JACK IN THE BOX INC

This is a summary only and does not contain all of the information that you should consider in connection with this Proxy Statement. Please read the entire Proxy Statement carefully before voting.

Annual Meeting of Shareholders

Voting Matters

Shareholders are being asked to vote on the following matters:

Shareholders also will transact any other business that may properly come before the meeting.

How to Vote

You are entitled to vote at the 2025 Annual Meeting of Shareholders if you were a shareholder of record at the close of business on January 3, 2025, the record date for the meeting. On the record date, there were approximately 18,855,553 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. For more details on voting and the Annual Meeting logistics, refer to the “Questions and Answers” section of this Proxy Statement.

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Corporate Governance Highlights

Jack in the Box Inc. (“Jack in the Box” or the “Company”) is committed to good corporate governance, which we believe promotes the long-term interests of shareholders and strengthens Board and Management accountability. We believe good governance also fosters trust in the Company by all our stakeholders, including our guests, employees, franchisees, suppliers and the communities we serve. The “Corporate Governance” section of this Proxy Statement describes our governance framework, which includes the following features:

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Fiscal 2024 Review

Summary

In fiscal 2024, we achieved significant milestones for our Company:

•The largest number of new restaurant openings in over a decade for Jack in the Box, with sustained sales outperformance in new markets

•Positive net unit growth at both brands with a growing new restaurant pipeline

•Progress on brand building initiatives including first and third party digital, new POS rollout, and restaurant reimages

•Refranchising of Del Taco, now an asset-light business at about 80% franchise-owned

•And lastly, managing through significant inflation and cost pressures from increased minimum wages in California

Entering 2025, we believe strongly in our ability to continue executing our transformation strategy to deliver shareholder value, and build on our long-term growth plan that is beginning to take shape and show results.

Returns to Shareholders

In fiscal 2024, the Company returned approximately $70 million to shareholders through stock buybacks, as well as another $34 million in dividends. The Company continues to offer a viable long-term opportunity for shareholders seeking a value-oriented stock with a growth-focused strategy in place.

Financial and Operational Results (FY 2024)

•System same-store sales(1) decreased 1.3% year-over-year for Jack in the Box and decreased 1.5% year-over-year for Del Taco.

•Total revenues for the full year were $1.6 billion.

•Restaurant-level margin(2) for the full year was 21.7% for Jack in the Box and was 14.1% for Del Taco.

•Franchise-level margin(2) for the full year was 40.9% for Jack in the Box and was 28.0% for Del Taco.

•Adjusted EBITDA(3) for the full year was $322.3 million.

•Net units increased for both brands. Jack in the Box increased by 5 units year-over-year with 30 restaurant openings and 25 closures during the year. For Del Taco, net units increased by 2 units year-over-year with 14 restaurant openings and 12 closures during the year.

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Board Nominees(Proposal 1)

We understand the importance of having a Board comprised of talented people with the highest integrity and the necessary skills and qualifications to oversee our business. The following table provides summary information about our director nominees (all current Directors), who have a diverse and balanced skill set including extensive financial, technology, marketing, consumer brand, franchise, restaurant, and retail experience. We encourage you to review the qualifications, skills, and experience of each of our directors starting on page 16.(4)

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Director Attendance— During the time each director nominee served on the Board in fiscal 2024, each attended more than 75% of the meetings of the Board and committees on which he or she served.

Board Composition — The charts below show Board makeup by various characteristics. The average tenure of the Board of Directors is 11 years while the average age is 62 years. For more information on our philosophy regarding the recruitment and diversity of Board members and our Board refreshment policies, please see page 25.

Auditors(Proposal 2)

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Executive Compensation(Proposal 3)

The Company seeks a non-binding advisory vote from its shareholders to approve the compensation of our NEOs for fiscal 2024 (“Say on Pay”). The Board values shareholders’ opinions, and the Compensation Committee will consider the outcome of the advisory vote when considering future executive compensation decisions.

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Compensation Governance Practices

The Company has several governance practices that we believe support the soundness and efficacy of our compensation programs. In short:

Additional Information

Please see the “Questions and Answers” section that immediately follows for important information about the proxy materials, voting, the Annual Meeting, Company documents, communications, and the deadlines to submit shareholder proposals for the 2026 Annual Meeting of Shareholders.

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