What changed in this filing

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Item 1. Business

2026-04-16 compared with 2025-04-17 · 72 added, 54 removed, 88 unchanged (59% of the section changed)

Build-A-Bear Workshop, Inc., a Delaware corporation, was formed in 1997 as a mall-based, experiential specialty retailer for children.

Build-A-Bear has evolved to become a beloved multi-generational brand focused on its mission to “add a little more heart to life” where guests of all ages make their own “furry friends” in celebration and commemoration of life moments.

Guests create their own stuffed animals by participating in the stuffing, dressing, accessorizing, and naming of their own teddy bears and other plush toys based on the Company’s own intellectual property and in conjunction with a variety of best-in-class licenses.

The hands-on and interactive nature of our nearly 600 company-owned, partner-operated and franchise experience locations around the world, combined with Build-A-Bear’s pop-culture appeal, often fosters a lasting and emotional brand connection with consumers, and has enabled the Company to expand beyond its retail stores to include e-commerce sales on www.buildabear.com, third-party-operated stores, and non-plush branded consumer categories via out-bound licensing agreements with leading manufacturers, as well as the creation of engaging content via Build-A-Bear Entertainment (a subsidiary of Build-A-Bear Workshop, Inc.).

Over the last 27 years, Build-A-Bear has become a brand with high consumer awareness, positive affinity, and strong retail influence by leveraging our brand strength to expand our brick-and-mortar retail footprint through a range of store sizes, formats, and locations, including tourist destinations.

In addition to growing our corporately-managed store footprint, we are also growing through third-party-operated and franchised stores, particularly for our international expansion.

Our ongoing digital transformation, which touches our e-commerce business, consumer loyalty program, and digital marketing and content, has led to omnichannel growth over the past several years.

Build-A-Bear's pop-culture appeal has played a key role in expanding our total addressable market beyond children by adding teens and adults with entertainment and sports licensing, collectible and gifting offerings, as well as by introducing new products and adding categories beyond plush.

We primarily operate through a vertical retail channel with corporately-managed, partner-operated, and franchise locations that feature a unique combination of experience and product in which guests can “make their own stuffed animals.” We also operate buildabear.com that serves as an information and communications tool to plan a store visit as well as an e-commerce.

that focuses on gift-giving, collectible merchandise, and licensed products that appeal to consumers that have an affinity for characters from a range of entertainment, sports, art, and gaming properties.

Our retail stores also act as mini distribution centers that provide efficient omnichannel support for our growing digital demand.

The primary consumer target for our brick-and-mortar locations is families with children, while our e-commerce sites focus on collectors and gift givers that are primarily tweens, teens, and adults.

Additionally, we offer products in non-plush consumer categories via outbound licensing agreements with leading manufacturers.

Our strategy includes leveraging our brand strength to continue to evolve our brick-and-mortar retail footprint with a versatile range of formats and locations, including tourist destinations, expand into international markets primarily via our partner-operated and franchise store models, and grow our e-commerce business.

By leveraging our brand strength and owned intellectual properties through the creation of engaging short-form and long-form content for kids and adults, we endeavor to develop a circle of continuous engagement to increase purchase occasions and to continue to broaden the consumer base beyond children by adding tweens, teens and adults with entertainment and sports licensing, plus collectible and gifting offerings.

As of February 1, 2025, the Company had 589 global locations through a combination of its corporately-managed, partner-operated, and international-franchise models.

This reflects 368 corporately-managed locations, including 328 stores in the United States (“U.S.”) and Canada and 40 stores in the United Kingdom (“U.K.”) and the Republic of Ireland, 138 partner-operated locations operated through our "third-party retail" model in which we sell our products on a wholesale basis to other companies that then, in turn, execute our retail experience, and 83 franchised stores operating internationally, all under the Build-A-Bear Workshop brand.

In addition to these stores, we sell products on our company-owned e-commerce sites and third-party marketplace sites, our franchisees sell products through sites that they manage as well as other third-party marketplace sites and other parties sell products on their sites under wholesale agreements.

For the 2024 fiscal year, the Company had a net new unit growth of 64 experience locations, comprised of nine corporately managed locations, 46 partner-operated locations, and nine international franchise locations.

Build‑A‑Bear has evolved to become a leading global "retailtainment" brand on a mission to add a little more heart to life.

At Build-A-Bear, guests are invited to create personalized furry friends through a unique stuffing, dressing, accessorizing and naming process, accentuated by a memorable Heart Ceremony that creates moments of connection for people of all ages.

Over the years, Build‑A‑Bear has grown into a multi‑generational phenomenon, positioned at the intersection of pop‑culture trends.

