SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 10th, 2021 • Potbelly Corp • Retail-eating places • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 9, 2021, between Potbelly Corporation, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
2- 3. Conditions. When each of the following conditions has been completely satisfied as determined by the Administrative Agent in its reasonable discretion on the date of this Amendment (the “Effective Date”), the amendments to the Credit Agreement...Credit Agreement • March 3rd, 2022 • Potbelly Corp • Retail-eating places • Illinois
POTBELLY CORPORATION Common Stock (par value $0.01 per share) Equity Sales AgreementPotbelly Corp • November 4th, 2021 • Retail-eating places • New York
Potbelly Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with William Blair & Company, L.L.C. (the “Agent”) as follows:
CREDIT AGREEMENT dated as of February 7, 2024 among POTBELLY SANDWICH WORKS, LLC, The Loan Parties Party Hereto, The Lenders Party Hereto, and WINTRUST BANK, N.A., as Administrative Agent WINTRUST BANK, N.A., as Sole Bookrunner and Sole Lead ArrangerCredit Agreement • February 12th, 2024 • Potbelly Corp • Retail-eating places • Illinois
CREDIT AGREEMENT dated as of February 7, 2024 (as it may be amended or modified from time to time, this “Agreement”), among POTBELLY SANDWICH WORKS, LLC, an Illinois limited liability company, the other Loan Parties party hereto, the Lenders party hereto, and WINTRUST BANK, N.A., as Administrative Agent.
POTBELLY CORPORATION (a Delaware corporation) [ ] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 23rd, 2013 • Potbelly Corp • Retail-eating places • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 10th, 2021 • Potbelly Corp • Retail-eating places
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 12, 2021, by and among Potbelly Corporation, a Delaware corporation (the “Company”), and the several signatories hereto.
AMENDMENT NO. 4 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 9th, 2020 • Potbelly Corp • Retail-eating places • Illinois
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of August 7, 2019 (as it may be amended or modified from time to time, this “Agreement”), among POTBELLY SANDWICH WORKS, LLC, an Illinois limited liability company, the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
COMMON STOCK PURCHASE WARRANT POTBELLY CORPORATIONPotbelly Corp • February 10th, 2021 • Retail-eating places
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after August 13, 2021 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on February 12, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Potbelly Corporation, a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 29th, 2013 • Potbelly Corp • Retail-eating places • Illinois
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of July 25, 2013 (the “Effective Date”), by and between Potbelly Corporation, a Delaware corporation (hereinafter referred to as “Company”), and Charles Talbot, an individual (hereinafter referred to as “Executive”).
EXECUTIVE EMPLOYMENT CONTRACTExecutive Employment Contract • May 4th, 2015 • Potbelly Corp • Retail-eating places • Illinois
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 1, 2015 (the “Effective Date”) by and between Potbelly Corporation, a Delaware corporation (hereinafter referred to as “Company”), and John Morlock, an individual (hereinafter referred to as “Executive”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 13th, 2020 • Potbelly Corp • Retail-eating places • Illinois
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into on April 6, 2020 and effective as of April 6, 2020 (the “Effective Date”) by and between Potbelly Corporation, a Delaware corporation (hereinafter referred to as “Company”), and Steve Cirulis, an individual (hereinafter referred to as “Executive”).
RETENTION AGREEMENTRetention Agreement • July 18th, 2017 • Potbelly Corp • Retail-eating places • Illinois
This RETENTION AGREEMENT (“Agreement”) is made and entered into as of July 1, 2017 (the “Effective Date”) by and between Potbelly Corporation, a Delaware corporation (hereinafter referred to as “Company”), and Julie Younglove-Webb, an individual (hereinafter referred to as “Executive”).
AGREEMENT AND GENERAL RELEASEAgreement and General Release • March 12th, 2021 • Potbelly Corp • Retail-eating places • Illinois
THIS AGREEMENT AND GENERAL RELEASE (the "Agreement") is made and entered into as of this 4 day of December, 2020, by and between Potbelly Corporation (“Company”), and Brandon Rhoten ("Executive").
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 29th, 2013 • Potbelly Corp • Retail-eating places • Delaware
This Agreement (this “Agreement”) is made and entered into as of the day of , 2013, by and between Potbelly Corporation, a Delaware corporation (the “Company”), and (“Indemnitee”).
