SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Klocke Tina
(Last) (First) (Middle)
C/O BUILD-A-BEAR WORKSHOP, INC.
1954 INNERBELT BUSINESS CENTER DR.
(Street)
ST. LOUIS MO 63114
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BUILD A BEAR WORKSHOP INC [ BBW ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Oper. Bear
3. Date of Earliest Transaction (Month/Day/Year)
02/24/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/24/2015 M 8,600 A $5.11 174,116 D
Common Stock 02/24/2015 S 8,600(1) D $20.09(2) 165,516 D
Common Stock 02/25/2015 M 28,108 A $5.11 193,624 D
Common Stock 02/25/2015 M 29,872 A $6.59 223,496 D
Common Stock 02/25/2015 M 11,535 A $6.21 235,031 D
Common Stock 02/25/2015 S 69,515(1) D $20.14(3) 165,516(4) D
Common Stock 100 I Trust - Son James
Common Stock 100 I Trust - Son Michael
Common Stock 300 I Spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $5.11 02/24/2015 M 8,600 (5) 03/17/2019(5) Common Stock 8,600 $0 28,108 D
Employee Stock Option (Right to Buy) $5.11 02/25/2015 M 28,108 (5) 03/17/2019(5) Common Stock 28,108 $0 0 D
Employee Stock Option (Right to Buy) $6.59 02/25/2015 M 29,872 (6) 03/23/2020(6) Common Stock 29,872 $0 0 D
Employee Stock Option (Right to Buy) $6.21 02/25/2015 M 11,535 (7) 03/22/2021(7) Common Stock 11,535 $0 3,845 D
Explanation of Responses:
1. Shares sold as part of cashless exercises of employee stock options.
2. The reporting price is the weighted average sale price per share for 12 transactions in which the sale prices range from $20.00 to $20.37 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate sale price upon request of the Securities and Exchange Commission staff, the issuer or any security holder of the issuer.
3. The reporting price is the weighted average sale price per share for 53 transactions in which the sale prices range from $20.00 to $20.53 per share. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate sale price upon request of the Securities and Exchange Commission staff, the issuer or any security holder of the issuer.
4. After giving effect to the transactions reported in this Form 4, Ms. Klocke directly owns 127,500 shares of common stock and 38,016 shares of restricted stock of Build-A-Bear Workshop, Inc. In addition, Ms. Klocke holds vested options to purchase 6,500 shares and unvested options to purchase 17,987 shares of Build-A-Bear Workshop, Inc.'s common stock. In addition, Ms. Klocke indirectly beneficially owns 200 shares through trusts for the benefit of two sons and 300 shares through her spouse.
5. Under the terms of the grant, the options vested in four equal annual installments beginning on March 17, 2010, which was the first anniversary of the date of the grant.
6. Under the terms of the grant, the options vested in four equal annual installments beginning on March 23, 2011, which was the first anniversary of the date of the grant.
7. Under the terms of the grant, the options vested in four equal annual installments beginning on March 22, 2012, which was the first anniversary of the date of the grant.
Remarks:
/s/ Tina Klocke 02/26/2015
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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