Cracker Barrel Board Begs Shareholders for Support After Logo Backlash as Biglari Proxy Battle Looms

Cracker Barrel‘s management is facing another challenge from activist investor Sardar Biglari, continuing a disagreement that has lasted over 15 years. The company, led by CEO Julie Felss-Masino, is urging shareholders to vote for all ten of its nominated directors on the white proxy card before the annual meeting on November 20, 2025. This request is detailed in a new campaign sent to investors and available online at CrackerBarrelShareholders.com.

Cracker Barrel is responding to another challenge from Biglari Holdings after a difficult year. The company struggled with a failed logo redesign, a significant drop in public opinion, and substantial financial losses. While Cracker Barrel’s management calls Biglari’s efforts disruptive, some observers believe the board is attempting to avoid responsibility for a self-inflicted branding crisis.

The Logo That Lit the Fire

In a letter to shareholders dated October 7, 2025, Cracker Barrel addressed the negative reaction to a new logo and updated store design they tested earlier in the year. While the company describes these changes as part of a larger testing phase, they sparked strong and immediate disapproval from many longtime customers.

The restaurant aimed to appeal to a younger audience with a new, simpler brand and store design. However, this change backfired, upsetting their loyal customers, creating negative feedback online, and causing sales to drop quickly. Experts estimate this resulted in a loss of over $94 million in company value, plus significant harm to the restaurant’s reputation.

I was really surprised to read that Cracker Barrel had to completely backtrack on their recent logo change and even put a pause on all their restaurant remodels! Apparently, they’re saying the backlash was fueled by a lot of false information online, but honestly, a lot of investors don’t seem to be buying that explanation. It’s a pretty messy situation, and it seems like they really misjudged how people would react.

Biglari Returns — Again

Sardar Biglari, who leads Biglari Holdings and owns the restaurant chains Steak ’n Shake and Western Sizzlin’, has consistently voiced criticism of Cracker Barrel. He’s now launching his fourth attempt to influence the company’s direction in the last five years, and his eighth since 2010, according to Cracker Barrel’s reports.

Sardar Biglari is asking shareholders to vote against the current CEO, Julie Masino, and board member Gilbert Dávila. He believes the company is being poorly led and is wasting money. The board disagrees, arguing that Biglari is only trying to take control of the company cheaply, without offering a fair price to current shareholders.

Many long-term investors agree with Biglari’s point of view. They’ve seen Cracker Barrel struggle despite benefiting from the surge in travel after the pandemic lockdowns. He believes the company’s leaders have lost sight of what makes Cracker Barrel special and are blaming external factors instead of taking responsibility for their problems.

Masino’s “Multi-Year Plan” and the Board’s Defense

In 2023, Masino, who previously held leadership positions at Taco Bell and Starbucks, became CEO with the goal of revitalizing the company after a period of slow growth. The company’s board highlighted her long-term strategy, pointing to five straight quarters of increased sales and a 13% increase in net income throughout 2024 as evidence of positive change.

However, the timing of these efforts is questionable, as the recent rebranding problems quickly reversed any positive progress. This caused damage to the company’s reputation and led to a prolonged public relations issue, which the company itself admits. Cracker Barrel’s leaders believe these difficulties are short-term and that a new plan – including updated pricing, increased online presence, and a $100 million stock buyback – will help the company become profitable again.

A Familiar Pattern of Blame

The board’s statements are clearly written as a defense against criticism. Throughout the documents, they repeatedly compare the performance of Masino’s team to what they portray as inappropriate behavior by Biglari, including what they call personal attacks and untrue statements. Cracker Barrel specifically accuses Biglari of using Steak ‘n Shake’s social media to criticize the company and of purchasing billboards in Nashville that were critical of Masino.

I think what really struck me about this whole situation isn’t just what the letter *said*, but why so many people – both customers and shareholders – were listening to the criticism. It’s clear there was a lot of disappointment seeing Cracker Barrel change so drastically. When the current leadership talks about undoing those ‘divisive policies,’ it feels like they’re admitting they strayed from what made Cracker Barrel special – that warm, welcoming, ‘country hospitality’ – in the first place. It’s almost an admission they lost their way for a bit.

Ten Nominees, One Message

The company is strongly encouraging investors to vote in favor of all ten candidates for the board of directors. This group includes current directors like Masino, Carl Berquist, Jody Bilney, Stephen Bramlage, Gilbert Dávila, John Garratt, Michael Goodwin, Cheryl Henry, Gisel Ruiz, and Darryl “Chip” Wade, and the company wants to maintain a consistent leadership team.

The company points to its board – made up of nine independent members, eight of whom joined since 2020 – as evidence of strong leadership. However, some observers argue that frequent changes in board membership can also indicate a lack of stability, especially given the ongoing pressure from activist investors.

The “Country Fried” Stakes Going Into November

This vote is about more than just who sits on the board – it’s about the future of Cracker Barrel. The company has been struggling for years and is now trying to decide if it should update its image to appeal to new customers or stay true to the classic, nostalgic feel that made it popular.

The shareholder meeting is a crucial moment for Masino and the board, a test of whether they can rebuild trust after a public relations crisis that upset both the company’s reputation and its customers. For Biglari, it’s another chance to claim the current leadership is failing and that strong shareholder involvement – even if challenging – is needed to stop further problems.

Regardless of the specifics, the fact that Cracker Barrel is sending out polished brochures urging investors to oppose Sardar Biglari’s newest efforts speaks volumes: the company’s leadership is worried, and rightfully so.

Bottom Line

The Cracker Barrel meeting on November 20th could be a turning point for the company. While management believes their current strategy is on track, investors aren’t yet convinced and see a brand in need of significant improvement.

Following expensive mistakes, a loss of investor confidence, and public relations challenges, it’s becoming increasingly difficult for the company to convince shareholders that anyone other than the board is to blame. With a power struggle unfolding at Cracker Barrel, Biglari’s actions will likely determine if this classic Southern restaurant can recover – or if it has permanently lost its direction.

2025-10-17 22:58