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Winmark Corporation
as of 10-12-2026 4:00pm EST
Winmark Corp is a franchisor of value-oriented retail store concepts that buy, sell, and trade gently used merchandise. The company has one reportable segment, including Franchising, and one non-reportable segment, Leasing. The franchising segment franchises value-oriented retail stores that buy, sell, trade, and consign merchandise as well as provide strategic consulting services relating to franchising. The leasing segment includes the middle-market equipment leasing business and small-ticket financing business. It generates a majority of its revenue from the Franchising segment.
| Founded: | 1988 | Country: | United States |
| Employees: | N/A | City: | MINNEAPOLIS |
| Market Cap: | 1.1B | IPO Year: | 2006 |
| Target Price: | N/A | AVG Volume (30 days): | 86.0K |
| Analyst Decision: | N/A | Number of Analysts: | N/A |
| Dividend Yield: | Dividend Payout Frequency: | quarterly | |
| EPS: | 5.31 | EPS Growth: | 3.76 |
| 52 Week Low/High: | $280.05 - $488.83 | Next Earning Date: | 10-23-2026 |
| Revenue: | $86,055,700 | Revenue Growth: | 5.86% |
| Revenue Growth (this year): | 3.38% | Revenue Growth (next year): | 6.25% |
| P/E Ratio: | 54.78 | Index: | N/A |
| Free Cash Flow: | 44.7M | FCF Growth: | -3.02% |
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Earnings Transcripts
SEC 8-K filings with transcript text
2026 Q2 Q2 2026 Earnings
8-K BUY Jul 15, 2026 · 100% conf.
Q2 2026 Earnings
8-K BUYJul 15, 2026 · 100% conf.
1D
+1.92%
$384.01
Act: +3.24%
5D
+3.40%
$389.57
Act: -6.58%
20D
+7.23%
$403.98
EX-99.1
2 wina-20260715xex99d1.htm
EX-99.1
2020 2nd Qtr Results (00022559).DOCX
Exhibit 99.1
Contact:Anthony D. Ishaug
763/520-8500
FOR IMMEDIATE RELEASE
WINMARK CORPORATION ANNOUNCES
SECOND QUARTER RESULTS
Minneapolis, MN (July 15, 2026) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended June 27, 2026 of $10,394,800 or $2.81 per share diluted compared to net income of $10,601,200 or $2.89 per share diluted in 2025. For the six months ended June 27, 2026, net income was $19,649,600 or $5.31 per share diluted compared to net income of $20,557,600 or $5.60 per share diluted for the same period last year. 2025 year-to-date results included $2.2 million of leasing income from the settlement of customer litigation.
“Winmark has continued to make investments in advance of the Plato’s Closet North American Ad Fund launch and in support of technology and innovation initiatives across our network,” noted Brett D. Heffes, Chair and Chief Executive Officer
Winmark - the Resale Company®, is a nationally recognized franchisor focused on sustainability and small business formation. We champion and guide entrepreneurs interested in operating one of our award winning resale franchises: Plato’s Closet®, Once Upon A Child®, Play It Again Sports®, Style Encore® and Music Go Round®. At June 27, 2026, there were 1,389 franchises in operation and over 2,800 available territories. An additional 87 franchises have been awarded but are not open.
This press release contains forward-looking statements within the meaning of the safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), relating to future events or the future financial performance of the Company. Such forward-looking statements are only predictions or statements of intention subject to risks and uncertainties and actual events or results could differ materially from those anticipated. Because actual result may differ, shareholders and prospective investors are cautioned not to place undue reliance on such forward-looking statements.