SETTLEMENT AGREEMENTSettlement Agreement • May 11th, 2020 • Potbelly Corp • Retail-eating places • Delaware
This SETTLEMENT AGREEMENT (this “Agreement”) is made and entered into as of May 10, 2020, by and among Potbelly Corporation, a Delaware corporation (the “Company”), on the one hand, and Intrinsic Investment Holdings, LLC, an Illinois limited liability company (“Intrinsic”), the Vann A. Avedisian Trust U/A 8/29/85, a trust formed in the state of Illinois (the “Avedisian Trust”), Vann A. Avedisian, an individual, KGT Investments, LLC, a Delaware limited liability company (“KGT”), The Khimji Foundation, a charitable trust formed in the state of Texas (“TKF”), Mahmood Khimji, an individual, Bryant L. Keil, an individual, Neil Luthra, an individual (each an “Investor” and collectively, with each of their respective Affiliates, the “Investors”), David J. Near, an individual (“Mr. Near”), and Todd W. Smith, an individual (“Mr. Smith” and, together with Mr. Near, the “Investor Designees”), on the other hand. The Company and the Investors are each herein referred to as a “party” and collectivel
FORM OF STOCK OPTION AGREEMENT POTBELLY CORPORATION2004 Equity Incentive Plan • August 29th, 2013 • Potbelly Corp • Retail-eating places
THIS STOCK OPTION AGREEMENT – POTBELLY CORPORATION 2004 EQUITY INCENTIVE PLAN (this “Agreement”) is made in Chicago, Illinois by and between the employee whose name appears below (the “Employee”) and POTBELLY CORPORATION, a Delaware corporation (the “Company”).
RESTRICTED STOCK UNIT INDUCMENT AWARD AGREEMENTRestricted Stock Unit Inducment Award Agreement • November 5th, 2020 • Potbelly Corp • Retail-eating places • Illinois
As a material inducement for the Executive to commence employment as the Chief Executive Officer of Potbelly Corporation, a Delaware corporation (the “Company”), effective as of July 20, 2020 in accordance with Nasdaq Listing Rule 5635(c)(4), effective as of August 5, 2020 (the “Grant Date”), the Executive is hereby granted an award of restricted stock units (“Restricted Stock Units”) with respect to 300,000 shares of the Company’s common stock, $.01 par value (“Common Stock”). The Award is subject to the following terms and conditions (sometimes referred to as this “Award Agreement”). Terms used in this Award Agreement are defined elsewhere in this Award Agreement; provided, however, that, solely for convenience, capitalized terms used herein and not otherwise defined shall have the meaning set forth in the Potbelly Corporation 2019 Long-Term Incentive Plan (as the same may be amended from time to time, the “Incentive Plan”); provided, however, that, as indicated in Section 1, certain
AMENDMENT NO. 3 TO CREDIT AGREEMENTCredit Agreement • February 25th, 2015 • Potbelly Corp • Retail-eating places • Illinois
THIS AMENDMENT NO. 3 TO CREDIT AGREEMENT (this “Amendment”) is entered into as of August 26, 2014 among POTBELLY SANDWICH WORKS, LLC, an Illinois limited liability company (“Borrower”), the other Loan Parties (as such term is defined in the Credit Agreement), the financial institutions listed on the signature pages hereto as lenders (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENTDirector Restricted Stock Unit Award Agreement • March 12th, 2021 • Potbelly Corp • Retail-eating places • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, by and between Potbelly Corporation, a Delaware corporation (the “Company”), and the Participant is entered into pursuant to the Potbelly Corporation 2019 Long-Term Incentive Plan (as the same may be amended, restated, supplemented and otherwise modified from time to time, the “Plan”). All capitalized terms not otherwise defined in the text of this Agreement have the meanings attributed to them in the Plan. This Agreement is subject to the terms and conditions of the Plan.
AGREEMENT AND GENERAL RELEASEAgreement and General Release • March 12th, 2021 • Potbelly Corp • Retail-eating places • Illinois
THIS AGREEMENT AND GENERAL RELEASE (the "Agreement") is made and entered into as of this 11th day of August, 2020, by and between Potbelly Corporation ("Company"), and Alan Johnson, ("Executive").
FIFTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 29th, 2013 • Potbelly Corp • Retail-eating places • Delaware
This FIFTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of December 24, 2008, by and among POTBELLY CORPORATION, a Delaware corporation (the “Company”), and the holders of Registrable Securities listed on Exhibit A hereto.
FORM OF DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • February 22nd, 2017 • Potbelly Corp • Retail-eating places • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, by and between Potbelly Corporation, a Delaware corporation (the “Company”), and the Participant is entered into pursuant to the Potbelly Corporation 2013 Long-Term Incentive Plan (as the same may be amended, restated, supplemented and otherwise modified from time to time, the “Plan”). All capitalized terms not otherwise defined in the text of this Agreement have the meanings attributed to them in the Plan. This Agreement is subject to the terms and conditions of the Plan.
executive employment contractEmployment Agreement • February 22nd, 2017 • Potbelly Corp • Retail-eating places • Illinois
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of July 25, 2013 (the "Effective Date") by and between Potbelly Corporation, a Delaware corporation (hereinafter referred to as "Company"), and Matthew Revord, an individual (hereinafter referred to as "Executive").
