Build-A-Bear Workshop (BBW) Form 4 BUILD-A-BEAR WORKSHOP / Sharon Price John ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

John Sharon Price

(Last) (First) (Middle)

C/O BUILD-A-BEAR WORKSHOP, INC.

415 SOUTH 18TH STREET

(Street)

ST. LOUIS MO 63103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BUILD-A-BEAR WORKSHOP INC [ BBW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
06/27/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/27/2023		M		8,559	A	$13.69	611,340	D
Common Stock	06/27/2023		S(1)		8,559	D	$20.25	602,781	D
Common Stock	06/28/2023		M		37,398	A	$13.69	640,179	D
Common Stock	06/28/2023		S(1)		37,398	D	$20.2587(2)	602,781(3)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	$13.69	06/27/2023		M			8,559	03/07/2016(4)	03/07/2026	Common Stock	8,559	(5)	37,398	D
Employee Stock Option (right to buy)	$13.69	06/28/2023		M			37,398	03/07/2016(4)	03/07/2026	Common Stock	37,398	(5)	0	D

Explanation of Responses:

1. These shares were sold pursuant to a Rule 10b5-1 trading plan entered into by the Reporting Person on March 15, 2023.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.25 to $20.29 per share. The Reporting Person undertakes to provide to Build-A-Bear Workshop, Inc., any security holder of Build-A-Bear Workshop, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.

3. After giving effect to the transactions reported in this Form 4, Ms. John directly owns 557,380 shares of common stock and 45,401 shares of restricted stock of Build-A-Bear Workshop, Inc. In addition, Ms. John holds vested options to purchase 22,029 shares of Build-A-Bear Workshop, Inc.'s common stock.

4. The options vest in equal annual installments on March 15, 2017, March 15, 2018, and March 15, 2019.

5. Price is not applicable to acquisitions resulting from grants of stock options.

	/s/ Eric R. Fencl, attorney-in-fact for Sharon Price John	06/29/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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