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.
Noodles & Company (NDLS) may serve comfort food, but its SEC paperwork is anything but light. From wheat-price exposure to new franchise agreements, every Form 10-K details how the fast-casual chain balances rising ingredient costs with menu innovation. Curious analysts often search for “Noodles & Company SEC filings explained simply” to uncover restaurant-level margins and traffic trends hidden in hundreds of pages.
Instead of skimming dense documents, explore them here with Stock Titan’s AI. Our engine translates the Noodles & Company annual report 10-K simplified into clear takeaways—same-store sales growth, lease commitments, and food-safety risk factors—so you can focus on decisions, not definitions. Need the latest performance? The platform tags each Noodles & Company quarterly earnings report 10-Q filing and provides instant variance analysis against prior quarters.
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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 (NDLS) has received a notification from Nasdaq on June 24, 2025, indicating non-compliance with the exchange's minimum bid price requirement. The company's stock has traded below the required $1.00 per share threshold for 30 consecutive business days.
Key compliance details:
- Company has 180 calendar days (until December 22, 2025) to regain compliance
- Must maintain $1.00+ closing bid price for minimum of 10 consecutive business days
- May be eligible for additional 180-day compliance period if transferred to Nasdaq Capital Market
- Company considering all options including potential reverse stock split
While the notice has no immediate effect on NDLS's listing status, failure to regain compliance could result in delisting from Nasdaq Global Select Market. Management is actively monitoring the situation but cannot guarantee successful resolution of the compliance issue.
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