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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) March 27, 2007
Build-A-Bear Workshop, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 001-32320 43-1883836
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
1954 Innerbelt Business Center Drive
St. Louis, Missouri 63114
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(Address of Principal Executive Offices) (Zip Code)
(314) 423-8000
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(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 (see General Instruction A.2. below):
|_| 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 Principal Officers; Election of
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Directors; Appointment of Principal Officers; Compensatory Arrangements of
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Certain Officers.
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Effective March 27, 2007, the Compensation Committee (the "Committee")
of the Board of Directors of Build-A-Bear Workshop, Inc. (the "Company")
established the 2007 performance objectives for the range of bonuses that may be
paid to the Company's Chief Executive Bear, President and Chief Operating Bear,
Chief Financial Bear, Treasurer and Secretary, Chief Marketing Bear and Chief
Workshop Bear under the Build-A-Bear Workshop, Inc. 2004 Stock Incentive Plan
(the "Plan"). The base bonus calculation for each of the executives for 2007 is
determined by multiplying the "base bonus payout" (set forth below) by the
executive's base salary as of March 27, 2007:
Position Base Bonus Payout
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Maxine Clark, Chief Executive Bear 125%
Scott Seay, President and Chief Operating Bear 50%
Tina Klocke, Chief Financial Bear, Treasurer & Secretary 35%
Teresa Kroll, Chief Marketing Bear 35%
Paul Bundonis, Chief Workshop Bear 35%
The cash bonus, if any, to be paid to each respective executive officer
will be calculated by multiplying the applicable percentage in column (2) below,
based on the Company's net income for 2007, by the base bonus calculation set
forth above:
(1) (2)
Achievement Level Percentage of Base Bonus Calculation
Threshold 25%
Target 100%
Maximum 220%
The calculation of cash bonuses will be interpolated to reflect the
Company's net income results which fall within any of the defined achievement
levels set forth in column (1) above. The interpolation will be calculated in
accordance with the methodology set forth in the Build-A-Bear Workshop, Inc.
2007 Bonus Plan, in the sole discretion of the Committee. This discretion
includes the ability to reduce the otherwise applicable percentage of base bonus
calculation for each achievement level, but the Committee may not use its
discretion to increase the amount of compensation payable above the maximum
percentage of base bonus calculation for each achievement level. No executive
officer bonuses will be paid if the threshold net income level is not reached
for fiscal year 2007.
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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.
Date: April 2, 2007 By: /s/ Tina Klocke
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Name: Tina Klocke
Title: Chief Financial Bear,
Secretary and Treasurer
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