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SUBJECT DOSSIER · FDD 2025

Potbelly Franchise

Cost, fees, owner earnings, closure rate and litigation for a Potbelly franchise — pulled from the franchisor's own public FDD (2025), not its sales material.

Sandwich & Sub Shops · disclosure-honesty grade · from public state filings
GRADE D · WEAK DISCLOSURE

Disclosure honesty

D
Transparency 2 / 5

Potbelly discloses earnings (Item 19) — but the grade is how honestly. We graded it D.

Outlets441
Disclosed lawsuits0
Closure signals2 ceased
Investment
$654,019–$1,274,099
Total fees
9% of sales
Outlets
441
Closure signals
2 ceased, 2 terminated
Lawsuits
0
◢ FINDINGS
ITEM 19
Grade D disclosure
The disclosed numbers are incomplete or framed to look better than an owner's real take-home.
ITEM 20
2 outlets ceased operations
2 franchisee terminations and 2 ceased operations in 2024; no franchisee-to-franchisee transfers ever recorded.

What their own earnings claim actually says

Discloses average/median weekly and annual gross sales for franchised and affiliate-owned shops. No franchisee-level net income disclosed; expense data only from affiliate-owned units, not franchisee units. Significant cherry-picking risk.

What a Potbelly franchise actually costs to run

FeeDisclosedWhere it comes from
Initial franchise fee$40,000Item 5 — paid up front, before you open
Royalty6% of gross salesItem 6 — charged on revenue, not profit
Advertising fund3% of gross salesItem 6 — brand marketing, spent at the franchisor's discretion
Total recurring fees9% of gross salesBefore rent, labor, food or debt service
Total initial investment$654,019 – $1,274,099Item 7 — franchisor's own low/high estimate

Brand fund up to 4%; local marketing min 1%; total marketing capped at 5% of revenue.

Royalty and ad-fund percentages are charged on gross sales — an owner pays them whether or not the location is profitable.

Potbelly system size and owner turnover

Total outlets441
Ceased operations2
Terminated by franchisor2
Transferred to new owners0
Closure rate0.5% of outlets

2 franchisee terminations and 2 ceased operations in 2024; no franchisee-to-franchisee transfers ever recorded.

From Item 20 of the FDD 2025. Terminations and ceased operations are the franchisor's own count of owners who stopped — the number the sales pitch leaves out.

Is Potbelly worth it? — how it compares to 22 similar franchises

Ongoing fees9% of salesabout average
Startup costfrom $654,019pricier than 77% of peers
Disclosure honestyGrade Dless honest than most of the category
Closure rate0.5% of outletsbetter than most (median 1.2%)
Disclosed lawsuits0fewer than most

Benchmarked against every sandwich & sub shops franchise we've graded from public FDDs — the context the franchisor's pitch never gives you.

◤ CLASSIFIED · ITEM 19 RECONSTRUCTED

Owner take-home for a Potbelly

The franchisor's framing: Discloses average/median weekly and annual gross sales for franchised and affiliate-owned … We reconstruct what an owner actually keeps, from their own FDD.

LOW
MEDIAN
HIGH

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Potbelly franchise — frequently asked

How much does a Potbelly franchise cost?
The FDD lists a total initial investment of about $654,019–$1,274,099, including a $40,000 initial franchise fee.
How much do Potbelly franchise owners make?
Discloses average/median weekly and annual gross sales for franchised and affiliate-owned shops. No franchisee-level net income disclosed; expense data only from affiliate-owned units, not franchisee units. Significant cherry-picking risk. We grade this disclosure D for honesty.
What are the Potbelly franchise fees?
Potbelly's FDD discloses a $40,000 initial franchise fee, a 6% royalty on gross sales, a 3% advertising-fund contribution, for roughly 9% of gross sales in recurring fees before rent, labor, or debt service. Brand fund up to 4%; local marketing min 1%; total marketing capped at 5% of revenue.
What is the Potbelly franchise profit margin?
Potbelly does not publish a franchisee net-profit margin — almost no franchisor does. What Item 19 actually shows: Discloses average/median weekly and annual gross sales for franchised and affiliate-owned shops. No franchisee-level net income disclosed; expense data only from affiliate-owned units, not franchisee units. Significant cherry-picking risk. Recurring fees alone take about 9% of gross sales, before rent, labor, food or debt service. Margin has to be reconstructed from the disclosure, not read off it.
What is the Potbelly franchise failure rate?
2 franchisee terminations and 2 ceased operations in 2024; no franchisee-to-franchisee transfers ever recorded.
How many Potbelly locations are there?
Potbelly's FDD reports 441 total outlets, with 2 that ceased operations in the most recent reporting year and 0 transferred to new owners. Item 20 is where system health shows up before the marketing does.
Does Potbelly have complaints or lawsuits?
Potbelly discloses no material litigation in Item 3 of the filing we reviewed. That's a positive signal, though it covers only what the franchisor is required to report.
Is a Potbelly franchise worth it?
It depends on the numbers, not the pitch. Potbelly scores D on disclosure honesty, carries about 9% of sales in ongoing fees. Get the real owner take-home before you sign.

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Source: MN CARDS 34999-202510-04 (Clean FDD 2025). FranchiseValidate is independent and not affiliated with Potbelly or its franchisor. Figures are extracted from the franchisor's own public disclosure document; verify against the current FDD before any decision.