WINMARK CORPORATION
CONDENSED BALANCE SHEETS
(Unaudited)
June 27, 2026
December 27, 2025
ASSETS
Current Assets:
Cash and cash equivalents
$
25,834,500
$
10,295,700
Restricted cash
150,000
165,000
Receivables, net
1,843,400
1,483,500
Income tax receivable
436,800
463,600
Inventories
656,900
362,500
Prepaid expenses
1,846,100
1,325,700
Total current assets
30,767,700
14,096,000
Property and equipment, net
1,086,300
1,219,000
Operating lease right of use asset
1,577,700
1,761,500
Intangible assets, net
2,109,300
2,286,300
Capitalized software
2,210,300
—
Goodwill
607,500
607,500
Other assets
526,600
506,400
Deferred income taxes
4,304,800
4,407,400
$
43,190,200
$
24,884,100
LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)
Current Liabilities:
Accounts payable
$
2,113,100
$
1,673,900
Accrued liabilities
4,422,500
2,324,800
Deferred revenue
1,669,100
1,667,300
Total current liabilities
8,204,700
5,666,000
Long-Term Liabilities:
Line of credit/Term loan
30,000,000
30,000,000
Notes payable, net
29,970,200
29,961,000
Deferred revenue
8,417,400
8,350,100
Operating lease liabilities
2,054,800
2,414,200
Other liabilities
2,165,800
2,175,200
Total long-term liabilities
72,608,200
72,900,500
Shareholders’ Equity (Deficit):
Common stock, no par, 10,000,000 shares authorized, 3,587,079 and 3,571,861 shares issued and outstanding
23,110,400
19,612,800
Retained earnings (accumulated deficit)
(60,733,100)
(73,295,200)
Total shareholders’ equity (deficit)
(37,622,700)
(53,682,400)
$
43,190,200
$
24,884,100
2
Winmark Corporation
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended
Six Months Ended
June 27, 2026
June 28, 2025
June 27, 2026
June 28, 2025
Revenue:
Royalties
$
20,117,000
$
18,662,100
$
39,379,800
$
36,436,700
Leasing income
—
46,600
—
2,354,500
Merchandise sales
859,300
803,600
1,513,200
1,744,900
Franchise fees
419,500
338,400
762,400
670,400
Other
570,200
566,100
1,160,300
1,129,900
Total revenue
2026 Q1 Q1 2026 Earnings
8-K Apr 15, 2026
Q1 2026 Earnings
8-KApr 15, 2026
EX-99.1
2 wina-20260415xex99d1.htm
EX-99.1
2020 2nd Qtr Results (00022559).DOCX
Exhibit 99.1
Contact:Anthony D. Ishaug
763/520-8500
FOR IMMEDIATE RELEASE
WINMARK CORPORATION ANNOUNCES
FIRST QUARTER RESULTS
Minneapolis, MN (April 15, 2026) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended March 28, 2026 of $9,254,700 or $2.50 per share diluted compared to net income of $9,956,400 or $2.71 per share diluted in 2025. First quarter 2025 results included $2.2 million of leasing income from the settlement of customer litigation.
“During the quarter we introduced two significant enhancements to our business model in partnership with our franchisees,” noted Brett D. Heffes, Chair and Chief Executive Officer. “We are launching a North American Ad Fund for Plato’s Closet as well as modernizing the point-of-sale offering for our franchisees. These two improvements are intended to provide permanent vehicles to fund ongoing reinvestment in marketing, technology and innovation initiatives on behalf of our franchisees.” For additional details on these announcements, please refer to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 16, 2026.
Winmark - the Resale Company®, is a nationally recognized franchisor focused on sustainability and small business formation. We champion and guide entrepreneurs interested in operating one of our award winning resale franchises: Plato’s Closet®, Once Upon A Child®, Play It Again Sports®, Style Encore® and Music Go Round®. At March 28, 2026, there were 1,383 franchises in operation and over 2,800 available territories. An additional 79 franchises have been awarded but are not open.
This press release contains forward-looking statements within the meaning of the safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), relating to future events or the future financial performance of the Company. Such forward-looking statements are only predictions or statements of intention subject to risks and uncertainties and actual events or results could differ materially from those anticipated. Because actual result may differ, shareholders and prospective investors are cautioned not to place undue reliance on such forward-looking statements.
