CRACKER BARREL OLD COUNTRY STORE, INC — Director's Dealing 2014

Sep 23, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CRACKER BARREL OLD COUNTRY STORE, INC (CBRL)
CIK: 0001067294
Period of Report: 2014-09-18

Reporting Person: Flanagan Nicholas V (Sr. VP Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-09-18	Common Stock	A	2584	—	Acquired	24405.001	Direct
2014-09-18	Common Stock	F	1084	$103.85	Disposed	23321.001	Direct
2014-09-18	Common Stock	A	3811	—	Acquired	27132.001	Direct
2014-09-18	Common Stock	F	1599	$103.85	Disposed	25533.001	Direct
2014-09-22	Common Stock	S	3000	$103.4987	Disposed	22533.001	Direct

Footnotes

F1: Award based on two-year performance requirements and the certification by the Compensation Committee of achievement of those requirements under the FY13 Long-Term Performance Plan.

F2: Represents shares deducted to satisfy federal tax withholding obligations on the granting of the award disclosed in row one of this table.

F3: Award of market-based stock units based on three-year performance requirements and the certification by the Compensation Committee of achievement of those requirements under the FY12 Long-Term Incentive Grant.

F4: Represents shares deducted to satisfy federal tax withholding obligations on the granting of the award disclosed in row three of this table.

F5: Represents the average sale price for the transaction reported. Sales prices ranged from $103.24 per share to $103.81 per share. The reporting person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.