SEC Form 4 · accession 0001275158-16-000126
NOODLES & Co · NDLS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Thomas Rand
Director
Period of report
May 5, 2016
Accepted (ET)
May 9, 2016 · 5:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001275158
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF2 | May 5, 2016 | A | 4,587 | $0.00 | A | 13,592 | D | |
| Class A Common StockF1 | holding | — | — | — | 7,500 | I | Transferred to Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Shares James Rand transferred to the James T. Rand Asset Protection Trust for the Benefit of Debbie Rand on December 27, 2013.
- F2Grant of Restricted Stock Units ("RSUs") to James Rand, a member of Noodles & Company's (the "Company") board of directors. The RSUs constitute half of Mr. Rand's annual compensation for serving as a director, and the number of RSUs was determined based on the closing price of the Company's Class A common stock on the date of grant. Mr. Rand entered into a deferral election agreement with the Company, and each RSU represents the right to receive one share of the Company's Class A common stock upon the earlier of Mr. Rand's termination of his services as a director on the Company's board or a change in control of the Company.