NASDAQ: CBRL

CRACKER BARREL OLD COUNTRY STORE, INC

CIK 0001067294 · SIC 5812 · Eating Places

Large Revenue $3.3B Assets $2.0B as of Oct 18, 2026

Cracker Barrel Old Country Store, Inc. is principally engaged in the operation and development of the Cracker Barrel Old Country Store® concept (“Cracker Barrel”). Originally founded in 1969, we are headquartered in Lebanon, Tennessee and are organized under the laws of the State of Tennessee. About this business →

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10-K Filed Sep 25, 2026 · Period ending Jul 31, 2026 Red flag

Cracker Barrel swings to $12.5M operating loss as traffic falls 7.6% after brand backlash

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8-K Filed Sep 23, 2026 · Period ending Sep 23, 2026

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8-K Filed Jul 27, 2026 · Period ending Jul 26, 2026

Cracker Barrel replaces CEO Julie Masino with Bloomin' Brands veteran David Deno

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8-K Filed Jul 20, 2026 · Period ending Jul 17, 2026 Red flag

Cracker Barrel completes $312M in sale-leasebacks, exits Maple Street Biscuit, raises FY26 outlook

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8-K Filed Jun 9, 2026 · Period ending Jun 9, 2026

Cracker Barrel reports Q3 FY2026 earnings, updates full-year outlook

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10-Q Filed Jun 9, 2026 · Period ending May 1, 2026

revenue $797.4M, net income $42.8M. Cracker Barrel reverses brand overhaul after backlash; traffic down 8%, closes 16 MSBC stores

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8-K Filed May 1, 2026 · Period ending May 1, 2026

Cracker Barrel names Jennifer Lankford as General Counsel following planned retirement

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10-Q Filed Mar 4, 2026 · Period ending Jan 30, 2026

Summary not yet generated.

8-K Filed Mar 4, 2026 · Period ending Mar 4, 2026

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10-K Filed Sep 26, 2025 · Period ending Aug 1, 2025

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10-Q Filed Jun 5, 2025 · Period ending May 2, 2025

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10-K Filed Sep 27, 2024 · Period ending Aug 2, 2024

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Latest financial statements

From 10-K filed Sep 25, 2026 (period ending Jul 31, 2026). As printed on the EDGAR/iXBRL face — not generated by the model.

As filed

Consolidated Statements of Income

(In thousands except share data)

Description Fiscal years ended July 31, 2026 Fiscal years ended August 01, 2025 Fiscal years ended August 02, 2024
Total revenue 3,318,714 3,483,684 3,470,762
Cost of goods sold (exclusive of depreciation and rent) 1,026,250 1,081,029 1,087,631
Labor and other related expenses 1,237,314 1,254,668 1,271,555
Other store operating expenses 846,189 855,389 831,763
General and administrative expenses 210,579 217,510 207,062
Gain on sale and leaseback transactions, net (47,421) — —
Impairment and store closing costs 31,234 20,059 22,942
Loss on sale of business assets 27,039 — 4,690
Operating income (loss) (12,470) 55,029 45,119
Other income:
Gain on extinguishment of debt — (3,186) —
Litigation settlement income (47,422) —
Interest expense, net 14,379 20,489 20,933
Income before income taxes 20,573 37,726 24,186
Income tax benefit (11,102) (8,653) (16,744)
Net income 31,675 46,379 40,930
Net income per share:
Basic 1.42 2.08 1.84
Diluted 1.40 2.06 1.83
Weighted average shares:
Basic 22,334,203 22,252,034 22,191,961
Diluted 22,545,123 22,463,943 22,319,894

Consolidated Balance Sheets

(In thousands except share data)

