Cracker Barrel board member ousted following activist pressure

Shareholders voted to keep Julie Masino as CEO. | Photo: Shutterstock

Embattled Cracker Barrel board member Gilbert Dávila stepped down Thursday after preliminary results of a shareholder vote showed that he did not win enough support to stay on. 

Dávila, the CEO of marketing agency DMI Consulting, has come under fire from Cracker Barrel critics, chiefly activist shareholder Sardar Biglari, for his alleged role in the chain’s controversial logo change. 

In a press release, Cracker Barrel said it is reducing the size of its board from 10 to nine members following Dávila’s resignation. 

The vote marks a rare victory in Biglari’s long-running campaign against Cracker Barrel, which he has argued is mismanaged and undervalued. 

In September, Biglari called on shareholders to oust Dávila and CEO Julie Masino following consumer outcry over the chain’s new logo and remodel plan. The backlash has hurt Cracker Barrel’s sales and stock price, prompting Biglari, who is also the CEO of Steak n Shake, to reignite his fight against the chain. Biglari owns a 3% stake in Cracker Barrel and has held nine proxy battles against it over the past 15 years.

This time, Biglari gained the support of two influential proxy advisory firms, ISS and Glass Lewis, who echoed his calls to vote Dávila out, citing the fallout from the rebrand effort.

Shareholders were apparently receptive to those messages, but they broke with Biglari on other matters Thursday. They voted to keep Masino in place, and also approved new bylaws that are specifically designed to limit Biglari’s ability to launch costly proxy fights against the company in the future. 

Masino joined Cracker Barrel in 2023 and has spearheaded its three-year turnaround plan, which produced five consecutive quarters of same-store sales growth prior to the logo debacle. 

“The Board and leadership team are honored to be trusted with the responsibility of stewarding Cracker Barrel and we take seriously the trust our shareholders and guests have placed in us,” the company said in a statement. “We thank our shareholders for their strong show of support today, electing 9 of 10 of the Company’s recommended director nominees, including the Company’s CEO, Julie Masino, and voting for every other proposal we put forth.”

The company also thanked Dávila, who had been on the board for five years. He helped develop the chain’s turnaround plan and also led the compensation committee.

Following the backlash to Cracker Barrel’s new logo in late August, Dávila was singled out by conservative pundits because of his role as a marketing specialist on the board and because his firm, DMI, specializes in multicultural marketing.

Critics traced those details to the new logo, which they said was “woke” because it dropped the image of a man standing next to a barrel. Masino has since said that the logo was simply designed to be more visible on highway billboards. 

Lebanon, Tennessee-based Cracker Barrel quickly backtracked on the logo and accompanying remodels, both of which moved the brand in a more modern direction, and has doubled down on its roots in nostalgia and Americana. It is pushing forward with its turnaround plan, with a focus on improving its food and customer experience. 

But the logo uproar has nonetheless inflicted serious damage on the company. Traffic plummeted in the wake of the controversy, and Cracker Barrel expects to spend the next 12 months building it back. Its stock has also fallen to its lowest point since the Great Recession and was down more than 3% as of midday Thursday.

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