FORM OF OPTION AGREEMENTForm of Option Agreement • August 29th, 2013 • Potbelly Corp • Retail-eating places
THIS OPTION AGREEMENT issued pursuant to POTBELLY CORPORATION 2004 EQUITY INCENTIVE PLAN (this “Agreement”) is made in Chicago, Illinois by and between the employee whose name appears below (the “Employee”) and POTBELLY CORPORATION, a Delaware corporation (the “Company”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 1st, 2017 • Potbelly Corp • Retail-eating places • Illinois
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of November 29, 2017 (the “Effective Date”) by and between Potbelly Corporation, a Delaware corporation (hereinafter referred to as “Company”), and Alan Johnson, an individual (hereinafter referred to as “Executive”).
FORM OF NON-QUALIFIED STOCK OPTION AWARD AGREEMENT POTBELLY CORPORATION NON- QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • August 29th, 2013 • Potbelly Corp • Retail-eating places • Delaware
THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, by and between Potbelly Corporation, a Delaware corporation (the “Company”), and the Participant is entered into pursuant to the Potbelly Corporation 2013 Long-Term Incentive Plan (as the same may be amended, restated, supplemented and otherwise modified from time to time, the “Plan”). All capitalized terms not otherwise defined in the text of this Agreement have the meanings attributed to them in the Plan. This Agreement is subject to the terms and conditions of the Plan.
AMENDMENT NO. 5 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 12th, 2021 • Potbelly Corp • Retail-eating places • Illinois
THIS AMENDMENT NO. 5 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is entered into as of February 26, 2021 among POTBELLY SANDWICH WORKS, LLC, an Illinois limited liability company (“Borrower”), the other Loan Parties (as such term is defined in the Credit Agreement), the financial institutions listed on the signature pages hereto as lenders (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
FORM OF STOCK OPTION AGREEMENT POTBELLY CORPORATION2004 Equity Incentive Plan • August 29th, 2013 • Potbelly Corp • Retail-eating places
THIS STOCK OPTION AGREEMENT ¨ POTBELLY CORPORATION 2004 EQUITY INCENTIVE PLAN (this “Agreement”) is made in Chicago, Illinois by and between [Insert Name of Director] (the “Director”) and POTBELLY CORPORATION, a Delaware corporation (the “Company”).
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • August 29th, 2013 • Potbelly Corp • Retail-eating places • Illinois
THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”) is entered into as of August 20, 2013 among POTBELLY SANDWICH WORKS, LLC, an Illinois limited liability company (“Borrower”), the other Loan Parties (as such term is defined in the Credit Agreement), the financial institutions listed on the signature pages hereto as lenders (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 8th, 2019 • Potbelly Corp • Retail-eating places • Illinois
THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is entered into as of May 3, 2019 among POTBELLY SANDWICH WORKS, LLC, an Illinois limited liability company (“Borrower”), the other Loan Parties (as such term is defined in the Credit Agreement), the financial institutions listed on the signature pages hereto as lenders (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
FORM OF PERFORMANCE STOCK UNIT AWARD AGREEMENT POTBELLY CORPORATION 2019 LONG- TERM INCENTIVE PLAN PERFORMANCE STOCK UNIT AGREEMENT Participant: [NAME] THIS PERFORMANCE STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date...Form of Performance Stock Unit Award Agreement • March 2nd, 2023 • Potbelly Corp • Retail-eating places • Delaware
FORM OF STOCK OPTION AGREEMENT POTBELLY CORPORATION2004 Equity Incentive Plan • August 29th, 2013 • Potbelly Corp • Retail-eating places
THIS STOCK OPTION AGREEMENT – POTBELLY CORPORATION 2004 EQUITY INCENTIVE PLAN (this “Agreement”) is made in Chicago, Illinois by and between the employee whose name appears below (the “Employee”) and POTBELLY CORPORATION, a Delaware corporation (the “Company”).
FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT POTBELLY CORPORATION RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • August 29th, 2013 • Potbelly Corp • Retail-eating places • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, by and between Potbelly Corporation, a Delaware corporation (the “Company”), and the Participant is entered into pursuant to the Potbelly 2013 Corporation Long-Term Incentive Plan (as the same may be amended, restated, supplemented and otherwise modified from time to time, the “Plan”). All capitalized terms not otherwise defined in the text of this Agreement have the meanings attributed to them in the Plan. This Agreement is subject to the terms and conditions of the Plan.
FIRST AMENDMENT OF EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 14th, 2018 • Potbelly Corp • Retail-eating places
WHEREAS, Potbelly Corporation, a Delaware corporation (hereinafter referred to as “Company”), and Alan Johnson, an individual (hereinafter referred to as “Executive”), are parties to that certain Executive Employment Agreement entered into as of November 29, 2017 (the “Agreement”);
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 12th, 2021 • Potbelly Corp • Retail-eating places • Illinois
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into on September 3, 2019 and effective as of September 30, 2019 (the "Effective Date") by and between Potbelly Corporation, a Delaware corporation (hereinafter referred to as "Company"), and Jeffrey Douglas, an individual (hereinafter referred to as "Executive").