WINMARK CORPORATION
CONDENSED BALANCE SHEETS
(Unaudited)
March 28, 2026
December 27, 2025
ASSETS
Current Assets:
Cash and cash equivalents
$
19,828,300
$
10,295,700
Restricted cash
100,000
165,000
Receivables, net
2,002,500
1,483,500
Income tax receivable
—
463,600
Inventories
421,400
362,500
Prepaid expenses
2,698,800
1,325,700
Total current assets
25,051,000
14,096,000
Property and equipment, net
1,138,400
1,219,000
Operating lease right of use asset
1,670,700
1,761,500
Intangible assets, net
2,197,800
2,286,300
Goodwill
607,500
607,500
Other assets
525,400
506,400
Deferred income taxes
4,407,400
4,407,400
$
35,598,200
$
24,884,100
LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)
Current Liabilities:
Accounts payable
$
1,057,500
$
1,673,900
Income tax payable
1,919,100
—
Accrued liabilities
4,496,800
2,324,800
Deferred revenue
1,654,700
1,667,300
Total current liabilities
9,128,100
5,666,000
Long-Term Liabilities:
Line of credit/Term loan
30,000,000
30,000,000
Notes payable, net
29,965,600
29,961,000
Deferred revenue
8,307,000
8,350,100
Operating lease liabilities
2,235,800
2,414,200
Other liabilities
2,170,400
2,175,200
Total long-term liabilities
72,678,800
72,900,500
Shareholders’ Equity (Deficit):
Common stock, no par, 10,000,000 shares authorized, 3,577,671 and 3,571,861 shares issued and outstanding
21,260,800
19,612,800
Retained earnings (accumulated deficit)
(67,469,500)
(73,295,200)
Total shareholders’ equity (deficit)
(46,208,700)
(53,682,400)
$
35,598,200
$
24,884,100
2
Winmark Corporation
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended
March 28, 2026
March 29, 2025
Revenue:
Royalties
$
19,262,800
$
17,774,700
Leasing income
—
2,307,800
Merchandise sales
653,900
941,300
Franchise fees
342,900
332,100
Other
590,100
563,800
Total revenue
2025 Q4 Q4 2025 Earnings
8-K BUY Feb 18, 2026 · 100% conf.
Q4 2025 Earnings
8-K BUYFeb 18, 2026 · 100% conf.
1D
+2.05%
$455.65
Act: +3.79%
5D
+2.88%
$459.37
Act: -1.35%
20D
+8.66%
$485.15
Act: -7.71%
Winmark Corporation_ February 18, 2026 0000908315false00009083152026-02-182026-02-18
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 18, 2026 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On February 18, 2026, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the year ended December 27, 2025. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On February 18, 2025, the Company announced in a press release its results of operations and financial condition for the year ended December 27, 2025. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 Year End Results Press Release dated February 18, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: February 18, 2026 By: /s/ Anthony D. Ishaug
Anthony D. Ishaug
Chief Financial Officer and Treasurer
2025 Q3 Q3 2025 Earnings
8-K Oct 15, 2025
Q3 2025 Earnings
8-KOct 15, 2025
Winmark Corporation_ October 15, 2025 0000908315false00009083152025-10-152025-10-15
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 15, 2025 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On October 15, 2025, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the third quarter ended September 27, 2025. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On October 15, 2025, the Company announced in a press release its results of operations and financial condition for the third quarter ended September 27, 2025. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. On October 15, 2025, the Company also announced in a press release that its Board of Directors has approved the payment of a quarterly cash dividend to its shareholders. The quarterly dividend of $0.96 per share will be paid on December 1, 2025 to shareholders of record on the close of business on November 12, 2025. Additionally, the Board of Directors has approved the payment of a special dividend to shareholders. The special dividend of $10.00 per share will be paid on December 1, 2025 to shareholders of record on the close of business on November 12, 2025. The total amount of the special dividend will be approximately $35.6 million based on the current number of shares outstanding. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K. Item 8.01Other Events On October 15, 2025, the Company announced in a press release that its Board of Directors has approved the payment of a quarterly cash dividend to its shareholders. The quarterly dividend of $0.96 per share will be paid on December 1, 2025 to shareholders of record on the close of business on November 12, 2025. Additionally, the Board of Directors has approved the payment of a special dividend to shareholders. The special dividend of $10.00 per share will be paid on December 1, 2025 to shareholders of record on the close of business on November 12, 2025. The total amount of the special dividend will be approximately $35.6 million based on the current number of shares outstanding. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 Third Quarter Results Press Release dated October 15, 2025
99.2 Quarterly Cash Dividend and Special Dividend Press Release dated October 15, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: Oc
2025 Q2 Q2 2025 Earnings
8-K Jul 15, 2025
Q2 2025 Earnings
8-KJul 15, 2025
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152025-07-152025-07-15
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 15, 2025 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On July 15, 2025, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the second quarter ended June 28, 2025. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On July 15, 2025, the Company announced in a press release its results of operations and financial condition for the second quarter ended June 28, 2025. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. On July 15, 2025, the Company also announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.96 per share will be paid on September 2, 2025 to shareholders of record on the close of business on August 13, 2025. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K. Item 8.01Other Events On July 15, 2025, the Company announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.96 per share will be paid on September 2, 2025 to shareholders of record on the close of business on August 13, 2025. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 Second Quarter Results Press Release dated July 15, 2025
