UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

(Rule 14a-101)

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

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☐	Soliciting material Pursuant to §240.14a-12

Buffalo Wild Wings, Inc.

(Name of Registrant as Specified In Its Charter)

MARCATO CAPITAL MANAGEMENT LP

MARCATO INTERNATIONAL MASTER FUND LTD.

MARCATO SPECIAL OPPORTUNITIES MASTER FUND LP

SCOTT O. BERGREN

RICHARD T. MCGUIRE III

SAM ROVIT

EMIL LEE SANDERS

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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On May 11, 2017, Marcato Capital Management LP delivered a presentation and supplementary materials to Institutional Shareholder Services, Inc. The presentation is attached hereto as Exhibit 1. The supplementary materials are attached hereto and include an analysis of total shareholder return (Exhibit 2), quotes from research analysts (Exhibit 3) and submissions to http://www.winningatwildwings.com (Exhibit 4).

Exhibit 1

BUFFALO WILD WINGS

MAY 2017

DISCLAIMER

1

The views expressed in this presentation (the “Presentation”) represent the opinions of Marcato Capital Management LP and/or certain affiliates (“Marcato”)

and the investment funds it manages that hold shares in Buffalo Wild Wings, Inc. (the “Company”). This Presentation is for informational purposes only, and it

does not have regard to the specific investment objective, financial situation, suitability or particular need of any specific person who may receive the

Presentation, and should not be taken as advice on the merits of any investment decision. The views expressed in the Presentation represent the opinions of

Marcato, and are based on publicly available information and Marcato analyses. Certain financial information and data used in

the Presentation have

been derived or obtained from filings made with the Securities and Exchange Commission (“SEC”) by the Company or other companies

that Marcato

considers comparable. Marcato has not sought or obtained consent from any third party to use any statements or information indicated in the Presentation

as having been obtained or derived from a third party. Any such statements or information should not be viewed as indicating the

support of such third

party for the views expressed in the Presentation. Information contained in the Presentation has not been independently verified

by Marcato, and Marcato

disclaims any and all liability as to the completeness or accuracy of the information and for any omissions of material facts. Marcato disclaims any obligation

to correct, update or revise the Presentation or to otherwise provide any additional materials. Neither Marcato nor any of its affiliates makes any

representation or warranty, express or implied, as to the accuracy, fairness or completeness of the information contained herein

and the recipient agrees

and acknowledges that it will not rely on any such information. Marcato recognizes that the Company may possess confidential information that could lead

it to disagree with Marcato’s views and/or conclusions.

Funds managed by Marcato currently beneficially own, and/or have an economic interest in, shares of the Company. These funds are in

the business of

trading—

buying and selling—securities. Marcato may buy or sell or otherwise change the form or substance of any of its investments in any manner

permitted by law and expressly disclaims any obligation to notify any recipient of the Presentation of any such changes. There may be developments in the

future that cause funds managed by Marcato to engage in transactions that change the beneficial and/or economic interest in the Company.

The Presentation may contain forward-looking statements which reflect Marcato’s views with respect to, among other things, future events and financial

performance. Forward-looking statements are subject to various risks and uncertainties and assumptions. There can be no assurance that any idea or

assumption herein is, or will be proven, correct. If one or more of the risks or uncertainties materialize, or if Marcato’s underlying assumptions prove to be

incorrect, the actual results may vary materially from outcomes indicated by these statements. Accordingly, forward-looking statements should not be

regarded as a representation by Marcato that the future plans, estimates or expectations contemplated will ever be achieved.

The securities or investment ideas listed are not presented in order to suggest or show profitability of any or all transactions.

There should be no assumption

that any specific portfolio securities identified and described in the Presentation were or will be profitable. Under no circumstances is the Presentation to be

used or considered as an offer to sell or a solicitation of an offer to buy any security, nor does the Presentation constitute either an offer to sell or a solicitation

of an offer to buy any interest in funds managed by Marcato. Any such offer would only be made at the time a qualified offeree receives the Confidential

Explanatory Memorandum of such fund. Any investment in the Marcato Funds is speculative and involves substantial risk, including

the risk of losing all or

substantially all of such investment.

CERTAIN INFORMATION CONCERNING THE PARTICIPANTS

2

Marcato International Master Fund Ltd. (“Marcato International”), together with the other participants in Marcato International’s proxy solicitation, have filed

with the Securities and Exchange Commission (the “SEC”) a definitive proxy statement and accompanying WHITE proxy card to be used to solicit proxies in

connection with the 2017 annual meeting of shareholders (the “Annual Meeting”) of Buffalo Wild Wings, Inc. (the “Company”). Shareholders are advised to

read the proxy statement and any other documents related to the solicitation of shareholders of the Company in connection with the Annual Meeting

because they contain important information, including information relating to the participants in Marcato International’s proxy solicitation. These materials

and other materials filed by Marcato International with the SEC in connection with the solicitation of proxies are available at no charge on the SEC’s website

at http://www.sec.gov. The definitive proxy statement and other relevant documents filed by Marcato International with the SEC are also available, without

charge, by directing a request to Marcato International’s proxy solicitor, Innisfree M&A Incorporated, toll-free at (888) 750-5834 (banks and brokers may call

collect at (212) 750-5833).

The participants in the proxy solicitation are Marcato International, Marcato Capital Management LP, Marcato Special Opportunities Master Fund LP

(“Marcato Special Opportunities Fund”), Emil Lee Sanders, Richard T. McGuire III, Sam Rovit and Scott O. Bergren (collectively, the “Participants”).

As of the date hereof, Marcato International directly owns 950,000 shares of common stock, no par value, of the Company (the “Common Stock”),

representing approximately 5.9% of the outstanding shares of Common Stock and Marcato Special Opportunities Fund directly owns 32,600 shares of

Common Stock, representing approximately 0.2% of the outstanding shares of Common Stock.

In addition, Marcato Capital Management LP, as the investment manager of Marcato International and Marcato Special Opportunities

Fund, may be

deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) the

shares of Common Stock

held by Marcato and Marcato Special Opportunities Fund, therefore, may be deemed to be the beneficial owner of such shares. By virtue of Mr. McGuire’s

position as the managing partner of Marcato Capital Management LP, Mr. McGuire may be deemed to have the shared power to vote

or

direct the vote

of (and the shared power to dispose or direct the disposition of) the shares of Common Stock held by Marcato International and Marcato Special

Opportunities Fund and, therefore, Mr. McGuire may be deemed to be the beneficial owner of such shares.

BUFFALO WILD WINGS (“BWLD”): A GROWING, DISTINCTIVE RESTAURANT BRAND

Differentiated concept focused on “wings, beer, 

and sports”

~1,200 units with long-term potential to grow to

1,700 units in US & Canada and 400+ units

internationally (75% future unit growth)

3

Consensus Estimates:

2017E EPS: ~$5.76 per share

2017E EBITDA: ~$305 million

Valuation (’17E):

P / E: 26.8x

EV / EBITDA: 8.8x

Ticker: “BWLD”

Recent Stock Price: $155

Source:

Company filings, CapitalIQ.  Market data as of 4/19/17, the last day before Marcato’s definitive proxy filing.

Capitalization:

Market Cap: $2.5 billion

Enterprise Value: $2.7 billion

WHY WE INVESTED IN BUFFALO WILD WINGS

Differentiated concept with long runway for growth

SSS declines, operational missteps, and poor capital

allocation have hurt shares

Opportunity to create substantial shareholder value by:

1)

Improving “4-wall” profitability and returns

2)

Transitioning to a 90%+ franchised model

3)

Optimizing capital structure

4

Highlights from Marcato’s Campaign

5

Total Shareholder Return

1- Year

3- Year

5- Year

S&P 500 Index

14%

34%

89%

NASDAQ Index

20%

48%

108%

S&P 600 Restaurants Index

13%

53%

167%

Proxy Peer Median

11%

30%

103%

Buffalo Wild Wings

10%

10%

84%

Underperformance vs. S&P 500

(4%)

(23%)

(5%)

Underperformance vs. NASDAQ

(11%)

(38%)

(24%)

Underperformance vs. S&P 600 Restaurants

(3%)

(42%)

(83%)

Underperformance vs. Proxy Peer Median

(2%)

(20%)

(19%)

BWLD’S SHARES HAVE UNDERPERFORMED AGAINST RELEVANT BENCHMARKS

6

SUMMARY OF SHAREHOLDER RETURNS

“We believe the stock performance is compelling evidence of the

effectiveness of the Board and management”

-Buffalo Wild Wings Media Statement, 3/8/17

Source:

Company filings, CapitalIQ. Market data as of 4/19/17, the last day before Marcato’s definitive proxy filing.

Note:

Proxy peers include BJRI, BLMN, BOBE, EAT, CAKE, CMG, CBRL, PLAY, DIN, DPZ, DNKN, FIVE, PNRA, RRGB, RT, TXRH, and ULTA.  Total shareholder

return for proxy peer group uses the median return for applicable peers over each timeframe.

BWLD’S SHARE PRICE HAS REACTED FAVORABLY TO MARCATO’S CALL FOR CHANGE

7

SHARES JUMPED ~+20% IN THE WEEK WE FILED OUR 13-D

Marcato’s 13D Filing

on 7/25/16:

13-D filed intra-day

Prior close: $141

BWLD reported Q2’16

earnings on 7/26/16:

SSS: -2.1% vs. -0.5% est.

“4-wall” margins

contracted 90bps YoY

EPS: $1.27 vs. $1.25 est.:

Low-quality “beat”

driven by reduced SBC

from decreased bonuses

SHARES UP +6% UPON CALL FOR CEO RESIGNATION

Source:

CapitalIQ, Bloomberg.

Marcato’s DEFC14A Filing

on 4/20/17:

Sent letter to BWLD

shareholders seeking

resignation of CEO Sally

Smith

Released presentation

highlighting validation

from third parties of the

need for change

$170

$130

$135

$140

$145

$150

$155

$160

$165

$170

$175

7/1/16

7/7/16

7/13/16

7/19/16

7/25/16

7/31/16

$163

$150

$152

$154

$156

$158

$160

$162

$164

4/1/17

4/7/17

4/13/17

4/19/17

4/25/17

STOCK PERFORMANCE DECOUPLED FROM FUNDAMENTALS FOLLOWING MARCATO’S 13D

8

Source:

CapitalIQ, Bloomberg. Market data as of 4/19/17, the last day before Marcato’s definitive proxy filing.

Marcato’s

13D

Filing

on

7/25/16:

Shares

have

clearly

been

supported

by

a

floor

following

our

public

involvement…

…Despite a precipitous drop in

estimated future earnings power

$5.50

$6.00

$6.50

$7.00

$7.50

$8.00

$8.50

$9.00

$9.50

$65

$85

$105

$125

$145

$165

$185

$205

Apr-14

Oct-14

Apr-15

Oct-15

Apr-16

Oct-16

Apr-17

BWLD Closing Share Price

Consensus EPS -

FY'17

9

SAME-STORE SALES GROWTH, TRAFFIC, AND MARGINS HAVE ALL DETERIORATED

SSS GROWTH IS AT LOWEST LEVELS IN OVER A DECADE, DUE TO DEEP & ACCELERATING DECLINES IN TRAFFIC AND MIX

MARCATO BELIEVES “4-WALL” MARGINS HAVE SUFFERED DUE TO EXPENSE MISMANAGEMENT

Q1            Q2             Q3             Q4

Q4                  

2016

‘13                   

Q1           Q2            Q3            Q4

2015

2014

Source:

Company filings, Wall Street research.

(1)

Underperformance relative to industry refers to Knapp-Track.

Q1            Q2             Q3             Q4

Q4                  

2016

‘13                   

Q1           Q2            Q3            Q4

2015

2014

-590 bps

since

Q1’14

peak

(5.4%)

(5.2%)

(5.6%)

(4.8%)

(2.1%)

0.0%

0.4%

2.7%

2.5%

4.1%

5.1%

4.5%

3.9%

1.4%

3.4%

3.5%

3.1%

4.0%

3.9%

3.8%

4.3%

3.4%

1.9%

2.6%

2.1%

1.3%

(4.0%)

(1.8%)

(2.

1%)

(1.7%)

1.9%

3.9%

4.2%

7.0%

5.9%

6.0%

7.7%

6.6%

5.2%

Menu Price Adjustments

Traffic, Mix & Other

15.6%

17.6%

17.9%

19.5%

18.6%

18.2%

18.8%

18.9%

17.7%

18.4%

20.3%

21.5%

19.8%

"4-Wall" Margins

Q1

Q2

Q3

Q4

Q1

Q2

Q3

Q4

WHEN GROWTH SLOWED, BWLD ACQUIRED FRANCHISED STORES FOR HIGH MULTIPLES

10

Total

Acquisition

Expense

$33.7m

$43.6m

$4.3m

$30.5

$205.2m

# Units

Acquired:

Avg. Replacement

Cost: $2,300

Source:

Company filings, Marcato estimates.  Franchise rights for Rusty Taco included in purchase price.  2014 calculation assumes full ownership of

all restaurants acquired.

(1)

2015 acquisition included franchise rights of $99m.

BWLD’s franchisee acquisitions in 2015 valued acquired stores ~80% above prior four-

year average and ~50% above replacement cost

18

18

3

15

59

$1,875

$2,421

$1,432

$2,033

$3,478

(1)

2011

2012

2013

2014

2015

-

Avg.

Purchase

Price

per

Company

-Operated

Restaurant

ESTIMATED ACQUISITION COST PER RESTAURANT | 2011 –

2016

MARCATO’S KEY RECOMMENDATIONS TO BWLD

11

I.

