What the changes say
- Jack in the Box is pivoting away from the Del Taco integration by agreeing to sell the brand for $115 million.
- The company is actively facing a proxy contest involving two board nominee candidates from an activist stockholder.
What changed since the prior 10-K
New
- NewRisks Related to Our Business Model and Strategy
The pending sale of Del Taco may not be completed on the anticipated terms or timeline, or at all, and may involve risks and uncertainties that could adversely affect our business, financial condition, and results of operations
The planned sale of Del Taco to Yadav Enterprises for $115 million may fail, incur high costs, or cause operational disruptions.
Dropped
- DroppedRisks Related to Macroeconomic and Industry Conditions
The COVID-19 pandemic has disrupted and may continue to disrupt our business, which has affected and could continue to materially affect our operations, financial condition, and results of operations for an extended period of time
- DroppedRisks Related to Our Business Model and Strategy
The continued integration of the Jack in the Box and Del Taco businesses may be more difficult, time consuming, or costly than expected
Reworded
- 99% rewrittenRisks Related to Legal and Regulatory Risks
Actions of activist stockholders could cause us to incur substantial costs, divert management’s attention and resources, and have an adverse effect on our business
Updated to disclose an active proxy contest with an activist stockholder nominating two candidates for the Board of Directors, adding potential stock price volatility.
- 41% rewrittenRisks Related to Macroeconomic and Industry Conditions
Changes in the availability of and the cost of labor could adversely affect our business
The text was reissued without substantive changes to the core labor cost and shortage warnings.
All 36 risk factors
Headings as the filing states them, in filing order.
Risks Related to Macroeconomic and Industry Conditions
- 01Changes in the availability of and the cost of labor could adversely affect our business41% rewritten
- 02Changes in consumer confidence and declines in general economic conditions could negatively impact our financial results
- 03Increases in food and commodity costs could decrease our profit margins or result in a modified menu, which could adversely affect our financial results
- 04Failure to receive scheduled deliveries of high-quality food ingredients and other supplies could harm our operations and reputation
Risks Related to Human Capital
- 05Inability to attract, train and retain top-performing personnel could adversely impact our financial results or business
- 06Our business could be adversely affected by increased labor costs
- 07Unionization activities or labor disputes may disrupt our operations and affect our profitability
- 08Our insurance may not provide adequate levels of coverage against claims
Risks Related to the Restaurant Industry
- 09We face significant competition in the food service industry and our inability to compete may adversely affect our business
- 10Changes in demographic trends and in customer tastes and preferences could cause sales and the royalties that we receive from franchisees to decline
- 11Negative publicity relating to our business or industry could adversely impact our reputation
- 12We may not have the same resources as our competitors for marketing, advertising, and promotion
- 13We may be adversely impacted by severe weather conditions, natural disasters, terrorist acts, or civil unrest that could result in property damage, injury to employees and staff, and lost restaurant sales
Risks Relating to Health and Safety
- 14Food safety and food-borne illness concerns may have an adverse effect on our business by reducing demand and increasing costs
Risks Related to Our Business Model and Strategy
- 15We may not achieve our development goals
- 16Our highly-franchised business model presents a number of risks, and the failure of our franchisees to operate successful and profitable restaurants could negatively impact our business
- 17We are subject to financial and regulatory risks associated with our owned and leased properties and real estate development projects
- 18The pending sale of Del Taco may not be completed on the anticipated terms or timeline, or at all, and may involve risks and uncertainties that could adversely affect our business, financial condition, and results of operationsNew
Risks Related to Legal and Regulatory Risks
- 19Increasing regulatory and legal complexity may adversely affect restaurant operations and our financial results
- 20Americans with Disabilities Act and Similar State Laws
- 21Consumer Protection and Privacy Laws
- 22Local Licensure, Zoning, and Other Regulation
- 23Employment and Immigration Laws
- 24The proliferation of federal, state, and local regulations increases our compliance risks, which in turn could adversely affect our business
- 25Legislation and regulations regarding our products and ingredients, including the nutritional content of our products, could impact customer preferences and negatively impact our financial results
- 26We may not be able to adequately protect our intellectual property, which could harm the value of our brands and adversely affect our business
- 27We are subject to increasing legal complexity and may be subject to claims or lawsuits that are costly to defend and could result in our payment of substantial damages or settlement costs
- 28If we fail to maintain an effective system of internal controls, we may not be able to accurately determine our financial results or prevent fraud. As a result, the Company’s stockholders could lose confidence in our financial results, which could harm our business and the value of the Company’s common shares
- 29Changes in tax laws, interpretations of existing tax law, or adverse determinations by tax authorities could adversely affect our income tax expense and income tax payments
- 30We may be subject to risk associated with disagreements with key stakeholders, such as franchisees
- 31Actions of activist stockholders could cause us to incur substantial costs, divert management’s attention and resources, and have an adverse effect on our business99% rewritten
Risks Related to Information and Technology
- 32We are subject to the risk of cybersecurity breaches, intrusions, data loss, or other data security incidents
- 33We are dependent on information technology and digital service providers and any material failure, misuse or interruption of our computer systems, supporting infrastructure, consumer-facing digital capabilities or social media platforms could adversely affect our business
Risks Related to Our Capital Structure
- 34The securitized debt instruments issued by certain of our wholly-owned subsidiaries have restrictive terms, and any failure to comply with such terms could result in default, which could harm the value of our brand and adversely affect our business
- 35Under the Indenture, the Master Issuer has approximately $1.7 billion of outstanding debt as of September 28, 2025
- 36The securitization transaction documents impose certain restrictions on our activities or the activities of our subsidiaries, and the failure to comply with such restrictions could adversely affect our business
Other JACK In the Box 10-Ks
- FY2024 10-K risk factors37 risks
High dependency on a 93% franchised Jack in the Box and 78% Del Taco network drives business risk. Significant leverage exists with $1.7 billion in outstanding securitized debt under restrictive covenants. Labor cost inflation, wage mandates, and food supply volatility threaten restaurant operating margins.
Filed Nov 21, 2024
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.