Potbelly Corporation, Form 8-K Current Report, April 25, 2020

Summary

Form 8-K Current Report of Potbelly Corporation with a date of earliest event reported of April 25, 2020. It states the report is made pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. The registrant is identified as incorporated in Delaware, with its common stock listed under the trading symbol PBPB on The NASDAQ Stock Market LLC (Nasdaq Global Select Market).

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant
to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 25, 2020

Potbelly Corporation

(Exact name of registrant as specified in its charter)

Delaware | 001-36104 | 36-4466837
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.)
111 N. Canal Street, Suite 850 Chicago, Illinois | 60606
(Address of Principal Executive Offices) | (Zip Code)

Registrant’s Telephone Number, Including Area Code: (312) 951-0600

Not Applicable

(Former
Name or Former Address, if Changed Since Last Report)

Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class | Trading Symbol(s) | Name of each exchange on which registered
Common Stock, $0.01 par value | PBPB | The NASDAQ Stock Market LLC
(Nasdaq Global Select Market)

Indicated by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth
company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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