Beyond its signature retail experience, our brand also offers pre‑stuffed plush, gifting, partnerships with best‑in‑class licensed and collectible characters, and original storytelling through Build‑A‑Bear Entertainment, LLC.

Build‑A‑Bear’s current brand platform and message, “The Stuff You Love,” crosses ages and cultures while celebrating nearly 30 years of helping people mark life’s meaningful moments.

The Build-A-Bear brand has high consumer awareness and positive affinity, and we leverage our brand strength to expand the footprint of our retail experience locations through a range of store sizes, formats, and locations, including tourist destinations.

In addition to growing our corporately-managed store footprint, we are also growing through partner-operated and franchise locations, particularly for our international expansion.

Our ongoing digital transformation, which touches our e-commerce business, consumer loyalty program, and digital content, has led to omnichannel growth over the past several years.

Build-A-Bear's pop-culture appeal plays a key role in expanding our total addressable market beyond children to teens and adults with sports licensing, collectible and gifting offerings, as well as to categories beyond plush.

As of January 31, 2026, the Company had 662 global locations through a combination of its corporately-managed, partner-operated, and franchise models.

This reflects 375 corporately-managed locations, including 333 stores in the United States (“U.S.”) and Canada and 42 stores in the United Kingdom (“U.K.”) and the Republic of Ireland, 178 partner-operated locations in which we sell our products on a wholesale basis to other companies that then, in turn, execute our retail experience, and 109 franchise locations operating internationally, all under the Build-A-Bear Workshop brand.

Additionally, other parties sell our products on their sites under wholesale agreements.

For the 2025 fiscal year, the Company had net new unit growth of 64 experience locations, comprised of seven corporately managed locations, 40 partner-operated locations, and 17 international franchise locations.

Segments and Geographic Areas

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Build-A-Bear Workshop offers interactive entertainment experiences via both physical and digital engagement, targeting a range of consumer segments and purchasing occasions through digitally-driven, diversified omnichannel capabilities.

We operate a vertical retail channel with experience locations that feature a unique combination of interactivity and product in which guests can “make their own stuffed animals” by participating in the stuffing, dressing, accessorizing and naming of their own teddy bears and other stuffed animals along with the now-famous "Heart Ceremony" that helps to make the experience memorable by bringing the furry friend to "life." We also operate e-commerce sites that focus on gift-giving, collectible merchandise and licensed products that appeal to consumers that have an affinity for characters from a range of entertainment, sports, art, and gaming properties.

Our engaging digital purchasing experiences include our online “Bear-Builder”, an age-gated adult-focused “Bear Cave” microsite.

We operate a vertical retail channel with corporately-operated experience locations that feature a unique combination of interactivity and product in which guests can “make their own” furry friends by participating in the stuffing, dressing, accessorizing and naming of their own teddy bears and other stuffed animals along with the now-famous Heart Ceremony that helps to make the experience memorable by bringing the furry friend to "life." Our retail footprint also comprises both domestic and international partner-operated and franchise locations that extend our unique combination of experience and product beyond our corporately-operated locations.

We also operate buildabear.com that serves as an information and communications tool to plan a store visit as well as an e-commerce platform that focuses on gift-giving, collectible merchandise and licensed products that appeal to consumers that have an affinity for characters from a range of entertainment, sports, art, and gaming properties.

Our engaging digital purchasing experiences include our online “Bear-Builder” and an age-gated adult-focused “Bear Cave” microsite.

Our retail stores also act as “mini distribution centers” that provide efficient omnichannel support for our digital demand.

The primary consumer target for our retail stores is families with children while our e-commerce sites focus on collectors and gift givers that are primarily tweens, teens and adults.

While the primary consumer target for our retail stores is families with children, our e-commerce sites focus on collectors and gift givers that are primarily tweens, teens and adults.

We have also extended our business model by leveraging our brand strength and owned intellectual properties through the creation of engaging content for kids and adults while also offering products at wholesale and in non-plush consumer categories via outbound licensing agreements with leading manufacturers.

We seek to provide outstanding guest service and experiences across all channels and touch points including our retail locations, our e-commerce sites, our mobile sites and apps as well as traditional, digital, and social media.

We seek to provide outstanding guest experiences across all channels and touch points including our retail locations, our e-commerce sites, our mobile sites and apps as well as traditional, digital, and social media.

We believe the hands-on and interactive nature of our experience locations, our personal service model and engaging digital shopping experiences result in guests forming an emotional connection with our brand which has multi-generational appeal that captures today’s zeitgeist including desire for engaging experiences, personalization and “DIY” while being recognized as trusted, giving, and a part of pop culture.

