If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Checkbox not checked

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






SCHEDULE 13D




Comment for Type of Reporting Person:
(1) The securities are held and managed by Galloway Capital Partners, LLC ("GCP"). Bruce Galloway is the managing member of GCP. Mr. Galloway has sole voting and dispositive control of GCP. (2) This percentage is calculated based upon 46,724,702 shares of Common Stock outstanding as of October 31, 2025, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on November 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) The securities are held and managed by Galloway Capital Partners, LLC ("GCP"). Bruce Galloway is the managing member of GCP. Mr. Galloway has sole voting and dispositive control of GCP. (2) This percentage is calculated based upon 46,724,702 shares of Common Stock outstanding as of October 31, 2025, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on November 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) The securities are held and managed by Galloway Capital Partners, LLC ("GCP"). Bruce Galloway is the managing member of GCP. Mr. Galloway has sole voting and dispositive control of GCP. (2) This percentage is calculated based upon 46,724,702 shares of Common Stock outstanding as of October 31, 2025, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on November 6, 2025.


SCHEDULE 13D


 
Galloway Capital Partners, LLC
 
Signature:/s/ Bruce Galloway
Name/Title:Bruce Galloway, Managing Member
Date:12/02/2025
 
Galloway Capital, LP
 
Signature:/s/ Bruce Galloway
Name/Title:Bruce Galloway, Managing Member
Date:12/02/2025
 
GALLOWAY BRUCE
 
Signature:/s/ Bruce Galloway
Name/Title:Bruce Galloway, Managing Member
Date:12/02/2025

 

 

EXHIBIT 99.1

 

Galloway Capital Partners, LLC

 

December 1, 2025

 

Joe Christina
President and Chief Executive Officer
Noodles & Company
520 Zang Street, Suite D
Broomfield, CO 80021

 

Dear Mr. Christina:

 

Our firm is a 6.01% shareholder of common shares of Noodles & Company. After conducting extensive analysis, we believe the Company’s shares are materially undervalued and that management and the Board must take decisive action to enhance shareholder value.

 

Central to our recommendation is the sale of approximately 200 company-owned restaurants. We estimate that such a transaction could generate roughly $60 million in proceeds, enabling the Company to retire a substantial portion of its high-cost debt, which currently carries interest rates in the 9–10% range. Reducing leverage to this degree would materially strengthen cash flow, eliminate perceived bankruptcy risk. This would reduce the interest expense and improve earnings per share.

 

We see Noodles at a decisive turning point. Management has been proactive and transparent in reviewing all options, and the financial logic behind a balance-sheet reset and targeted store sales is clear. Our focus is on partnering to unlock meaningful shareholder value.

 

The approach mirrors our successful turnaround investment in Regis Corporation (Nasdaq: RGS), where the equity value improved dramatically after executing a similar deleveraging strategy attributed to our activist involvement. With the right steps, Noodles can remove bankruptcy risk, clean up its capital structure, and allow the equity to move significantly higher, as we have seen in similar situations.

 

We strongly urge the Board to pursue our recommendations and to evaluate all options for maximizing shareholder value. Our firm and its team have extensive experience investing in undervalued companies and partnering with management teams to unlock value. I would welcome the opportunity to discuss potential strategies with you and the Board.

 

Please feel free to contact me at bgalloway@gallowaycap.com.

 

Very truly yours,

Bruce Galloway
Chief Investment Officer

 

 

 

 

 

Exhibit 99.2

 

JOINT FILING AGREEMENT

 

The undersigned hereby agree that the statement on Schedule 13D with respect to the Common Stock of Noodles and Company dated as of December 1, 2025 is, and any amendments thereto (including amendments on Schedule 13G) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934.

 

  Galloway Capital Partners, LLC
   
  By:  /s/ Bruce Galloway
    Name: Bruce Galloway
    Title: Managing Member

 

  Galloway Capital, LP
  By:  /s/ Bruce Galloway
    Bruce Galloway
     
  By: /s/ Bruce Galloway
    Bruce Galloway

 

 

 

 

Schedule 1

 

Purchases by the Reporting Persons

 

