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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): January 22, 2021
 
Build-A-Bear Workshop, Inc.
 

 
(Exact Name of Registrant as Specified in Its Charter)
 
Delaware 001-32320 43-1883836
State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
 
  415 South 18th St., St. Louis, Missouri   63103  
  (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 (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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company    
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01 per share
BBW
New York Stock Exchange
 
 

 
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
   
 (b)      On January 22, 2021, Sarah Personette resigned from the Board of Directors (the “Board”) of Build-A-Bear Workshop, Inc. (the “Company”), effective immediately. Ms. Personette, who has served on the Board since February 2016, was a Class I director with a term expiring at the Company’s 2023 Annual Meeting of Stockholders. At the time of her resignation, Ms. Personette served as a member of the Compensation and Development Committee of the Board and as a member of the Nominating and Corporate Governance Committee of the Board. Ms. Personette’s resignation is not due to any disagreements with the Company.
 
 
Item 8.01. Other Events.
 
On January 25, 2021, following the resignation of Ms. Personette, the Board decreased the size of the Board to five (5) members.
 
 
Item 9.01 Financial Statements and Exhibits.
 
  (d) Exhibits
 
Exhibit Number               Description of Exhibit
 
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
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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: January 26, 2021
By:
/s/  Eric Fencl
Name: Eric Fencl
Title:   Chief Administrative Officer,
                General Counsel and Secretary        
 
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