YOU WERE WARNED: Top investor cautioned Cracker Barrel CEO to scrap rebranding plans

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Cracker Barrel’s rebranding troubles began on May 16, 2024, when new CEO Julie Felss Masino unveiled a “strategic transformation plan” to investors, with its top priority being to “refine” and “evolve the brand.”

In the months that followed, Masino and the board repeatedly ignored warnings from major investor Sardar Biglari, who called the effort “obvious folly,” according to SEC filings.

“Cracker Barrel is not a broken brand but it has a broken board,” he wrote, in a stern seven-page letter to shareholders.

In a 120-page presentation titled “CRACKER BARREL IS IN CRISIS,” Biglari warned against rebranding, displayed alongside the company’s classic logo—later scrapped by Masino without his knowledge. Despite such cautions, Cracker Barrel pressed ahead with a rigid transformation plan.

On the May 2024 call, Masino announced hiring a new branding agency to “refine and strengthen positioning,” along with pillars focused on updating the menu, revamping stores and guest experience, expanding digital and off-premise sales, and improving employee culture. Biglari wasn’t convinced by the corporate jargon.

Since 2011, Biglari has been one of Cracker Barrel’s largest investors, alongside BlackRock, Vanguard, GMT Capital, and AllianceBernstein. He also owns Maxim magazine, which endorsed President Trump in 2024, and the Steak ’n Shake chain. Born in Tehran in 1977 to a former officer under the Shah, Biglari fled with his family to San Antonio after the Iranian Revolution. Starting in his family’s Persian carpet shop, he built businesses as a teen, later founding Biglari Holdings in his 20s, now publicly traded and invested in classic American restaurant brands like Western Sizzlin, Friendly’s, Steak ’n Shake, and Cracker Barrel.

Cracker Barrel boards and executives long brushed off Biglari as a meddling “activist investor” with a hidden agenda, ignoring his critiques—even after he launched enhancecrackerbarrel.com to air them. Known as a “bully” and “evil genius” driven by profit, Biglari’s warnings went unheeded, and the stock dipped to $48.98 the day after his criticisms.

Instead, the company pressed forward, hiring MGM Resorts veteran Sarah Moore as CMO in July 2024, pouring money into costly remodels, and spotlighting “Diversity, Equity & Inclusion” in its annual report, which highlighted seven “Business Resource Groups” for Black leaders, Hispanic and Latino culture, LGBTQ+ awareness, veterans, and women leaders.

In its annual report, Cracker Barrel admitted that failing to deliver on its rebranding plan—or facing “unfavorable publicity” and “activist shareholders” like Biglari—could hurt the company. By Oct. 8, 2024, Biglari fired back with a scathing letter blasting the board’s “obvious folly,” dysfunction, and mismanagement. He pointed to hard numbers: in 2011, Cracker Barrel earned $167 million in operating income on $2.4 billion in revenue; by 2023, after $1.4 billion in capital spending, income had dropped to $121 million despite revenues topping $3.4 billion.

“Cracker Barrel is in perilous times,” he wrote. “…the problem lies not in the seating but in getting more people to sit in it. We do not believe changing the furniture and altering the décor are going to change the Company’s trajectory or solve the Company’s underlying problem of declining traffic.”

Ultimately, Biglari argued, “[Cracker Barrel] is not in dire need of a transformation; it’s in dire need of a turnaround.”

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