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BUILD-A-BEAR WORKSHOP INC — Director's Dealing 2019
Sep 26, 2019
32281_dirs_2019-09-26_631678d2-de08-4ad7-a1ef-aa51d1a9f9d7.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: BUILD A BEAR WORKSHOP INC (BBW)
CIK: 0001113809
Period of Report: 2019-09-24
Reporting Person: Kanen David (Director)
Reporting Person: Kanen Wealth Management LLC (See Footnote 1)
Reporting Person: Philotimo Fund, LP (See Footnote 1)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2019-09-24 | Common Stock | P | 9800 | $2.8892 | Acquired | 881632 | Indirect |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 52584 | Direct |
| Common Stock | 535007 | Indirect |
Footnotes
F1: This Form 4 is filed jointly by David Kanen, Kanen Wealth Management, LLC ("KWM") and The Philotimo Fund, LP (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a group that may be deemed to collectively beneficially own approximately 9.7% of the Issuer's outstanding shares of Common Stock. The filing of this Form 4 shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the beneficial owners of any securities of the Issuer he or it does not directly own.
F2: Mr. Kanen beneficially owns, pursuant to the beneficial ownership rules of Section 13(d) of the Exchange Act, 1,469,223 shares of Common Stock, which represent approximately 9.7% of the Issuer's outstanding shares of Common Stock. Pursuant to such beneficial ownership rules, Mr. Kanen, as the managing member of KWM, may be deemed to beneficially own the 934,216 shares of Common Stock held in customer accounts managed by KWM (including the 52,584 shares held in Mr. Kanen's account) and the 535,007 shares of Common Stock held by The Philotimo Fund, LP, of which KWM is the general partner. Mr. Kanen expressly disclaims such beneficial ownership except to the extent of his pecuniary interest therein. Mr. Kanen does not have a pecuniary interest under Section 16 of the Exchange Act in the shares of Common Stock held in customer accounts managed by KWM other than the 52,584 shares held in Mr. Kanen's account.
F3: The reporting price is the weighted average purchase price per share for 41 transactions in which the purchase prices range from $2.87 to $2.91 per share. The Reporting Persons undertake to provide full information regarding the number of shares sold at each separate sale price upon request of the Securities and Exchange Commission staff, the Issuer or any security holder of the Issuer.
F4: This Form 4 also updates the number of shares of Common Stock held by KWM, which was inadvertently understated by 4,248 shares of Common Stock on the Reporting Persons' Form 3 filed on August 5, 2019.
F5: KWM does not have a pecuniary interest in the shares of Common Stock held in customer accounts managed by KWM. The number reflected above excludes 52,584 shares held in Mr. Kanen's account as described in footnote 2 above.
F6: This Form 4 also updates the number of shares of Common Stock held by The Philotimo Fund, LP, which was inadvertently understated by 10,000 shares of Common Stock on the Reporting Persons' Form 3 filed on August 5, 2019.