Cracker Barrel Board Member Resigns
The rocking chairs might still be lined up on the porch, but inside Cracker Barrel’s boardroom, the past year has looked anything but cozy.
This week, the Southern-style restaurant chain revealed that independent board member Gilbert Dávila, a figure at the center of recent controversy over diversity, equity, and inclusion (DEI) efforts, has stepped down — a move that follows a heated shareholder vote and a proxy battle driven by activist investor Sardar Biglari.
Dávila, who joined the Cracker Barrel board in 2020 and chaired the Compensation Committee, brought a background in multicultural marketing and DEI strategy. While the company had thrown its support behind his continued role on the board, it wasn’t enough. Shareholders elected only nine of the company’s ten nominees, leaving Dávila out and trimming the board down to nine directors.
His departure comes amid a broader critique of the company’s direction — or as Biglari puts it, its misdirection. In a sharply worded letter to shareholders earlier this month, Biglari, who has waged eight proxy fights against Cracker Barrel over the last 15 years, painted a dire picture.
He accused the current leadership of being “out of touch with Cracker Barrel’s customer base,” slamming failed acquisitions, missteps in store expansion, and a so-called Strategic Transformation Plan that he claims did more to alienate than innovate.
The focus on Dávila wasn’t accidental. As a DEI specialist, his profile stood in contrast to the chain’s traditional brand identity — an identity Biglari insists is being diluted. In his campaign, he questioned not only Dávila’s relevance to Cracker Barrel’s core market, but also broader changes under CEO Julie Felss Masino, who joined in 2023 after a tenure at Taco Bell and had supported an August rebranding effort that drew sharp criticism from both investors and longtime patrons.
Biglari wasn’t alone in his criticism. Two influential proxy advisory firms, ISS and Glass Lewis, recommended voting against Dávila, citing concerns about his leadership of the compensation committee and the company’s disappointing financial performance.
Glass Lewis also recommended a vote against another board member, Jody Bilney, while notably not calling for Masino’s removal — a signal that while the CEO faces pressure, it was Dávila who bore the brunt of the fallout.
Still, Cracker Barrel’s official messaging struck a more diplomatic tone. In its statement, the board thanked Dávila for his five years of service, crediting his role in shaping strategic plans and leading the compensation process “with skill and dedication.” But the timing and context of his resignation are unmistakable — this wasn’t just a farewell, it was a signal.
For now, the rocking continues — and so does the reckoning.