Description July 31,2026 August 01,2025
ASSETS
Current Assets:
Cash and cash equivalents 36,535 39,643
Accounts receivable 36,942 35,070
Income taxes receivable 1,176 12,820
Inventories 163,874 180,585
Prepaid expenses and other current assets 37,355 44,994
Total current assets 275,882 313,112
Property and equipment
Land 234,081 252,382
Buildings and improvements 804,794 848,671
Restaurant and other equipment 925,579 929,932
Leasehold improvements 457,508 467,454
Construction in progress 12,679 22,029
Total 2,434,641 2,520,468
Less: Accumulated depreciation and amortization 1,548,846 1,553,492
Property and equipment net 885,795 966,976
Operating lease right-of-use assets, net 799,797 806,084
Intangible assets 3,365 24,350
Other assets 57,568 51,362
Total assets 2,022,407 2,161,884
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
Accounts payable 152,737 169,848
Current portion of long-term debt — 149,178
Current operating lease liabilities 48,625 50,948
Taxes withheld and accrued 43,569 42,532
Accrued employee compensation 69,456 66,069
Accrued employee benefits 30,445 29,775
Deferred revenues 92,245 89,559
Dividend payable 6,177 6,331
Other current liabilities 32,982 21,363
Total current liabilities 476,236 625,603
Long-term debt 337,231 335,457
Long-term operating lease liabilities 650,201 644,026
Other long-term obligations 46,920 46,518
Deferred income taxes 33,613 48,591
Commitments and Contingencies (Note 16)
Shareholders’ Equity:
Preferred stock 100,000,000 shares of $0.01 par value authorized; 300,000 shares designated as Series A Junior Participating Preferred Stock; no shares issued — —
Common stock 400,000,000 shares of $0.01 par value authorized; 2026 – 22,351,460 shares issued and outstanding; 2025– 22,267,724 shares issued and outstanding 224 223
Additional paid-in capital 18,021 10,515
Retained earnings 459,961 450,951
Total shareholders’ equity 478,206 461,689
Total liabilities and shareholders’ equity 2,022,407 2,161,884

Consolidated Statements of Cash Flows

(In thousands)

Description Fiscal years ended July 31, 2026 Fiscal years ended August 01, 2025 Fiscal years ended August 02, 2024
Cash flows from operating activities:
Net income 31,675 46,379 40,930
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 123,105 122,238 111,746
Amortization of debt issuance costs 2,596 1,877 1,752
Gain on extinguishment of debt — (3,186) —
Loss on disposition of property and equipment 12,198 8,591 9,143
Gain on sale and leaseback transaction, net (47,421) — —
Impairment 21,968 19,772 17,448
Goodwill impairment — — 4,690
Loss on sale of business assets 27,039 — —
Share-based compensation 9,450 11,742 10,298
Noncash lease expense 58,293 60,712 59,523
Amortization of asset recognized from gain on sale and leaseback transactions 12,735 12,735 12,735
Changes in assets and liabilities:
Accounts receivable (947) 4,342 (7,477)
Income taxes receivable 11,644 (2,938) (7,820)
Inventories 15,993 373 8,406
Prepaids and other current assets 7,639 (8,859) (867)
Other assets (6,003) (1,002) (3,566)
Accounts payable (17,111) 7,560 (3,196)
Current operating lease liabilities (2,323) 1,111 3,501
Taxes withheld and accrued 1,031 1,099 2,598
Accrued employee compensation 3,383 5,684 (4,448)
Accrued employee benefits 670 1,299 4,059
Deferred revenues 2,686 2,071 (7,528)
Other current liabilities 11,619 3,455 (6,583)
Long-term operating lease liabilities (59,473) (61,119) (62,566)
Other long-term liabilities 736 (2) (7,254)
Deferred income taxes (14,978) (15,035) (6,544)
Net cash provided by operating activities 206,204 218,899 168,980
Cash flows from investing activities:
Purchase of property and equipment (117,782) (159,144) (128,295)
Proceeds from insurance recoveries of property and equipment 2,461 497 834
Proceeds from sale of property and equipment, net 81,101 1,945 3,134
Net cash used in investing activities (34,220) (156,702) (124,327)
Cash flows from financing activities:
Proceeds from issuance of long-term debt 407,000 548,500 406,500
Principal payments under long-term debt (407,000) (728,575) (346,575)
Net proceeds from settlement of bond hedge and warrants — 52 —
Repayment of convertible senior notes (150,000) (145,875) —
Proceeds from issuance of convertible senior notes — 335,238 —
Payment for capped call option related to convertible senior notes — (16,491) —
Taxes withheld from issuance of share-based compensation awards (1,943) (1,448) (1,608)
Deferred financing costs — (2,892) —
Dividends on common stock (23,149) (23,098) (116,082)
Net cash used in financing activities (175,092) (34,589) (57,765)
Net increase (decrease) in cash and cash equivalents (3,108) 27,608 (13,112)
Cash and cash equivalents, beginning of period 39,643 12,035 25,147
Cash and cash equivalents, end of period 36,535 39,643 12,035
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest, net of amounts capitalized 10,601 17,242 18,484
Supplemental schedule of non-cash investing and financing activities*:
Capital expenditures accrued in accounts payable 3,456 9,323 9,499
Dividends declared but not yet paid 6,629 7,117 7,435

