Welcome to our dedicated page for Noodles & Co SEC filings (Ticker: NDLS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Noodles & Company (NASDAQ: NDLS) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures as filed with the U.S. Securities and Exchange Commission. As a public fast-casual restaurant brand, Noodles & Company uses its periodic and current reports to present information on financial performance, capital structure, governance and key corporate events.
Among the filings available, investors can review Form 8-K current reports that detail material developments. Recent 8-K filings have covered topics such as quarterly earnings press releases, a Nasdaq minimum bid price notice, the initiation of a strategic alternatives review, executive leadership changes and retention bonus arrangements tied to a potential Change in Control. These documents explain how the company defines events like Change in Control, outline conditions for executive compensation in such scenarios and describe the process and scope of the strategic review.
In addition to 8-Ks, users can access annual reports on Form 10-K and quarterly reports on Form 10-Q, which include audited or reviewed financial statements, management’s discussion and analysis, and discussions of non-GAAP measures such as restaurant contribution margin, EBITDA and adjusted EBITDA. These filings provide context for metrics referenced in the company’s earnings communications, including comparable restaurant sales, average unit volumes and portfolio optimization activities.
Stock Titan enhances these filings with AI-powered summaries that highlight key points, helping readers understand complex sections such as listing compliance disclosures, liquidity discussions and definitions of non-GAAP metrics. Real-time updates from EDGAR ensure that new filings, including Forms 4 reporting insider transactions and proxy materials that address governance and executive compensation, are available as they are posted, giving investors a structured view of Noodles & Company’s regulatory record.
Noodles & Company amended its previously filed proxy statement for the upcoming February 4, 2026 special stockholder meeting. The company has engaged Alliance Advisors, LLC as a proxy solicitor to help gather votes on the proposal described in the original proxy and expects to pay approximately $13,700, plus expenses, for these services. The amendment also corrects the number of shares outstanding as of the record date from 46,783,626 to 46,817,945, updating the share count used for voting purposes.
Noodles & Company filed a current report to note that on January 12, 2026 it issued a press release disclosing sales results for its fiscal quarter ended December 30, 2025. The press release is attached as Exhibit 99.1, giving more detail on the company’s sales performance for that quarter.
The company states that the information in this report, including Exhibit 99.1, is being furnished rather than filed under the securities laws, which limits how it is treated for certain legal purposes.
Noodles & Company disclosed that its Board approved new retention bonus agreements for key executives that will only be paid if a defined Change in Control occurs as part of its ongoing review of strategic alternatives. The bonuses are designed to encourage executives to stay and support any potential transaction process.
Under the agreements, President and CEO Joseph Christina would receive a Retention Bonus equal to 100% of his current base salary, Chief Financial Officer Michael Hynes 75%, EVP, Technology Corey Kline 50%, and Chief Accounting Officer Kathy Lockhart 50%, if a Change in Control closes and specified employment conditions around the closing are met. The right to receive any Retention Bonus expires on December 31, 2026 if no Change in Control has occurred by then.
The company defines Change in Control through standard corporate triggers, including a major shift in Board composition, an acquisition of at least 50% of voting power, certain merger or consolidation outcomes, or a sale of all or substantially all assets. The company notes there is no assurance that any strategic transaction will result from its review or that any related benefits will be realized.
Noodles & Company reported third-quarter 2025 results with total revenue of $122.086 million, slightly down from $122.751 million a year ago, and a net loss of $9.151 million versus $6.755 million. Loss per share was $0.20. Comparable restaurant sales rose 4.0% system-wide, reflecting a 4.0% gain at company-owned locations and 4.3% at franchise restaurants.
Profitability was pressured by higher impairment and closure costs of $5.681 million and interest expense of $2.827 million. Still, restaurant contribution margin improved to 13.2% from 12.8%, and adjusted EBITDA increased to $6.498 million from $4.896 million. The company closed 15 restaurants in the quarter (24 year-to-date) as it rationalizes underperforming units.
As of September 30, 2025, cash was $4.694 million and debt under the credit facility totaled $109.8 million, with covenant compliance affirmed. Operating cash flow for the first three quarters was $8.357 million. The Board’s strategic review announced on September 3, 2025 remains in process.
Noodles & Company announced that it furnished a press release detailing earnings and other financial results for the fiscal quarter ended September 30, 2025. Management reviewed these results on a conference call at 4:30 p.m. (EST) on November 5, 2025. The press release is included as Exhibit 99.1 to this report and is furnished, not filed, under the Exchange Act.
Christina Joseph, who is listed as CEO, President and a Director of Noodles & Company (NDLS), reported an award of 250,000 restricted stock units (RSUs) on 08/31/2025. Each RSU represents one share of Class A common stock and was granted at a $0 price. Following the grant, Ms. Joseph beneficially owns 410,000 shares. The RSUs vest in four equal installments beginning on August 31, 2026. The Form 4 was signed on behalf of the reporting person by Kathryn Lockhart on 09/03/2025. The filing shows a standard insider equity award with a multi-year vesting schedule.
Noodles & Company reported that its board has begun a formal review of strategic alternatives to explore ways to maximize shareholder value. The review may consider several options, including refinancing the company’s existing debt, refranchising some or all of its restaurants, selling all or part of the business, or pursuing other strategic or financial transactions.
The company disclosed this decision through a press release dated September 3, 2025, which is attached as an exhibit. The filing does not indicate that any specific transaction has been agreed to yet, only that a broad evaluation process is underway.
Noodles & Company filed a current report stating that it issued a press release with earnings and other financial results for its fiscal quarter ended July 1, 2025. Management planned to review these results on a conference call at 4:30 p.m. EST on August 13, 2025.
The press release with the detailed financial information is included as Exhibit 99.1 to the report and is furnished rather than filed, meaning it is not subject to certain Exchange Act liabilities and is not automatically incorporated into other SEC filings unless specifically referenced.
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