Can a Publicly Held Entity become a Noodles & Company transferee?

According to the 2025 Noodles & Company Franchise Disclosure Document, a proposed transferee may not be a Publicly Held Entity. The FDD specifies that the proposed transferee cannot be an entity, or affiliated with an entity, that is required to comply with reporting and information requirements of the Securities Exchange Act of 1934, as amended, or other Publicly Held Entity.

This restriction ensures that Noodles & Company maintains control over who becomes a franchisee and prevents publicly traded companies, which are subject to different regulatory and financial pressures, from acquiring franchises. This condition is in place when transferring either a franchise or area development rights.

For a prospective Noodles & Company franchisee, this means that if they plan to sell their franchise in the future, the potential buyer cannot be a publicly held entity. This could limit the pool of potential buyers and might affect the sale price or terms of the transfer. Franchisees should be aware of this restriction and consider it when making long-term business plans.