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BUILD-A-BEAR WORKSHOP INC

For the period ended May 3, 2025. Filed Jun 12, 2025.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

May 3, 2025 · Filed Jun 12, 2025

BBW$31.61+6.4%Stored close · as of Nov 9, 2026

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Item 5. Other information

The table below presents supplemental cash flow information related to leases for thethirteen weeks ended* May 3, 2025and May 4, 2024* (in thousands).

Thirteen weeks ended
May 3, 2025May 4, 2024
Operating cash flows for operating leases$10,216$9,814

As of* May 3, 2025and May 4, 2024*, the weighted-average remaining operating lease term was 6.1 years and 4.8 years, respectively, and the weighted-average discount rate was 7.2% and 6.9%, respectively, for operating leases recognized on the Company's condensed consolidated balance sheets.

The value of our operating lease asset was $92.7 million and $72.8 million as of* May 3, 2025and May 4, 2024*, respectively. The increase was driven by the Company entering into leases for new stores as well as securing longer-term extensions for existing stores resulting in contracts with more favorable terms.

For thethirteen weeks ended* May 3, 2025* and thethirteen weeks ended* May 4, 2024* the Company incurredno impairment charges against its right-of-use operating lease assets.

Undiscounted cash flows

The table below reconciles the undiscounted cash flows for each of thefirst five years and total of the remaining years to the operating lease liabilities recorded on the balance sheet (in thousands).

Operating Leases
2025$24,228
202627,810
202717,414
202811,464
20299,217
Thereafter35,562
Total minimum lease payments125,695
Less: amount of lease payments representing interest(26,231)
Present value of future minimum lease payments99,464
Less: current obligations under leases(26,507)
Long-term lease obligations$72,957

As of* May 3, 2025*, the Company had additional executed leases that hadnot yet commenced with operating lease liab ilities of $28.4 million. These leases are expected to commence in fiscal2025 and fiscal2026 with lease terms oftwo totwenty years.

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4. Other Assets

Prepaid expenses and other current assets consist of the following (in thousands):

May 3,February 1,May 4,
202520252024
Prepaid occupancy (1)$4,570$2,213$3,807
Prepaid insurance5121,248733
Prepaid gift card fees411493647
Prepaid royalties285736265
Prepaid taxes (2)1811,512127
Other (3)6,1976,4676,468
Total$12,156$12,669$12,046
(1)Prepaid occupancy consists of prepaid expenses related to variable non-lease components.
(2)Prepaid taxes consist of prepaid federal and state income tax.
(3)Other consists primarily of prepaid expense related to information technology maintenance contracts and software as a service.

Other non-current assets consist of the following (in thousands):

May 3,February 1,May 4,
202520252024
Entertainment production asset (1)$4,251$4,222$4,736
Deferred compensation1,6651,6841,057
Other (2)164195281
Total$6,080$6,101$6,074
(1)Entertainment production asset includes the direct costs, production overhead and development costs in producing entertainment assets such as films or music.
(2)Other consists primarily of deferred financing costs related to the Company's credit facility.

5. Accrued Expenses

Accrued expenses consist of the following (in thousands):

May 3,February 1,May 4,
202520252024
Accrued wages, bonuses and related expenses$18,351$13,268$12,007
Current income taxes payable2,9215804,891
Sales and value added taxes payable2,2191,3591,617
Accrued rent and related expenses (1)7821,0021,037
Total$24,273$16,209$19,552
(1)Accrued rent and related expenses consist of accrued costs associated with non-lease components.