99.2 Quarterly Cash Dividend Press Release dated July 15, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: July 15, 2025 By: /s/ Anthony D. Ishaug
Anthony D. Ishaug
Chief Financial Officer and Treasurer
2025 Q1 Q1 2025 Earnings
8-K Apr 16, 2025
Q1 2025 Earnings
8-KApr 16, 2025
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152025-02-192025-02-19
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 16, 2025 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On April 16, 2025, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the first quarter ended March 29, 2025. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On April 16, 2025, the Company announced in a press release its results of operations and financial condition for the first quarter ended March 29, 2025. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. On April 16, 2025, the Company also announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.96 per share will be paid on June 2, 2025 to shareholders of record on the close of business on May 14, 2025. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K. Item 8.01Other Events On April 16, 2025, the Company announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.96 per share will be paid on June 2, 2025 to shareholders of record on the close of business on May 14, 2025. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 First Quarter Results Press Release dated April 16, 2025
99.2 Quarterly Cash Dividend Press Release dated April 16, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: April 16, 2025 By: /s/ Anthony D. Ishaug
Anthony D. Ishaug
Chief Financial Officer and Treasurer
2024 Q4 Q4 2024 Earnings
8-K Feb 19, 2025
Q4 2024 Earnings
8-KFeb 19, 2025
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152025-02-192025-02-19
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 19, 2025 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On February 19, 2025, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the year ended December 28, 2024. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On February 19, 2025, the Company announced in a press release its results of operations and financial condition for the year ended December 28, 2024. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 Year End Results Press Release dated February 19, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: February 19, 2025 By: /s/ Anthony D. Ishaug
Anthony D. Ishaug
Chief Financial Officer and Treasurer
2024 Q3 Q3 2024 Earnings
8-K Oct 16, 2024
Q3 2024 Earnings
8-KOct 16, 2024
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152024-10-162024-10-16
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 16, 2024 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On October 16, 2024, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the third quarter ended September 28, 2024. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On October 16, 2024, the Company announced in a press release its results of operations and financial condition for the third quarter ended September 28, 2024. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. On October 16, 2024 the Company also announced in a press release that its Board of Directors has approved the payment of a quarterly cash dividend to its shareholders. The quarterly dividend of $0.90 per share will be paid on December 2, 2024 to shareholders of record on the close of business on November 13, 2024. Additionally, the Board of Directors has approved the payment of a special dividend to shareholders. The special dividend of $7.50 per share will be paid on December 2, 2024 to shareholders of record on the close of business on November 13, 2024. The total amount of the special dividend will be approximately $26.4 million based on the current number of shares outstanding. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K Item 8.01Other Events On October 16, 2024 the Company announced in a press release that its Board of Directors has approved the payment of a quarterly cash dividend to its shareholders. The quarterly dividend of $0.90 per share will be paid on December 2, 2024 to shareholders of record on the close of business on November 13, 2024. Additionally, the Board of Directors has approved the payment of a special dividend to shareholders. The special dividend of $7.50 per share will be paid on December 2, 2024 to shareholders of record on the close of business on November 13, 2024. The total amount of the special dividend will be approximately $26.4 million based on the current number of shares outstanding. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 99.2 Third Quarter Results Press Release dated October 16, 2024 Quarterly Cash Dividend and Special Dividend Press Release dated October 16, 2024
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: Oct
2024 Q2 Q2 2024 Earnings
8-K Jul 17, 2024
Q2 2024 Earnings
8-KJul 17, 2024
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152024-07-172024-07-17
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 17, 2024 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On July 17, 2024, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the second quarter ended June 29, 2024. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On July 17, 2024, the Company announced in a press release its results of operations and financial condition for the second quarter ended June 29, 2024. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. On July 17, 2024 the Company also announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.90 per share will be paid on September 3, 2024 to shareholders of record on the close of business on August 14, 2024. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K Item 8.01Other Events On July 17, 2024 the Company announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.90 per share will be paid on September 3, 2024 to shareholders of record on the close of business on August 14, 2024. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 99.2 Second Quarter Results Press Release dated July 17, 2024 Quarterly Cash Dividend Press Release dated July 17, 2024
