Shareholders of Cracker Barrel Old Country Store have voted against the addition of fellow investor Sardar Biglari to the family-dining chain’s board, according to a preliminary tally of ballots, handing the outspoken dissident his seventh failure in as many attempts to change the company’s direction.
An ally of Biglari, former Getty Images executive Milena Alberti-Perez, was also denied a seat. But included among the 10 candidates who received a majority of yea votes from shareholders was Michael Godwin, the PetSmart veteran who was originally nominated for a seat by Biglari. Management and the board responded favorably to the nomination and swapped Godwin onto the roster of candidates who were recommended for seats. Tom Barr, a 12-year veteran of the board, withdrew his name from the management-favored slate to make room for Godwin.
In addition to Godwin, the winning 10-person slate included Carl Berquist, Jody Bilney, Meg Crofton, Gilbert Dávila, John Garratt, Cheryl Henry, Julie Masino, Gisel Ruiz and Chip Wade. Bilney was a past nominee of Biglari’s, but she has since sided with Cracker Barrel’s management in its differences with Biglari, who controls 9.3% of Cracker Barrel shares.
The most crucial point of contention has been a $700 million-plus plan to rejuvenate the Cracker Barrel brand. Full implementation of the strategy, which leaves little of the brand’s appearance and operations untouched, is expected to take three years.
Biglari has contended that the earmarked capital should instead be channeled to shareholders. He has also called for the sale of Maple Street Biscuit Co., a potential growth chain that currently generates no more than 2% of Cracker Barrel’s revenues.
“We were heartened by how many shareholders understood and expressed support for the strategic imperatives that we are pursuing,” Cracker Barrel’s current board said in a statement. “We take seriously the trust they’ve placed in our directors to oversee the continued momentum of the Company’s strategic transformation plan.”
A group representing Biglari did not respond to a request for comment by the time of this posting. Nor has any response been posted on EnhanceCrackerBarrel.com, a website erected by Biglari to communicate his positions in the proxy fight that raged right up to the shareholder vote. He has sporadically aired criticisms of Cracker Barrel’s management and board over the past 13 years.
A virtual annual meeting of Cracker Barrel shareholders was convened this morning. The company will report full first-quarter financial results on Dec. 4.
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