Amounts as printed on the EDGAR/iXBRL face — (In thousands except share data); (In thousands). Labels, columns, and figures are the filing face, not a GAAP stencil. Interactive statements & notes on EDGAR ↗

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About CRACKER BARREL OLD COUNTRY STORE, INC

Source: Item 1 (Business) from the 10-K filed September 25, 2026. Description as filed by the company with the SEC.

ITEM 1. BUSINESS

OVERVIEW

Cracker Barrel Old Country Store, Inc. is principally engaged in the operation and development of the Cracker Barrel Old Country Store® concept (“Cracker Barrel”). Originally founded in 1969, we are headquartered in Lebanon, Tennessee and are organized under the laws of the State of Tennessee.

We maintain a website at crackerbarrel.com. We make available free of charge through our website our periodic and other reports filed with or furnished to the SEC pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as soon as reasonably practicable after we file such material with, or furnish it to, the SEC. Our reports and other materials filed with the SEC are also available at www.sec.gov. Information on our website is not deemed to be incorporated by reference into this Annual Report on Form 10-K or any other filings that we make from time to time with the SEC.

As of September 11, 2026, we operated 655 Cracker Barrel stores in 43 states. The following description of our business should be read in conjunction with the information in Part II of this report under the caption “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Item 8. Financial Statements and Supplementary Data.”

Cracker Barrel Old Country Store Concept

Our Cracker Barrel stores are intended to appeal to both the traveler and the local customer, and we believe they have consistently been a consumer favorite. We pride ourselves on our consistent quality, value and friendly service. As of September 11, 2026, no Cracker Barrel stores were franchised.

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During 2026, we faced challenges related to negative publicity from brand initiatives related to our previously-announced strategic plan, including the launch of a new logo and modern test store remodels, to which we responded by returning to our former logo and discontinuing the modern test store remodels during the first quarter of 2026.

Store Format: The format of our stores consists of a trademarked rustic old country-store design offering a full-service restaurant menu that features home-style country food and a wide variety of decorative and functional items such as rocking chairs, holiday and seasonal gifts, toys, apparel, cookware and foods. All stores are freestanding buildings and consist of approximately 20% of gift shop space with the remainder dedicated to our restaurant, training and storage space. Our stores have stone fireplaces and are decorated with antique‑style furnishings and other authentic and nostalgic items, reminiscent of and similar to those found and sold in the past in traditional old country stores. Many of our stores feature front porches with our signature Cracker Barrel rocking chairs, which are a popular item sold by the gift shops and which we invite guests to use while waiting for a table in our dining room or after enjoying a meal.

Products: Our restaurants, which generated approximately 81% of our total revenue in 2026, offer home-style country cooking featuring many of our own recipes that emphasize authenticity and quality. Our restaurants serve breakfast, lunch and dinner daily and offer dine-in, pick-up and delivery services. Menu items are moderately priced. Approximately 93% of our restaurants also serve an assortment of beer and wine.

