Form 4 for NDLS NOODLES & Co

Accepted 2023-09-11 00:00:00 ET · period of report 2023-09-07 · accession 0001209191-23-049029 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
D	2023-09-11	2023-09-07	NDLS	Mill Road Capital III, L.P.	10%	X - OptEx	$5.00	+70.7K	1.82M	+4%	+$353.5K
D	2023-09-11	2023-09-07	NDLS	Mill Road Capital III, L.P.	10%	X - OptEx	$0.00	-707	1,941	-27%	$0

Purchase Sale Sale after option exercise All abbreviations

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Class A Common Stock, $0.01 par value	2023-09-07	X	A	70,700	$5.00	1,824,543	D	—	—	(F1) The shares reported are directly held by Mill Road Capital III, L.P. ("Fund III"). Mr. Lynch is a management committee director of Mill Road Capital III GP LLC, which is the sole general partner of Fund III and has sole authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of Fund III. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.
2	Derivative	Put Option (obligation to buy)	2023-09-07	X	D	707	$0.00	1,941	D	$5.00 · — to 2023-11-17	70,700 Class A Common Stock	(F1) The shares reported are directly held by Mill Road Capital III, L.P. ("Fund III"). Mr. Lynch is a management committee director of Mill Road Capital III GP LLC, which is the sole general partner of Fund III and has sole authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of Fund III. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any. (F4) Each put option became exercisable on the date purchased, which dates range from 03/09/2023 to 03/13/2023.