Noodles & Co (NDLS) EVP receives 4,735 RSUs and surrenders 416 shares for tax

Rhea-AI Filing Summary

Noodles & Company EVP of Technology Corey Kline reported routine equity compensation activity involving Class A common stock. On May 15, 2026, Kline received an award of 4,735 Restricted Stock Units (RSUs), each representing one share of Class A common stock, at no cash cost. The RSUs vest in four equal annual installments beginning May 15, 2027.

On the same date, 416 shares were surrendered back to Noodles & Company at $12.59 per share to cover tax withholdings due upon RSU vesting, as disclosed in the footnotes. Following these transactions, Kline directly holds 10,120 shares of Class A common stock.

Insights

Equity Compensation Analyst

Routine RSU grant with tax withholding; no open-market buying or selling.

The filing shows Corey Kline, EVP of Technology at Noodles & Company, receiving an equity award of 4,735 RSUs that vest annually starting on May 15, 2027. This is standard compensation rather than a market trade.

A separate transaction records 416 shares surrendered at $12.59 per share to satisfy tax obligations, a normal mechanism that does not involve open-market selling. After these entries, Kline directly owns 10,120 shares, so the net impact appears routine and compensation-driven.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Kline Corey

Role EVP - Technology

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	416	$12.59	$5K
Grant/Award	Class A Common Stock	4,735	$0.00	--

Holdings After Transaction: Class A Common Stock — 10,120 shares (Direct, null)

Footnotes (1)

1. Represents shares surrendered to the Issuer by the Reporting Person to pay required tax withholdings due upon vesting of Restricted Stock Units. The shares surrendered were valued based on the closing price of the common stock of the Issuer on the date of surrender. Award of Restricted Stock Units ("RSU's"). Each RSU represents a right to receive one share of Noodles & Company Class A common stock. The RSU's vest in four equal annual installments beginning on May 15, 2027.

Key Figures

RSUs awarded: 4,735 RSUs Shares surrendered for tax: 416 shares Tax valuation price: $12.59 per share +1 more

4 metrics

RSUs awarded 4,735 RSUs Equity award on May 15, 2026

Shares surrendered for tax 416 shares Surrendered to issuer for tax withholdings

Tax valuation price $12.59 per share Closing price used for surrendered shares

Shares held after transactions 10,120 shares Direct Class A holdings after Form 4 entries

Key Terms

Restricted Stock Units, RSU, tax withholdings, Class A common stock

4 terms

Restricted Stock Units financial

"Award of Restricted Stock Units ("RSU's"). Each RSU represents a right to receive one share"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

RSU financial

"Each RSU represents a right to receive one share of Noodles & Company Class A common stock"

Restricted stock units (RSUs) are a form of company shares given to employees as part of their compensation, usually with certain restrictions or conditions, such as remaining with the company for a set period. When these restrictions lift, employees receive actual shares that they can sell or hold. For investors, RSUs can impact a company's stock supply and reflect the company's commitment to attracting and retaining talent.

tax withholdings financial

"shares surrendered to the Issuer by the Reporting Person to pay required tax withholdings due upon vesting"

Class A common stock financial

"Each RSU represents a right to receive one share of Noodles & Company Class A common stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kline Corey

(Last) (First) (Middle)

520 ZANG ST

SUITE D

(Street)

BROOMFIELD COLORADO 80021

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NOODLES & Co [ NDLS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP - Technology

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/15/2026		F		416(1)	D	$12.59	10,120	D
Class A Common Stock	05/15/2026		A		4,735(2)	A	$0	14,855	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

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

2. Award of Restricted Stock Units ("RSU's"). Each RSU represents a right to receive one share of Noodles & Company Class A common stock. The RSU's vest in four equal annual installments beginning on May 15, 2027.

Remarks:

	/s/ Kathryn Lockhart, attorney in fact	05/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did NDLS EVP Corey Kline report on this Form 4?

Corey Kline reported an award of 4,735 RSUs of Noodles & Company Class A common stock and the surrender of 416 shares to cover tax withholdings. These entries reflect routine equity compensation rather than discretionary stock market trades.

How many NDLS shares does Corey Kline hold after these transactions?

After the reported transactions, Corey Kline directly holds 10,120 shares of Noodles & Company Class A common stock. This balance reflects the equity award and the shares surrendered for tax withholding disclosed in the Form 4 filing.

Was there any open-market buying or selling of NDLS stock in this Form 4?

No, the Form 4 shows no open-market purchases or sales of NDLS stock. It records an RSU grant and a tax-withholding share surrender, which are standard compensation and tax events, not discretionary buy or sell trades in the market.

What are the vesting terms of Corey Kline’s RSU award at Noodles & Company (NDLS)?

The 4,735 RSUs awarded to Corey Kline vest in four equal annual installments, beginning on May 15, 2027. Each Restricted Stock Unit converts into one share of Noodles & Company Class A common stock upon vesting, subject to the award’s terms.

Why were 416 NDLS shares surrendered in Corey Kline’s Form 4 filing?

The 416 shares were surrendered to Noodles & Company to pay required tax withholdings associated with RSU vesting. The filing notes these shares were valued at the stock’s $12.59 closing price on the surrender date, a typical tax-settlement method.

Does Corey Kline’s Form 4 indicate any remaining derivative or option positions in NDLS?

The data provided shows an empty derivativeSummary, indicating no derivative transactions such as option exercises were reported in this Form 4. The activity is limited to RSU equity awards and related share surrender for tax withholding purposes.