Breakfast items can be ordered at any time throughout the day and include juices, eggs, pancakes, meats, grits, and a variety of biscuit specialties, such as gravy and biscuits and country ham and biscuits. Lunch and dinner items include fried and grilled chicken, chicken and dumplings, meatloaf, country fried steak, pork chops, fish, country fried shrimp, steak, vegetable plates, sandwiches and salads. We also offer multi-serving takeout family meal baskets. Additionally, from time to time, we feature new items as off-menu specials or on test menus at certain locations to evaluate possible ways to enhance customer interest and identify potential future additions to the menu. We offer weekday lunch specials, which include some of our favorite entrées in lunch-sized portions. Our menu also features weekday and weekend dinner specials that showcase a popular dinner entrée. There is some variation in menu pricing and content in different regions of the country. The average check per guest during 2026 was $15.58, which represents a 3.7% increase over the prior year. We served an average of approximately 4,900 restaurant guests per week in a typical store in 2026.

The following table highlights the price ranges for our meals in 2026:

​ ​ ​

Price Range

Breakfast

$

6.99 to $ 21.99

Lunch and Dinner

$

5.19 to $ 27.49

The following table highlights each day-part’s percentage of restaurant sales in 2026:

Percentage of

Restaurant

​ ​ ​

Sales in 2026

Breakfast Day-Part (until 11:00 a.m.)

29%

Lunch Day-Part (11:00 a.m. to 4:00 p.m.)

40%

Dinner Day-Part (4:00 p.m. to close)

31%

Our gift shops feature a variety of items inspired by our restaurant menu, such as cornbread mix, coffee, syrups, pancake mix and pies, as well as a broad selection of decorative and functional items, including rocking chairs, seasonal gifts, apparel, toys, cookware and various other gift items. We also offer an assortment of candies, preserves and other food items.

The following table highlights the five categories that accounted for the largest shares of our retail sales in 2026:

Percentage of

Retail Sales in

​ ​ ​

2026

Apparel and Accessories

32%

Food

19%

Toys

15%

Décor

12%

Bed & Bath

7%

At July 31, 2026, our gift shops featured approximately 3,100 stock keeping units (“SKUs”). Certain food items are sold under the “Cracker Barrel Old Country Store” brand name. We believe that we achieve high retail sales per square foot of retail selling space (approximately $432 per square foot in 2026) as compared to traditional retail stores both by offering appealing merchandise and by having a significant source of customers who are typically our restaurant guests.

Product Development and Merchandising: Our product development department develops new and improved menu items either in response to shifts in customer preferences or to create customer interest. We use a formal development and testing process, which includes guest research and in-store market tests to ensure products brought to market have a greater likelihood of meeting our goals. Menu-driven growth is built through three areas: enhancements to our current core menu offerings, the addition of new core menu offerings and limited time offer seasonal events or promotions.

Our merchandising department selects and develops products for our gift shop. We are focused on driving retail sales by converting those customers who come to us for a restaurant visit. Our assortment includes both core and seasonal themes. Our seasonal themes are designed to create interest and excitement in our stores by providing our guests with additional choices that vary throughout the year.

Store Management: At each store, our store management typically consists of one general manager, three to four associate managers and one retail manager. To motivate managers to improve sales and operational performance, we maintain bonus plans designed to provide managers with incentives to meet and exceed the operational targets of their store. Each store is assigned to both a restaurant and a retail district manager who each report to a regional vice president.

Purchasing and Distribution: We negotiate directly with food vendors as to specification, price and other material terms of most food purchases. We have a contract with an unaffiliated distributor with custom distribution centers in Lebanon, Tennessee; McKinney, Texas; Gainesville, Florida; Elkton, Maryland; Kendallville, Indiana; Rock Hill, South Carolina; and Shafter, California. We purchase the majority of our food products and restaurant supplies on a cost‑plus basis through this unaffiliated distributor. The distributor is responsible for placing food orders, warehousing and delivering food products to our stores. Deliveries are generally made once per week to individual stores. Produce is purchased through a national program and is delivered two to three times a week through a network of approximately fifty independent produce suppliers. Fluid dairy is delivered two to three times a week through approximately fifty regional dairies, the majority of which are under the ownership of two separate unaffiliated companies. Beer and wine are purchased and distributed through approximately 615 distributors with deliveries ranging from weekly to monthly.