Improve “4-Wall” Profitability and Returns

Transition to a 90% Franchised Model

Optimize Capital Structure

II.

III.

STRATEGIC & FINANCIAL DRIVERS

IMPACT TO VALUE

Improve

Returns on Capital

Reduce

Cost of Capital

Create

Economic Value

+

=

12

INDUSTRY EXPERTS SEE MULTIPLE WAYS TO IMPROVE MARGINS

Source:

Marcato’s presentation to BWLD management from June 2016, external consultants.

A

major

consulting

firm

that

evaluated

BWLD

at

Marcato’s

request

identified

several

areas

for

potential

margin

improvement

equivalent

to

275

–

600bps

Address Food Costs

Menu design, protein management and

waste mitigation

50 to 100 basis points

Labor and staffing efficiencies

Optimization of staffing between floor and

kitchen

50 to 100 basis points

Procurement

Purchasing leverage, reduce non value

added costs

75 to 125 basis points

Spans & Layers

Operational control bands to manage

company owned and franchised units

25 to 150 basis points

Franchise Management

Domestic vs. international focus and

service level

25 to 50 basis points

Other Concepts

Determine value add of being part of

BWLD

50 to 75 basis points

COST

SG&A

13

WALL STREET ANALYST: “[FRANCHISEES] CURRENTLY GENERATE STORE MARGINS THAT ARE

UP TO 1000BP STRONGER THAN BWLD COMPANY STORES”

“[Franchisees]

generate

much

stronger

store

margins

even

after

paying

royalties

and advertising fees to BWLD corporate”

–Jim Sanderson, Arthur Wood, 3/28/17

Source:

Company filings, Wall Street research.

Note:

“Food, beverage & packaging” refers to “cost of sales” line item for BWLD and “food, beverage and packaging” costs line item for the largest

BWLD

franchisee

(also

referred

to

henceforth

as

“SAUC”).

“Labor”

costs

refer

to

“labor”

line

item

for

BWLD

and

“compensation

costs”

for

SAUC.  Other operating costs for SAUC add back the 5% royalty paid to BWLD for comparability.

BWLD’S LARGEST FRANCHISEE’S “4-WALL” MARGINS ARE MATERIALLY HIGHER THAN BWLD’S

Largest BWLD

Franchisee

The real margin gap is even larger than reported: BWLD’s COGS and rent are “subsidized”

by vendor rebates on franchisee purchases & significant RE ownership

The real margin gap is even larger than reported: BWLD’s COGS and rent are “subsidized”

by vendor rebates on franchisee purchases & significant RE ownership

RESTAURANT OPERATING EXPENSES AS A % OF RESTAURANT SALES

Fiscal Year 2016

Differential

Food, beverage & packaging

28.1%

29.9%

(175 bps)

Labor

24.8%

31.7%

(686 bps)

Occupancy

6.8%

5.8%

107 bps

Other operating costs, adj. for 5% royalty

15.9%

15.1%

85 bps

"4-Wall" Margin

24.3%

17.7%

(669 bps)

14

HIGHLY FRANCHISED COMPANIES TRADE AT HIGHER MULTIPLES

70+% mix = higher

multiples

BWLD is one of few “in

the middle”

BWLD’s growth would

command a premium

multiple if it were more

highly franchised

Source:

(1)

Franchise Mix

=

Margin

=

ROIC

=

Multiple

funded with cash flow, new debt, and the proceeds from refranchising.  Panera cited its engagement in constructive dialogue with Luxor Capital.

(2)

Represents

unaffected

multiples

referring

to

last

days

before

widespread

public

M&A

rumors

(4/2/17

and

2/10/17

for

PNRA

and

PLKI,

respectively).

Company filings, CapitalIQ.  Market data as of 4/19/17.  EBITDA multiples shown on an “NTM” basis, based on Wall Street consensus estimates.

On April 15, 2015, Panera announced progress on its earlier goal of refranchising 50-150 stores in 2015, as well as achieving G&A savings & an increased repurchase program

15

INDUSTRY-LEADING ADVISOR SAYS MAJOR REFRANCHISING IS HIGHLY FEASIBLE

Source:

Marcato’s presentation at Sohn SF in October 2016.

“We are highly confident BWLD could refranchise

their owned stores at a multiple of 6.0x or higher

and estimate a refranchising process to 90%

could take as few as 18-24 months”

–

Cypress Group

WE BELIEVE BWLD’S STOCK PRICE COULD RISE BY

MORE THAN 2-3x

UNDER MARCATO'S PROPOSAL

POTENTIAL

VALUE

CREATION

FOR

BUFFALO

WILD

WINGS|

2016A

–

2021E

Source:

Marcato’s June 2016 presentation to BWLD management.  Market data as of 4/19/17.

Note:

Status quo case from June 2016 assumed no refranchising and no impact from leveraged share buyback announced subsequently by

management

49%

63%

72%

81%

90%

90%

~8.5x

13.0x

Franchise

Mix

EV/EBITDA

17.4

13.7

11.8

8.8

7.0

6.6

Basic Share

Count

16

Status Quo

Current / 2016A

2017E

2018E

2019E

2020E

2021E

High: $311 @ 10.0x EBITDA

Mid: $265 @ 8.5x EBITDA

Low: $218 @ 7.0x EBITDA

90% Franchised

High: $458 @ 14.5x EBITDA

Mid: $402 @ 13.0x EBITDA

Low: $346 @ 11.5x EBITDA

+83%

+53%

‘16 -

’21

(62%)

7.3%

9.8%

11.1%

14.5%

21.1%

26.9%

EBIT Margin

+268%

Recent: $155

$100

$175

$250

$325

$400

$475

Dec-14

Dec-15

Dec-16

Dec-17

Dec-18

Dec-19

Dec-20

Dec-21

Righting the Ship Requires New Leadership

17

LET’S BE CLEAR: BWLD MANAGEMENT HAS PROVEN TO BE INCAPABLE OF EXECUTING

18

“4-Wall” profit margins

well below management’s longstanding

goal of 20%

International development targets have been missed & extended

by 2-5 years

Loyalty and Tablet Order & Pay

still not fully rolled out, despite

three years of planning and millions of dollars spent

Guest Experience Captains

program has wasted money for nearly

five years, having never produced positive ROI through operating

leverage

Sally Smith and her team have failed to hit their own goals for years:

Why should they be given another opportunity to fail?

Management is years behind plan on nearly every strategic priority:

MANAGEMENT’S PLAN REPRESENTS “BUSINESS AS USUAL”

19

Slowing

development

of full-size

units

Takeout and

delivery

Small-footprints

& Urban

locations

In-restaurant

technology

Improve

margins

Stated

Areas of Focus

We doubt that any of management’s goals will be achieved

Abrupt

changes

in

capital

deployment

framework

validate

our

view

that

hundreds

of

millions

of

dollars

had

been

imprudently

deployed

in

low-returning

units

over

the

years

Management

is

unable/unwilling

to

say

whether

these

initiatives

drive

profits,

not

just

sales

Buffalo

Wild

Wings

has

been

unable

to

keep

up

with

Wingstop

in

this

area

Ignoring

the

core

earnings

driver

and

main

brand

engine

(the

~1,230

traditional

units

already

built)

Like

PizzaRev

&

RTaco,

these

are

just

speculative

new

concepts

that

distract

management

from

improving

execution

in

the

core

business

Missed

nearly

every

objective

from

2014

on

technology

rollouts

(mobile

/

tablet

order

&

pay,

POS

rollout, server handhelds, mobile app & rewards program)

No

accountability:

sponsors

of

bungled

tech

(Lee

Patterson

&

Ben

Nelsen)

are

still

in

charge

at

BWLD

Management has been unable to hit its “20% margin target” sustainably for years

Current

bridge

relies

heavily

on

refranchising

&

operating

leverage,

not

improved

execution

CFO

admits

that

targets

were

articulated

to

investors

before

a

credible

plan

was

put

in

place

International

development

Tim

Murphy,

leader

of

int’l

operations,

is

a

company

loyalist

(since

‘88)

with

no

relevant

int’l

experience

Targets

for

400

units

internationally

have

been

perpetually

extended

by

as

much

as

2-5

years

Company

has

extremely

poor

track

record

of

selecting

and

penetrating

new

markets

Source:

Company filings.

Note:

Support for assertions about technology, international, takeout, and diminishing ROIC have been discussed extensively in presentations

available at www.WinningAtWildWings.com.

ARE MANAGEMENT AND SHAREHOLDERS FOCUSED ON THE SAME ISSUES?

20

“We

are

surprised

the

Company’s

investor

presentations

continue

to

center

on

tactical

efforts,

like

FastBreak

Lunch and Wing Tuesday, and secondary strategic

priorities, like international development and new

concepts,

rather

than

full

explanations

for

why

traffic

is

declining,

how

costs

will

be

reduced

or

why

the

business

model

is

appropriate.

It

is

not

clear

to

us

the

issues

and

alternatives

are

fully

understood”

–

Chris O’Cull, Keybanc, 2/7/17

Source:

Wall Street research.

EMPLOYEES AND FRANCHISEES EXPRESS SIMILAR VIEWS

21

EMPLOYEES

“Company retains a ‘small-

company’ mentality that is

lacking…structured corporate

processes”

“Buffalo Wild Wings senior

management is taking the

company down a path of no

return”

FRANCHISEES

“[M]y two supervisors –

a direct, and

a vice president -

had NO

restaurant experience”

“To improve the performance of

BWW, I would clean house and get

operators involved in the

management”

“It is my sincerest hope that [BWW]

will heed your company’s structural

and strategic advice”

“[BWW needs] fresh senior

management which has a real

interest in franchisees[’]

profitability”

Source:

Submissions to www.WinningAtWildWings.com.  Quotes shown were previously published in Marcato’s “Third Party Validation” presentation,

filed on Form DFAN14A on 4/20/17.

Open Mkt. Transactions

Sales

Purchases

Current + Recent

Insiders

667

1

SENIOR MANAGEMENT

Sally Smith

129

–

James Schmidt

80

–

Judith Shoulak

65

–

TENURED DIRECTORS

J. Oliver Maggard

48

–

James Damian

16

–

Michael Johnson

–

–

Jerry Rose

–

–

Cindy Davis

–

1

RECENTLY-DEPARTED SENIOR MANAGEMENT

Mary Twinem

133

–

Kathleen Benning

73

–

RECENTLY-REPLACED DIRECTORS

Warren Mack

71

–

Dale Applequist

52

–

2003

2004

2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

2015

2016

2017

22

HUNDREDS

OF

OPEN

MARKET

SALES

&

ONLY

ONE

OPEN

MARKET

PURCHASE

IN

13+

YEARS

Source:

Company filings as of 3/6/17.

Note:

Open market transactions include outright sales only and do not include shares gifted, transferred, or delivered or withheld for tax purposes, or

shares

purchased

through

the

ESPP.

Not

all

individual

sale

transactions

included

in

total

count

of

open

market

transactions

are

depicted

on

timeline due to multiple sales and other transactions occurring on the same day.

Open-market

Sale

Open-market

Purchase

Only

once

in

13+

years

has

a

BWLD

insider

(Cindy

Davis) reached into their own pocket and bought

stock at market value

Since 2003, insiders have constantly sold stock

NOMINATIONS SINCE IPO

MEMBERS SINCE IPO

A CULTURE OF COMPLACENCY:

BOARD APPEARS TO HAVE NO OVERSIGHT OR ACCOUNTABILITY OVER MANAGEMENT

July 2016:

Marcato files 13D

-

Longstanding directors appear to concede all strategic decisions to CEO Sally Smith

-

Financial & legal “advisors” hired by the Company have only defended status quo

-

New directors selected by entrenched Board members to embrace and reinforce status quo

23

Since

we

arrived,

the

Board

has

exhibited

dismissive

and

entrenching

behavior…

-

Company has not produced a single analysis of how status quo creates equity value

-

Management

focused

on

the

easiest

and

smallest

actions

to

help

“win”

proxy

contest

Start of Director Tenure

Durtion

of Director Tenure

Source:

Company filings.

Note:

Names in red indicate directors nominated by the Company for election at the 2017 Annual Meeting.

End of Director Tenure

J. Oliver

Maggard

ONLY ONE OF BWLD’S INDEPENDENT DIRECTOR NOMINEES

HAS WORKED AT A RESTAURANT IN THE PAST DECADE

24

Jerry

Rose

Cindy

Davis

Andre

Fernandez

Hal

Lawton

Harmit

Singh

Janice

Fields

Investment

Banking

Agribusiness

Golf

Media

Big-Box

Retail,

eCommerce

Apparel,

Lodging,

Restaurants

Restaurants

Finance

Supply

Chain

Golf

Equipment

& Media

Finance

and

Strategy

Hardlines

Merchan-

dising

Finance

Franchising

&

Operations

We believe that BWLD’s turnaround should be led by a Board with

relevant qualifications in restaurant operations

Directors whose replacement we seek

Directors recently nominated by BWLD

Source:

Company filings.

Note:

Directors

shown

in

order

of

decreasing

tenure,

from

left

to

right.

Directors

shown

exclude

Sally

Smith

(President

&

CEO

of

BWLD)

and

Sam

Rovit,

who was originally nominated by Marcato and whom BWLD has chosen to include on their 2017 nominee slate as well.

