Filing Details

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

SCHEDULE 13D

 

(Rule 13d-101)

Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed Pursuant to § 240.13d-2(a)

 

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

Build-A-Bear Workshop, Inc.

(Name of Issuer)

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

120076104

(CUSIP Number)

 

Avram Glazer

777 South Flagler Drive

Suite 800, West Tower

West Palm Beach, Florida 33401

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

March 11, 2021

(Date of Event which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

CUSIP No. 120076104

13D

Page 1 of 6 Pages

 

1	NAMES OF REPORTING PERSONS   Avram Glazer Irrevocable Exempt Trust
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) ¨
		(b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION   Nevada

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER   0
	8	SHARED VOTING POWER   663,491
	9	SOLE DISPOSITIVE POWER   0
	10	SHARED DISPOSITIVE POWER   663,491

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   663,491
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES                     ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   4.16%(1)
14	TYPE OF REPORTING PERSON   OO

 

(1)

Based on 15,960,262 shares of Common Stock of the Issuer outstanding as of December 7, 2020, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on December 10, 2020.

 

 

CUSIP No. 120076104

13D

Page 2 of 6 Pages

 

1	NAMES OF REPORTING PERSONS   Avram Glazer
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) ¨
		(b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION   United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER   0
	8	SHARED VOTING POWER   663,491
	9	SOLE DISPOSITIVE POWER   0
	10	SHARED DISPOSITIVE POWER   663,491

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   663,491
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES                     ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   4.16% (2)
14	TYPE OF REPORTING PERSON   IN

 

(2)

Based on 15,960,262 shares of Common Stock of the Issuer outstanding as of December 7, 2020, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on December 10, 2020.

 

 

CUSIP No. 120076104

13D

Page 3 of 6 Pages

 

Explanatory Note

 

This Amendment No. 1 to Schedule 13D (“Amendment No. 1”) amends and supplements the Statement on Schedule 13D filed with the United States Securities and Exchange Commission on May 18, 2020, as previously amended (the “Statement”), relating to common stock, $0.01 par value per share (the “Common Stock”), of Build-A-Bear Workshop, Inc., a Delaware corporation (the “Issuer”). Capitalized terms used herein without definition shall have the meaning set forth in the Statement.

 

ITEM 2.

Identity and Background.

 

This statement is being filed by the following persons (each a “Reporting Person” and collectively, the “Reporting Persons”):

 

1)

Avram Glazer Irrevocable Exempt Trust (the “Trust”); and

 

2)

Avram Glazer (the “Trustee”).

 

The Trust is organized in the State of Nevada. The Trustee is a citizen of the United States of America and is the trustee of the Trust. The business address for each of the Reporting Persons is 777 South Flagler Drive, Suite 800, West Tower, West Palm Beach, Florida 33401.

 

The present principal occupation of the Trustee is Executive Co-Chairman and Director of Manchester United plc, a professional sports club.

 

During the last five years, none of the Reporting Persons (i) has been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

ITEM 4.

Purpose of Transaction.

 

Item 4 is hereby amended to add the following:

 

The Amendment No. 1 filing is being made to report that, as of March 11, 2021, none of the Reporting Persons beneficially own more than 5% of the Common Stock.

 

ITEM 5.

Interest in Securities of the Issuer.

 

(a) – (b)

 

The following sets forth, as of the date of this Statement, the aggregate number and percentage of Common Stock shares beneficially owned by each of the Reporting Persons, as well as the number of Common Stock shares as to which each Reporting Person has the sole power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition of, based on 15,960,262 Common Stock outstanding as of December 7, 2020.

 

 

CUSIP No. 120076104

13D

Page 4 of 6 Pages

 

Reporting Person		Amount beneficially owned				Percent of class				Sole power to vote or direct the vote				Shared power to vote or to direct the vote				Sole power to dispose or to direct the disposition of				Shared power to dispose or to direct the disposition of
Avram Glazer Irrevocable Exempt Trust			663,491				4.16	%			0				663,491				0				663,491
Avram Glazer			663,491				4.16	%			0				663,491				0				663,491

 

The Trust is the record holder of 663,491 Common Stock. The Trustee is the trustee of the Trust, and in such capacity may be deemed to beneficially own the shares held of record by the Trust.

 

(c)        The transactions in the Common Stock by the Reporting Persons during the past sixty days are set forth in Schedule A and are incorporated herein by reference.

 

(d)        None.

 

(e)        Not applicable.

 

Item 7.

Materials to be Filed as Exhibits.

 

Exhibit Number		Description
1		Joint Filing Agreement by and between Avram Glazer Irrevocable Exempt Trust and Avram Glazer, dated as of March 15, 2021.

 

 

CUSIP No. 120076104

13D

Page 5 of 6 Pages

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date:

March 15, 2021

 

	Avram Glazer Irrevocable Exempt Trust
	By:	/s/ Avram Glazer

	Name:	Avram Glazer
	Title:	Trustee
	Avram Glazer
		/s/ Avram Glazer
	Name:	Avram Glazer

 

 

CUSIP No. 120076104

13D

Page 6 of 6 Pages

 

Schedule A

 

Transactions in the Common Stock of the Issuer by Reporting Persons During the Past 60 Days

 

Reporting Person		Date of Transaction		Number of Shares Sold				Price Per Share1
Avram Glazer Irrevocable Exempt Trust		1/29/2021			8,416			$	6.18
Avram Glazer Irrevocable Exempt Trust		3/11/2021			350,000			$	8.09

 

¹ Excluding any brokerage commissions.