Form 4: Noodles & Co. Executive Reports Stock Transactions Following PSU Vesting

Kathryn Rae Lockhart, Chief Accounting Officer of Noodles & Co, reports the acquisition and disposal of company stock related to the vesting of Performance Stock Units (PSUs) and associated tax obligations.

Summary

• On March 14, 2024, Kathryn Rae Lockhart, Chief Accounting Officer of Noodles & Co, reported transactions involving Class A Common Stock.
• These transactions include the disposal of 3,763 shares at $1.8 to cover tax withholdings upon the vesting of Restricted Stock Units.
• Lockhart also acquired 1,915 shares due to the vesting of Performance Stock Units (PSUs) granted on March 14, 2021, with the number of shares earned based on the achievement of specific performance criteria.
• An additional 653 shares were surrendered at $1.8 to cover tax withholdings related to the vesting of these PSUs.
• Following these transactions, Lockhart beneficially owns 38,512 shares of Class A Common Stock.

Sentiment

Score: 6

Explanation: The document itself is neutral, reporting standard transactions. The vesting of PSUs suggests performance targets were met, which is mildly positive, but the document is primarily informational.

Positives

• The vesting of Performance Stock Units indicates that performance criteria were met, which could be viewed positively.

Industry Context

Form 4 filings are a routine part of corporate governance, providing transparency into the transactions of company insiders. The vesting of PSUs is tied to company performance, so the details of the performance criteria and achievement would be of interest to investors.

Comparison to Industry Standards

• Form 4 filings are standard practice across publicly traded companies, including competitors of Noodles & Co.
• Companies like Chipotle (CMG), Panera Bread (PNRA private), and Qdoba (owned by Apollo Global Management) also have executive compensation plans that include stock-based awards, and their executives would be subject to similar reporting requirements when those awards vest or are exercised.
• The specific performance criteria for the PSUs would be detailed in Noodles & Co's proxy statements or other SEC filings.

Stakeholder Impact

• Shareholders may be interested in the vesting of PSUs as an indicator of company performance.
• The transactions have a minor impact on the overall share count.

Key Dates