The following table highlights the five food categories which accounted for the largest shares of our food purchasing expense in 2026:

Percentage of

Food Purchases

​ ​ ​

in 2026

Beef

17%

Fruits and vegetables

12%

Poultry

11%

Dairy (including eggs)

11%

Pork

10%

Each of these categories includes several individual items. Bacon is the single food item within these categories that accounted for the largest share of our food purchasing expense in 2026 at approximately 5% of total food purchases. Dairy, fruits and vegetables are purchased through numerous vendors, including local vendors. Eggs are purchased through six vendors. We purchase our pork through eight vendors, poultry through nine vendors and beef through five vendors. Should any food items from a particular vendor become unavailable, we generally believe that these food items could readily be obtained, or alternative products substituted, in sufficient quantities from other sources at competitive prices to allow us to avoid any material adverse effects that could be caused by such unavailability.

The majority of our retail items (approximately 80% in 2026) are processed through our retail distribution center in Lebanon, Tennessee. The retail distribution center processes orders generated by our automated replenishment system and typically ships retail products to individual stores on a weekly basis via two dedicated third-party freight lines. The remaining retail items are shipped directly to our stores by our vendors.

Approximately one-third of our 2026 retail items were purchased directly from vendors in the People’s Republic of China. We have relationships with several foreign buying agencies to source product, monitor quality control and supplement product development.

Information Technology: We believe that an essential part of pleasing people is established through our ability to leverage technology. We use technology to enhance the experiences of our guests and our employees, and to assist management in all aspects of operating the business. Examples include a digital experience that drives our loyalty program, effectively enables our to-go and catering business, allows for mobile payments in our stores, and provides guests with a digital waitlist that can be accessed remotely through our own mobile application. Our in-store guest experience is supported by systems that manage the dining room seating, assist in facilitating customer orders of food and retail products, and route food orders to our kitchen. Marketing uses digital technology to provide more relevancy in customer messaging. Our store employees use a range of systems to manage inventory, labor, forecasting and orders for retail and restaurants. In our distribution center, we manage retail merchandise planning, purchasing, warehousing, and distribution using various retail management solutions. Our data solutions provide management with daily reports used to operate stores in a cost-effective manner and assist in analytics and decision-making. Our Service Center leverages technology solutions that enable an efficient and effective way to resolve Technology, Human Resources, Operations, Facilities and other corporate concerns. We believe our technology is highly effective in supporting Cracker Barrel’s daily operations, and we continue to enhance this technology in line with our Company’s strategic vision.

Off-Premise Business: Approximately 20% of our restaurant sales are generated through our off-premise channels, which include Individual To Go, Third-Party Delivery and Catering and Occasion. Individual To Go are orders picked up directly by our guests from our stores. Third-Party Delivery are orders placed through aggregators such as DoorDash® and Uber Eats and delivered by their drivers. Catering and Occasion are offerings designed for large parties, including our popular Heat n’ Serve meals available during select holidays. In 2026, Individual To Go, Third-Party Delivery and Catering and Occasion accounted for approximately 50%, 30% and 20% of total off-premise sales, respectively.

Guest Satisfaction: We are committed to providing our guests a home-style, country-cooked meal, and a variety of retail merchandise served and sold with genuine hospitality in a comfortable environment. Our commitment to offering guests a quality experience begins with our employees. Our mission statement, “Pleasing People,” embraces guests and employees alike, and our employees are trained on the importance of that mission in a culture of mutual respect. We are also committed to staffing each store with an experienced management team to ensure attentive guest service and consistent food quality. Through the regular use of guest surveys and store visits by district managers and operational vice presidents, management receives valuable feedback that is used in our ongoing efforts to improve the stores and to demonstrate our continuing commitment to pleasing our guests. We have a guest-relations call center that takes comments and suggestions from guests and forwards them to operations or other management for information and follow up. We monitor operational performance and guest satisfaction at all stores on an ongoing basis. We have public notices in our menus, on our website and posted in our stores informing guests and employees about how to contact us by internet with questions, complaints or concerns regarding services or products. We conduct training on how to gather information and investigate and resolve guest concerns. This is accompanied by comprehensive training for all store employees on our public accommodations policy and commitment to “Pleasing People.”