We believe there are opportunities to extend the reach and size of our diverse consumer segments through expanded products and licensing relationships, evolved experiences, and incremental occasions, partnerships, and marketing activities.

We believe we can further develop our business by creating a continuous circle of engagement with expanded programs including outbound branded licensing and entertainment that drives retail performance and leverages our brand equity which may in turn positively impact other channels of distribution.

Operating Strategies

We believe that the initiatives and investments that were put in place prior to the pandemic, and in many cases, we accelerated during the pandemic, are driving improved results, as we delivered growth in total revenues and profit in fiscal 2022, 2023 and 2024.

To continue to drive revenue and profit growth, we remain focused on our strategic priorities, which are centered primarily on three key areas:

The global expansion of our unique experience locations.

D uring fiscal 2024, we opened a net 64 Build-A-Bear Workshop retail experience locations, through a combination of corporately-managed, third-party operated, and franchise business models.

In fiscal 2025, we expect net new unit growth of at least 50 locations in North America and internationally through our three store business models.

We have made a concerted effort to shift to non-traditional locations, including family-centric tourist and hospitality sites, as well as asset-light partner-operated and franchise locations, and now have more than a third of total stores in non-traditional settings.

While tourist sites have been and will remain a critical part of our location expansion strategy, recent research data supports our opportunity to reengage in profitable expansion in traditional locations on a more localized level, particularly given the numerous and flexible corporate store models we have developed in the past few years.

Accelerate our multi-year comprehensive digital transformation across the entire company.

In addition to systems upgrades and e-commerce evolution, we have been enhancing o ur marketing and loyalty programs as well as creating digital content and entertainment initiatives to increase consumer engagement.

Our digital transformation is also designed to elevate our business efficiency, integrate our consumer communications to acquire new guests and increase purchase occasions while expanding our total addressable market beyond our core kid base and to acquire tween, teen and adults with new offerings including gifting, personalization and licensed options.

In September 2024, we created a new position of Chief Revenue Officer to further align our operating structure with our digital strategy.

Drive profitable growth through investment initiatives while maintaining a commitment to return capital to shareholders .

As corporate store operating margins have remained robust from higher levels of revenue combined with disciplined expense management, particularly considering recent inflationary pressures, wage increases and supply chain challenges, and as we continue to evolve our real estate portfolio with new locations and formats, plus shift to asset-light business models, the company’s cash flows have meaningfully improved.

This higher-level of cash flows has been used to increase support for key initiatives to deliver long-term profitable growth, while also returning capital to shareholders through dividends and share repurchases.

Our operating strategies have enabled us to build a strong foundation while continuing to invest in the brand’s iconic status, diversifying and growing the business by reaching more consumers, in more places, with more products, for more occasions.

Upon that foundation, we have evolved to focus on scaling our company through a four-pillar strategic framework, supported by four platform areas.

These four pillars are intended to leverage the strength of the brand to drive incremental revenue, with pillars one and two continuing to activate proven strategies, with an expectation that they will help fund the expansion into the newer revenue streams represented by pillars three and four.

These four pillars are as follows:

Pillar One is Organic Growth.

While we expect to add new and faster-growing revenue streams over time, we must also continue to drive our core business.

We plan to do this by optimizing our omnichannel model via deeper integration, greater visibility, and more meaningful engagement with guests to improve lifetime value.

Our physical experience locations remain critical in building the strength of the Build-A-Bear brand with our core kid consumer.

At the same time, our e-commerce business remains our single largest store, serving as a key information destination and a highly complementary channel that extends our reach beyond the core by over-indexing with teen and adult gifting and collectible consumers.

Pillar Two is Location Expansion.

We expect to continue growing our experiential location footprint across all three retail business models, including corporately operated, partner-operated, and franchise, with a particular focus on international growth through our asset-light partner-operated approach.

We expect to continue opening across global locations, in a broad range of formats, from smaller shop-in-shops to larger, tourist-destination locations.

Pillar Three is Wholesale and Outbound Brand Licensing .

We are enhancing our capabilities, from systems to sourcing to replenishment, to be able to seamlessly sell branded pre-stuffed products based on a variety of form factors, to traditional wholesale customers beyond our experience locations.

This effort is not only designed to drive incremental revenue but also to extend the brand presence to tens of thousands of new points of sale.

We also intend to leverage our nearly 30 years of multi-generational brand equity to access substantial whitespace and enter adjacent non-plush categories through outbound licensing relationships, again, to bring Build-A-Bear-branded items to more places.

