DEF 14A: Build-A-Bear Workshop Sets Date for 2024 Annual Stockholders Meeting

Build-A-Bear Workshop will hold its annual stockholders meeting on June 13, 2024, to elect directors, ratify the appointment of Ernst & Young LLP, and approve executive compensation.

Summary

• Build-A-Bear Workshop will hold its 2024 Annual Meeting of Stockholders on June 13, 2024, at its World Bearquarters in St.
• Louis, Missouri.
• Stockholders will vote on the election of two directors, the ratification of Ernst & Young LLP as the independent registered public accounting firm for fiscal 2024, and the approval of executive compensation.
• The Board of Directors recommends voting for the election of the director nominees, for the ratification of Ernst & Young LLP, and for the approval of executive compensation.
• The record date for determining stockholders eligible to vote at the Annual Meeting is April 17, 2024.
• The proxy statement and annual report are available online at www.edocumentview.com/bbw.
• The Board of Directors has six members divided into three classes with staggered three-year terms.
• George Carrara and Sharon John are Class II Directors and their terms will expire at the 2024 Annual Meeting and have been nominated to be re-elected to serve until the 2027 Annual Meeting of stockholders.
• The Board of Directors met seven times in fiscal 2023.
• All Directors attended at least 90% of the aggregate number of meetings of the Board and committees on which they served.

Sentiment

Score: 8

Explanation: The document is generally positive, highlighting strong financial performance and commitment to corporate governance. The termination of an executive is a negative point, but overall, the tone is optimistic.

Positives

• The Board of Directors is committed to good corporate governance practices.
• The company provides multiple avenues for stockholders to communicate with the Board.
• The company achieved record total revenue and profitability in fiscal 2023.
• The company's executive compensation program is designed to align with stockholder interests.
• The company has a clawback policy in place for incentive-based compensation.
• The company prohibits hedging and pledging of company stock by directors and officers.
• The company has stock ownership guidelines for executives and directors.

Negatives

• Jennifer Kretchmar, Chief Digital and Merchandising Officer, was terminated without cause effective February 3, 2024.
• Ms. Kretchmar forfeited certain unvested equity awards upon termination.

Risks

• The proxy statement contains forward-looking statements and goals that should not be interpreted as management's expectations or estimates of results.
• The company faces strategic, operational, financial, and compliance risks.
• Cybersecurity risks are a concern, and the Audit Committee receives regular briefings on these risks.

Future Outlook

The proxy statement contains forward-looking statements and goals that should not be interpreted as management's expectations or estimates of results or other guidance.

Management Comments

• Sharon John, President and Chief Executive Officer, expressed gratitude for stockholders' continued support and interest in Build-A-Bear Workshop.

Industry Context

The document does not explicitly discuss the broader industry context, but it does mention peer companies used for compensation benchmarking.

Comparison to Industry Standards

• The Compensation and Development Committee benchmarks executive compensation against a peer group of 17 companies, including American Outdoor Brands, Inc., iMedia Brands, Inc., Tillys, Inc., Blue Apron Holdings, Inc., J.Jill, Inc., Vera Bradley Inc., Citi Trends Inc., Kirklands, Inc., Vince Holding Corp., Delta Apparel, Inc., The Marcus Corporation, Weyco Group, Inc., Duluth Holdings Inc., Oxford Industries, Inc., World Wrestling Entertainment, Inc., Funko, Inc., and Shake Shack Inc.
• The Committee also summarizes market data for the Company's ISS peer group and provides size-adjusted, retail survey market data from Equilar, Inc.

Management Changes

Stakeholder Impact

• Stockholders are asked to vote on key proposals related to the company's governance and executive compensation.
• Employees may be impacted by changes in executive leadership and compensation policies.
• The company's performance and governance practices can impact its reputation with customers and the broader community.

Next Steps

• Stockholders are encouraged to vote on the proposals outlined in the proxy statement.
• The company will hold its Annual Meeting of Stockholders on June 13, 2024.
• The Compensation and Development Committee will continue to monitor stock ownership guidelines and levels for the NEOs.
• The Nominating and Corporate Governance Committee will monitor stock ownership guidelines and levels for the Directors.

Key Dates

Keywords

proxy statement, annual meeting, executive compensation, board of directors, corporate governance, stockholders, directors, Build-A-Bear Workshop