NOODLES & Co — Director's Dealing 2016

Aug 9, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NOODLES & Co (NDLS)
CIK: 0001275158
Period of Report: 2016-08-04

Reporting Person: Heutz Victor Robert Jr. (Chief Operations Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-04	Class A Common Stock	A	9000	—	Acquired	9000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-08-04	Stock Option (Right to Buy)	$7.25	A	35000	Acquired	2026-08-04	Class A Common Stock (35000.0)	Direct

Footnotes

F1: Award of Restricted Stock Units ("RSUs") received August 4, 2016. Each RSU represents a right to receive one share of Noodles & Company Class A common stock. The RSUs vest in four equal annual installments beginning on August 4, 2017.

F2: These options vest 25% per year beginning one year after the transaction date.