offer letter, Mr. Montgomery will receive an annual base salary of $700,000 and will be eligible to participate in the Company’s annual incentive program with a target annual incentive opportunity equal to 75% of his base salary and a maximum payout opportunity equal to 150% of his base salary. For fiscal year 2027, Mr. Montgomery is entitled to receive a minimum annual incentive payment of $150,000, subject to his continued employment through the payment date.
Mr. Montgomery is also eligible to receive a one-time inducement grant of restricted stock units with a grant date value of $1.5 million, subject to approval by the Compensation Committee of the Board and his continued employment through the grant date. The inducement award is expected to vest in three equal annual installments over three years, subject to the terms of the applicable award agreement. In addition, Mr. Montgomery will be eligible to receive a fiscal year 2027 performance share unit award with a target grant date value of $500,000 and, beginning in fiscal year 2028, annual long-term incentive awards with an aggregate target grant date value of $1.0 million, subject to Board or Compensation Committee approval and the terms of the applicable award agreements.
The Company also agreed to pay Mr. Montgomery a sign-on bonus of $220,000, payable on or before November 1, 2026, subject to applicable withholding taxes. If Mr. Montgomery voluntarily resigns or is terminated for misconduct prior to October 1, 2027, he will be required to repay a prorated portion of the sign-on bonus, subject to the terms of the sign-on bonus agreement.
Mr. Montgomery will also be eligible to participate in the Company’s executive severance plan and compensation and benefits assurance program on substantially the same terms as other executive officers of the Company.
There are no arrangements or understandings between Mr. Montgomery and any other person pursuant to which he was appointed as an officer of the Company. There are no family relationships between Mr. Montgomery and any director or executive officer of the Company, and there are no transactions involving Mr. Montgomery requiring disclosure under Item 404(a) of Regulation S-K.
The foregoing descriptions of the offer letter and sign-on bonus agreement do not purport to be complete and are qualified in their entirety by reference to the full text of those agreements, copies of which are filed as exhibits to this Current Report on Form 8-K and incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On August 20, 2026, the Company issued a press release announcing the appointment of Mr. Montgomery as President of the Company, effective September 14, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, unless expressly incorporated by specific reference therein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | ||||
| 10.1 | |||||
| 10.2 | |||||
| 99.1 | |||||
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. | |||||||||||
| August 20, 2026 | /s/ Mark King | ||||||||||
| Mark King | |||||||||||
| Executive Chairman and Interim Chief Executive Officer | |||||||||||
Exhibit 10.1
August 14, 2026
Dear Taylor,
Congratulations! On behalf of the Board of Directors of Jack in the Box Inc., I am pleased to confirm our offer to you for the position of EVP, Brand President (“JIB President”) of Jack in the Box Inc. (the “Company”). Your anticipated first day of work is Thursday, October 1, 2026. This letter describes the terms of your employment with the Company, effective as of your commencement of employment with the Company (the “Effective Date”).
Base Compensation:
Your annual salary will be $700,000, paid on a bi-weekly basis equal to $26,923.08 per pay period.
Sign-On Bonus:
In addition to your base salary, you will also be eligible for a $220,000 signing bonus, subject to the terms of the attached Signing Bonus Letter. Please review that letter and return a signed copy with this offer letter if you wish to accept the Company’s offer of a signing bonus.
Technology Allowance:
As a hybrid employee based in San Diego, you will receive a taxable annual technology allowance of $1,950, paid on a bi-weekly basis equal to $75 per pay period. This allowance is intended to assist with the cost of using your personal cell phone, internet, or other device for business purposes.
Annual Incentive Plan (“AIP”):
You are eligible to participate in the annual Performance Incentive Program for Jack in the Box executive officers at the start of fiscal year 2027 (“FY27”), which begins September 28, 2026, with incentive payments based on attainment of Company performance targets for the fiscal year. The target annual incentive potential for the Brand President position is 75% of base salary, up to a maximum of 2x target (150%), payable as a lump sum cash payment. You must be employed with the Company at the time of any payment.
For FY27, you will receive a guaranteed payment of no less than $150,000 with upside potential based on Company performance results under the AIP, provided that in any case you remain employed with the Company at the time of payment.