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6. Stock-based Compensation

On* April14,* 2020, the Board of Directors (the “Board”) of Build-A-Bear Workshop, Inc. (the “Company”) adopted, subject to stockholder approval, the Build-A-Bear Workshop, Inc.2020 Omnibus Incentive Plan (the*“2020* Incentive Plan”). On* June 11, 2020,the Company’s stockholders approved the2020* Incentive Plan. On* April11,* 2023, the Board adopted, subject to stockholder approval, the Build-A-Bear Workshop, Inc. Amended and Restated2020 Omnibus Incentive Plan (the “Restated2020 Incentive Plan”). On* June 8, 2023,at the Company’s2023* Annual Meeting of Stockholders, the Company’s stockholders approved the Restated2020 Incentive Plan. The Restated2020 Incentive Plan, which is administered by the Compensation and Human Capital Committee of the Board, permits the grant of stock options (including both incentive and non-qualified stock options), stock appreciation rights, other stock-based awards, including restricted stock and restricted stock units, cash-based awards, and performance awards pursuant to the terms of the Restated2020 Incentive Plan. The Restated2020 Incentive Plan will terminate on* April 11, 2033,unless earlier terminated by the Board. The total number of shares of the Company’s common stock authorized for issuance under the Restated2020* Incentive Plan increased by 800,000 to a maximum of 1,800,000 since its inception as the2020 Incentive Plan, subject to customary capitalization adjustments, substitutions of acquired company awards and certain additions of acquired company plan shares, plus shares that are subject to outstanding awards made under the Build-A-Bear Workshop, Inc.2017 Omnibus Incentive Plan (the*“2017* Plan”) that on or after* April 14, 2020,** may*be forfeited, expire or be settled for cash.

For thethirteen weeks ended* May 3, 2025and May 4, 2024*, selling, general and administrative expense included stock-based compensation expense of $0.5 million and $0.4 million, respectively. As of* May 3, 2025*, there was $2.1 million of total unrecognized compensation expense related to unvested restricted stock awards which is expected to be recognized over a weighted-average period of 1.6 years.

As of the end of thethirteen weeks ended* May 3, 2025*, the Company hadno outstanding stock options.

The following table is a summary of the balances and activity related to time-based and performance-based restricted stock for thethirteen weeks ended* May 3, 2025*:

Time-Based Restricted StockPerformance-Based Restricted Stock
SharesWeighted Average Grant Date Fair ValueSharesWeighted Average Grant Date Fair Value
Outstanding, February 1, 2025 (1)97,538$25.21193,273$23.17
Granted (1)1,24440.2863939.58
Vested(40,392)23.12--
Adjustment for performance achievement--(11,572)18.03
Earned and vested--(61,222)18.03
Forfeited (1)----
Outstanding, May 3, 2025 (1)58,390$26.12121,118$26.35
(1)Performance-based restricted stock outstanding, granted, and forfeited are presented at 100% of target.

The total fair value of shares vested during thethirteen weeks ended* May 3, 2025and May 4, 2024* was $2.0 million and $1.7 million, respectively.

The outstanding performance shares as of* May 3, 2025* consist of the following:

Performance Shares
Unearned shares subject to performance-based restrictions at target:
2023 - 2025 consolidated pre-tax income growth objectives36,309
2023 - 2025 consolidated revenue growth objectives19,551
2024 - 2026 consolidated, cumulative EBITDA objectives42,418
2024 - 2026 consolidated, cumulative revenue objectives22,840
Performance shares outstanding, May 3, 2025121,118

7. Income Taxes

The Company's effective tax rate was 22.0% for thethirteen weeks ended* May 3, 2025* compared to 23.8% for thethirteen weeks ended* May 4, 2024*. In thefirst quarter of fiscal2025, the effective tax rate differed from the statutory rate of 21% primarily due to state income tax expense partially offset by the tax impact of equity awards vesting and the foreign-derived intangible income deduction. In thefirst quarter of fiscal2024, the effective tax rate differed from the statutory rate of 21% primarily due to state income tax expense partially offset by the tax impact of equity awards vesting. In addition, in thefirst quarter of fiscal2025 and2024, the Company remains in a full valuation allowance in certain foreign jurisdictions.