Importantly, we view these additional spaces as complementary to our Workshops, with the intention of ultimately serving as a mechanism for awareness and trial, driving more traffic to our stores for the full Build-A-Bear experience.

Pillar Four is Gifting and Personalization .

This pillar is designed to gain more share of the growing multi-billion-dollar gifting and personalization markets.

Build-A-Bear offers beloved gifts that creates memories for both the gift-giver and recipient across multiple age groups and occasions.

With over one-third of our revenue currently driven by birthdays, we have already proven that the brand is associated with gifting occasions but believe there is a robust opportunity to expand into gifts for more of life’s special moments, with our powerful brand and personalization options serving as an important competitive point of difference.

These four pillars are enabled by our continued focus on four platform areas that span each of the pillars and support their continued growth.

The four platforms are as follows:

Platform One is Enhance Brand.

Building our brand is core to our long-term growth, as it is the cornerstone of our ability to bring the unique and memorable Build-A-Bear experience to more guests around the world.

We leverage innovative, brand-aligned marketing strategies to reach and engage our guests to enhance their affinity with and trust of Build-A-Bear.

Platform Two is Leverage Content.

We drive elevated consumer engagement with Build-A-Bear through the strategic integration of product and experience across several different content strategies, including:

stories that we tell through the launches of seasonal collections;

owned Intellectual Property that can evolve from a screen-based character into plush;

and partnerships with licensed brands for whom we can create unique “make-your-own” plush interpretations of their beloved characters.

Platform Three is Evolve Technology.

We strategically evolve our technological infrastructure as needed to support our future growth and make data-driven decisions that allow us to scale more effectively.

Platform Four is Elevate Organization.

We elevate our workforce to support the capabilities required for growth both through the development of current talent and the strategic addition of new team members to our organization.

Merchandise Sourcing and Inventory Management

Our stores and e-commerce sites offer an extensive and coordinated selection of merchandise, including a wide range of different styles of plush products to be stuffed, pre-stuffed plush products, sounds and scents that can be added to the stuffed animals and a broad variety of clothing, shoes and accessories, as well as other brand appropriate toy and novelty items including family sleepwear, sourced from multiple vendors primarily in Vietnam and China.

Our stores and e-commerce sites offer an extensive and coordinated selection of merchandise, including a wide range of different styles of plush products to be stuffed, pre-stuffed plush products, sounds and scents that can be added to the stuffed animals and a broad variety of clothing, shoes and accessories, as well as other brand appropriate toy and novelty items, sourced from multiple vendors primarily in China and Vietnam.

Our plush products and clothing are produced from high quality, man-made materials or natural fibers, and the stuffing is made of a high-grade polyester fiber.

We believe we comply with governmental safety requirements specific to each product category and country where there are Build-A-Bear Workshop locations.

We are committed to complying with governmental safety requirements specific to each product category and country where there are Build-A-Bear Workshop locations.

Specifically, we believe all of the toy products sold in our stores and through our e-commerce sites meet Consumer Product Safety Commission (CPSC) requirements including the Consumer Product Safety Improvement Act (CPSIA) for children’s products.

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Our relationships with our vendors generally are on a purchase order basis without contractual obligation to provide adequate supply or acceptable pricing on a long-term basis .

As of February 1, 2025, our inventory balance was $69.8 million, an increase of $6.3 million compared to February 3, 2024.

The Company accelerated inventory purchases in the second half of fiscal 2024 in anticipation of the uncertainty in cost due to potential tariffs.

As of January 31, 2026, our inventory balance was $82.2 million, an increase of $12.4 million compared to February 1, 2025 driven by higher tariffs and inventory levels required to support expected increased sales activity.

We are comfortable with the composition and level of our inventory.

Distribution and Logistics

We own a 350,000 square-foot distribution center in Groveport, Ohio (near Columbus), that serves the majority of our stores in the U.S.

We own a 350,000 square-foot distribution center in Groveport, Ohio (near Columbus), that services the majority of our stores in the U.S.

We also contract with a third-party warehouse in southern California to service our West Coast stores.

The contract has a one-year term and is renewable.

In Europe, we contract with a third-party distribution center in Selby, England under an agreement guaranteed through January 2026 , and continuing on if neither party terminates the agreement, to fulfill our store and e-commerce fulfillment needs.

In Europe, we contract with a third-party distribution center in Selby, England under an agreement guaranteed through January 2026, which is currently continuing because neither party has terminated the agreement, to fulfill our store and e-commerce fulfillment needs.

This agreement contains clauses that allow for termination if certain performance criteria are not met.