Long-Term Incentive (LTI):
Inducement Grant
You are eligible to receive a one-time inducement grant of restricted stock units (RSUs) under the Jack in the Box Inc. 2023 Omnibus Incentive Plan (the “Plan”), to be issues the number of shares of Jack in the Box common stock (“common stock”) equal to $1,500,000 divided by the average closing price of common stock for the 20-days prior to and ending on the last business day preceding the grant date (which is expected to be September 1, 2026) subject to the
Exhibit 10.1
approval by the Compensation Committee (the “Compensation Committee”) of the Board of Directors of the Company (the “Board”) or the Board, and provided you are in employment on such date. The RSUs vest based on your continued employment with the Company, in equal annual installments over three years beginning one year from the date of grant, subject to the terms of the Plan and grant agreement.
Annual Grant
For fiscal year 2027, on a grant date anticipated to be December 2026, you are eligible to receive a grant of performance share units (PSUs) under the Plan, to be issued the number of shares of common stock equal to $500,000 divided by the average closing price of common stock for the 20-days prior to and ending on the last business day preceding the grant date. The PSUs are expected to cliff-vest contingent on achievement of performance goals over a 3-fiscal year performance period, subject to the terms of the Plan and grant agreement.
Beginning fiscal year 2028, on a grant date anticipated to be December 2027, you are eligible to receive an annual long-term incentive stock award grant under the Plan to be issued the number of shares of common stock equal to $1,000,000 divided by the average closing price of common stock for the 20-days prior to and ending on the last business day preceding the grant date. Currently grant awards are made in the form of 50% performance share units (PSUs) with vesting contingent on achievement of performance goals over a 3-fiscal year performance period, and 50% time-vested restricted stock units (RSUs) that vest in equal annual installments over three years beginning one year from the data of grant, subject to the terms of the Plan and grant agreement.
Long-term incentive grants are typically made in November or December each year and are subject to approval by the Company’s Board and/or Compensation Committee and your continued employment with the Company through the grant date. The terms of the long-term incentive grants described above are anticipated as of the date of this letter but not guaranteed; the actual terms of such grants, if any, may differ from the anticipated terms above based on business needs, performance, changes impacting the common stock or for other reasons as determined appropriate by the Board or Compensation Committee in its discretion.
Note: In the likely event that you become the Chief Executive Officer (CEO), the total compensation package will be reviewed by the JIB Compensation Committee of the Board of Director’s compensation consultant to ensure appropriate benchmarking is completed and results in a new recommended total compensation package as CEO.
Stock Ownership Guideline:
You will be subject to a stock ownership requirement equal to 3.0x your annual salary to be achieved within 5-years from your start date. You will be required to hold fifty-percent of the after-tax net shares resulting from the vesting of PSUs and RSUs until you meet your stock ownership requirement.
Executive Employee Severance Program
You will be eligible to participate in the Jack in the Box Inc. Severance Plan for Executive Officers, as described in the Company’s Current Report on Form 8-K filed March 4, 2020.
Exhibit 10.1
Change in Control Assurance
You will be eligible under the company’s Compensation and Benefits Assurance Agreement for Executives, for benefits at 2.5x multiple of salary/bonus and 30 months COBRA coverage.
Health Benefits:
You are eligible to participate in the Jack in the Box health plans which include medical, dental, and vision plans. These plans are contributory on a pre-tax basis and provide several choices of coverage for you and your family. You are eligible to enroll in health benefits upon hire and coverage will begin the first of the month following your hire date. You may also elect to participate in other life and disability programs.
Deferred Compensation Programs:
401(k) Plan - You will be eligible to participate in the Company’s 401(k) plan (the “Easy$aver Plus Plan”). The 401(k) plan is a tax-qualified savings plan in which you can defer a portion of your pay (including salary and annual incentive). The Company will match 100% of your deferrals up to 4% of pay. Deferrals in the 401(k) plan are subject to Internal Revenue Code (IRC) annual limits.
EDCP Plan - You will also be eligible to participate in the Executive Deferred Compensation Plan (EDCP) which is a non-qualified, pre-tax deferred compensation plan that allows for deferrals not subject to IRC limits. This plan is subject to 409A and therefore you will be notified when you may elect to enroll in the EDCP. At the end of each calendar year, you may receive an annual restoration matching contribution if you are employed with the Company on December 31st, and your deferrals to the 401(k) (and related Company matching contributions) are limited due to tax code limits applicable to the 401(k) Plan.
Vacation/Sick Program:
As part of the leadership team, you will not accrue vacation; time off may be taken as needed and with consideration of the needs of the business. You will accrue six days per year of sick time which may be carried over each year to a maximum of 60 days.