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8. Stockholders’ Equity

The following table sets forth the changes in stockholders’ equity (in thousands) for thethirteen weeks ended* May 3, 2025and May 4, 2024* (in thousands):

For the thirteen weeks ended May 3, 2025 · For the thirteen weeks ended May 4, 2024
Common · Retained · Common · Retained
stockAPIC (1)AOCI (2)earningsTotalstockAPIC (1)AOCI (2)earningsTotal
Balance, beginning$133$61,987$(12,554)$89,516$139,082$142$66,330$(12,082)$75,272129,662
Shares issued under employee stock plans1,1031,10311,0941,095
Stock-based compensation284284334334
Shares withheld in lieu of tax withholdings(1,266)(1,266)(2,089)(2,089)
Share Repurchase(1)(506)(3,701)(4,208)(4)(1,604)(7,591)(9,199)
Cash Dividends(2,891)(2,891)(2,810)(2,810)
Other-(40)(40)
Other comprehensive income (loss)1,2591,259(71)(71)
Net income15,31915,31911,45911,459
Balance, ending$132$61,602$(11,295)$98,243$148,682$139$64,065$(12,153)$76,290$128,341

(1) Additional paid-in capital (“APIC”)

(2) Accumulated other comprehensive loss (“AOCI”)

During thethirteen weeks ended* May 3, 2025*, the Company utilized $4.2 million in cash to repurchase 108,502 shares under its $100 million dollar stock repurchase program that was authorized by the Board of Directors on* September 11, 2024.As of the end of thefirst* quarter, there was $85.0 million available for future repurchases. For thethirteen weeks ended* May 3, 2025*, the Company's Board of Directors declared a $0.22 per share cash dividend that was paid on* April 10, 2025,to shareholders of record as of March 27, 2025.*The cash dividend paid totaled $2.9 million.

During thethirteen weeks ended* May 4, 2024*, the Company utilized $9.2 million in cash to repurchase 343,406 shares under the Company's previous $50.0 million stock repurchase program that was authorized by its Board of Directors on* August 31, 2022.The Company's Board of Directors also declared a quarterly cash dividend of $0.20 per share that was paid on April 11, 2024,to all stockholders of record as of March 28, 2024.*

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9. Income per Share

The following table sets forth the computation of basic and diluted net income per share (in thousands, except share and per share data):

Thirteen weeks ended
May 3,May 4,
20252024
NUMERATOR:
Net income$15,319$11,459
DENOMINATOR:
Weighted average number of common shares outstanding - basic13,080,30113,925,957
Dilutive effect of share-based awards:63,94280,443
Weighted average number of common shares outstanding - dilutive13,144,24314,006,400
Basic net income per common share$1.17$0.82
Diluted net income per common share$1.17$0.82

In calculating the diluted income per share for thethirteen weeks ended* May 3, 2025*, there were zero shares of common stock that were outstanding at the end of the period that werenot included in the computation of diluted income per share due to their anti-dilutive effect. For thethirteen weeks ended* May 4, 2024*, there were 8,199 of common stock that were outstanding at the end of the period that werenot included in the computation of diluted income per share due to their anti-dilutive effect.

10. Comprehensive Income

The difference between comprehensive income or loss and net income or loss is the result of foreign currency translation adjustments on the balance sheets of subsidiaries whose functional currency isnot the U.S. dollar. The accumulated other comprehensive loss balance on* May 3, 2025and May 4, 2024* was comprised entirely of foreign currency translation. For thethirteen weeks ended* May 3, 2025and May 4, 2024*, the Company hadno reclassifications out of accumulated other comprehensive loss.

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11. Segment Information

The Company’s operations are conducted through three operating segments consisting of DTC, commercial and international franchising. The DTC segment includes the operating activities of corporately-managed locations and other retail delivery operations in the U.S., Canada, the Republic of Ireland and the U.K., including the Company’s e-commerce sites and temporary stores. The commercial segment includes the Company’s transactions with other businesses, mainly comprised of licensing the Company’s intellectual properties forthird-party use and wholesale sales to our partner-operated stores. The international franchising segment includes the licensing activities of the Company’s franchise agreements with store locations in select countries in Asia, Australia, the Middle East, Africa, and South America. The operating segments have discrete sources of revenue, different capital structures and different cost structures. These operating segments represent the basis on which the Company’s chief operating decision maker regularly evaluates the business in assessing performance, determining the allocation of resources and the pursuit of future growth opportunities. Accordingly, the Company has determined that each of its operating segments represent a reportable segment. Thethree reportable segments follow the same accounting policies used for the Company’s consolidated financial statements.