OLLIE MAGGARD’S “RESTAURANT EXPERIENCE” IS QUESTIONABLE

25

Prior to this year, the Company cited the following as Ollie Maggard’s “qualifications” to

serve on the Board, but never asserted that he had direct restaurant experience

:

“Mr. Maggard has significant financial experience and brings strong leadership to [the Board and

the Audit Committee].  He understands the intricacies of restaurant-level financials as well as how

they have an impact on the financials of the overall company”

–

Definitive Proxies filed 3/25/16, 3/27/15, 3/28/14, 4/5/13, 3/22/12, 4/4/11, 4/7/10

However, after seven years, the Company decided to add that he has investment

experience in “multiple restaurant concepts”:

“Throughout his career, he has advised and invested in numerous consumer oriented businesses,

including multiple restaurant concepts.  While reviewing hundreds of investment opportunities

each year, he has a thorough understanding of the drivers of value in both public and private

companies”

–

Definitive Proxy filed 4/21/17

Mr. Maggard’s now-defunct prior firm, Regent Capital, made just one documented

restaurant investment other than in BWLD (in Buca di Beppo)—each over 15 years ago

His current firm, Caymus Equity, has never invested in a restaurant company in its history

Source:

Company filings, http://caymusequity.com/portfolio/.

WHICH WOULD YOU PREFER?

26

J. Oliver Maggard

Incumbent Nominee

Mick McGuire

Shareholder Nominee

Co-founder of Caymus Equity, which has never

invested in a single restaurant company in its

history

Mick McGuire’s qualifications for Director far exceed

Ollie Maggard’s in both quality and magnitude

Source:

Company filings, Bloomberg, http://caymusequity.com/portfolio/.

Note:

Ownership information as reported by Bloomberg based on 13-F data as available on 5/3/17.

Investment manager with broad experience

investing in consumer businesses, including

numerous publicly-traded restaurant companies

Genuine ownership mentality: currently BWLD’s

third-largest shareholder

Current ownership: 3,522 shares (0.02% of sh. outst.)

Has never purchased BWLD stock in the open

market

Has personally sold stock 48 times since 2003

Prior employer, Regent Capital, sold its entire stake

in BWLD in 2005

Current ownership: 982,600 shares (6.1% of sh. outst.)

Entire stake purchased in the open market,

alongside current shareholders

JERRY ROSE AND CINDY DAVIS DID NOT DO THEIR JOB ON THE GOVERNANCE COMMITTEE

27

Source:

Company filings.

Note:

Commentary regarding Rose’s and Davis’ time on the Governance Committee refers to events prior to Marcato’s 13-D filings in BWLD.

(1)

Jerry

Rose

was

elected

to

the

Board

in

December

2010

and

the

Governance

Committee

from

August

2011

to

December

2016.

Cindy

Davis

was

elected to the Board in November 2014 and was named as a member of the Governance Committee as of the 2014 proxy.  Board and committee

activity during Rose’s and Davis’ tenures excludes the departure of Robert MacDonald in 2014, whose vacancy Davis filled later that year.

1) BWLD had one of the oldest-tenured Boards in the restaurant industry

2) No

changes

were

made

to

composition

or

chairpersons

of

any

Board

committees

3) Not a single new director other than themselves was appointed to the Board

4)

In response to our initial 13D filing, “circled the wagons” to further entrench the

Board by appointing new directors with no restaurant experience

During Jerry Rose’s and Cindy Davis’ years on the Governance Committee

(1)

:

As reported by

Barclays in

September 2016

IF JERRY ROSE’S SUPPLY CHAIN “EXPERTISE” HAS ADDED VALUE, WE CAN’T SEE IT

28

24%

27%

25%

23%

???

Wings as %

of COGS

27%

25%

19%

Source:

Company filings.

$2.08

$1.91

$1.83

$1.55

$1.76

$1.97

$1.21

$1.58

2017E

2016

2015

2014

2013

2012

2011

2010

AVG. PRICE PER POUND FOR BONE-IN TRADITIONAL CHICKEN WINGS PAID BY BWLD DURING JERRY ROSE’S TENURE

OUR NOMINEES WILL MAKE BUFFALO WILD WINGS A WINNING COMPANY AGAIN

29

Sam Rovit

Scott

Bergren

Lee Sanders

Mick McGuire

Former CEO of Pizza

Hut’s Global Business

Veteran Franchising,

Marketing, &

Operations Expert

20yrs. in Restaurant

Supply Chain, Retail,

Food, & Corporate

Strategy

Turnaround Expert

Former CEO and

Franchising Head at

Several Global

Brands, Including

Buffalo Wild Wings

BWLD’s 3rd Largest

Shareholder,

Committed to

Accountability &

Shareholder

Alignment

SETTING THE RECORD STRAIGHT ON

BUFFALO WILD WINGS’ PEER GROUP

MAY 2017

Exhibit 2

DISCLAIMER

1

The

views

expressed

in

this

presentation

(the

“Presentation”)

represent

the

opinions

of

Marcato

Capital

Management

LP

and/or

certain

affiliates

(“Marcato”)

and

the

investment

funds

it

manages

that

hold

shares

in

Buffalo

Wild

Wings,

Inc.

(the

“Company”).

This

Presentation

is

for

informational

purposes

only,

and

it

does

not

have

regard

to

the

specific

investment

objective,

financial

situation,

suitability

or

particular

need

of

any

specific

person

who

may

receive

the

Presentation,

and

should

not

be

taken

as

advice

on

the

merits

of

any

investment

decision.

The

views

expressed

in

the

Presentation

represent

the

opinions

of

Marcato,

and

are

based

on

publicly

available

information

and

Marcato

analyses.

Certain

financial

information

and

data

used

in

the

Presentation

have

been

derived

or

obtained

from

filings

made

with

the

Securities

and

Exchange

Commission

(“SEC”)

by

the

Company

or

other

companies

that

Marcato

considers

comparable.

Marcato

has

not

sought

or

obtained

consent

from

any

third

party

to

use

any

statements

or

information

indicated

in

the

Presentation

as

having

been

obtained

or

derived

from

a

third

party.

Any

such

statements

or

information

should

not

be

viewed

as

indicating

the

support

of

such

third

party

for

the

views

expressed

in

the

Presentation.

Information

contained

in

the

Presentation

has

not

been

independently

verified

by

Marcato,

and

Marcato

disclaims

any

and

all

liability

as

to

the

completeness

or

accuracy

of

the

information

and

for

any

omissions

of

material

facts.

Marcato

disclaims

any

obligation

to

correct,

update

or

revise

the

Presentation

or

to

otherwise

provide

any

additional

materials.

Neither

Marcato

nor

any

of

its

affiliates

makes

any

representation

or

warranty,

express

or

implied,

as

to

the

accuracy,

fairness

or

completeness

of

the

information

contained

herein

and

the

recipient

agrees

and

acknowledges

that

it

will

not

rely

on

any

such

information.

Marcato

recognizes

that

the

Company

may

possess

confidential

information

that

could

lead

it

to

disagree

with

Marcato’s

views

and/or

conclusions.

Funds

managed

by

Marcato

currently

beneficially

own,

and/or

have

an

economic

interest

in,

shares

of

the

Company.

These

funds

are

in

the

business

of

trading—

buying

and

selling—securities.

Marcato

may

buy

or

sell

or

otherwise

change

the

form

or

substance

of

any

of

its

investments

in

any

manner

permitted

by

law

and

expressly

disclaims

any

obligation

to

notify

any

recipient

of

the

Presentation

of

any

such

changes.

There

may

be

developments

in

the

future

that

cause

funds

managed

by

Marcato

to

engage

in

transactions

that

change

the

beneficial

and/or

economic

interest

in

the

Company.

The

Presentation

may

contain

forward-looking

statements

which

reflect

Marcato’s

views

with

respect

to,

among

other

things,

future

events

and

financial

performance.

Forward-looking

statements

are

subject

to

various

risks

and

uncertainties

and

assumptions.

There

can

be

no

assurance

that

any

idea

or

assumption

herein

is,

or

will

be

proven,

correct.

If

one

or

more

of

the

risks

or

uncertainties

materialize,

or

if

Marcato’s

underlying

assumptions

prove

to

be

incorrect,

the

actual

results

may

vary

materially

from

outcomes

indicated

by

these

statements.

Accordingly,

forward-looking

statements

should

not

be

regarded

as

a

representation

by

Marcato

that

the

future

plans,

estimates

or

expectations

contemplated

will

ever

be

achieved.

The

securities

or

investment

ideas

listed

are

not

presented

in

order

to

suggest

or

show

profitability

of

any

or

all

transactions.

There

should

be

no

assumption

that

any

specific

portfolio

securities

identified

and

described

in

the

Presentation

were

or

will

be

profitable.

Under

no

circumstances

is

the

Presentation

to

be

used

or

considered

as

an

offer

to

sell

or

a

solicitation

of

an

offer

to

buy

any

security,

nor

does

the

Presentation

constitute

either

an

offer

to

sell

or

a

solicitation

of

an

offer

to

buy

any

interest

in

funds

managed

by

Marcato.

Any

such

offer

would

only

be

made

at

the

time

a

qualified

offeree

receives

the

Confidential

Explanatory

Memorandum

of

such

fund.

Any

investment

in

the

Marcato

Funds

is

speculative

and

involves

substantial

risk,

including

the

risk

of

losing

all

or

substantially

all

of

such

investment.

CERTAIN INFORMATION CONCERNING THE PARTICIPANTS

2

Marcato

International

Master

Fund

Ltd.

(“Marcato

International”),

together

with

the

other

participants

in

Marcato

International’s

proxy

solicitation,

have

filed

with

the

Securities

and

Exchange

Commission

(the

“SEC”)

a

definitive

proxy

statement

and

accompanying

WHITE

proxy

card

to

be

used

to

solicit

proxies

in

connection

with

the

2017

annual

meeting

of

shareholders

(the

“Annual

Meeting”)

of

Buffalo

Wild

Wings,

Inc.

(the

“Company”).

Shareholders

are

advised

to

read

the

proxy

statement

and

any

other

documents

related

to

the

solicitation

of

shareholders

of

the

Company

in

connection

with

the

Annual

Meeting

because

they

contain

important

information,

including

information

relating

to

the

participants

in

Marcato

International’s

proxy

solicitation.

These

materials

and

other

materials

filed

by

Marcato

International

with

the

SEC

in

connection

with

the

solicitation

of

proxies

are

available

at

no

charge

on

the

SEC’s

website

at

http://www.sec.gov.

The

definitive

proxy

statement

and

other

relevant

documents

filed

by

Marcato

International

with

the

SEC

are

also

available,

without

charge,

by

directing

a

request

to

Marcato

International’s

proxy

solicitor,

Innisfree

M&A

Incorporated,

toll-free

at

(888)

750-5834

(banks

and

brokers

may

call

collect

at

(212)

750-5833).

The

participants

in

the

proxy

solicitation

are

Marcato

International,

Marcato

Capital

Management

LP,

Marcato

Special

Opportunities

Master

Fund

LP

(“Marcato

Special

Opportunities

Fund”),

Emil

Lee

Sanders,

Richard

T.

McGuire

III,

Sam

Rovit

and

Scott

O.

Bergren

(collectively,

the

“Participants”).

As

of

the

date

hereof,

Marcato

International

directly

owns

950,000

shares

of

common

stock,

no

par

value,

of

the

Company

(the

“Common

Stock”),

representing

approximately

5.9%

of

the

outstanding

shares

of

Common

Stock

and

Marcato

Special

Opportunities

Fund

directly

owns

32,600

shares

of

Common

Stock,

representing

approximately

0.2%

of

the

outstanding

shares

of

Common

Stock.

In

addition,

Marcato

Capital

Management

LP,

as

the

investment

manager

of

Marcato

International

and

Marcato

Special

Opportunities

Fund,

may

be

deemed

to

have

the

shared

power

to

vote

or

direct

the

vote

of

(and

the

shared

power

to

dispose

or

direct

the

disposition

of)

the

shares

of

Common

Stock

held

by

Marcato

and

Marcato

Special

Opportunities

Fund,

therefore,

may

be

deemed

to

be

the

beneficial

owner

of

such

shares.

By

virtue

of

Mr.

McGuire’s

position

as

the

managing

partner

of

Marcato

Capital

Management

LP,

Mr.

McGuire

may

be

deemed

to

have

the

shared

power

to

vote

or

direct

the

vote

of

(and

the

shared

power

to

dispose

or

direct

the

disposition

of)

the

shares

of

Common

Stock

held

by

Marcato

International

and

Marcato

Special

Opportunities

Fund

and,

therefore,

Mr.

McGuire

may

be

deemed

to

be

the

beneficial

owner

of

such

shares.

3

BUFFALO WILD WINGS HAS PLAYED GAMES WITH ITS PEER GROUP

I.

Constant changes to peer group are suspicious

I.

Constant changes to peer group are suspicious

II.

“Casual Dining” distinction is a red herring

II.

“Casual Dining” distinction is a red herring

III.

New “casual” peers include inappropriate comparisons

III.

New “casual” peers include inappropriate comparisons

IV.

Use of broader restaurant peer set is appropriate methodology

IV.

Use of broader restaurant peer set is appropriate methodology

We believe that BWLD’s focus on shareholder returns relative to “Casual Dining” peers alone is

inappropriate, and that a broader, more accurate peer group shows that BWLD has underperformed

Note:

Throughout this presentation, market data has been derived as of 4/19/17, unless otherwise noted.  Unless otherwise noted, TSR is not

calculated for any company that was not public for the entire duration of any 1-year, 3-year, or 5-year trailing period from the corresponding

date.  We believe this methodology is more appropriate than that used by Buffalo Wild Wings in recent shareholder communications.

