On October 23, 2025, RaceTrac, Inc. completed the acquisition of Potbelly Corporation. The transaction was executed through a merger of Merger Sub into Potbelly under Delaware law. The tender offer paid $17.12 per share for all outstanding shares, with 28,280,576 shares tendered, representing about 90.7% of Potbelly’s common stock.
The merger made Potbelly a wholly owned subsidiary of RaceTrac. Potbelly’s common stock ceased trading on Nasdaq following the completion. RaceTrac now controls more than 445 Potbelly sandwich shops across the United States, adding to its portfolio of over 800 convenience stores and 1,200 Gulf‑branded locations.
Adam Noyes, former Potbelly Chief Operating Officer, was appointed President of Potbelly effective immediately. Bob Wright remains CEO of Potbelly through the end of the year, overseeing the transition.
Potbelly continues to operate its existing shops and franchise network under the same brand and menu. The acquisition combines RaceTrac’s real‑estate and franchising expertise with Potbelly’s fast‑casual concept, positioning the combined company for expanded growth.
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