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Human Capital Management

As of February 1, 2025, we had approximately 1,000 full-time and 4,100 part-time employees in the U.S., Canada, the UK, and the Republic of Ireland.

As of Januar y 31, 2026 , we had approximately 1,200 full-time and 4,300 part-time employees in the U.S., Canada, China, the UK, and the Republic of Ireland.

The number of part-time employees at all locations fluctuates depending on our seasonal needs.

None of our employees are represented by a labor union, and we believe our relationship with our employees is good.

We believe our relationship with our employees is positive.

Recently, unions have attempted to organize our employees at a small number of corporately-managed stores in the U.S.

with employees at one location voting to unionize in December 2025.

Our mission statement is to "add a little more heart to life." This tenet guides both the experience that we provide our guests and the way we treat our fellow associates, vendors and partners.

Every day, we work to create a unique and fun environment that values and promotes teamwork and individual contributions.

Our goals include looking for possibilities, not obstacles, to help us strive for breakthrough results.

In accordance with our company values, our culture goals include collaboration, fostering a learning culture, and looking for new possibilities to help us strive for breakthrough results.

Employee Engagement

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We ensure the right fit by providing each of our managers access to digital surveys completed by candidates, as well as interview guides to ensure rigorous interviews are completed.

Refence checks and psychological tests are also utilized to help ensure that candidates values align with our mission and vision.

Reference checks and psychological tests are also utilized to help ensure that candidates values align with our mission and vision.

Once hired, our field talent development strategy focuses on the entire employee lifecycle.

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Compensation Philosophy, Benefits, and Wellness

Our approach to compensation focuses on consistency and fairness across our offices, distribution centers, and stores world-wide.

Our approach to compensation focuses on consistency, performance, and fairness across our offices, distribution centers, and stores world-wide.

We have conducted compensation risk assessments to evaluate our pay practices and policies to help identify if there are high-risk compensation plans and assist us in better understanding which plans may pose moderate risks.

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We achieve this with our comprehensive health coverage and other important employee benefits including paid time off, savings and retirement benefits, and life and disability insurance.

We also provide an online corporate perquisites program, a scholarship program, as well as employee assistance programs, most notably the Beverly Fund, created to honor one of our associates who lost their battle with cancer.

We also provide an online corporate perquisites program, a scholarship program, as well as employee assistance programs, most notably the Beverly Fund, administered through Build-A-Bear Foundation, which was created to honor one of our associates who lost their battle with cancer.

Philanthropy and Social Impact

The act of giving – providing support and caring for one another – is one of our core values and has been a pillar of our brand throughout our history.

Our giving program comes to life through the work of the Build-A-Bear Foundation and the generous acts of our associates and guests.

Our giving program comes to life through the work of Build-A-Bear Foundation and the generous acts of our associates and guests.

Founded in 2004, the Build-A-Bear Foundation is the charitable arm of our Company.

Its mission is to add a little more to life by sharing hugs, inspiring creativity, and supporting those in need.

We partner with many organizations to share books, bears and amazing experiences across the globe.

Our giving strategy is driven by three impactful programs:

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We are aware of several small companies that operate “make your own” teddy bear and stuffed animal stores or kiosks in retail locations, but we believe none of those companies offer the breadth of assortment nor depth of experience or operate as a national or international retail company.

Since our signature products, teddy bears and other stuffed animals, are included in the toy category, we compete indirectly with a number of companies that sell plush products or premium children’s toys, including, but not limited to, Ty, Mattel, Hasbro, and Lego.

We also compete with toy retailers including online and mass merchandisers such as Amazon, Walmart, and Target.

We also compete with toy retailers including online and mass merchandisers such as Amazon and Target.

Additionally, because approximately one-third of our business is associated with birthdays and/or parties and as our gift-giving and affinity business has grown, our competition has also expanded to include gift-giving and collectibles businesses as well as companies that compete for family leisure time and entertainment dollars such as movie theaters, amusement parks, arcades, and party venues.

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These relationships for specific products are generally reflected in contractual arrangements for limited terms that are terminable by either party upon specified notice.

Specificall y, we have key strategic relationships with select companies in which we feature their brands on products sold in our stores, including Disney®, NBCUniversal, Lucasfilm, Warner Bros., Pokémon, ViacomCBS, Nintendo, Sanrio, and major professional sports leagues along with other culturally relevant brands.

Specificall y, we have key strategic relationships with select companies in which we feature their brands on products sold in our stores, including Sanrio, Disney, BBC, Pokémon, NBCUniversal, Warner Bros., Lucasfilm, ViacomCBS, Nintendo and major professional sports leagues along with other culturally relevant brands.

Availability of Information

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business