2025-10-27 10,000 0.795
2025-10-27 10,000 0.7929
2025-10-27 10,000 0.7779
2025-10-27 10,000 0.7928
2025-10-27 3,964 0.784967205
2025-10-27 633 0.79
2025-10-28 1,000 0.70648
2025-10-28 1,000 0.694
2025-10-28 10,000 0.73
2025-10-28 10,000 0.723996
2025-10-28 1,138 0.715224253
2025-10-28 13,862 0.72
2025-10-29 1,000 0.72
2025-10-29 8,000 0.78
2025-10-29 10,000 0.75
2025-10-30 2,500 0.73
2025-10-30 3,000 0.72
2025-10-30 5,000 0.7135
2025-10-31 2,000 0.705
2025-10-31 5,000 0.69625
2025-10-31 5,000 0.7165
2025-10-31 5,000 0.736864
2025-10-31 2,000 0.736
2025-10-31 3 0.7384
2025-10-31 900 0.736
2025-10-31 4,500 0.7495
2025-10-31 4,500 0.748
2025-10-31 10,000 0.7423
2025-10-31 5,000 0.725
 2025-11-03 3,000 0.68998
2025-11-03 1,495 0.695545151
2025-11-03 505 0.700643564
2025-11-03 3,500 0.6855
2025-11-03 5,000 0.682
2025-11-03 2,500 0.6805
2025-11-03 10,000 0.65993
2025-11-03 200 0.6557
2025-11-03 9,800 0.67
2025-11-03 701 0.631429387
2025-11-03 1,338 0.65056861
2025-11-05 1,500 0.678946333
2025-11-05 1,500 0.68
2025-11-05 1,900 0.6765
2025-11-05 100 0.677
2025-11-05 1,961 0.677
2025-11-10 2,500 0.69
2025-11-10 3,500 0.6906
2025-11-10 900 0.693
2025-11-12 9,100 0.693
2025-11-12 10,000 0.685
2025-11-12 4,000 0.68479
2025-11-12 365 0.68
2025-11-12 9,635 0.69
2025-11-12 10,000 0.68421096
2025-11-12 10,000 0.685
2025-11-12 10,000 0.696

 

 

 

 

2025-11-12 2,364 0.699593909
2025-11-12 3,900 0.697005128
2025-11-13 5,999 0.724
2025-11-13 367 0.715
2025-11-13 7,633 0.742
2025-11-14 1,000 0.735
2025-11-17 509 0.701
2025-11-17 9,000 0.695
2025-11-18 1,000 0.735
2025-11-18 5,000 0.724
2025-11-18 3,000 0.724
2025-11-18 10,000 0.7130458
2025-11-18 10,000 0.702
2025-11-18 25,000 0.699996
2025-11-18 25,000 0.7
2025-11-18 20,000 0.708999
2025-11-18 228 0.688807018
2025-11-20 5,000 0.6538708
2025-11-20 5,000 0.652
2025-11-20 5,000 0.654994
2025-11-20 4,342 0.653976969
2025-11-20 658 0.6545
2025-11-20 1,244 0.6549
2025-11-20 5,000 0.66
2025-11-20 3,756 0.659
2025-11-20 5,000 0.66393
2025-11-20 5,000 0.665
2025-11-20 5,000 0.65849416
2025-11-20 5,000 0.659596
2025-11-20 10,000 0.657
2025-11-21 10,000 0.64899554
2025-11-21 5,000 0.64988332
2025-11-21 10,000 0.649987
2025-11-21 15,000 0.64
2025-11-21 10,000 0.635
2025-11-24 983 0.614418616
2025-11-24 5,000 0.6198816
2025-11-24 5,000 0.6228404
2025-11-24 5,000 0.629177
2025-11-24 4,017 0.6298
2025-11-24 5,090 0.628
2025-11-24 5,000 0.625
2025-11-24 400 0.62835
2025-11-24 9,510 0.633
2025-11-25 500 0.61
2025-11-25 1,000 0.64
2025-11-25 500 0.6463
2025-11-25 500 0.64534
2025-11-25 1,000 0.64523
2025-11-25 2,500 0.64841
2025-11-25 4,000 0.64895
2025-11-25 5,000 0.65
2025-11-25 5,000 0.649856
2025-11-25 5,000 0.65
2025-11-25 5,000 0.6488
2025-11-25 147 0.64812449
2025-11-25 4,853 0.654993818
2025-11-25 2,800 0.655
2025-11-25 2,200 0.665
2025-11-25 5,000 0.669996
2025-11-25 5,000 0.672
2025-10-27 65,000 0.68
2025-10-31 100,000 0.67