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: July 17, 2024 By: /s/ Anthony D. Ishaug
Anthony D. Ishaug
Chief Financial Officer and Treasurer
2024 Q1 Q1 2024 Earnings
8-K Apr 17, 2024
Q1 2024 Earnings
8-KApr 17, 2024
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152024-04-172024-04-17
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 17, 2024 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On April 17, 2024, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the first quarter ended March 30, 2024. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On April 17, 2024, the Company announced in a press release its results of operations and financial condition for the first quarter ended March 30, 2024. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. On April 17, 2024 the Company also announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.90 per share will be paid on June 3, 2024 to shareholders of record on the close of business on May 15, 2024. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K Item 8.01Other Events On April 17, 2024 the Company announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.90 per share will be paid on June 3, 2024 to shareholders of record on the close of business on May 15, 2024. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 99.2 First Quarter Results Press Release dated April 17, 2024 Quarterly Cash Dividend Press Release dated April 17,2024
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: April 17, 2024 By: /s/ Anthony D. Ishaug
Anthony D. Ishaug
Chief Financial Officer and Treasurer
2023 Q4 Q4 2023 Earnings
8-K Feb 21, 2024
Q4 2023 Earnings
8-KFeb 21, 2024
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152024-02-212024-02-21
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 21, 2024 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On February 21, 2024, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the year ended December 30, 2023. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On February 21, 2024, the Company announced in a press release its results of operations and financial condition for the year ended December 30, 2023. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 Year End Results Press Release dated February 21, 2024
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: February 21, 2024 By: /s/ Anthony D. Ishaug
Anthony D. Ishaug
Chief Financial Officer and Treasurer
2023 Q3 Q3 2023 Earnings
8-K Oct 18, 2023
Q3 2023 Earnings
8-KOct 18, 2023
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152023-10-182023-10-18
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 18, 2023 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On October 18, 2023, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the third quarter September 30, 2023. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On October 18, 2023, the Company announced in a press release its results of operations and financial condition for the third quarter ended September 30, 2023. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. On October 18, 2023, the Company announced in a press release that its Board of Directors has approved the payment of a quarterly cash dividend to its shareholders. The quarterly dividend of $0.80 per share will be paid on December 1, 2023 to shareholders of record on the close of business on November 15, 2023. Additionally, the Board of Directors has approved the payment of a special dividend to shareholders. The special dividend of $9.40 per share will be paid on December 1, 2023 to shareholders of record on the close of business on November 15, 2023. The total amount of the special dividend will be approximately $32.8 million based on the current number of shares outstanding. Future regular or special dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K. Item 8.01Other Events On October 18, 2023 the Company announced in a press release that its Board of Directors has approved the payment of a quarterly cash dividend to its shareholders. The quarterly dividend of $0.80 per share will be paid on December 1, 2023 to shareholders of record on the close of business on November 15, 2023. Additionally, the Board of Directors has approved the payment of a special dividend to shareholders. The special dividend of $9.40 per share will be paid on December 1, 2023 to shareholders of record on the close of business on November 15, 2023. The total amount of the special dividend will be approximately $32.8 million based on the current number of shares outstanding. Future regular or special dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report on Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 Third Quarter Results Press Release dated October 18, 2023
99.2 Quarterly Cash Dividend Press Release dated October 18, 2023
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date:
2023 Q2 Q2 2023 Earnings
8-K Jul 19, 2023
Q2 2023 Earnings
8-KJul 19, 2023
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152023-07-192023-07-19
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 19, 2023 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On July 19, 2023, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the second quarter July 1, 2023. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On July 19, 2023, the Company announced in a press release its results of operations and financial condition for the second quarter ended July 1, 2023. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. On July 19, 2023, the Company also announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.80 per share will be paid on September 1, 2023 to shareholders of record on the close of business on August 16, 2023. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K. Item 8.01Other Events On July 19, 2023 the Company announced in a press release that its Board of Directors approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.80 per share will be paid on September 1, 2023 to shareholders of record on the close of business on August 16, 2023. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report on Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 Second Quarter Results Press Release dated July 19, 2023