Following is a summary of the financial information for the Company’s reportable segments (in thousands):

Direct-to- · International
ConsumerCommercialFranchisingTotal
Total Revenue$119,589$7,623$1,183$128,395
Cost of Goods Sold51,5713,01482455,409
Gross Profit68,0184,60935972,986
Selling, General & Administrative34,35296-34,448
Contribution Margin33,6664,51335938,538
Overhead Expenses(1)19,107
Interest Income(200)
Income before income taxes$19,631
Total Revenue$107,868$5,985$877$114,730
Cost of Goods Sold49,4152,53361752,565
Gross Profit58,4533,45226062,165
Selling, General & Administrative30,771195-30,966
Contribution Margin27,6823,25726031,199
Overhead Expenses(1)16,596
Interest Income(426)
Income before income taxes$15,029
(1)Overhead expenses contain selling, general and administrative expenses not attributable to a segment.

Total assets, depreciation and amortization, and capital expenditures for the Company's segments, as well as for Corporate and support, are as follows:

Direct-to- · International
ConsumerCommercialFranchisingCorporateTotal
Total Assets$209,280$11,605$1,831$85,587$308,303
Depreciation and amortization2,73439-9273,700
Capital Expenditures1,354--1,5532,907
Total Assets$185,505$8,948$1,377$69,446$265,276
Depreciation and amortization2,62352-9833,658
Capital Expenditures1,903--5272,430

The Company’s reportable segments are primarily determined by the types of products and services that they offer. Each reportable segment* may*operate in many geographic areas. Revenues are recognized in the geographic areas based on the location of the customer or franchisee. The following schedule is a summary of the Company’s sales to external customers and long-lived assets by geographic area (in thousands):

North
America (1)Europe (2)Other (3)Total
Net sales to external customers$111,273$15,627$1,495$128,395
Net sales to external customers$99,451$14,449$830$114,730

For purposes of this table only:

(1) North America includes corporately-managed locations in the United States and Canada.

(2) Europe includes corporately-managed locations in the U.K. and the Republic of Ireland and sales to wholesale customers in Europe.

(3) Other includes franchise businesses outside of North America and Europe.

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12. Contingencies

In the normal course of business, the Company is subject to legal proceedings, government inquiries and claims, and other commercial disputes. Ifone or more of these matters has an unfavorable resolution, it is possible that the results of operations, liquidity or financial position of the Company could be materially affected in any particular period. The Company accrues a liability for these types of contingencies when it believes that it is both probable that a liability has been incurred and that it can reasonably estimate the amount of the loss. Gain contingencies are recorded when the underlying uncertainty has been settled.

Assessments made by the U.K. customs authority in2012 were appealed by the Company, which has paid the disputed duty, strictly under protest, pending the outcome of the continuing dispute, and this is included in receivables, net in the DTC segment. The U.K. customs authority contested the Company's appeal. Rulings by the First Tier Tribunal in* November 2019and Upper Tribunal in March 2021held that duty was due on some, butnot* all, of the products at issue. The Company petitioned the Court of Appeal for permission to appeal certain elements of the Upper Tribunal decision, and in early* November 2021,a judge granted the Company's petition for permission to appeal those elements of the Upper Tribunal decision on some, butnot* all, of the grounds of appeal that the Company had put forward. An appeal was heard by the Court of Appeal during thefirst quarter of fiscal2022, and the Court of Appeal dismissed the appeal in thethird quarter of fiscal2022. During thefourth quarter of fiscal2022**, the UK Supreme Court declined to hear the appeal. The Company is engaging with the customs authority to attempt to resolve all outstanding issues following the application of the determined principles. The case will return to the lower tribunal for a final ruling if outstanding issues cannot be resolved. The Company maintains a provision against the related receivable, based on a current evaluation of collectability, using the latest facts available in the dispute. As of* May 3, 2025*, the Company had a gross receivable balance of $5.1 million and a reserve of $3.6 million, leaving a net receivable of $1.5 million. The Company believes that the outcome of this dispute willnot have a material adverse impact on the results of operations, liquidity, or financial position of the Company.

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