POTBELLY CORP — Director's Dealing 2018

Aug 24, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: POTBELLY CORP (PBPB)
CIK: 0001195734
Period of Report: 2018-08-21

Reporting Person: GOTTSCHALK MARLA C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-08-21	Common Stock	M	19300	$8.0	Acquired	120996	Direct
2018-08-21	Common Stock	S	19300	$14.0	Disposed	101696	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-08-21	Non-Qualified Stock Option (right to buy)	$8.0	M	19300	Disposed	2018-10-19	Common Stock (19300)	Direct

Footnotes

F1: These shares were sold in compliance with a trading plan adopted by the reporting person pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.

F2: The stock options vested and became exercisable prior to Potbelly Corporation's initial public offering.