4//SEC Filing
LYNCH THOMAS E 4
Accession 0001209191-18-031399
CIK 0001275158other
Filed
May 17, 8:00 PM ET
Accepted
May 18, 4:14 PM ET
Size
11.7 KB
Accession
0001209191-18-031399
Insider Transaction Report
Form 4
NOODLES & CoNDLS
Mill Road Capital II, L.P.
10% Owner
Transactions
- Other
Class A Common Stock, $0.01 par value
2018-05-16+5,376→ 15,792 total(indirect: See footnote)
Holdings
- 8,873,240
Class A Common Stock, $0.01 par value
Mill Road Capital II GP LLC
10% Owner
Transactions
- Other
Class A Common Stock, $0.01 par value
2018-05-16+5,376→ 15,792 total(indirect: See footnote)
Holdings
- 8,873,240
Class A Common Stock, $0.01 par value
Scharfman Scott
10% Owner
Transactions
- Other
Class A Common Stock, $0.01 par value
2018-05-16+5,376→ 15,792 total(indirect: See footnote)
Holdings
- 8,873,240
Class A Common Stock, $0.01 par value
LYNCH THOMAS E
Director10% Owner
Transactions
- Other
Class A Common Stock, $0.01 par value
2018-05-16+5,376→ 15,792 total(indirect: See footnote)
Holdings
- 8,873,240
Class A Common Stock, $0.01 par value
Footnotes (2)
- [F1]Represents the Reporting Persons' acquisition of an indirect pecuniary interest in restricted stock units ("RSUs") granted by the issuer to Mr. Lynch in accordance with Rule 16b-3(d) (as described in transaction code "A") as compensation for serving as a member of the issuer's board of directors. Each RSU represents the right to receive one share of the issuer's Class A common stock, and the RSUs were fully vested on the date of grant. Pursuant to a pre-existing contractual obligation, Mill Road Capital Management, LLC, an affiliate of the Reporting Persons that does not have Section 13(d) beneficial ownership of any securities of the issuer, has the right to receive the economic benefit of the reported shares and, accordingly, Mr. Lynch has no direct pecuniary interest in such shares. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.
- [F2]The shares reported are directly held by Mill Road Capital II, L.P. (the "Fund"). Mill Road Capital II GP LLC (the "GP") is the sole general partner of the Fund and has sole authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of the Fund. Each of Messrs. Lynch and Scharfman is a management committee director of the GP and has shared authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of the GP. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.
Documents
Issuer
NOODLES & Co
CIK 0001275158
Entity typeother
Related Parties
1- filerCIK 0001244666
Filing Metadata
- Form type
- 4
- Filed
- May 17, 8:00 PM ET
- Accepted
- May 18, 4:14 PM ET
- Size
- 11.7 KB