BUFFALO WILD WINGS CONSTANTLY CHANGES WHO THEY DEFINE AS “PEERS”

4

BWLD USES ONE PEER GROUP FOR PAYING EXECUTIVES…

Source:

Company filings (clockwise from top-left: BWLD’s Definitive Proxy filed 4/21/17, August 2016 Analyst Day presentation, Press Release filed 5/4/17,

Definitive Proxy filed 4/21/17.

…ANOTHER FOR BUSINESS PLANNING…

…A THIRD FOR TOTAL RETURN COMPARISONS…

…AND A FOURTH TO CLAIM TO HAVE OUTPERFORMED

The Board selectively re-

designed BWLD’s peer group,

which makes past performance

look better than it is

PEER GROUP COMPOSITION HAS CHANGED SEVERAL TIMES IN LAST NINE MONTHS

5

Source:

Company filings, CapitalIQ, Marcato press release filed 5/4/17.  Market data as of 4/19/17.

Note:

Median calculations reflect only those peers whose shares were publicly traded for the entire duration of the 5-year period ended 4/19/17.

Reference in other filings to BWLD’s underperformance relative to the S&P 600 Restaurants refers to the index itself, not just current members.

These peers are closer to the

“right” comps for BWLD, and

reveal BWLD’s

underperformance…

…While subsequent iterations

obscure relative underperformance

BWLD has used different

peers for executive

compensation and

operating benchmarking

from those used in recent

proxy-related shareholder

communications

We believe the recent

changes exclude numerous

relevant peer businesses,

particularly those with high

franchise mixes

The peer group that BWLD

selected before the proxy

contest began was more

logical & showed BWLD’s

underperformance, while

subsequent changes create

the illusion of industry

outperformance

DON’T JUST TAKE OUR WORD FOR IT: MANAGEMENT ALSO BELIEVES THAT THE BWW BRAND

COMPETES WITH FAST CASUAL AND QUICK-SERVICE, NOT JUST CASUAL DINING

6

Source:

Company filings.

“I’d say that we were really fast casual long before

there was even the term ‘fast casual’”

–Sally Smith, President & CEO, 3/6/17

“I’d say that we were really fast casual long before

there was even the term ‘fast casual’”

–Sally Smith, President & CEO, 3/6/17

“You can get in and out of a Buffalo Wild Wings just

about as fast as you can for fast casual.  And so, if you

want an alternative to the sandwich or something like

that, wings are a great alternative”

–Sally Smith, President & CEO, 4/26/16

“You can get in and out of a Buffalo Wild Wings just

about as fast as you can for fast casual.  And so, if you

want an alternative to the sandwich or something like

that, wings are a great alternative”

–Sally Smith, President & CEO, 4/26/16

“[W]e’re not too focused on a comparison to casual

dining”

–James Schmidt, COO, 7/26/16

“[W]e’re not too focused on a comparison to casual

dining”

–James Schmidt, COO, 7/26/16

BWLD HAS SELECTIVELY REMOVED PROXY PEERS THAT HAVE OUTPERFORMED

7

Source:

Company filings, CapitalIQ.  Market data as of 4/19/17. Companies listed from left to right in descending order of enterprise value.

(1)

Based on disclosures in most recently-filed definitive proxies.

Indicates outperformance relative to BWLD for the corresponding time period.

2012

+37%

+218%

+196%

2008

+5%

(8%)

+11%

2014

+29%

+145%

+434%

2008

+45%

+87%

+108%

2012

+17%

+22%

+98%

2016

+56%

2016

+21%

2012

+42%

+66%

+108%

Despite their use by the Compensation Committee for years, these companies have been suddenly

excluded

from

share

performance

comparisons:

suspiciously,

nearly

all

have

outperformed

BWLD

+10%

+10%

+84%

+14%

INCLUDES IRRELEVANT PEERS TO IMPROVE RELATIVE PERFORMANCE

8

Source:

Company filings, CapitalIQ, Bloomberg.  Market data as of 4/19/17.

(1)

Based on disclosures in most recently-filed definitive proxies.  CHUY and BBRG based on competitor disclosures in most recent 10-Ks, as no peer group is

listed in their definitive proxies.  IRGT lists BWLD as a competitor for its Brick House brand (which comprises 25 of its 140 total units ) in its 10-K only, and

does not list BWLD among its proxy peers.

Indicates outperformance relative to BWLD for the corresponding time period.

Names BWLD

as a Peer?

(1)

# of

Stores

140

118

83

1,731

645

Total Shareholder Return

(through 4/19/17)

1-year

(98%)

(40%)

(4%)

+20%

+11%

3-year

(100%)

(69%)

(27%)

+93%

5-year

(77%)

+219%

+244%

Both DENN & CBRL

have outperformed

BWLD…

..So BWLD appears to

have selected three

small & irrelevant

underperformers to

offset the positive

contribution to the

peer median from

including DENN and

CBRL

In order to construct a list of peers in casual dining, BWLD logically included DENN and CBRL…

“Casual”

Peers

+87%

ADDITION OF BBRG AND IRGT IS INAPPROPRIATE

& SKEWS THE ANALYSIS TO HIDE BWLD’S UNDERPERFORMANCE

9

Source:

Company filings, CapitalIQ, Bloomberg.  Market data as of 4/19/17.

Note:

TSR rankings shown in relation to current members of the Russell 3000 Restaurants index, per Bloomberg.  Index used as an indicative set

inclusive

of

a

broad

base

of

potentially

usable

restaurant

company

peers.

IRGT

and

BBRG

are

not

members

of

the

index.

Rankings

exclude

companies that were not public for the full duration of the applicable time period.  Franchise mix includes one managed restaurant for BBRG.

140 Stores

~2% Franchised

$1.8 million

$120.4 million

1-yr.:

3-yr.:

5-yr.:

(98%)

(100%)

NAa

TSR

118 Stores

~2% Franchised

$70.4 million

$110.7 million

1-yr.:

3-yr.:

5-yr.:

(40%)

(69%)

(77%)

49

out of 49

41

out of 41

NA

TSR

Rank (Russell 3000 Rest.)

44

out of 49

38

out of 41

31

out of 31

Rank (Russell 3000 Rest.)

~10% the size of BWLD’s

system unit count

~10% the size of BWLD’s

system unit count

Virtually no franchising

vs. ~50% for BWLD

Virtually no franchising

vs. ~50% for BWLD

Micro-cap businesses

& potentially in distress

Micro-cap businesses

& potentially in distress

Highly levered: Debt

equals ~35-100% of TEV

Highly levered: Debt

equals ~35-100% of TEV

These are clearly

inappropriate peers for BWLD

These are clearly

inappropriate peers for BWLD

th

th

th

st

st

Total Shareholder Return

1- Year

3- Year

5- Year

14%

94%

235%

27%

103%

208%

16%

107%

201%

39%

112%

128%

27%

52%

116%

1%

(22%)

98%

17%

6%

80%

(8%)

(10%)

68%

(1%)

(2%)

57%

(32%)

(15%)

39%

2%

57%

0%

(42%)

(67%)

(63%)

"Casual Dining" Peer Median

8%

29%

89%

Buffalo Wild Wings

20%

18%

85%

Total Shareholder Return

1- Year

3- Year

5- Year

14%

94%

235%

27%

103%

208%

16%

107%

201%

39%

112%

128%

27%

52%

116%

1%

(22%)

98%

17%

6%

80%

(8%)

(10%)

68%

(1%)

(2%)

57%

(32%)

(15%)

39%

2%

57%

0%

(42%)

(67%)

(63%)

(35%)

(68%)

(76%)

(98%)

(100%)

(100%)

"Casual Dining" Peer Median

2%

2%

74%

Buffalo Wild Wings

20%

18%

85%

DID BWLD INCLUDE TWO OBVIOUS UNDERPERFORMERS IN ORDER

TO SKEW THE ANALYSIS IN THEIR FAVOR?

10

Source:

Company filings, CapitalIQ.  Market data as of 4/28/17.

Note:

The above tables intend to replicate BWLD’s analysis published on 5/4/17 by including CHUY, BLMN, and IRGT in the 5-year TSR median using the

closing share price on date of their respective IPOs.  Marcato disputes the validity of this methodology, as well as the use of 4/28/17 as the

appropriate period-end date; thus, this methodology differs from that used in other calculations in this presentation.

Removing these

irrelevant peers

changes the

analysis

dramatically:

BWLD in fact

underperformed

its “Casual

Dining Peers”

over the past 3

and 5 years

Including irrelevant peers gives BWLD the

appearance

of outperformance…

…Stripping

out

the

irrelevant

peers,

BWLD

has

actually underperformed its cherry-picked “comps”!

OUR ORIGINAL PRESENTATION TO MANAGEMENT INCLUDED RESTAURANT COMPANIES

THAT WE BELIEVE ARE REPRESENTATIVE PEERS FOR BWLD BENCHMARKING

11

Given BWLD’s ~50%

franchise mix, we

believe it is

appropriate to

balance the different

economic

characteristics that

comprise BWLD’s

earnings, rather than

differentiate between

service styles within a

restaurant

Note that the

substantial majority of

these peers themselves

list BWLD as a

comparable business

in their filings

These peers have

materially

outperformed BWLD

Source:

Company filings, CapitalIQ.  Market data as of 4/19/17.

Note:

PLKI

had

been

included

in

Marcato’s

June

2016

presentation

to

management

but

was

subsequently

purchased

by

QSR

and

is

thus

excluded

above.

Indicates outperformance relative to BWLD for the corresponding time period.

RESEARCH ANALYST SUPPORT FOR

STRATEGIC & LEADERSHIP CHANGE

MAY 2017

Exhibit 3

DISCLAIMER

1

The

views

expressed

in

this

presentation

(the

“Presentation”)

represent

the

opinions

of

Marcato

Capital

Management

LP

and/or

certain

affiliates

(“Marcato”)

and

the

investment

funds

it

manages

that

hold

shares

in

Buffalo

Wild

Wings,

Inc.

(the

“Company”).

This

Presentation

is

for

informational

purposes

only,

and

it

does

not

have

regard

to

the

specific

investment

objective,

financial

situation,

suitability

or

particular

need

of

any

specific

person

who

may

receive

the

Presentation,

and

should

not

be

taken

as

advice

on

the

merits

of

any

investment

decision.

The

views

expressed

in

the

Presentation

represent

the

opinions

of

Marcato,

and

are

based

on

publicly

available

information

and

Marcato

analyses.

Certain

financial

information

and

data

used

in

the

Presentation

have

been

derived

or

obtained

from

filings

made

with

the

Securities

and

Exchange

Commission

(“SEC”)

by

the

Company

or

other

companies

that

Marcato

considers

comparable.

Marcato

has

not

sought

or

obtained

consent

from

any

third

party

to

use

any

statements

or

information

indicated

in

the

Presentation

as

having

been

obtained

or

derived

from

a

third

party.

Any

such

statements

or

information

should

not

be

viewed

as

indicating

the

support

of

such

third

party

for

the

views

expressed

in

the

Presentation.

Information

contained

in

the

Presentation

has

not

been

independently

verified

by

Marcato,

and

Marcato

disclaims

any

and

all

liability

as

to

the

completeness

or

accuracy

of

the

information

and

for

any

omissions

of

material

facts.

Marcato

disclaims

any

obligation

to

correct,

update

or

revise

the

Presentation

or

to

otherwise

provide

any

additional

materials.

Neither

Marcato

nor

any

of

its

affiliates

makes

any

representation

or

warranty,

express

or

implied,

as

to

the

accuracy,

fairness

or

completeness

of

the

information

contained

herein

and

the

recipient

agrees

and

acknowledges

that

it

will

not

rely

on

any

such

information.

Marcato

recognizes

that

the

Company

may

possess

confidential

information

that

could

lead

it

to

disagree

with

Marcato’s

views

and/or

conclusions.

Funds

managed

by

Marcato

currently

beneficially

own,

and/or

have

an

economic

interest

in,

shares

of

the

Company.

These

funds

are

in

the

business

of

trading—

buying

and

selling—securities.

Marcato

may

buy

or

sell

or

otherwise

change

the

form

or

substance

of

any

of

its

investments

in

any

manner

permitted

by

law

and

expressly

disclaims

any

obligation

to

notify

any

recipient

of

the

Presentation

of

any

such

changes.

There

may

be

developments

in

the

future

that

cause

funds

managed

by

Marcato

to

engage

in

transactions

that

change

the

beneficial

and/or

economic

interest

in

the

Company.

The

Presentation

may

contain

forward-looking

statements

which

reflect

Marcato’s

views

with

respect

to,

among

other

things,

future

events

and

financial

performance.

Forward-looking

statements

are

subject

to

various

risks

and

uncertainties

and

assumptions.

There

can

be

no

assurance

that

any

idea

or

assumption

herein

is,

or

will

be

proven,

correct.

If

one

or

more

of

the

risks

or

uncertainties

materialize,

or

if

Marcato’s

underlying

assumptions

prove

to

be

incorrect,

the

actual

results

may

vary

materially

from

outcomes

indicated

by

these

statements.

Accordingly,

forward-looking

statements

should

not

be

regarded

as

a

representation

by

Marcato

that

the

future

plans,

estimates

or

expectations

contemplated

will

ever

be

achieved.

The

securities

or

investment

ideas

listed

are

not

presented

in

order

to

suggest

or

show

profitability

of

any

or

all

transactions.

