NOODLES & Co — Director's Dealing 2021

Mar 17, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NOODLES & Co (NDLS)
CIK: 0001275158
Period of Report: 2021-03-14

Reporting Person: Boennighausen David James (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-14	Class A Common Stock	A	40133	—	Acquired	226575	Direct
2021-03-14	Class A Common Stock	F	7660	—	Disposed	218915	Direct

Footnotes

F1: Award of Restricted Stock Units ("RSUs") received on March 14th, 2021. 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 March 14th, 2022.

F2: 132,459 Performance RSUs previously reported in Table I of Form 4s filed on 7/5/2019 and 3/17/2020 are being removed from the reporting person's holdings until such time as the performance RSUs vest.

F3: Represents shares surrendered to the Issuer by the Reporting Person to pay required tax withholdings due upon vesting of RSUs. The shares surrendered were valued based on the closing price of the common stock of the Issuer on the date of surrender.