Form 4: Noodles & Co. Officer Sells Shares for Tax Withholding

Noodles & Company's Chief Accounting Officer, Kathryn Lockhart, disposed of 192 shares of Class A Common Stock to cover tax withholdings related to restricted stock unit vesting.

Summary

• Kathryn Rae Lockhart, Chief Accounting Officer of Noodles & Co. (NDLS), reported a transaction on March 14, 2026.
• She disposed of 192 shares of Class A Common Stock at a price of $6.11 per share.
• This disposition was to satisfy tax withholding obligations upon the vesting of Restricted Stock Units.
• Following this transaction, Lockhart beneficially owns 9,104 shares of Class A Common Stock directly.
• A 1-for-8 reverse stock split was implemented on February 18, 2026, and all reported figures reflect this split.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, typical for executive compensation and tax obligations, and not reflective of a change in company fundamentals or insider sentiment.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Industry Context

StockSavvy.ai notes that insider transactions, particularly those related to tax withholdings from Restricted Stock Unit (RSU) vesting, are common and generally not indicative of management's sentiment towards the company's future performance. The reported reverse stock split, however, could be a strategic move to increase share price and meet listing requirements or appeal to a broader investor base, a trend observed in some smaller-cap companies.

Comparison to Industry Standards

• This transaction is a routine administrative event for executive compensation and tax compliance, consistent with standard practices across publicly traded companies when restricted stock units vest.

Related Party Transactions

• The transaction involves the surrender of shares by the Chief Accounting Officer to the Issuer to cover tax withholdings related to RSU vesting, which is a routine related-party transaction.

Stakeholder Impact

• Shareholders: Minimal direct impact as this is a small, routine transaction for tax purposes. The reverse stock split, however, could impact per-share metrics and investor perception.

Key Dates

Recommendation

This Form 4 filing details a routine insider transaction for tax withholding purposes following the vesting of Restricted Stock Units. Such transactions are administrative and do not typically signal a change in the company's fundamental outlook or management's confidence. While a reverse stock split occurred, this filing itself does not provide sufficient new information to alter an investment thesis, thus a 'hold' recommendation is appropriate to observe future operational performance and market reaction to the split.

Keywords

Noodles & Co, NDLS, Kathryn Lockhart, Chief Accounting Officer, Form 4, Insider Transaction, Stock Sale, Tax Withholding, Restricted Stock Units, Reverse Stock Split