Note: All programs described in this offer letter are subject to the terms of provisions of the plans which are subject to change at the absolute discretion of the Company and are not guaranteed in any way. To the extent the terms of any plan or policy differ from what is in this letter, the plan or policy will determine the right and the amount of any benefits.
Taxes: All payments and benefits provided for in this letter are subject to applicable tax withholdings and deductions.
Orientation – You will be contacted to schedule your virtual new hire orientation. Please Note: On your first day you will need to provide original documentation to complete section 2 of the form I9.
Employment Conditions:
This offer is contingent upon your timely acceptance of this letter and your commencement of employment with the Company. This offer is additionally contingent upon our receipt and verification of various pre-employment screening elements including, but not necessarily limited to educational records as you have stated on your application and/or resume; background check
Exhibit 10.1
results; and references. You will be notified once we have successfully completed all components of the pre-employment process.
The Company requires as a condition of employment that new employees agree to keep certain business information confidential, and to submit most employment disputes to binding arbitration. As part of your orientation, you will be required to acknowledge and agree to various Company polices and to sign our Confidentiality Agreement and Dispute Resolution Agreement. This offer is also contingent upon satisfactory completion of the Company’s director and officer questionnaire.
You should also know that it is the policy of Jack in the Box Inc. that the employment relationship is one of “at will.” This simply means that either party – you or the Company – may terminate your employment at any time, with or without cause.
Notice of Rights Pursuant to Section 7 of the Defend Trade Secrets Act (DTSA) – Notwithstanding any provisions in this agreement or company policy applicable to the unauthorized use or disclosure of trade secrets, you are hereby notified that, pursuant to Section 7of the DTSA, you cannot be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law. You also may not be held so liable for such disclosures made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition, individuals who file a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal and does not disclose the trade secret, except pursuant to court order.
Reporting to Governmental Agencies - Additionally, nothing in this Agreement prevents you from filing a charge or complaint with the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission or any other federal, state or local governmental agency or commission (“Government Agencies”). You understand this Agreement does not limit your ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information, without notice to the Company.
This letter, along with the Confidentiality Agreement and Dispute Resolution Agreement and Signing Bonus Agreement, sets forth the terms of your employment with the Company and supersedes any prior representations, promises, statements, or agreements relating to your employment with the Company or the terms of this letter, including, but not limited to, any representations, promises, or statements made during your recruitment, interviews or pre-employment negotiations, whether written or oral. You acknowledge that you are not relying on any such promises, representations, or statements in accepting this offer and signing this letter. This letter, including, but not limited to, its at-will employment provision, may not be modified or amended except by a written agreement signed by an authorized member of the Board and you. Provided the conditions of employment described herein are timely satisfied, the terms of this letter will become effective on the Effective Date.
Exhibit 10.1
Your signature below will be your acknowledgement that you have read, understood and agree to the above information, including that you are an “at will” employee. Please sign and return this copy within 48 hours. Again, congratulations!
Sincerely,
Steve Piano
On behalf of the Jack in the Box Inc. Board of Directors
Acknowledged and Accepted by:
/s/ Taylor Montgomery 8/18/26
___________________________________
Taylor Montgomery Date
Exhibit 10.2
Dear Taylor,
As part of your offer to join Jack in the Box Inc. (hereafter “JIB” or the “Company”), you are eligible to receive a one-time discretionary signing bonus of $220,000 (the “Signing Bonus”), subject to the following terms and conditions:
If you choose to accept the Company’s offer and you begin employment with the Company, JIB will pay you the Signing Bonus in a lump sum payment, less applicable withholdings, on or by November 1, 2026 in advance of being earned. By signing this letter, you acknowledge that the Signing Bonus is discretionary and not tied to any specific job performance metrics. It will only be considered earned based on remaining continuously employed at the Company through 10/01/2027 (the “Retention Date”, with the period of time between your employment start date and the Retention Date, the “Retention Period”).
You agree that if (i) you voluntarily resign your employment with the Company for any reason prior to the Retention Date, or (i) the Company terminates your employment for misconduct (as defined by applicable law) prior to the Retention Date, then you will be required to repay a prorated portion of the Signing Bonus calculated on an after-tax basis based on the number of days of the Retention Period that remain as of your termination date (the “Repayment Obligation”). No interest will accrue on the Repayment Obligation. Such repayment must be made to the Company in cash or cash equivalents (such as check or wire transfer) within thirty (30) days of your last day of employment with the Company.
