FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Catterton-Noodles, LLC 		2. Issuer Name and Ticker or Trading Symbol

NOODLES & Co [ NDLS ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

599 WEST PUTNAM AVENUE, SUITE 200 		3. Date of Earliest Transaction (MM/DD/YYYY)

11/29/2018
(Street)

GREENWICH, CT 06830
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock   11/29/2018     S    1858387   D $8.90   8173858   D   (1) (2)  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  The securities reported on this Form 4 are held of record by Catterton-Noodles, LLC ("Catterton Noodles"). CP6 Management, L.L.C. ("CP^") is the manager of Catterton Noodles. The management of CP6 is controlled by a management board. J. Michael Chu and Scott A. Dahnke are the members of the management board of CP6.
(2)  Relationship of Reporting Person(s) to the Issuer: Catterton-Noodles, LLC: 10% Owner; CP 6 Management, L.L.C.: 10% Owner; Dahnke, Scott Arnold: 10% Owner and Director; Chu, James Michael: 10% Owner.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Catterton-Noodles, LLC
599 WEST PUTNAM AVENUE
SUITE 200
GREENWICH, CT 06830
X

CP6 Management, L.L.C.
599 WEST PUTNAM AVENUE
GREENWICH, CT 06830
X

Dahnke Scott Arnold
599 WEST PUTNAM AVENUE
GREENWICH, CT 06830 		X X

Chu James Michael
599 WEST PUTNAM AVENUE
GREENWICH, CT 06830
X


Signatures
/s/ Scott A. Dahnke 11/29/2018
** Signature of Reporting Person Date

/s/ J. Michael Chu 11/29/2018
** Signature of Reporting Person Date

/s/ Scott A. Dahnke (Authorized Person for Catterton-Noodles, LLC) 11/29/2018
** Signature of Reporting Person Date

/s/ Scott A. Dahnke (Authorized Person for CP6 Management, L.L.C.) 11/29/2018
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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