99.2 Quarterly Cash Dividend Press Release dated July 19, 2023
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: July 19, 2023 By: /s/ Anthony D. Ishaug
Anthony D. Ishaug
Chief Financial Officer and Treasurer
2023 Q1 Q1 2023 Earnings
8-K Apr 19, 2023
Q1 2023 Earnings
8-KApr 19, 2023
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152023-04-192023-04-19
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 19, 2023 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On April 19, 2023, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the first quarter April 1, 2023. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On April 19, 2023, the Company announced in a press release its results of operations and financial condition for the first quarter ended April 1, 2023. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. On April 19, 2023, the Company also announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.80 per share will be paid on June 1, 2023 to shareholders of record on the close of business on May 17, 2023. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K. Item 8.01Other Events On April 19, 2023 the Company announced in a press release that its Board of Directors approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.80 per share will be paid on June 1, 2023 to shareholders of record on the close of business on May 17, 2023. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report on Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 First Quarter Results Press Release dated April 19, 2023
99.2 Quarterly Cash Dividend Press Release dated April 19, 2023
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: April 19, 2023 By: /s/ Anthony D. Ishaug
Anthony D. Ishaug
Chief Financial Officer and Treasurer
2022 Q4 Q4 2022 Earnings
8-K Mar 1, 2023
Q4 2022 Earnings
8-KMar 1, 2023
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152023-02-222023-02-22
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 1, 2023 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On March 1, 2023, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the year ended December 31, 2022. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Effective March 1, 2023, the Board of Directors (the “Board”) of Winmark Corporation (the “Company”) increased the number of authorized directors of the Company from eight to nine and elected Philip I. Smith to serve on the Company’s Board. Pursuant to the Company’s 2020 Stock Option Plan, in connection with his election to the Board, Mr. Smith received an option to purchase 4,500 shares of the Company’s Common Stock. A copy of the press release announcing Mr. Smith’s election to the Board is attached as Exhibit 99.2 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On March 1, 2023, the Company announced in a press release its results of operations and financial condition for the year ended December 31, 2022. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 Year End Results Press Release dated March 1, 2023
99.2 Press Release dated March 1, 2023
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: March 1, 2023 By: /s/ Anthony D. Ishaug
Anthony D. Ishaug
Chief Financial Officer and Treasurer
2022 Q3 Q3 2022 Earnings
8-K Oct 12, 2022
Q3 2022 Earnings
8-KOct 12, 2022
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152022-04-122022-04-12
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 12, 2022 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On October 12, 2022, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the third quarter ended September 24, 2022. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On October 12, 2022, the Company announced in a press release its results of operations and financial condition for the third quarter ended September 24, 2022. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. On October 12, 2022, the Company announced in a press release that its Board of Directors has approved the payment of a quarterly cash dividend to its shareholders. The quarterly dividend of $0.70 per share will be paid on December 1, 2022 to shareholders of record on the close of business on November 9, 2022. Additionally, the Board of Directors has approved the payment of a special dividend to shareholders. The special dividend of $3.00 per share will be paid on December 1, 2022 to shareholders of record on the close of business on November 9, 2022. The total amount of the special dividend payment will be approximately $10.3 million based on the current number of shares outstanding. Future regular or special dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report on Form 8-K. Item 8.01Other Events On October 12, 2022, the Company announced in a press release that its Board of Directors has approved the payment of a quarterly cash dividend to its shareholders. The quarterly dividend of $0.70 per share will be paid on December 1, 2022 to shareholders of record on the close of business on November 9, 2022. Additionally, the Board of Directors has approved the payment of a special dividend to shareholders. The special dividend of $3.00 per share will be paid on December 1, 2022 to shareholders of record on the close of business on November 9, 2022. The total amount of the special dividend payment will be approximately $10.3 million based on the current number of shares outstanding. Future special or regular dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report on Form 8-K.