There

should

be

no

assumption

that

any

specific

portfolio

securities

identified

and

described

in

the

Presentation

were

or

will

be

profitable.

Under

no

circumstances

is

the

Presentation

to

be

used

or

considered

as

an

offer

to

sell

or

a

solicitation

of

an

offer

to

buy

any

security,

nor

does

the

Presentation

constitute

either

an

offer

to

sell

or

a

solicitation

of

an

offer

to

buy

any

interest

in

funds

managed

by

Marcato.

Any

such

offer

would

only

be

made

at

the

time

a

qualified

offeree

receives

the

Confidential

Explanatory

Memorandum

of

such

fund.

Any

investment

in

the

Marcato

Funds

is

speculative

and

involves

substantial

risk,

including

the

risk

of

losing

all

or

substantially

all

of

such

investment.

CERTAIN INFORMATION CONCERNING THE PARTICIPANTS

2

Marcato

International

Master

Fund

Ltd.

(“Marcato

International”),

together

with

the

other

participants

in

Marcato

International’s

proxy

solicitation,

have

filed

with

the

Securities

and

Exchange

Commission

(the

“SEC”)

a

definitive

proxy

statement

and

accompanying

WHITE

proxy

card

to

be

used

to

solicit

proxies

in

connection

with

the

2017

annual

meeting

of

shareholders

(the

“Annual

Meeting”)

of

Buffalo

Wild

Wings,

Inc.

(the

“Company”).

Shareholders

are

advised

to

read

the

proxy

statement

and

any

other

documents

related

to

the

solicitation

of

shareholders

of

the

Company

in

connection

with

the

Annual

Meeting

because

they

contain

important

information,

including

information

relating

to

the

participants

in

Marcato

International’s

proxy

solicitation.

These

materials

and

other

materials

filed

by

Marcato

International

with

the

SEC

in

connection

with

the

solicitation

of

proxies

are

available

at

no

charge

on

the

SEC’s

website

at

http://www.sec.gov.

The

definitive

proxy

statement

and

other

relevant

documents

filed

by

Marcato

International

with

the

SEC

are

also

available,

without

charge,

by

directing

a

request

to

Marcato

International’s

proxy

solicitor,

Innisfree

M&A

Incorporated,

toll-free

at

(888)

750-5834

(banks

and

brokers

may

call

collect

at

(212)

750-5833).

The

participants

in

the

proxy

solicitation

are

Marcato

International,

Marcato

Capital

Management

LP,

Marcato

Special

Opportunities

Master

Fund

LP

(“Marcato

Special

Opportunities

Fund”),

Emil

Lee

Sanders,

Richard

T.

McGuire

III,

Sam

Rovit

and

Scott

O.

Bergren

(collectively,

the

“Participants”).

As

of

the

date

hereof,

Marcato

International

directly

owns

950,000

shares

of

common

stock,

no

par

value,

of

the

Company

(the

“Common

Stock”),

representing

approximately

5.9%

of

the

outstanding

shares

of

Common

Stock

and

Marcato

Special

Opportunities

Fund

directly

owns

32,600

shares

of

Common

Stock,

representing

approximately

0.2%

of

the

outstanding

shares

of

Common

Stock.

In

addition,

Marcato

Capital

Management

LP,

as

the

investment

manager

of

Marcato

International

and

Marcato

Special

Opportunities

Fund,

may

be

deemed

to

have

the

shared

power

to

vote

or

direct

the

vote

of

(and

the

shared

power

to

dispose

or

direct

the

disposition

of)

the

shares

of

Common

Stock

held

by

Marcato

and

Marcato

Special

Opportunities

Fund,

therefore,

may

be

deemed

to

be

the

beneficial

owner

of

such

shares.

By

virtue

of

Mr.

McGuire’s

position

as

the

managing

partner

of

Marcato

Capital

Management

LP,

Mr.

McGuire

may

be

deemed

to

have

the

shared

power

to

vote

or

direct

the

vote

of

(and

the

shared

power

to

dispose

or

direct

the

disposition

of)

the

shares

of

Common

Stock

held

by

Marcato

International

and

Marcato

Special

Opportunities

Fund

and,

therefore,

Mr.

McGuire

may

be

deemed

to

be

the

beneficial

owner

of

such

shares.

ANALYSTS

LACK

CONFIDENCE

IN

BWLD

LEADERSHIP

FOLLOWING

WEAK

Q1’17

EARNINGS

3

“While BWLD’s strategy appears compelling on paper, operational missteps

continue to drive a lack of confidence in BWLD’s outlook…issues seem to

consistently crop up that make it difficult to have confidence in the

strategy laid out by management. We were surprised by the guidance

reduction, particularly the magnitude, but find it challenging to have

confidence in the revised outlook or 20% restaurant margin target given

uncertainty across comps, margins, and execution…Although same store

sales outpaced expectations in the quarter, BWLD effectively ‘bought the

comp’ through heavy promotions at the expense of profitability”

–Andrew Strelzik, BMO Capital Markets, 4/26/17

“’Poor execution blocks last-second buzzer beater as shareholder meeting

looms’…We continue to be frustrated by poor execution of sales-building

and cost-savings initiatives”

–Chris O’Cull, KeyBanc, 4/27/17

“We worry that the current mgmt. team will struggle to navigate the

challenging external backdrop, while also repositioning the company to

focus on leaner operations over store growth…Some might argue that

there’s a silver lining to BWLD’s weakening trends, in that this increases the

likelihood of activist influence and mgmt. change…We agree that recent

trends increase the likelihood of leadership change, and getting new

energy and fresh eyes/ideas on the biz are probably a net positive”

–Jason West, Credit Suisse, 4/27/17

“[R]ecently BWLD has been plagued by complacency and a continued

lack of adequate leadership…The lack of managerial direction and vision

can be seen in the Company’s most recent fiscal year projections, which

have been significantly altered since BWLD’s 4Q16 presentation…This is

unsettling, to say the least, and shows management’s lack of adequate

foresight.  It is hard to trust a management team that will drastically

change the outlook and shows a lack of understanding of its business…At

a time when the leaders in the restaurant industry refuse to participate in

the race to the bottom, BWLD continues to offer aggressive promotions as

a way to draw patrons”

–Howard Penney, Hedgeye, 4/27/17

Source:

Wall Street research.

“We are concerned by the lack of accountability by management for SSS

struggles

as softness is attributed to industry pressures. March Madness

experienced sales declines despite higher TV ratings, which in our view

suggests their marketing message is missing the mark. We view the June 2,

2017 annual shareholder meeting as a potential catalyst for change

as the

activist has nominated 4 new board members along with its slate to

increase the company's franchise skew along with management

changes”

–Matt DiFrisco, Guggenheim, 4/27/17

“The Q1 report marked the tenth consecutive quarter of disappointing

revenue/EPS performance for BWLD…we are concerned about the

profitability of the top-line performance amid heightened promotional

activity”

–David Tarantino, Baird, 4/27/17

“It would seem that this quarter will be a test of investor patience as

operating profit will be flat for the third year in a row…industry dynamics

and persistent cost pressures don't paint a very attractive picture, at least

right now, for long term company ownership

unless the sales and margin

enhancements prove effective and longer term costs begin to normalize”

–John Glass, Morgan Stanley, 4/27/17

ANALYSTS HAVE CONSISTENTLY QUESTIONED MANAGEMENT’S ABILITIES & STRATEGY

4

“We are surprised the Company’s investor presentations continue to center

on tactical efforts, like FastBreak Lunch and Wing Tuesday, and secondary

strategic priorities, like international development and new concepts,

rather than full explanations for why traffic is declining, how costs will be

reduced or why the business model is appropriate.  It is not clear to us the

issues and alternatives are fully understood”

–Chris O’Cull, KeyBanc, 2/7/17

“[T]here remains a sense that the company retains a “small-company”

mentality that is lacking the structured corporate processes often found in

larger companies…Frustration regarding the lack of communication

and

strategic direction could be a reason for a high level of turnover in

corporate staff.  While improvements have been made in recent years,

better tools and formalized structure more akin to a ~$3B market cap

company could help”

–Nick Setyan, Wedbush, 2/7/17

“We believe a deep dive into the right asset design makes strategic sense

on the back of meaningful build cost inflation; however, we question if a

focus on more urban areas is the right approach”

–Karen Holthouse, Goldman Sachs, 2/13/17

“We believe the appointment of a CFO…enables BWLD to further evaluate

its long-term strategic direction and engage with outside investors. 

However, we also imagine that a CFO with deeper experience in

restaurants and franchising in particular would have indicated a level of

preparation and willingness to change the current course of action”

–John Zolidis, Buckingham, 10/25/16

“[Investors canvassed agree] that there are numerous things [that] can be

done including management changes, operational fixes (cost cutting,

labor) or on the financial side (including, but not limited to

refranchising)…Many believed some level of managerial changes is

likely/needed”

–Brett Levy, Deutsche Bank, 10/11/16

“We believe BWLD’s sales issues are fixable…but the turnaround could take

time as current initiatives highlighted do not go far enough…[V]alue

enhancements to Wing Tuesday leave much to be desired

for the

remaining six days of the week.  We note Fast Break lunch features value

but we do not view this as a durable sales driver”

–Andrew Charles, Cowen, 8/12/16

“We believe mgmt. will be slow to implement meaningful change”

–Jason West, Credit Suisse, 8/9/16

“We look forward to hearing from new CFO Alex Ware on the topics of cost

mgmt.

and optimizing the business and financial structure.  However, our

concern is that BWLD needs a deeper reset in the areas of value, food

quality and service to truly turn around the business”

–Jason West, Credit Suisse, 1/25/17

“ [T]he investor day came and went and…it was clear that there was

minimal preparation for the meeting.  Overall, your management team

came across as nervous, clueless and weak.  Lastly, did I see that you

actually sold stock the day before the analyst meeting?”

–Howard Penney, Hedgeye, 10/17/16

Source:

Wall Street research.

RESEARCH ANALYSTS RECOGNIZE MARGIN DEFICIENCIES

5

“[W]e

believe

BWLD

company-owned

stores

could

improve

margins

substantially, by up to 500

[basis points] based on our analysis, by

adopting

labor

practices

currently

deployed

by

[franchisees]”

–Jim Sanderson, Arthur Wood, 3/28/17

Source:

Wall Street research.

“Our advisor believes there is an opportunity

to bring lower performers more in line with

the rest of the system, with store-level labor

perhaps the largest opportunity.  The

example of Guest Experience Captains was

cited…In his experience, BWLD

franchisees

are as or more qualified to run a large

number of restaurants than corporate

personnel”

–Nick Setyan, Wedbush, 2/7/17

“[Margin opportunities] exist across labor,

operating expenses, and COGS…Diversified

Restaurant Holdings, Buffalo Wild Wing’s

largest franchisee, highlights opportunity for

greater margin efficiency.  While there are

notable differences, including geographic

and overall exposure, SAUC has exhibited

favorable food & labor margins relative to

BWLD”

–Dennis Geiger, UBS, 1/5/17

THE

STREET

RECOGNIZES

THAT

FRANCHISEE

ACQUISITIONS

WERE

POOR

USE

OF

CAPITAL

6

“[T]he last minute exercise of the first right of

refusal to buy a big block of franchise stores in

2015 …is a perfect example of how misguided

your

incentive

compensation

structure

is

and

how poor strategic planning can lead to poor

capital allocation decisions”

–Howard Penney, Hedgeye, 10/17/16

“[T]he most recent acquisition (38 units in the

3Q15) has

weighed

on

earnings

and

came

with

a rich multiple, adjusting for the foregone

royalties”

–John Glass, Morgan Stanley, 7/25/16

“[R]eturn metrics suffered from the company’s

FY15 decision to acquire a large number of

franchisees…[which] resulted in lower

operating margins and financial returns as

incremental capital was deployed to eliminate

a high margin royalty revenue stream”

–John Zolidis, Buckingham, 7/26/16

“Acquiring franchise stores increases business

risk…Why in a slowing sales[,] lower return

environment would the parent company want

even greater exposure to the volatility in the

business?”

–Howard Penney, Hedgeye, 6/13/16

Source:

Wall Street research.

Indicates a quote taken from a report published before Marcato publicly disclosed its suggestions to management, indicating an “unaided”

observation.

Observers agree: the large franchisee acquisitions of 2015 destroyed value by diluting ROIC and

eliminating a highly valuable, high-margin royalty stream

ANALYSTS AGREE WITH MARCATO’S RECOMMENDATIONS

7

“Our patience on BWLD is running thin after another disappointing

report…that said, with comps showing signs of stabilization in Q1 and with

management focused on financial strategies that could enhance

shareholder value amid the presence of an activist investor, we are

cautiously optimistic”

–David Tarantino, Baird, 2/7/17

“Our advisor stood by his opinion that Marcato’s initial board letter, while

perhaps not being 100% correct in its assessment, may not have been off

the mark on many points.  A refocus on operations in particular, especially

when done by or in conjunction with franchisees, was something that rang

true

with

most

employees

internally, our advisor believes.  Increased

franchisee ownership could also allow management to focus more closely

on

strategy,

initiative

implementation,

and

operational

improvement”

–Nick Setyan, Wedbush, 2/7/17

“BWLD’s

recent

upward

re-rating

(against

weak

sales

results)

partly

anticipates

potential

restructuring

and

activist

pressure…We see a

bull/bear case on the stock…with the bear case assuming no major

restructuring and continued deterioration in SSS and unit growth, and the

bull case assuming improvement in SSS and material financial engineering

moves”

–Jason West, Credit Suisse, 8/9/16

“4Q suggests BWLD still has a long ways to go to regain stability and visibility

in the business…[T]he very weak 4Q result may bolster the case for activist

involvement.  However, with the Board vote still ~3 mos. away, it will be a

while before this potential change will begin to impact strategy and

results”

–Jason West, Credit Suisse, 2/8/17

“[Q4’16 earnings were] so Bad it could be Good…While the reliability in

guidance is highly questionable, we are encouraged that management is

now giving consideration to some of the activist’s requests”

–Matt DiFrisco, Guggenheim, 2/8/17

“Looking out to 2018-19, we agree with the vast majority of activist

Marcato’s restructuring recommendations…We are also uncomfortable

with BWLD’s announced (1/24/17) year-end 2017 target leverage ratio of

1.5x EBITDA”

–Paul Westra, Stifel, 1/31/17

“We recognize that the activist presence at BWLD provides a sense of

urgency for mgmt. to address recent market share loss and margin

erosion”

–Jason West, Credit Suisse, 1/25/17

Source:

Wall Street research.

