Offer Letter, dated December 4, 2019, between Noodles & Company and Stacey Pool

Your start date is December 30, 2019.

Your title is Chief Marketing Officer.

You will report to Dave Boennighausen.

Your base pay will be $325,000 on an annual basis, paid bi-weekly, less payroll deductions and all required withholdings.

We want you to have a continued stake in our success. As such, you will also receive an equity grant each year. You will receive an initial grant equal to $150,000 on your start date, with a 4-year level vesting period (3-year level vesting for the performance-based stock). This grant will be comprised of equal amounts ($50,000/each) nonqualified stock options, performance-based restricted stock units, and restricted stock units. Thereafter, equity grants are made during our annual grant process at the end of the second quarter each year.  You will be eligible for the 2020 annual grant. While these grants are subject to change as directed by the Compensation Committee of the Company, the grant is currently valued at $300,000, comprised of 33 1/3% nonqualified stock options, 33 1/3% performance-based restricted stock units, and 33 1/3% restricted stock units.  The terms of this plan are subject to change, and you must still be an employee when the grants are issued.

You will be eligible for an annual merit review for fiscal year 2020 so long as you remain employed with Noodles & Company. The review might lead to an increase in your compensation and is tied to your annual performance review and performance criteria.

You will be eligible to participate in the 2020 Company Bonus Program depending on both the company’s and your performance. Your bonus target is 60% of your annual salary. You must be actively employed by Noodles & Company at the time the bonus is paid out. The terms and conditions of the bonus plan may vary from year to year.

Noodles & Company offers a variety of benefits for you, your spouse or domestic partner, and your family. Please refer to the 2019-2020 Employee Benefits Summary included with this letter for additional information. You will be able to enroll for your benefits online 48 hours after your start date. If you choose to enroll, your benefits will be effective on the 1^st of the month following 30 days from your start date. Employee health premiums are deducted from each bi-weekly paycheck on a pre-tax basis. Please note the deadline for benefits enrollment is 30 days from your benefits effective date.

Noodles & Company has agreed to provide you with a sign-on bonus of $100,000.00 (gross). Please review and sign the terms and conditions contained in Noodles & Company’s Signing Bonus / Cash Advance Payback Agreement.

You will be eligible for a monthly car allowance of $750.

You will be eligible for a monthly Cell Phone Reimbursement up to $150, dependent on your actual spend.

You will be entitled to a 9-month severance agreement if you are terminated without cause, subject to approval by the Compensation Committee of Noodles & Company Board of Directors.