Marketing: We employ multiple media channels to reach and engage our guests. Outdoor advertising (e.g., billboards and state department of transportation signs) is one of our largest advertising vehicles we use to reach our traveling and local guests. In 2026, we had over 1,300 billboards and this expenditure accounted for approximately one-fourth of our total advertising spend for the year. We continue to optimize our non-billboard advertising mix which includes television (increasingly digital), digital display and video, mobile, social media, and search marketing. Our digital marketing efforts have also expanded to focus on improving brand preference, guest engagement and sales. We have a presence on multiple social media sites and several food delivery apps, an e-commerce platform that integrates individual-to-go and catering shopping, and a customer relationship management (CRM) program that employs email, text messages, push notifications and personalization. Our event activations drive awareness for the brand and build cultural relevance and affinity with our guests. Our customer loyalty program, Cracker Barrel Rewards, provides us with an opportunity to increase consumer frequency and engagement.

Store Development: We opened two new Cracker Barrel stores and closed four Cracker Barrel stores in 2026. Currently, we do not plan on opening any new stores during 2027. As of September 11, 2026, approximately 84% of our stores are located along interstate highways. Our remaining stores are located off-interstate or near tourist destinations.

Of the 655 stores open as of September 11, 2026, we own the land and buildings for 330, while the other 325 properties are either ground leases or ground and building leases. Building, site improvement, furniture, equipment and related development costs for the stores opened in 2026 were approximately $7,000 and pre-opening costs averaged $611 per store in 2026.

Our current store prototype is approximately 8,900 square feet, including approximately 1,900 square feet of retail selling space and dining room seating for approximately 170 guests. Our capital investment in new stores may differ in the future due to changes in our store prototype, building design specifications, site location and site characteristics.

Maple Street Biscuit Company

We also previously operated Maple Street Biscuit Company (“MSBC”), a breakfast and lunch fast casual concept. During the fourth quarter of 2026, the Company sold 35 MSBC locations and closed the remaining Company-owned locations. As of July 31, 2026, we no longer operated any MSBC locations.

HUMAN CAPITAL

As of July 31, 2026, we employed approximately 74,500 people, of whom 360 were in advisory and supervisory capacities, 3,400 were in-store management positions and 46 were officers. Many store personnel are employed on a part-time basis. Our employees are not represented by any union, and management considers its employee relations to be good. People are at the core of our business and an essential part of our Company.

Employee Development / Training

Because of the importance of our employees’ ability to deliver the service levels that are a vital part of the hospitality that drives our brand appeal to guests, we emphasize employee development and continual training and education. To help ensure that individual stores operate at a high level of quality, we focus significant attention on the training of store managers. We believe that our training programs are key in developing our managers’ leadership skills and commitment to operational excellence, which we believe are important to delivering a positive employee and guest experience. We provide our managers and hourly employees with ongoing training through various development courses taught through a blended learning approach, including a mix of hands-on, traditional classroom, written and cloud-based training. Each store is equipped with dedicated training computers and cloud-based proprietary eLearning instruction programs.

Employee Benefits / Compensation

Cracker Barrel is committed to providing comprehensive and competitive benefits to meet our employees’ needs. We offer a robust set of benefits to help our employees and their families stay healthy and effectively manage spend related to health and financial well-being. These benefits include programs such as medical, dental, vision, prescription drug, and life insurance coverage, as well as short and long term disability insurance coverage. Additionally, Cracker Barrel is pleased to offer our Employee Assistance Program to all employees and family members. This confidential program is available 24/7 for personal or professional consultations for a variety of health and welfare issues of importance to our employees. In addition, we provide all our employees with access to paid parental leave and adoption benefits, a 401(k) savings plan, an employee discount policy at our Cracker Barrel stores, an employee stock purchase plan, and a competitive vacation policy.

Our compensation and performance evaluation systems are carefully designed to focus pay decisions on experience and performance to help ensure the Company retains a highly productive workforce to operate our business while providing a high level of service to our guests.