“Given the recent events, the biggest mistake you [CEO Sally Smith] are

currently making is not taking Marcato

(or your investor day)

seriously...Marcato has put forth compelling arguments and substantial

evidence

that you have ignored the basic principles of corporate finance”

–Howard Penney, Hedgeye, 10/17/16

SEVERAL

ANALYSTS

AGREE

THAT

MARCATO’S

INVOLVEMENT

HAS

HELPED

THE

STOCK

8

“We

think

that

the

substance

of

Marcato’s

investment

thesis

goes

much

deeper

than

a

simple

‘lever

up

and

buyback

stock’

and

will

require

a

material

change

in

business

strategy,

something

best

done

with

influence

in

the

boardroom”

–UBS US Special Situations, 8/18/16

“The

emergence

of

an

activist

shareholder

could

provide

a

“floor”

for

the

stock

and

a

potential

win-win

for

shareholders, i.e.,

either fundamentals improve and/or restructuring comes into play…Our

analysis

of

potential

strategies,

such

as

leveraged-

buybacks,

cost-cutting

and

refranchising

points

to

significant

EPS

accretion,

should

mgmt.

pursue

these

measures…[We

see]

significant

upside

from

the

activist

case

[and] we also believe a change to mgmt.’s incentive compensation structure (heavily

weighted to growth over returns) would be well received by investors”

–Jason West, Credit Suisse, 8/9/16

“Recent

news

of

an

activist

investor

is

a

positive

for

BWLD,

in

our

view, as the brand is strong and uniquely positioned in casual

dining, but likely needs strategy tweaks as it enters its ‘maturing’ phase…BWLD

does

have

untapped

levers

to

create

shareholder value.  Among them: Refranchising”

–John Glass, Morgan Stanley, 7/25/16

“We

agree

with

the

spirit

of

[Marcato’s]

filing

as

we

cite

recent

company

actions

which

lowered

ROIC

among

the

rationale

for

our NEUTRAL rating”

–John Zolidis, Buckingham, 7/26/16

Source:

Wall Street research.

“[W]e

believe

the

presence

of

an

activist

investor

(Marcato

Capital),

who

might

push

BWLD

to

pursue

value-enhancing

financial

strategies, can help to support

investor

sentiment

while

we

await

signs

of

better

top-line

momentum”

–David Tarantino, Baird, 10/24/16

“‘LOGIC’

SUPPORTS

THE

PREMISE”

THAT

FRANCHISE

BUSINESSES

DESERVE

HIGHER

MULTIPLES

9

Source:

Wall Street research.

“Investors

have

rewarded

restaurants

pursuing

a

franchise

model

with

multiple

expansion

relative

to

co-op

peers.  ‘Logic’

supports

the premise

that a franchise model is better insulated against

economic volatility, generating a high margin annuity stream of

royalties with limited operating volatility…Bottom line, the above

thesis is intact and we

were

actually

surprised

at

the

magnitude

of

outperformance

across

all

measures

for

our

heavily

franchised

restaurants

(75%+

of

units)

relative

to

the

industry…We

expect

investors

to

further

encourage

(re)franchising

/

licensing

at

[BWLD]”

–Jeffrey Bernstein, Barclays, 5/17/16

RESEARCH ANALYSTS HAVE SEEN UPSIDE FROM REFRANCHISING FROM THE BEGINNING

10

“We believe

investors

would

applaud

the

introduction

of

multi-year

refranchising

programs from Buffalo Wild Wings…While

we believe softening fundamentals have

been the primary driver of the

multiple

compression

seen by these three casual

dining names,

the

acquisition

of

franchised

units

has

also

played

a

sizeable

role,

in

our

view”

–Jeff Farmer, Wells Fargo, 7/13/16

“There

is

significant

value

from

an

operational

perspective

that

can

be

gained

by

refranchising

underperforming

stores, especially from trimming corporate

G&A”

–Howard Penney, Hedgeye, 6/13/16

Source:

Wall Street research.

“Our math supports a more favorable range of outcomes for investors in a

refranchising

strategy[.]…We agree with the spirit of [Marcato’s] work”

–John Zolidis, Buckingham, 9/6/16

RESEARCH ANALYSTS OVERWHELMINGLY AGREE THAT REFRANCHISING ADDS VALUE

11

“Our analysis of a theoretical model in which 80% of BWLD is franchised

along

conservative

industry

standards

yields per share valuations

significantly higher than BWLD’s current share price”

–Nick Setyan, Wedbush, 2/8/17

“[T]he math [on a transition to a 90% franchised business model] looks

intriguing, even when using what we think are conservative

assumptions”

–David Tarantino, Baird, 10/24/16

“We like the potential for additional value-unlocking actions or a more

drastic tack in strategy in-line with some of the ideas outlined in a recent

13D filing…Investors may look past downward revisions if the prospect of

transformative action is on the table, but if this is called into doubt,

fundamentals suggest a lower price for the stock”

–John Zolidis, Buckingham, 9/15/16

“We view refranchising as a realistic alternative path to value creation for

shareholders…Investors often forget BWLD was >65% franchised a few

years ago.  Our conversations with brokers that specialize in restaurant

and franchisee transactions lead us to believe the appetite for most of

BWLD’s markets would be strong, and could command multiples towards

the higher end of the 5-6x unit-level EBITDA industry standard’”

–Nick Setyan, Wedbush, 9/12/16

“[D]irectionally the activist plan is a much better plan than the one the

current management team is focused on”

–Howard Penney, Hedgeye, 8/18/16

“[A] falling [ROIC] as a result of higher capex could suggest a greater

proportion of units would create more per share value as franchised units

(e.g., where the same capex could be deployed for share

repurchases)…Investors remain highly focused on the potential

opportunity for BWLD to increase its franchise mix”

–Karen Holthouse, Goldman Sachs, 8/4/16

“[D]uring its Analyst Day…[Management] failed to address any changes to

BWLD’s long-term company/franchise store mix

(now at 52% company-

owned, which we believe should be reduced) by defending ongoing

consideration of future franchise purchases (where we would hope for a

re-franchising

strategy)”

–Paul Westra, Stifel, 8/16/16

“We believe investors

would

applaud

the

introduction

of

multi-year

refranchising programs from Buffalo Wild Wings”

–Jeff Farmer, Wells Fargo, 7/13/16

“‘Logic’

supports

the

premise

that a franchise model is better insulated

against economic volatility, generating a high margin annuity stream of

royalties with limited operating volatility…We expect investors to further

encourage (re)franchising / licensing at [BWLD]”

–Jeffrey Bernstein, Barclays, 5/17/16

Source:

Wall Street research.

Indicates a quote taken from a report published before Marcato publicly disclosed its suggestions to management, indicating an “unaided”

observation.

FEASIBILITY OF LARGE-SCALE REFRANCHISING IS OBVIOUS IN CONTEXT OF HISTORY

12

“The

move

to

being

>90%

franchised

is

not

unprecedented…Concerns

on

demand

for

franchised

BWLD units seems overblown…Marcato’s cadence of proposed franchising follows the 6 year time

period it took [Applebee’s], and we

believe

that

is

a

feasible

timeframe”

–UBS US Special Situations, 8/18/16

Source:

Wall Street research.

““[T]he

Company

accurately

described

the

requirements

for

creating

value

from

a

highly

franchised

business model, but stated the risk of execution was simply too great, especially for a casual dining

chain.  It appears the Company’s concern is based on the only highly franchised, casual dining

company,

DineEquity,

which

has

under-performed

the

past

12

months.

We

struggle

to

draw

the

conclusion

that

DineEquity’s

struggles

are

due

to

its

business

model

(i.e.,

why

are

Chili’s,

Ruby

Tuesday

and

Red

Robin

struggling?),

and

that

one

company’s

performance

portends

the

same

fate

for others.  All the other publicly held restaurant companies that have shifted business models are

QSR chains, but we

argue

the

common

ingredient

to

all

of

their

successes

was

not

their

industry-

defined

segment,

but

their

decision

to

shift

their

cultures

and

structure

to

support

franchise

growth. 

Before

significant

investments

are

made

supporting

company-owned

restaurants,

a

fresh

perspective

at

the

Board

level

could

benefit

shareholders”

–Chris O’Cull, KeyBanc, 2/7/17

SUBMISSIONS TO WWW.WINNINGATWILDWINGS.COM VALIDATE THE NEED FOR CHANGE Exhibit 4

DisclAIMER The views expressed in this presentation (the “Presentation”) represent the opinions of Marcato Capital Management LP and/or certain affiliates (“Marcato”) and the investment funds it manages that hold shares in Buffalo Wild Wings, Inc. (the “Company”). This Presentation is for informational purposes only, and it does not have regard to the specific investment objective, financial situation, suitability or particular need of any specific person who may receive the Presentation, and should not be taken as advice on the merits of any investment decision. The views expressed in the Presentation represent the opinions of Marcato, and are based on publicly available information and Marcato analyses. Certain financial information and data used in the Presentation have been derived or obtained from filings made with the Securities and Exchange Commission (“SEC”) by the Company or other companies that Marcato considers comparable. Marcato has not sought or obtained consent from any third party to use any statements or information indicated in the Presentation as having been obtained or derived from a third party. Any such statements or information should not be viewed as indicating the support of such third party for the views expressed in the Presentation. Information contained in the Presentation has not been independently verified by Marcato, and Marcato disclaims any and all liability as to the completeness or accuracy of the information and for any omissions of material facts. Marcato disclaims any obligation to correct, update or revise the Presentation or to otherwise provide any additional materials. Neither Marcato nor any of its affiliates makes any representation or warranty, express or implied, as to the accuracy, fairness or completeness of the information contained herein and the recipient agrees and acknowledges that it will not rely on any such information. Marcato recognizes that the Company may possess confidential information that could lead it to disagree with Marcato’s views and/or conclusions. Funds managed by Marcato currently beneficially own, and/or have an economic interest in, shares of the Company. These funds are in the business of trading— buying and selling—securities. Marcato may buy or sell or otherwise change the form or substance of any of its investments in any manner permitted by law and expressly disclaims any obligation to notify any recipient of the Presentation of any such changes. There may be developments in the future that cause funds managed by Marcato to engage in transactions that change the beneficial and/or economic interest in the Company. The Presentation may contain forward-looking statements which reflect Marcato’s views with respect to, among other things, future events and financial performance. Forward-looking statements are subject to various risks and uncertainties and assumptions. There can be no assurance that any idea or assumption herein is, or will be proven, correct. If one or more of the risks or uncertainties materialize, or if Marcato’s underlying assumptions prove to be incorrect, the actual results may vary materially from outcomes indicated by these statements. Accordingly, forward-looking statements should not be regarded as a representation by Marcato that the future plans, estimates or expectations contemplated will ever be achieved. The securities or investment ideas listed are not presented in order to suggest or show profitability of any or all transactions. There should be no assumption that any specific portfolio securities identified and described in the Presentation were or will be profitable. Under no circumstances is the Presentation to be used or considered as an offer to sell or a solicitation of an offer to buy any security, nor does the Presentation constitute either an offer to sell or a solicitation of an offer to buy any interest in funds managed by Marcato. Any such offer would only be made at the time a qualified offeree receives the Confidential Explanatory Memorandum of such fund. Any investment in the Marcato Funds is speculative and involves substantial risk, including the risk of losing all or substantially all of such investment.

Certain information concerning the participants Marcato International Master Fund Ltd. (“Marcato International”), together with the other participants in Marcato International’s proxy solicitation, have filed with the Securities and Exchange Commission (the “SEC”) a definitive proxy statement and accompanying WHITE proxy card to be used to solicit proxies in connection with the 2017 annual meeting of shareholders (the “Annual Meeting”) of Buffalo Wild Wings, Inc. (the “Company”). Shareholders are advised to read the proxy statement and any other documents related to the solicitation of shareholders of the Company in connection with the Annual Meeting because they contain important information, including information relating to the participants in Marcato International’s proxy solicitation. These materials and other materials filed by Marcato International with the SEC in connection with the solicitation of proxies are available at no charge on the SEC’s website at http://www.sec.gov. The definitive proxy statement and other relevant documents filed by Marcato International with the SEC are also available, without charge, by directing a request to Marcato International’s proxy solicitor, Innisfree M&A Incorporated, toll-free at (888) 750-5834 (banks and brokers may call collect at (212) 750-5833). The participants in the proxy solicitation are Marcato International, Marcato Capital Management LP, Marcato Special Opportunities Master Fund LP (“Marcato Special Opportunities Fund”), Emil Lee Sanders, Richard T. McGuire III, Sam Rovit and Scott O. Bergren (collectively, the “Participants”). As of the date hereof, Marcato International directly owns 950,000 shares of common stock, no par value, of the Company (the “Common Stock”), representing approximately 5.9% of the outstanding shares of Common Stock and Marcato Special Opportunities Fund directly owns 32,600 shares of Common Stock, representing approximately 0.2% of the outstanding shares of Common Stock. In addition, Marcato Capital Management LP, as the investment manager of Marcato International and Marcato Special Opportunities Fund, may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) the shares of Common Stock held by Marcato and Marcato Special Opportunities Fund, therefore, may be deemed to be the beneficial owner of such shares. By virtue of Mr. McGuire’s position as the managing partner of Marcato Capital Management LP, Mr. McGuire may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) the shares of Common Stock held by Marcato International and Marcato Special Opportunities Fund and, therefore, Mr. McGuire may be deemed to be the beneficial owner of such shares.

