Cracker Barrel Old Country Store Inc

1. 1

   ELECTION OF DIRECTORS

   Shareholder — Biglari Group

   Election of directors; Biglari Group urges voting against Julie Masino and Gilbert Dávila; under the Bylaws, a nominee is elected by majority votes and may tender resignation if not elected.

2. 2

   ADVISORY VOTE ON EXECUTIVE COMPENSATION

   Management

   Advisory, non-binding vote on the compensation of the Company’s Named Executive Officers as disclosed in the proxy statement.

3. 3

   RATIFICATION OF THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

   Management

   Ratification of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year 2026; the Audit Committee may still direct a different firm.

4. 4

   APPROVAL OF THE AMENDMENT TO THE CRACKER BARREL OLD COUNTRY STORE, INC. 2020 OMNIBUS INCENTIVE PLAN

   Management

   Approval of the First Amendment to the 2020 Omnibus Incentive Plan to increase shares by 1,325,000 and extend the term to ten years; management recommends against.

5. 5

   ADVISORY RATIFICATION OF THE PROXY ACCESS PROVISION

   Management

   Advisory ratification of Section 6.9 of the Bylaws (Proxy Access Provision) allowing up to 20% director nominees from a group of qualifying shareholders.

6. 6

   ADVISORY RATIFICATION OF THE INELIGIBILITY PROVISION

   Management

   Advisory ratification of Section 3.8 of the Bylaws (Ineligibility Provision) restricting renomination following certain failure-to-receive votes.

7. 7

   ADVISORY RATIFICATION OF THE MUTUAL REIMBURSEMENT PROVISION

   Management

   Advisory ratification of Section 6.8I of the Bylaws (Mutual Reimbursement Provision) imposing reimbursement on a nominating shareholder in certain contested elections.

Upcoming shareholder meetings at Cracker Barrel Old Country Store Inc’s closest sector peers — compare boards, ballots, and ownership across the cohort.

When is the Cracker Barrel Old Country Store Inc 2025 annual meeting?

Cracker Barrel Old Country Store Inc (CBRL) holds its 2025 annual shareholder meeting on Thursday, November 20, 2025.

What is the record date for the Cracker Barrel Old Country Store Inc 2025 meeting?

The record date for the Cracker Barrel Old Country Store Inc 2025 meeting is Friday, September 26, 2025. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Cracker Barrel Old Country Store Inc's 2025 meeting?

The board is presenting 10 director nominees at the Cracker Barrel Old Country Store Inc 2025 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Cracker Barrel Old Country Store Inc 2025 meeting?

Shareholders will vote on 7 proposals at the Cracker Barrel Old Country Store Inc 2025 meeting, each tagged with who proposed it and the board's recommendation.