Quality Assurance and Food Safety

Cracker Barrel incorporates robust quality assurance and food safety processes to help ensure the safety of all our food and retail products delivered to our guests including the following:

● Comprehensive food safety training for store employees and store managers;

● Extensive requirements for food supplier approval;

● Ongoing third-party food safety audits of food production and distribution centers;

● Periodic food product audits conducted by Cracker Barrel quality assurance team;

● Rigid processes to ensure new or alternative source suppliers deliver food products to exact specifications;

● Third-party testing of retail non-food products to ensure compliance with all specifications and Federal regulations;

● Regular unannounced food safety audits conducted on all Cracker Barrel locations several times per year by a nationally recognized third party food safety organization;

● Maintaining a pest free environment in our locations through a stringent pest control process;

● Monitoring of all national and local food safety regulations pertaining to both food products and store operations;

● Monitoring of all health department inspections of all Cracker Barrel locations; and

● Monitoring and responding to:

o Food borne illness outbreaks,

o Food and product recalls, and

o Outbreaks of infectious disease.

GOVERNMENT REGULATION

We are subject to various federal, state and local laws affecting our business, including areas of food safety, minimum wage increases, health care, zoning requirements, preparation and sale, among others, of food and alcoholic beverages, information security, and environmental matters. Each of our stores must comply with licensing requirements and regulations by a number of governmental authorities and we have not been significantly affected by any delay in obtaining these licenses. Federal, state and local environmental laws and regulations have not historically had a significant impact on our operations; however, we cannot predict the effect of possible future environmental legislation or regulations on our operations.

TRADEMARKS

We deem the various Cracker Barrel trademarks and service marks that we own to be of substantial value. Our policy is to obtain federal registration of trademarks and other intellectual property whenever possible and to pursue vigorously any infringement of our trademarks and service marks.

RESEARCH AND DEVELOPMENT

While research and development is important to us, these expenditures have not been material due to the nature of the restaurant and retail industries.

RAW MATERIALS SOURCES AND AVAILABILITY

Essential restaurant supplies and raw materials are generally available from a number of sources. Generally, we are not dependent upon single sources of supplies or raw materials. However, in our stores, certain branded items are single source products or product lines. Our ability to maintain consistent quality throughout our store system depends in part upon our ability to acquire food products and related items from reliable sources. When the supply of certain products is uncertain or prices are expected to rise significantly, we may enter into purchase contracts or purchase bulk quantities for future use.

Adequate alternative sources of supply, as well as the ability to adjust menus if needed, are believed to exist for substantially all of our restaurant products. Our retail supply chain generally involves longer lead-times and, often, more remote sources of product, including the People’s Republic of China, and most of our retail product is distributed to our stores through a single distribution center. Although disruption of our retail supply chain could be difficult to overcome, we continuously evaluate the potential for disruptions and ways to mitigate such disruptions should they occur.

COMPETITION

The restaurant and retail industries are intensely competitive with respect to the type and quality of food, retail merchandise, price, service, location, personnel, concept, attractiveness of facilities, availability of carryout and home delivery, internet and mobile ordering capabilities and effectiveness of advertising and marketing. We compete with a significant number of national and regional restaurant and retail chains, some of which have greater resources than us, as well as locally owned restaurants and retail stores. We also face growing competition from the supermarket industry, which offers “convenient meals” in the form of improved entrées and side dishes from the deli section; fast casual restaurants; quick-service restaurants; and casual and family dining restaurants. The prevalence of highly promotional business strategies and improving product offerings at these competitors, along with the continued expansion of home delivery services, together with negative economic conditions, could cause consumers to choose other, potentially less expensive alternatives to dining with us. We expect competition to continue in all of these areas. The restaurant and retail businesses are also often affected by changes in consumer taste and preference; national, regional or local economic conditions; demographic trends; traffic and weather patterns; the type, number and location of competing restaurants and retailers; and consumers’ discretionary purchasing power. Factors such as inflation, increased food, labor and benefits costs and the lack of experienced management and hourly employees may adversely affect the restaurant and retail industries in general and our stores in particular. We believe we compete effectively and have successfully differentiated ourselves from many of our competitors in the restaurant and retail industries through a unique brand and guest experience, which offers a diversified full-service menu and a large variety of nostalgic and unique retail items. For further information regarding competition, see