UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM 8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of
Report (Date of earliest event reported)
November
19, 2010 (November 17, 2010)
Build-A-Bear Workshop, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware |
001-32320 |
43-1883836 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1954 Innerbelt Business Center Drive |
|
63114 |
|
|
(Address of Principal Executive Offices) |
|
(Zip Code) |
|
(314)
423-8000
(Registrant’s
Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) On November 17, 2010, Ms. Virginia H. Kent was elected to the board of directors (the “Board”) of Build-A-Bear Workshop, Inc. (the “Company”) by the Board. Ms. Kent will serve as a Class I director and her term will expire at the 2011 annual meeting of stockholders of the Company.
There is no arrangement or understanding between Ms. Kent and any other person pursuant to which Ms. Kent was elected as a director. Ms. Kent will serve as a member of the Board's Audit Committee and its Compensation Committee.
In addition, in connection with her election to the Board and in accordance with our outside director compensation policies, the Compensation Committee approved an award to Ms. Kent of 11,412 shares of restricted stock under the Company's Second Amended and Restated 2004 Stock Incentive Plan. Pursuant to her restricted stock award agreement, the shares will vest October 28, 2011 (the anniversary date of our initial public offering (October 28, 2004)), subject to Ms. Kent's continued service on our Board.
The Company is not aware of any transactions, proposed transactions, or series of either to which the Company or any of its subsidiaries was or is to be a party, in which the amount involved exceeds $120,000 and in which Ms. Kent had, or will have, a direct or indirect material interest.
Item 7.01. |
Regulation FD Disclosure. |
On November 19, 2010, the Company issued a press release announcing the election of Ms. Kent as a director. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated by reference herein. The description of the press release contained herein is qualified in its entirety by the full text of such exhibit.
Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits
Exhibit Number |
Description of Exhibit |
99.1 |
Press Release dated November 19, 2010 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
BUILD-A-BEAR WORKSHOP, INC. |
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Date: |
November 19, 2010 |
By: |
/s/ Eric R. Fencl |
|
Name: |
Eric R. Fencl |
|||
Title: |
Chief Bearrister—General Counsel and |
|||
International Franchising |
EXHIBIT INDEX
Exhibit Number |
Description of Exhibit |
99.1 |
Press Release dated November 19, 2010 |
Exhibit 99.1
Build-A-Bear Workshop, Inc. Names Virginia Kent to Its Board of Directors
ST. LOUIS--(BUSINESS WIRE)--November 19, 2010--Build-A-Bear Workshop, Inc. (NYSE: BBW), the interactive retailer of customized stuffed animals, announced today that Virginia H. (Ginger) Kent has been appointed to the Company’s board of directors, effective immediately.
Kent, 56, will serve on the board’s Audit Committee and Compensation Committee. With Kent’s appointment, the Build-A-Bear Workshop® board will have eight members, seven of whom, including Kent, are deemed independent by the Board under New York Stock Exchange rules and other applicable regulations.
Ms. Kent was formerly the President and Chief Executive Officer of Reflect.com from 1999 to 2002. Prior to that she served in a variety of positions at Hasbro Corporation, most recently as President of the $1 billion U.S. Toy Group. She currently serves as an independent consultant. She began her career at Procter & Gamble and then joined Kenner toys which was eventually acquired by Hasbro.
Since 1999, Ms Kent has served as a member of the Timberland Company Board of Directors She serves as a member of the Audit, Governance and Nominating, and Corporate Social Responsibility Committees. She formerly chaired the Management and Development and Compensation Committee (2001-2004) and the Governance and Nominating Committee (2005-2008).
“We are very fortunate to have Ginger join our Board. She brings enormous expertise in the successful development of global toy brands at both Hasbro and Kenner Toys as well as experience in creating a leading online brand at Reflect.com. She is an active and engaged member of the Timberland Company board and she will add greatly to our knowledge and experience base,” said Maxine Clark, founder, chairman and chief executive bear.
Ginger has her MBA degree from the University of Michigan, Ann Arbor, Michigan and her undergraduate degree from Wellesley College, Wellesley, Massachusetts where she graduated with a double major in mathematics and economics.
About Build-A-Bear Workshop, Inc.
Build-A-Bear Workshop, Inc. is the only global company that offers an interactive make-your-own stuffed animal retail-entertainment experience. The company currently operates more than 400 Build-A-Bear Workshop stores worldwide, including company-owned stores in the U.S., Puerto Rico, Canada, the United Kingdom, Ireland and France, and franchise stores in Europe, Asia, Australia, Africa, the Middle East, and Mexico. Founded in St. Louis in 1997, Build-A-Bear Workshop is the leader in interactive retail. Brands include make-your-own Major League Baseball® mascot in-stadium locations, and Build-A-Dino® stores. Build-A-Bear Workshop extends its in-store interactive experience online with its award winning virtual world Web site at buildabearville.com®. The company was named to the 2009 and 2010 FORTUNE 100 Best Companies to Work For® lists. Build-A-Bear Workshop (NYSE: BBW) posted total revenue of $394.4 million in fiscal 2009. For more information, call 888.560.BEAR (2327) or visit the company's award-winning Web site at buildabear.com®.
CONTACT:
For Build-A-Bear Workshop, Inc.
IR
Allison
Malkin, 203-682-8225 / 203-247-5497 (cell)
Allison.Malkin@icrinc.com
or
PR
Shannon
Lammert, 314-423-8000 ext. 5379 / 314-556-8841 (cell)
Shannonl@buildabear.com