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Noodles & Company (NASDAQ:NDLS), a fast-casual restaurant chain, reported the results of its annual meeting held on May 14, 2025, in a recent 8-K filing with the SEC. The meeting brought several key decisions to the table, including the re-election of directors, executive compensation, and the frequency of future votes on executive pay.
Shareholders re-elected three Class III directors: Thomas Lynch, Elisa Schreiber, and Britain Peakes. Each director will serve a three-year term until their successor is elected or until an earlier event such as death, resignation, or removal occurs. The voting results for the directors were as follows: Lynch received 25,192,063 votes for, Schreiber had 24,893,513, and Peakes garnered 25,568,152. These decisions come as the company faces challenging market conditions, with its stock down over 61% in the past year. InvestingPro data reveals the company operates with a concerning debt-to-capital ratio of 0.72.
The compensation of named executive officers was approved on an advisory basis. The advisory vote on the frequency of future votes on executive compensation favored an annual review, with 25,780,385 votes for one year, 35,704 for two years, and 163,099 for three years. There were 30,364 abstentions and 9,040,001 broker non-votes.
Additionally, the appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 30, 2025, was ratified with a substantial majority of 34,903,235 votes for and 143,837 against, with 2,481 abstentions.
A stockholder proposal regarding simple majority voting requirements was not approved. It received 6,848,257 votes for, 19,094,652 against, and 66,643 abstentions, with 9,040,001 broker non-votes.
The filing also confirmed that as of the record date of March 19, 2025, there were 45,903,948 shares of Class A common stock outstanding, with no shares of Class B common stock issued. The company’s business address was listed as 520 Zang Street, Suite D, Broomfield, CO 80021, and the phone number provided was 720-214-1900.
This news is based on the latest SEC filing by Noodles & Company and provides a snapshot of the company’s corporate governance and shareholder decisions.
In other recent news, Noodles & Company reported a net loss per share of $0.20 for the first quarter of 2025, missing analyst expectations of a $0.11 loss. Despite this, the company saw a 2% increase in revenue, reaching $123.8 million, which exceeded forecasts. The company’s adjusted EBITDA fell to $2.4 million from $5.5 million in the same quarter the previous year. Additionally, Noodles & Company has announced plans to open two new company-owned restaurants while closing 13 to 17 company-owned and four franchise locations in 2025. The company aims to achieve $5 million in cost savings through these strategic closures. Analysts from firms such as Truist Securities have noted the company’s efforts to innovate its menu and enhance digital engagement. Despite the earnings miss, the company projects total revenue between $503 million and $512 million for 2025, with expectations of mid-single-digit comparable restaurant sales growth. Noodles & Company continues to face challenges from rising food and labor costs, yet remains optimistic about strengthening its balance sheet.
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