Forward Looking Statements
Certain statements in this Current Report on Form 8-K are forward looking statements made under the safe harbor provision of the Private Securities Litigation Reform Act. Such statements are based on management’s current expectations as of the date of this Report, but involve risks, uncertainties and other factors that may cause actual results to differ materially from those contemplated by such forward looking statements. Investors are cautioned to consider these forward looking statements in light of important factors which ma
2022 Q2 Q2 2022 Earnings
8-K Jul 13, 2022
Q2 2022 Earnings
8-KJul 13, 2022
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152022-04-122022-04-12
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 13, 2022 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On July 13, 2022, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the second quarter ended June 25, 2022. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On July 13, 2022, the Company announced in a press release its results of operations and financial condition for the second quarter ended June 25, 2022. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K On July 13, 2022, the Company also announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.70 per share will be paid on September 1, 2022 to shareholders of record on the close of business on August 10, 2022. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report on Form 8-K. Item 8.01Other Events On July 13, 2022, the Company announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $0.70 per share will be paid on September 1, 2022 to shareholders of record on the close of business on August 10, 2022. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report on Form 8-K. Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 Second Quarter Results Press Release dated July 13, 2022
99.2 Quarterly Cash Dividend Press Release dated July 13, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: July 13, 2022 By: /s/ Anthony D. Ishaug
Anthony D. Ishaug
Chief Financial Officer and Treasurer
2022 Q1 Q1 2022 Earnings
8-K Apr 13, 2022
Q1 2022 Earnings
8-KApr 13, 2022
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152021-12-262022-12-31
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 12, 2022 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01; 2.03Entry into a Material Definitive Agreement; Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. Credit Agreement On April 12, 2022, Winmark Corporation and its subsidiaries’ (collectively, the “Company”) entered into Amendment No. 10 to its Credit Agreement (the “Line of Credit”) with CIBC Bank USA (formerly known as The PrivateBank and Trust Company) (the “Lender”). The amendment, among other things, ●Provides for a new $30.0 million delayed draw term facility, with available draws summarized as follows: oThe Company may draw up to five (5) loans over a period of 18 months, each draw having a principal amount not less than $3.0 million (or higher integral multiples of $1.0 million), with aggregate draws outstanding not to exceed $30.0 million; oThe final maturity of all drawn loans of April 12, 2029, with all payments of principal due on such date; oInterest at a rate to be determined at the time of each draw, payable monthly in arrears on the outstanding aggregate principal balance. ●Decreases the aggregate commitments for revolving loans from $25.0 million to $20.0 million; ●Extends the termination date for revolving loans from August 31, 2024 to April 12, 2027; ●Removes the borrowing base covenant restriction for revolving loans; ●Replaces LIBOR with SOFR as an interest rate option in connection with borrowings on revolving loans and adjust the definition of and reduce the applicable margin to reflect such replacement; ●Amends the fixed charge coverage ratio definition to exclude principal payments on non-amortizing term loans that are refinanced with proceeds from permitted debt (as defined within the amendment); ●Permits the Company to issue additional term notes under a new Private Shelf Agreement with Prudential (as described below). Amendment No. 10 to the Credit Agreement is effective as of April 12, 2022. The foregoing description of Amendment No. 10 to the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full amendment included hereto as Exhibit 10.1. Upon closing on the amendment to the Line of Credit, the Company completed a $15.0 million draw on the delayed draw term loan at a rate of 4.60%, the proceeds of which were used to pay down all amounts outstanding on the revolving portion of the Line of Credit and increase the Company’s cash balances. Shelf Agreement On April 12, 2022, the Company entered into a Private Shelf Agreement (the “Shelf Agreement”) with PGIM, Inc. (formerly Prudential Investment Management, Inc.), its affiliates and managed accounts (collectively, “Prudential”), summarized as follows: ●For a period three years from entry into the Shelf Agreement, subject to certain customary conditions, the Company may offer and Prudential may purchase from the Company privately negotiated senior notes (“Shelf Notes”) in the aggregate princ
