Build-A-Bear Workshop 2011 Annual Report Download - page 48

BUILD-A-BEAR WORKSHOP, INC. 2011 FORM 10-K
CHANGES IN INTERNAL CONTROL OVER FINANCIAL
REPORTING
There were no changes in internal control over financial
reporting (as defined in Exchange Act Rules 13a-15(f) and
15d-15(f)) that occurred during the fiscal 2011 fourth quarter
that have materially affected, or are reasonably likely to
materially affect, our internal control over financial reporting.
ITEM 9B. OTHER INFORMATION
None.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND
CORPORATE GOVERNANCE
Information concerning directors, appearing under the caption
“Directors”, “The 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 10, 2012 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, 63, 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, 49, 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 the Company, 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, 42, 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, and in March 2010 he
became Chief Information 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 bearville.com—the company’s virtual
world Web site. 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.
Tina Klocke, 52, 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 and in July 2011, she
assumed responsibility for logistics and planning. She now
holds the title of Chief Operations and Financial Bear. Prior to
joining the Company, 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, 57, joined Build-A-Bear Workshop in
September 2001 as Chief Marketing Bear, was named Chief
Entertainment Bear in March 2009, was named Chief
Entertainment and Digital Marketing Bear in June 2010 and
was named Chief Marketing and Entertainment Bear in
December 2011. Prior to joining the Company, 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.
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