Build-A-Bear Workshop 2009 Annual Report Download - page 49

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BUILD-A-BEAR WORKSHOP, INC. 2009 FORM 10-K
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND
CORPORATE GOVERNANCE
Information concerning directors, appearing under the caption
“Directors”, “Board of Directors and its Committees”,
“Committee Charters, Corporate Governance Guidelines,
Business Conduct Policy and Code of Ethics” and “Section
16(a) Beneficial Ownership Reporting Compliance” in our
Proxy Statement (the “Proxy Statement”) to be filed with the
SEC in connection with our Annual Meeting of Shareholders
scheduled to be held on May 13, 2010 is incorporated by
reference in response to this Item 10.
BUSINESS CONDUCT POLICY
The Board of Directors has adopted a Business Conduct Policy
applicable to our directors, officers and employees, including
all executive officers. The Business Conduct Policy has been
posted in the Investor Relations section of our corporate
website at http://ir.buildabear.com. We intend to satisfy the
amendment and waiver disclosure requirements under
applicable securities regulations by posting any amendments
of, or waivers to, the Business Conduct Policy on our website.
The information appearing under the caption “Committee
Charters, Corporate Governance Guidelines, Business
Conduct Policy and Code of Ethics” in the Proxy Statement is
incorporated by reference in response to this Item 10.
EXECUTIVE OFFICERS AND KEY EMPLOYEES
Maxine Clark, 61, has been our Chief Executive Bear since
she founded the Company in 1997. She was our President
from our inception in 1997 to April 2004, and has served as
Chairman of our Board of Directors since our conversion to a
corporation in April 2000. She was initially elected to our
Board of Directors pursuant to the terms of a stockholders’
agreement which terminated upon the closing of the
Company’s initial public offering in 2004. Ms. Clark was
re-elected as a director at our 2005 and 2008 Annual
Meetings of Stockholders. Prior to founding Build-A-Bear
Workshop, Ms. Clark was the President of Payless
ShoeSource, Inc. from 1992 until 1996. Before joining
Payless, Ms. Clark spent over 19 years in various divisions of
The May Department Stores Company in areas including
merchandise development, merchandise planning,
merchandise research, marketing and product development.
Eric Fencl, 47, joined Build-A-Bear Workshop in July
2008 as Chief Bearrister—General Counsel. In March 2009,
he assumed responsibility for international franchising and
human resources. He now holds the title of Chief Bearrister,
General Counsel and International Franchising. Prior to
joining us, Mr. Fencl was Executive Vice President, General
Counsel and Secretary for Outsourcing Solutions Inc., a
national accounts receivable management firm from August
1998 to June 2008. From September 1990 to August 1998,
he held legal positions for Monsanto Company, McDonnell
Douglas Corporation and Bryan Cave LLP. Mr. Fencl began
his career in 1984 as an auditor with Arthur Young &
Company.
Dave Finnegan, 40, joined Build-A-Bear Workshop in
December 1999 as Director Inbearmation Technology and
was named Chief Information Bear in January 2007, adding
logistics responsibilities in March 2009 to become Chief
Information and Logistics Bear. Prior to joining the company,
Mr. Finnegan held information systems management positions
at Novell, Inc. in Provo Utah and Interchange Technologies
Inc. in St. Louis, Missouri. Mr. Finnegan is a member of the St.
Louis Regional Chief Information Officer Forum and the NSB
Executive Client Advisory Board. He was instrumental in the
development of buildabearville.com—the company’s virtual
world stuffed with fun. The online community received a 2009
“Best of the Web” award from WiredSafety at the 9th Annual
Wired Kids Summit and a 2008 iParenting Media Award.
John Haugh, 47, joined Build-A-Bear Workshop in March
2009 as President and Chief Marketing and Merchandising
Bear. Prior to joining Build-A-Bear Workshop, Mr. Haugh
served as President of It’s Sugar, LLC, a candy and
confectionary retailer. Previously, Mr. Haugh served as
President of Mars Retail Group from January 2004 to
December 2007, where he led all retail business operations
for this subsidiary of Mars, Incorporated. Prior to this position,
he was Chief Marketing Officer and Senior Vice President,
Worldwide Business Development at Payless ShoeSource, Inc.
From 1998 to 2000, Mr. Haugh was Executive Vice
President, Marketing and Sales for Universal Studios,
Inc. Early in his career Mr. Haugh held marketing and sales
positions at General Mills, Inc.
Tina Klocke, 50, has been our Chief Financial Bear since
November 1997, our Treasurer since April 2000, and
Secretary since February 2004. In March 2009, she assumed
responsibility for store operations. She now holds the title of
Chief Operations and Financial Bear. Prior to joining us,
Ms. Klocke was the Controller for Clayton Corporation, a
manufacturing company, where she supervised all accounting
and finance functions as well as human resources. Prior to
joining Clayton Corporation in 1990, she was the controller
for Love Real Estate Company, a diversified investment
management and development firm. Ms. Klocke began her
career in 1982 with Ernst & Young LLP.
Teresa Kroll, 55, joined Build-A-Bear Workshop in
September 2001 as Chief Marketing Bear and was named
Chief Entertainment Bear in March 2009. Prior to joining us
Ms. Kroll was Vice President–Advertising for The WIZ, a unit
of Cablevision, from 1999 to 2001. From 1995 to 1999,
Ms. Kroll was Director of Marketing for Montgomery Ward
Holding Corp., a department store retailer. From 1980 to
1994 Ms. Kroll held various administrative and marketing
positions for Venture Stores, Inc.
39