A founder’s perspective: “I support the re-franchising”

Unsolicited support from one of BWLD’s original founders “As one of the original 4 founders of BW-3 back in 1982, I have my own take on the current discussion taking place. As I travel to other cities and visit our restaurants, I am constantly disappointed by the consumer experience being provided. Dining areas are filthy, food quality ranges from good to terrible and employees are poorly trained… Marcato's focus, at least in the articles I've read, seems to be on re-franchising and financial strategies. While those are critically important, so is the guest experience. We all know of local restaurants where the food and service are always outstanding. They do little to no advertising but there is always a waiting list to be seated. That is not the case with Wild Wings. I've talked to hundreds of diners who all have stories about their sub-par experiences in our restaurants. I support the re-franchising, with the main reason being that franchised stores seem to provide a better guest experience. The actual owners are often on premise, making sure things are as they should be” –3/29/17 Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error.

Employees and franchisees believe new leadership is needed at BWLD

BWLD employees would welcome Change in leadership and strategy 8/17/16: “Many of us (home office employees) completely agree with your assessment, and your statement "...we have come to appreciate that suboptimal capital allocation behavior is symptomatic of a larger organizational deficiency: a tendency to favor gut feel and thematic proclamations without tangible evidence or appropriate analytical support." It is 100% accurate, and in large part, the reason we've had so many abrupt departures from the team since the beginning of the year, including - our VP of Insights & Analytics, who left in frustration because senior leaders refused to acknowledge the "realities" of the market and brand- followed by the Insights Director, who left a few weeks later - followed by the Beverage Director, who has accepted a VP Beverage Innovation position with DineEquity - and too many marketing and field people to mention[.] Pricing increases have been far too frequent and aggressive. Technology no longer leads. The loyalty pilot has been a bust. The GEC (Guest Experience Captain) role has shown negligible positive impact on store performance. The list goes on. We are hopeful that your focus will bring long overdue change.” Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error. 8/16/16: “Several of the BWW expats have had communication over the last couple of days. Just wanted to let you know that the assessment of you and your team, as it related to the challenges with Buffalo Wild Wings, are spot-on and things that literally we have been talking about and trying to change for years. Love the brand, just not the leadership so much” 4/20/17: “Marcato has the support of most employees (current and former). The majority of us still have a passion for the Buffalo Wild Wings brand, and want to see it succeed”

4/11/17: “In full transparency, I am a former employee. Left on good terms with the company. But the frustrations I had with the lack of communication and infrastructure had me shaking my head often. With more than 20 years in the restaurant industry, I was quite taken aback to learn that my two supervisors - a direct, and a vice president - had NO restaurant experience. And these were the people "leading the charge'. It provided a lot of frustration to both me and my peers” complacent leadership culture has demoralized Employees Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error. 2/22/17: “Just had a chance to quickly scan [Marcato’s] BDubs deck…The HQ staff is silently cheering” 2/20/17: “The culture that middle management has created or was directed by executive leadership is dispiriting all management running the four wall execution. Bonus structure for managers are consistently changed to benefit the companies profit with no regard for the managers working 80+ weekly” 1/11/17: “I am a former operations & franchising VP of the brand…I think I can speak for many of us when I say we still have / had a great deal of passion for the brand, but saw certain writing on the wall. From the lack of investment into Product R&D, the lack of operations experience/leadership in the SVP/C-Suite and board room, the lack of a solid and long term strategic plan, to the way the franchise community were viewed as step children, all caused me/us concern. I've remained very close to many franchisees and I am confident stating that your platform and the areas in which you intend reform will be very well received. As a past and future share holder and continuous user, I welcome your position and efforts” 4/20/17: “It was disappointing to see all of the talent and experience of teams be stifled by upper management's lack of planning. Having worked closely with franchisees over the years that I was with BWW, I heard their frustrations…however, I was always told that it could cost me my job if I pushed back or offered empathy for the franchisees”

field operators see numerous flaws in BWLD’s “strategy” 4/29/17: “As a former field leader for them that was eliminated as part of the “efficiency” program that the leadership at Buffalo Wild Wings discussed…Knowing the individuals delivering the call as I do, it was extremely apparent that they were nervous and unprepared. They filled their presentation with excuses on why they so horribly missed Wall Street’s EPS estimates. Their favorite excuse being wing costs. • A while back the company introduced the concept of selling wings by the weight. The expectation was that locations would take a case of wings, twice a day, and weigh them and adjust the number of wings that are served for a snack, small…etc. This was done in an effort to address the wing sizes and cost per wing impact. As many of the other programs put in place by Buffalo Wild Wings, it isn’t happening. The level of importance of doing this has not been communicated by senior leadership. They live in a delusional and misguided world that they believe that because they say you are supposed to do it, you will do it…The other component that they didn’t mention is that COGS went up significantly because there was no longer a charge for the accompaniments of celery, carrots and dressings with the wing orders on value days. They KNEW and communicated there would be an impact to COGS but said the stores would just have to ‘suck it up’ • Delivery was a high point that the leadership continued to try and use as an example of how they are moving in the right direction. This is not entirely true. It is true, delivery sales have seen a significant spike in most locations. However, the cost associated with the delivery component is astronomical (to coin a recent term you used). The process is extremely complicated at the location level with double entry of orders. The third party delivery company sends the order via and iPad and then the team in the location needs to reenter the order into the POS. Because of the extreme speed that this was rolled out, it made for some unforeseen challenges. One of which was pointed out by the “efficiency company” they employed that the take-out areas in B’dubs are poorly designed and “crash and burn” at peak times. • After Delivery rolled out, there was no long-term plan and execution was not good. The third parties that BWW used (GrubHub and Door Dash) approached BWW with a threat of dropping them as a client. The model that the third parties use incorporates a 4% error factor that they are willing to absorb as part of the overall model. Well, because BWW had not addressed the importance of ironing out any kinks in the operations of take out, the error rate at BWW was over 10%. With the slim margins that the third-party delivery folks have, this high error rate was just not going to work. Coincidently enough, the District Managers and Regional Vice Presidents that had the worst results in this area are still there and were not removed during the down-sizing… • These are just examples of how the company was up 0.5% in sales for Q1 but the main impacts were COSTLY traffic driving programs like value day adjustments and delivery. They also had a shift in the where Easter Fell. • Two final statements about International growth and R Taco. Tim Murphy was put in charge of the rollout of the company store openings in Canada as part of his indoctrination in the role of leading international. Because of his complete lack of experience in operations at a high level, the locations failed miserably and were on the verge of being written off over and over again. It wasn’t until North American operations took over the locations that we saw turn around. Tim Murphy is not the man that should be leading International and that is part of why it is moving SO SLOW.” Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error.

“field leadership team [does] not trust senior leadership” 4/24/17: “Recently, Buffalo Wild Wings has been utilizing a “voice of the employee” mechanism called FORUM to measure the level of engagement of team members of all levels at Buffalo Wild Wings. This is done every six months. In years past, they used a mechanism called Say it! Do it! Live it! When that mechanism was used, the senior leadership team used to communicate how well engaged the members of the team are. Since the use of FORUM, there have been no companywide communications to show results as a brand. The latest FORUM survey was launched the week after they reduced the workforce. Results won’t be available for a while. As investor, I am very sure you would like to know the results of the previous two surveys. In those surveys it indicated three important facts (if you ask for this information, be sure to ask for it broken out by each layer of field leadership, I’m sure you will be shocked): • The field leadership team did not trust senior leadership • The field leadership team does not believe the senior leadership team lives the company values • The field leadership team does not have confidence in the direction the senior leadership team has put forth or if they even have communicated one to the field. It’s really no surprise. The organization does not have a culture of accountability. Many years ago the company hired an organizational development company to help with the growing pains of rapid expansion. Their diagnosis was that there were too many committees and groups that were working on things that were either nonessential or were being worked on by other teams so they were duplicating efforts. All of these groups then flooded the organization with priorities and the field was confused and struggled to stay focused. The expectation the company proposed was to narrow spheres of accountability and cut out all the committees because it was leading to a culture of where shared accountability of a group equaled no accountability at all which then lead to no progress. They also said to stay focused on no more than a few priorities because as you add more priorities, the importance of them declines exponentially. Several years later, the company has abandoned that philosophy and went back to committee after committee. NABT and all the other sub teams that are in place. The largest growing segment of office space in the home office is not additional cubicles for additional support team members to support the field, guess what….its meeting rooms…Now the enterprise has hired yet another company to help with organizational development to see how the company should be structured which centered around observations of a small sample of franchisees and company locations. This looks to be the basis of the reduction in workforce. How many companies does this organization have to hire to tell them how to operate? Isn’t that the board of directors main mission? … New leadership is needed both at the senior leadership level and the board that “holds them accountable.” The enterprise just sent out their proxy information. They hail the increase in share value of 1697% since the IPO. This shows how strong the brand has been over the years. Unfortunately, the leadership in position now is not poised to take this brand to the next level as evidenced by their floundering over the last couple of years. Small company ideas do not solve big company problems” Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error.

BWLD culture lacks accountability 3/2/17: “Bungled technology implementations that have distracted management from satisfying the core customer base…Lower labor costs can be achieved if managed correctly. POS replacement to Aloha- right after Lee Patterson got removed from IT. The write downs on these POS changes were the largest to date in company history. They set a precedent that made future mistakes look acceptable. It changed the company culture… LMS - Learning Management System, one deadline pushed after another. Lots of time and money with little-used results. This one's a doozie… B-dubs TV - nice idea on a limited basis, but way too much effort into something that doesn't add much value… Pay at the table - jeez, what disaster. Take it behind the barn and kill it… Dig into projects around Lee Patterson. He came from Applebee's and pushes for "big boy" systems that eventually contributed to Applebee's downfall. Repeating this at BWLD…He's big on "the next big thing" and has a poor track record of finishing projects that pay off any ROI. Any initiative that has a back-end promise can probably be traced back to suggestions from this guy. "In 3-5 years, this will really pay off...“… Overall, Patterson is a futurist technologist who really doesn't get the bdubs customer, so every initiative tends to miss. The worst part is how much it distracts from the core business. Bottom line - this guy never figured out how to make money. 3/7/17: “Another huge problem is watching individual stores fail due to poor management and low accountability standards from Regional Managers” Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error. 4/20/17: “My Director and my Vice President had zero restaurant experience, yet they were responsible for driving sales and innovation. It was dumbfounding”

Pattern of poor execution 4/20/17: “BWW would roll out programs without a fully prepared game plan, and definitely without an exit strategy. One example of this is the Loyalty (Blazin' Rewards) program. After several years, this program has still not been fully developed…Another example is the BOGO Blitz - every month BWW is now pushing a discounted offer to our guests through digital and social media. Anyone with experience in the restaurant industry can tell you that this is a bad idea. When you offer a monthly discount, you are training your guests to wait until an offer is pushed out before visiting BWW. Additionally, these monthly offers are not communicated timely for our operators to fully staff and execute the program to provide our guest and team members a pleasurable experience.” Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error. 2/22/17: “As an operator of a high-volume BWW location, the amount of operational changes that have taken place these last few years has taken a significant toll on all team members. [It] seems that we are throwing everything at the wall in a panic to see what sticks. The only way to increase revenue is to increase guest experience, tighten four-wall execution, and simplify the processes. Introducing an immense amount of operational changes in such a short period of time leaves everything muddled and gives no room for growth”

“wing-counting” strategy has been executed poorly & harms all constituents 2/20/17: “I previously worked for BW3's as a full-time shift lead…The transition from discrete quantities of chicken wings (8, 12, 18, etc.) to variable-quantity "labels" (snack, small, etc.) has been nothing but a nightmare for everyone involved. Let's dissect this market failure from a few different points of view: The customer --The expectation when walking into a "wing joint" is that you'll be able to order X quantity of wings for X price. The customer's expectation is immediately not met when looking at the menu for the first time. They'll probably question the motives behind the non-standard ordering requirements (maybe consciously, maybe subconsciously), and the solution the customer is offered may not be satisfactory. Also, in my experience, "snack" boneless wing counts were rarely ever in the "9" category, much less so than the "7" category, which seems to favor the company over the customer. Upon hearing the explanation of why the transition was made, the customer will likely be more critical of the quantity of food he/she is receiving, drawing attention away from the other positive things that make BW3's a great place to eat. Bite the bullet and factor the variance into the cost of the wings. The server --Explaining the reasoning behind wing quantities takes time to explain to customers. Most restaurants live or die based on service and ticket times… The kitchen --Counting and weighing wings adds workload to both managers and kitchen staff that could be spent elsewhere. These personnel already have a ton of tasks to juggle and may not have time to get around to (such as filtering the fryers twice a day [pretty unreasonable]). Instead of focusing on the company's bottom line, focus more time making the experience as best as possible for the consumer. There are a slew of other minor inefficiencies, such as making inventory harder to calculate, additional quality control at the expo window, remembering to update the count stickers, on top of the added cognitive load required to remember to count out the wings” Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error.

