PopUp Bagels, a fast-growing franchise funded by actors Paul Rudd and Patrick Schwarzenegger and football players TJ and JJ Watt, is opening its first Texas restaurant in Dallas.
Exterior signs went up recently announcing PopUp Bagels’ entry into Inwood Village, the shopping center at West Lovers Lane and Inwood Road near the Devonshire and Bluffview neighborhoods in Dallas. The 1,200-square-foot shop will be near the Inwood Theater, an Art Deco movie theater open since the 1940s, according to state records.
PopUp Bagels’ expansion into Dallas-Fort Worth appears to be part of its plan to add 300 new locations, as the company announced in mid-2025. PopUp had just four locations two years prior, according to a story in Nation’s Restaurant News about the company’s massive growth.
PopUp started when founder Adam Goldberg made and sold bagels from his Connecticut neighborhood in 2020. It was a pandemic project that worked.
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PopUp Bagels will be next door to Inwood Theater in Dallas.
Juan Figueroa / Staff Photographer
The name stuck, even though locations like the one in Dallas aren’t temporary. Private equity company Stripes bought a majority share in PopUp in 2023. Stripes is also invested in boutique grocery store Erewhon, apparel company Vuori and shoe brand On.
Five years after PopUp’s start, a story from the U.S. Chamber of Commerce said the company “has managed to shake up the $3 billion U.S. bagel market.”
Grip. Rip. Dip.
As evidence of its savvy, the PopUp Bagels team filed a trademark in 2023 for what now has become its hallmark: You “grip, rip, and dip” its bagels.
(Wait, you thought you knew how to eat a bagel? PopUp has a new idea.)
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Consumers buy whole bagels and small buckets of cream cheese. Instead of slicing the bagel and slathering it with schmear, you rip these bagels into bite-sized pieces, then dip them in the cream cheese.
Customers love to post videos on Instagram, “ripping open a hot bagel … and dipping them in the cream cheese,” Goldberg said in the Chamber story.
The company was a two-time winner of “best bagel” at New York competition BagelFest, in 2021 and 2022. North Texas company Starship Bagel snagged that title in 2023 and 2025.
In an Instagram post about the company’s “tasty, crusty, fluffy, seedy hot bagels,” PopUp reps did not say when the Dallas shop would be ready. The company did not respond immediately to questions from The Dallas Morning News.
One reply from PopUp Bagels on Instagram doesn’t help much: The opening will be “soon?”
But for now, that seems to be enough to make Dallas bagel lovers salivate.
PopUp Bagels will be at 5450 W. Lovers Lane, Dallas.