Build-A-Bear Workshop (NYSE: BBW) files amended report adding Q3 2025 earnings table

Rhea-AI Filing Summary

Build-A-Bear Workshop, Inc. filed an amended current report to correct a prior disclosure about its latest quarterly results. The amendment is being made solely to add a second earnings table that was accidentally left out of the original report.

The company had previously issued a press release on December 4, 2025, covering financial results for its fiscal quarter ended November 1, 2025, and that release is included as Exhibit 99.1. Build-A-Bear notes that the release contains both GAAP and non-GAAP financial measures, which management uses to highlight underlying business trends, while cautioning that these non-GAAP metrics should not replace GAAP results.

The information in the results section and the press release is being furnished rather than filed, which means it is not subject to certain liability provisions under securities laws or automatically incorporated into other securities law documents.

Form 8-K/A date of report 12-04-25 true 0001113809 0001113809 2025-12-04 2025-12-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K/A

Amendment No. 1

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 4, 2025

Build-A-Bear Workshop, Inc.

-------------------------------------------------

(Exact Name of Registrant as Specified in Its Charter)

Delaware --------------------------- (State or Other Jurisdiction of Incorporation) 001-32320 ------------------- (Commission File Number) 43-1883836 --------------------------- (IRS Employer Identification No.)

415 South 18th St., St. Louis, Missouri ---------------------------------------------------- (Address of Principal Executive Offices) 63103 ------------------ (Zip Code)

(314) 423-8000

------------------------------------------

(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	BBW	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company     ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐

EXPLANATORY NOTE

This amendment is being filed to include the second earnings table, which was inadvertently omitted from the original filing.

Item 2.02.         Results of Operations and Financial Condition.

On December 4, 2025, Build-A-Bear Workshop, Inc. (the “Company”) issued a press release setting forth results for the Company’s 2025 fiscal quarter ended November 1, 2025.  A copy of the Company’s press release is being furnished as Exhibit 99.1 and hereby incorporated by reference.

* * * * *

The Company reports its financial results in accordance with generally accepted accounting principles (“GAAP”). In the press release furnished as Exhibit 99.1 hereto, the Company has supplemented the reporting of its financial information determined in accordance with GAAP with certain non-GAAP financial measures. These results are included as a complement to results provided in accordance with GAAP because management believes these non-GAAP financial measures help identify underlying trends in the Company’s business and provide useful information to both management and investors by excluding certain items that may not be indicative of the Company’s core operating results. These measures should not be considered as a substitute for or superior to GAAP results.         

The information furnished in, contained, or incorporated by reference into Item 2.02 above, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 (the “Securities Act”), as amended, or the Exchange Act, regardless of any general incorporation language in such filing. In addition, this report (including Exhibit 99.1) shall not be deemed an admission as to the materiality of any information contained herein that is required to be disclosed solely as a requirement of Item 2.02.

This Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1 contain certain statements that may be deemed to be “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. All statements in this report and in such exhibit not dealing with historical results are forward-looking and are based on various assumptions. The forward-looking statements in this report and in such exhibit are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by the statements. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, among other things: statements regarding the Company’s goals, intentions, and expectations; business plans and growth strategies; estimates of the Company’s risks and future costs and benefits; forecasted demographic and economic trends relating to the Company’s industry; and other risk factors referred to from time to time in filings made by the Company with the Securities and Exchange Commission. Forward-looking statements speak only as to the date they are made. The Company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made. The Company disclaims any intent or obligation to update these forward-looking statements.

2

Item 9.01          Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Description of Exhibit
99.1	Press Release dated December 4, 2025
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BUILD-A-BEAR WORKSHOP, INC.
Date: December 4, 2025	By:	/s/ Voin Todorovic
	Name: Voin Todorovic
	Title: Chief Financial Officer

3

FAQ

What did Build-A-Bear Workshop (BBW) change in this amended 8-K/A?

The company submitted an amendment to add a second earnings table that was inadvertently omitted from its original current report about quarterly results.

Which period’s results does Build-A-Bear (BBW) discuss in this report?

The report relates to financial results for Build-A-Bear’s 2025 fiscal quarter ended November 1, 2025.

How did Build-A-Bear (BBW) release its quarterly financial results?

Build-A-Bear issued a press release dated December 4, 2025, which is attached as Exhibit 99.1 and incorporated by reference.

Does Build-A-Bear (BBW) use non-GAAP financial measures in these results?

Yes. The press release includes non-GAAP financial measures that management believes help identify underlying trends, but the company states they should not be viewed as a substitute for GAAP results.

Is the Build-A-Bear (BBW) earnings information considered filed with the SEC?

No. The company states the earnings information and Exhibit 99.1 are being furnished, not filed, so they are not subject to Section 18 liability or automatically incorporated into other securities law documents.

Who signed the amended report for Build-A-Bear Workshop (BBW)?

The report was signed on behalf of Build-A-Bear Workshop, Inc. by Voin Todorovic, the company’s Chief Financial Officer.