Deficient corporate strategy has alienated “core customers” 3/8/17: “[W]e have had many issues ranging from food quality, to customer service, to overall convenience. Our biggest issues have been: - Inconsistent food quality (we predominantly order wings, and they come out with too much sauce, or too little sauce, are over-cooked, or under-cooked) - Inconsistent customer service (we have found a handful of servers over the years who have gotten to know us and treat us great, but beyond that, the transient nature of the server position usually winds up disappointing us, resulting in slow/inaccurate service) - The Guest Captain position has always perplexed me as a customer. From my vantage point, the only function the Guest Captain ever performed was hovering in the dining area introducing him/herself as the Guest Captain. When we dined during particularly busy times, it would have made sense for the Guest Captain to step in and assist where necessary, however, they always appeared to fumfer through the dining area aimlessly. Seemed like a very frivolous/wasteful FTE in my opinion. - My 5-year-old daughter always loves the tablets in the restaurants that we frequent. However, at BWW, the tablets always seem to be broken or unavailable, and higher level functionality doesn't seen to exist (i.e., paying your bill, ordering, etc.). We ate at Olive Garden this evening and had a wonderful experience with their tablet. We like Buffalo Wild Wings, and will continue to return. That said, it sure would be nice for the ops management folks to get some of the basic consistency issues ironed out. We have spent thousands of dollars dining and drinking at BWW, and would love to see it evolve from a quality and service point of view.” Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error.

Deficient corporate strategy has alienated “core customers” (Cont’d) Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error. 2/20/17: “My biggest complaint is the price. I was a huge customer for years. That has changed. Now I go to hooters. It seems like your prices raised while the wing sizes got smaller. I don't even know how many wings I will get in a order anymore. Its only a estimate now, I could get 7 maybe I get 10. You even charge for a tiny cup of ranch. I understand you need profit but this is to much for me. Unless it was to change I will not be back. I will just drive straight by it to get to hooters” 1/4/17: “Being a fan of BWW, I stood in line at my neighborhood store to be one of the first 100 people to get free wings for a year (6 wings/week). That was over 6-years ago. Since that time, I have visited BWW less and less and now only visit once every 3-months (maybe). My biggest qualm...the prices. While I would love to meet with my girlfriends or work friends at BWW's, we all have the same response, ‘It's too expensive’…And I have to pay how much for each additional ranch?! At a sports bar, you want to stay for awhile, to watch the full game, but the price of the alcohol and food don't mesh with this kind of atmosphere…In the first three years of the BWW's being open in my town, the staff was very quick, knowledgeable, knew the menu and were very attentive. Yet, this no longer seems to be as high of a priority. In visiting the restaurant in the summer of 2016, while I appreciated the waitress' personality for our table, the lack of priority was evident for others…I would love BWW's to be my restaurant of choice, once again, but until some things make a change for the better, I can't see myself visiting there more often than I do now.” 1/3/17: “Simplify the menu. You used to pretty much sell wings and now the menu is all over the road. Have you ever seen the menu at Cheesecake Factory? Gives me a headache with all the choices… “I have been going to BWW ever since they opened their doors in Dallas and I have seen a decline in enthusiasm with the staff. You don't sell wings. The product is your service. I go for the food of course but more importantly how I'm treated each and every time. There are some locations I will not step foot in again to a poor experience…I have seen too many times where staff is goofing around with their colleagues as opposed to getting a customer more water after consuming blazing wings. Not a pretty sight! Keeping customers happy will keep brining them back even when economic times are tough”

Buffalo wild wings stores are run better when owned by franchisees Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error. 4/13/17: “I am a former BWW franchisee who sold my stores to the BWW [corporation]. I created many of the promotions BWW uses to this day and was awarded all of the BWW franchise awards possible. Immediately after corporate took over the operations, I started to get phone calls from most of my mangers complaining about the ‘forced’ operation procedures which negatively impacted customer satisfaction. They all wanted out. My motto was to count smiles not wet naps. BWW corporate took a much different approach and tried to run the operations like their own stores. This lost all local identity and respect. I had customers call me and say[, ‘]I'll never go back into the stores[’] because the culture had changed their experience”

leadership change is needed to prevent irrevocable damage 4/17/17: “Buffalo Wild Wings senior management is taking the company down a path of no return. They recently "compressed" 50 home office and field employees in an effort to reduce costs and to create a diversion from what is sure to be another disastrous earning call next week. This move was done under the guise of getting "closer to the work". They have yet to be able to articulate how doubling workloads because of the firings gets anyone closer to anything. This management team is blindly following the script of a third party efficiency consultant, with no regard for tenure, value or experience. The moves made last week have weakened the organization, created morale and loyalty issues as well as significantly reducing the level of support that both Franchise and corporate units will receive. Original ideas are foreign to current leadership. All the success achieved in previous years was due to ideas from the field (table service, value engineering of remodels, limited time only menu offerings...). Management initially fought all these initiatives until they ultimately took credit for them. The worst ideas (generated by leadership) which cost the company tens of millions (Guest Experience Business Model, unifying to a single POS when they [knew] that the provider had significant programming issues) continue to plague the organization to this day. The firing of four dozen key employees may have slightly improved the bottom line for one quarter but did nothing to address the real issues still in play: *Lack of menu innovation which has driven customers elsewhere. *Inferior POS support which has cost Franchisees and corporate operators hundreds of thousands of dollars in lost revenue. *No technology innovation in a changing climate where competition is cutting edge. *No plan to effectively market to millennials. This management team must go. BWW is an iconic brand that is beloved by the nation but is in danger of implosion. Please right this rudderless ship!” Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error. 4/13/17: “To improve the performance of BWW, I would clean house and get operators involved in the management. Now you have bean counters and attorneys running the show with lip service about customer care” 4/28/17: “It was obvious from the earnings call that the guest experience is less than ideal. Why are you not calling on Sally Smith to replace the person responsible for that area? When the NRN survey says the guest experience is at the bottom across all categories, the Senior Vice President of Guest Experience is clearly failing. Why does that position even exist? Is that person the "Head Guest Experience Captain? Did they take an idea that works well at high volume stores and force it across the system? Another failed initiative from Lee Patterson. Fire him!”

Employees & franchisees alike support marcato’s strategy recommendations Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error. 2/22/17: “Thank you for your company's recent letter to Buffalo Wild Wings, Inc. highlighting many of the valid, fundamental issues and strategic mistakes which continue to hinder our franchise success and growth. As a current 24 year franchisee of BWW, Inc, I have expressed many of these same highlighted issues to our franchisor, its executive committee, its operators and representatives only to be relegated to the background and advised to "...not be contrary or outspoken". Over recent years our company has seen and realized a marked paradigm shift in our BWW, Inc. franchisor strategies, its methodologies, its greed, its waste, its accountability, and its systematic limitation/ elimination of its franchisees, their available territories and future for growth. It is not just BWLD's stock price that is compromised or limited by the highlighted issues listed in the letter… It is my sincerest hope that BWW, Inc's executive committee, will heed your company's structural and strategic advice responsibly. That many of the issues which hinder BWW, Inc. have been highlighted in your company's letter is much appreciated and long overdue” 12/8/16: “Fresh senior management which has a real interest in franchisees profitability vs. their own stock options. Consistency in the application and enforcement of system standards and other compliance requirements, including remodels. Too many pet and favorite son franchisees getting special treatment: Ansley, Cook, Hutchinson, Ward” 12/8/16: “Franchise operators always seem to produce higher sales per seat/unit at most chain or casual dining restaurants. It is no different at Buffalo Wild Wings. A closer look at Company operations would identify numerous markets that fall far, far short of what franchise operators can (and do) produce in many areas of the country” 12/6/16: “I was VP Franchise Sales with BWW 1997-2008 and awarded many of the current franchise agreements nationally as well as approved franchise sites. One of the reasons I decided to leave early 2008 is the company's continued priority of company store development & their desire to hold future territory for company stores. It was pretty clear during my 10 years at BWW that franchising was the "weak step child" of the brand. Creating a pro franchise format and refranchising company stores will unleash the brand to new heights”

Shareholders are frustrated with the status quo 3/10/17: “Buffalo Wild Wings continues to miss the mark…As a shareholder I feel the leadership has gotten complacent, and aren't focused on the needs of their shareholders, but instead their own greed” 3/9/17: “Owner of 1986 shares. I agree with all your perspectives. I have listened to most of the quarterly calls and it has become more yada yada and nothing improves. One area is at seat ordering and they have never gotten this done right. I just came across an app that could be implemented quickly and cost effectively that is done, not off a tablet that BW3 has to purchase, but off a customers smart phone and is done without a specific BW3 phone app having to be created…BW3 should be a leader in this regard.” 2/20/17: “I have read the reviews on the naples' fl bw3. I am a stock holder. The reviews on yelp and trip advisor are terrible. This is not good…I see that the company wrote off $600,000.00 in the past year on pizza rev. So much for research. I wonder how rtaco is doing?” 2/23/17: “Like you, I believe that BWW's decision to buy back franchised stores was a mistake. I would be interested to find out how this decision was made” 2/20/17: “I own 1800 shares in an IRA. Current management is 'in over its head. Last year the CEO's excuse on CNBC for lame financial performance was that March Madness hadn't produced enough exciting games, but she promised that the upcoming soccer tournament (Copa America, I think) would turn it around, which was nonsense. Appalling Yelp reviews about service indicate poor oversight and quality control” Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error.

Shareholder support for Marcato’s plan for change 12/6/16: “Just go ahead with your plan! Very much appreciated! I can't see why any rational individual could argue against it” 3/8/17: “You guys have come out with some fantastic analyses. Thank you for holding management and the board accountable!” 12/15/16: “Marcato Capital Mgmt, I'm a long term shareholder of BWLD since April 2005; and I greatly appreciate all efforts to increase shareholder value” Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error.

support for marcato’s director nominees Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error. 3/30/17: “Lee [Sanders] joined the BWW executive team in 2001 as SVP Development & I reported to Lee. His creativity and leadership company-wide were, in my opinion, key factors in the amazing franchise & company restaurant expansion we experienced through those "go-go' years… His innovative franchise sales incentives & site modeling knowledge were built into the BWW FDD with great success. We attracted quality restaurant operators nationally to carry the brand forward. Without Lee's leadership & common sense approach BWW would not be the successful brand that we all love today” 3/30/17: “As an owner operator of 250 restaurants across the USA, I feel very fortunate that I was able to work with Lee Sanders…He always provided our company with great insight, expert advice on how to implement a very fast paced development plan, and kept us focused on the importance of building the brand the right way. As a result of his outstanding leadership, keen business insight, and total in-depth knowledge of the franchise business model, we eventually built 41 successful Buffalo Wild Wings units. We always had the utmost confidence in Lee's ability to lead the Buffalo Wild Wings development to new heights of success” 3/31/17: “I had the privilege to work with Lee Sanders during my time as a Director at Buffalo Wild Wings… Lee is a consummate professional and talented leader. He is extremely well respected within the restaurant and franchise industries for his strong leadership and ability to build lasting relationships. These skills are especially apparent when working with franchisees. While he is unafraid to make difficult decisions that he believes are best for the long term viability of an organization, he actively seeks to collaborate to determine the best course of action. I experienced this leadership firsthand, as he chartered the course to quickly and successfully grow Buffalo Wild Wings from a regional brand into a well respected national restaurant brand that was highly desired by landlords and municipalities. Always willing to also take calculated risks, Lee provided the vision to keep the concept fresh and profitable. He also provided the structural framework to ensure success”

support for marcato’s director nominees (cont’d) Source:Inbound communications submitted via email and through www.WinningAtWildWings.com. Note:Quotes shown as submitted and are not edited for spelling, syntax, or grammatical error. 4/13/17: “I see Lee Sanders might get on the board and I would highly endorse Lee. He came in when I had already opened some restaurants and made a significant improvement on getting the franchisees perspective in front of his bosses. He is a no non-sense guy who understands what drives the business” 3/8/17: “Thanks Mick, You are bold man orchestrating a brilliant maneuver. I am very grateful for your leadership at this time for BWLD…You couldn't have chosen better Board members in Scott Bergren & Lee Sanders…Your Team & ideas are brilliant. For that, I thank you! I have several ideas regarding the capitalization of this company, far different from the humble ideas of current management of 1.5X Debt/EBITDA & buybacks. The ABS debt market would be a better home to return capital” 3/30/17: “As a former Director, Sr Director and VP in a variety of franchising and operational roles at BWW, I worked with and for Lee...[He is:] Trusted and Respected by franchisees as fair, honest, impartial and firm when necessary. Sometimes he had to make the tough and unpopular decisions that were best for the business…in the end, it was clear the right decision had been made. He also always looked out for the benefit of the system. He is an acknowledged content expert in the company for franchising and restaurant strategies. The strategist who was the critical driver of the massive growth of the chain from a 100 units to 500+. Lee had a vision of how to grow that brand. I arrived at 117 locations and departed at 599. From 1982 - 2001, no one else was able to plan for and execute that growth. Acknowledged in the casual dining industry as an operators' operator” 3/2/17: “Lee Sanders - there's a guy who knows how to make money. Great choice! If you get one director on the board, push for Lee Sanders”