Corporate Governance

Build-A-Bear Workshop, Inc.’s board of directors has developed corporate governance practices to help the Company fulfill its responsibilities to shareholders and to oversee the work of management and the Company’s business results. The following is a summary of the Company’s committee structure and membership. Chairperson Member Financial Expert Lead Independent Director   Audit Committee Compensation Committee Governance Committee Outside Directors Mary Lou  Fiala  Mary Lou  Fiala Director Mary Lou Fiala, 58, was originally appointed to the Board at a regular Board meeting on January 26, 2005, and then she was re-elected at our 2005 and 2008 annual meetings of stockholders. From January 2009 until her retirement in December 2009, Ms. Fiala served as Vice Chairman and Chief Operating Officer of Regency Centers Corporation, a publicly traded real estate investment trust specializing in the ownership and operation of grocery anchored shopping centers. From 1998 until Janua...    James Gould  James Gould Director James M. Gould, 61, was initially elected to our Board of Directors pursuant to the terms of a stockholders’ agreement which terminated upon the closing of the Company’s initial public offering in 2004, and then he was re-elected to our Board at our 2007 annual meeting of stockholders. Mr. Gould has served on our Board of Directors since our conversion to a corporation in April 2000, and he served on an advisory board to our predecessor entity prior to that time. Mr. Gould is a Managin...    Louis Mucci Louis Mucci Director Louis Mucci, 68, was originally appointed to the Board at a regular Board meeting on November 17, 2004, and then he was re-elected at our 2005 and 2008 annual meetings of stockholders. Since June 2007, Mr. Mucci has served as an advisor to the Board of Directors of Ruby’s Tequilas, a restaurant company. From February 2007 until June 2009, Mr. Mucci was a senior advisor to SMH Capital investment banking group, a company with shares registered pursuant to Section 12 of the Securities Ex...    Coleman Peterson  Coleman Peterson Director Coleman Peterson, 61, was appointed to the Board of Directors at a regular Board meeting on November 10, 2005, and then he was re-elected at our 2006 and 2009 annual meetings of stockholders. He was appointed as our Lead Independent Director in May 2009. Mr. Peterson is President and Chief Executive Officer of Hollis Enterprises LLC, a human resources consulting firm, which he founded in 2004 following his retirement from Wal-Mart Stores, Inc. Mr. Peterson served as the Executive Vice...    William Reisler  William Reisler Director William Reisler, 53, was initially elected to our Board of Directors pursuant to the terms of a stockholders’ agreement which terminated upon the closing of the Company’s initial public offering in 2004, and then he was re-elected at our 2006 and 2009 annual meetings of stockholders. Mr. Reisler has served on our Board of Directors since our conversion to a corporation in April 2000, and he served on an advisory board to our predecessor entity prior to that time. Mr. Reisler is Managi...    Joan Ryan  Joan Ryan Director Joan Ryan, 64, was appointed to our Board at a regular Board meeting on February 28, 2006, and then she was re-elected to our Board at our 2007 annual meeting of stockholders. Ms. Ryan retired as Senior Vice President of Walt Disney Theme Parks and Resorts, with whom she worked for 12 years, in 2005. In that position, Ms. Ryan managed Disney’s retail businesses including merchandise, food and beverage, and photo imaging at Walt Disney World® resort. Prior to that position, she was sen...    Katherine Savitt  Katherine Savitt Director Katherine Savitt, 46, was appointed to the Board of Directors at a regular Board meeting on February 27, 2009 and was re-elected to our Board at our 2009 annual meeting of stockholders. Ms. Savitt is the Chief Executive Officer and a director of Lockerz, LLC, an internet start-up that is building a next generation social network, entertainment and shopping platform for 15-25 year olds. She was Executive Vice President and Chief Marketing Officer at American Eagle Outfitters, Inc. from...    Inside Directors Maxine Clark  Maxine Clark Maxine Clark, Founder, Chairman and Chief Executive Bear Maxine Clark, 61, has been our Chief Executive Bear since she founded the Company in 1997. She was our President from our inception in 1997 to April 2004, and has served as Chairman of our Board of Directors since our conversion to a corporation in April 2000. She was initially elected to our Board of Directors pursuant to the terms of a stockholders’ agreement which terminated upon the closing of the Company’s initial public offering in 2004. Ms. Clark was re-elected at our 2005 and ...        Director Emeritus Barney  Ebsworth Stockholders or interested parties can contact the Lead Independent Director in writing at the following address: Lead Independent Director Build-A-Bear Workshop® 1954 Innerbelt Business Center Drive Saint Louis, MO 63114

Committee Charters Audit Committee Compensation Committee Governance Committee Governance Documents Corporate Governance Guidelines Business Conduct Policy Code of Ethics Applicable to Senior Executives Senior Executive Stock Ownership Guidelines