2021 Q4 Q4 2021 Earnings
8-K Feb 23, 2022
Q4 2021 Earnings
8-KFeb 23, 2022
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152021-04-142021-04-14
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 23, 2022 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On February 23, 2022, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the year ended December 25, 2021. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On February 23, 2022, the Company announced in a press release its results of operations and financial condition for the year ended December 25, 2021. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K Item 9.01Financial Statements and Exhibits (d)Exhibits c
99.1 Press Release dated February 23, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. co
WINMARK CORPORATION
Date: February 23, 2022 By: /s/ Anthony D. Ishaug
Anthony D. Ishaug
Chief Financial Officer and Treasurer
2021 Q3 Q3 2021 Earnings
8-K Oct 14, 2021
Q3 2021 Earnings
8-KOct 14, 2021
Form 8-K 2017 2nd Qtr.DOCX (00015283).DOCX 0000908315false00009083152021-04-142021-04-14
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 13, 2021 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation)
000-22012 41-1622691
(Commission File Number) (I.R.S. Employer Identification Number)
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441 (Address of Principal Executive Offices) (Zip Code) (763) 520-8500 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading Symbol Name of each exchange on which registered:
Common Stock, no par value per share
WINA
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02Results of Operations and Financial Condition On October 13, 2021, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the third quarter ended September 25, 2021. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. Item 7.01Regulation FD Disclosure On October 13, 2021, the Company announced in a press release its results of operations and financial condition for the third quarter ended September 25, 2021. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K. On October 13, 2021, the Company announced in a press release that its Board of Directors has approved the payment of a quarterly cash dividend to its shareholders. The quarterly dividend of $0.45 per share will be paid on December 1, 2021 to shareholders of record on the close of business on November 10, 2021. Additionally, the Board of Directors has approved the payment of a special dividend to shareholders. The special dividend of $7.50 per share will be paid on December 1, 2021 to shareholders of record on the close of business on November 10, 2021. The total amount of the special dividend payment will be approximately $27.2 million based on the current number of shares outstanding. Future regular or special dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report on Form 8-K. On October 14, 2021, the Company repurchased 74,900 shares of its common stock in a block trade from an institutional shareholder at $208.00 per share under its existing share repurchase authorization. The aggregate purchase price of approximately $15.6 million will be paid with cash on hand. Item 8.01Other Events On October 13, 2021, the Company announced in a press release that its Board of Directors has approved the payment of a quarterly cash dividend to its shareholders. The quarterly dividend of $0.45 per share will be paid on December 1, 2021 to shareholders of record on the close of business on November 10, 2021. Additionally, the Board of Directors has approved the payment of a special dividend to shareholders. The special dividend of $7.50 per share will be paid on December 1, 2021 to shareholders of record on the close of business on November 10, 2021. The total amount of the special dividend payment will be approximately $27.2 million based on the current number of shares outstanding. Future special or regular dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report on Form 8-K. On October 14, 2021, the Company repurchased 74,900 shares of its common stock in a block trade from an institutional shareholder at $208.00 per share under its existing share repurchase authorization. The aggregate purchase price of approximately $15.6 million
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