Potbelly Corporation (PBPB)

Potbelly Corporation is a Chicago-based operator and franchisor of Potbelly Sandwich Shop restaurants. The brand dates to 1977, when the first shop opened on Lincoln Avenue in Chicago, originally with antiques as part of the business and sandwiches as a side offering. The restaurants became known for toasted sandwiches, soups, salads and milkshakes served in a casual neighborhood setting.

Over the following decades the concept expanded into a national chain, with company-operated and franchised shops in dozens of states and the District of Columbia. As of the end of 2021, the company reported 443 shops in 33 states and the District of Columbia. Franchising became a larger part of its growth strategy in recent years.

Potbelly completed its initial public offering in October 2013 and listed on the Nasdaq under the symbol PBPB. Its sales were affected significantly by the COVID-19 pandemic, which reduced traffic in the office and downtown locations where many shops were situated. The company later focused on shop-level profitability, digital ordering, and a plan to grow through franchise development.

In September 2025, Potbelly agreed to be acquired by RaceTrac, Inc., an Atlanta-based, privately held operator of convenience stores and fuel retailer. The agreement provided for $17.12 per share in cash, for a transaction value of about $566 million. RaceTrac said it intended to continue operating Potbelly as a standalone brand.

The deal was structured as a tender offer followed by a merger. RaceTrac's subsidiary commenced a tender offer for all outstanding Potbelly shares, which was conditioned on a majority of the shares being tendered and on customary closing conditions, including antitrust clearance.

RaceTrac announced the completion of its acquisition on October 23, 2025. After the tender offer was completed, the merger closed and any untendered shares were converted into the right to receive the same $17.12 in cash. Nasdaq filed a Form 25 to remove the shares from listing and registration.

Potbelly is now a privately held company owned by RaceTrac and no longer files periodic reports with the SEC.