For the avoidance of doubt, you will not be required to make the Repayment Obligation if your employment at JIB ends due to layoff, involuntary termination by the Company for reasons other than misconduct, or your death or disability.
You may elect to defer the Signing Bonus payment until the end of the Retention Period. In such case, the Repayment Obligation will not apply. Please email me within five (5) business days stating your choice if you would prefer to receive the Signing Bonus only after the Retention Period, in which case it will not be paid on the timing set forth above.
This letter agreement relating to the Signing Bonus is a separate document and is not part of, nor incorporated into, your offer letter. Before signing, you have the right to consult with legal counsel and five (5) business days to review this agreement prior to signature.
This agreement is governed by California law. If any provision is found invalid or unenforceable, the remaining provisions will continue to apply. To indicate your acceptance of this Signing Bonus offer, please sign and date this letter in the space provided below. This letter agreement constitute the entire agreement with respect to the subject matter hereof and supersedes in their entirety all prior representations, promises, understandings, undertakings or agreements (whether oral or written and whether expressed or implied) with respect to the subject matter of this agreement. This agreement does not alter your status as an at-will employee of the Company, which means that either you or the Company may terminate your employment relationship at any time, with or without cause, and with or without notice, including, but not limited to, before the conclusion of the Retention Period.
Exhibit 10.2
By signing below, you acknowledge that you have read, understood, and agree to the terms of this letter agreement, including the repayment obligation outlined above in the event of voluntary separation or termination for misconduct.
Sincerely,
Steve Piano
SVP, Chief People Officer
Acknowledged and agreed to by:
/s/ Taylor Montgomery 8/18/26
___________________________________
Taylor Montgomery Date
Exhibit 99.1
 | Contact: Rachel Webb Vice President, Finance & Investor Relations (858) 522-4556 | |||||||
Press Release
Jack in the Box Inc. Appoints Taylor Montgomery as President
Restaurant Executive to Drive Sustainable Growth and Strengthen Brand Performance
Appointment Advances Planned CEO Succession and Supports Seamless Leadership Transition
SAN DIEGO – August 20, 2026 – Jack in the Box Inc. (“Jack in the Box” or the “Company”) (NASDAQ: JACK), today announced its Board of Directors has appointed Taylor Montgomery as President, effective September 14, 2026. In this newly created role, Montgomery will lead Jack in the Box’s brand strategy, with a focus on driving sustainable sales growth, improving franchisee profitability, and positioning the Company for long-term success.
Mr. Montgomery’s appointment marks the next step in the Company’s previously announced succession plan. He is expected to assume the role of Chief Executive Officer within the next 12 months and will also join the Board at that time. During this transition, Mr. Montgomery will work closely with Executive Chairman and Interim Chief Executive Officer Mark King to accelerate execution of the Company’s strategic priorities and maintain continuity across the business. Mr. King will remain Chairman following the transition.
“I am thrilled to welcome Taylor to Jack in the Box. He is a proven leader with a track record of driving sustainable brand growth and results, and I have seen his ability to execute firsthand,” said Mr. King. “Taylor brings a deep understanding of the franchised QSR industry, and I am confident he will advance our strategy and vision. I look forward to working together as we build on our momentum.”
“Jack in the Box is an iconic brand with tremendous potential, and I am excited to help lead its next chapter and create lasting value for the Company and its shareholders,” said Mr. Montgomery. “I look forward to working alongside Mark, the leadership team, and our franchisees to accelerate same-store sales growth, strengthen restaurant-level execution, and bring more guests to Jack in the Box.”
Mr. Montgomery most recently served as Global Chief Brand Officer at Taco Bell, part of Yum! Brands, where he led the brand’s growth strategy, overseeing more than $18 billion in systemwide sales across over 9,000 restaurants. During his tenure, Taco Bell outpaced industry performance, including delivering over 7% sales growth, 3% restaurant growth, and 8% profit growth last year. Mr. Montgomery spent more than a decade at Yum! Brands, holding leadership roles across brand marketing and innovation at Taco Bell and spearheading initiatives such as Live Más LIVE and the launch of Cantina Chicken. In 2024, he was named to Forbes’ World’s Most Influential CMOs list. Mr. Montgomery previously spent more than five years at Procter & Gamble, where he held brand strategy roles across multiple consumer brands.
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 2,115 restaurants across 25 states, Guam and Mexico. For more information, including franchising opportunities, visit www.jackinthebox.com.
Exhibit 99.1
Contact:
Rachel Webb
858-522-4556