WINA / Winmark Corporation - SEC-Einreichungen, Jahresbericht, Proxy Statement

Winmark Corporation
US ˙ NasdaqGM ˙ US9742501029

Basisstatistiken
CIK 908315
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Winmark Corporation
SEC Filings (Chronological Order)
Auf dieser Seite finden Sie eine vollständige, chronologische Liste der SEC-Einreichungen, mit Ausnahme der Eigentumseinreichungen, die wir an anderer Stelle bereitstellen.
May 6, 2026 8-K

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): May 5, 2026 Winmark Corporation (

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): May 5, 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 N

May 6, 2026 EX-99.1

WINMARK CORPORATION ANNOUNCES GOVERNANCE CHANGES

Ex. 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES GOVERNANCE CHANGES Minneapolis, MN (May 6, 2026) - Winmark Corporation (Nasdaq: WINA) announced today that Lawrence A. Barbetta has informed the company of his decision not to stand for re-election to the Winmark Board of Directors at its next Annual Meeting of Shareholders in April 2027, in accorda

April 22, 2026 8-K

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 22, 2026 Winmark Corporatio

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 22, 2026 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission Fil

April 15, 2026 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 28, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WI

April 15, 2026 8-K

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 15, 2026 Winmark Corporatio

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 15, 2026 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission Fil

April 15, 2026 EX-99.2

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND

Exhibit 99.2 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND Minneapolis, MN (April 15, 2026) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $1.02 per share will be paid on June 1, 2026 to shareholders

April 15, 2026 EX-99.1

WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS

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

March 16, 2026 8-K

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 16, 2026 Winmark Corporatio

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 16, 2026 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission Fil

March 4, 2026 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ◻ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ⌧ Defin

February 25, 2026 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 27, 2025, or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WINMARK CORPO

February 18, 2026 8-K

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 Corpora

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

February 18, 2026 EX-99.1

WINMARK CORPORATION ANNOUNCES YEAR END RESULTS

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES YEAR END RESULTS Minneapolis, MN (February 18, 2026) - Winmark Corporation (Nasdaq: WINA) announced today net income for the year ended December 27, 2025 of $41,654,100 or $11.30 per share diluted compared to net income of $39,954,200 or $10.89 per share diluted in 2024. The fourth quarter 2025

January 28, 2026 EX-99.1

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND Minneapolis, MN (January 28, 2026) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.96 per share will be paid March 2, 2026 to shareholders

January 28, 2026 8-K

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): January 28, 2026 Winmark Corporat

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): January 28, 2026 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission F

October 15, 2025 EX-99.1

WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS Minneapolis, MN (October 15, 2025) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended September 27, 2025 of $11,136,500 or $3.02 per share diluted compared to net income of $11,120,700 or $3.03 per share diluted in 2024. For the nine month

October 15, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-2201

October 15, 2025 8-K

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 Corporat

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 F

October 15, 2025 EX-99.2

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND SPECIAL DIVIDEND

Exhibit 99.2 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND SPECIAL DIVIDEND Minneapolis, MN (October 15, 2025) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.96 per share will be paid on Decemb

September 17, 2025 144

144

144 0001548984 XXXXXXXX LIVE 0000908315 WINMARK CORP 000-22012 605 HIGHWAY 169 N SUITE 400 MINNEAPOLIS MN 55441 763-520-8500 Barbetta Lawrence A Director COMMON RBC CAPITAL MARKETS LLC 250 NICOLLET MALL, SUITE 1700 MINNEAPOLIS MN 55401 852 430274.00 3548458 09/17/2025 NASDAQ COMMON 11/08/2021 STOCK OPTION EXERCISE ISSUER N 852 11/08/2021 N/A Y 09/17/2025 POA / JEFFREY EISCHENS

August 27, 2025 144

144

144 0001237904 XXXXXXXX LIVE 0000908315 WINMARK CORP 000-22012 605 HIGHWAY 169 N SUITE 400 MINNEAPOLIS MN 55441 763-520-8500 HEFFES BRETT D Officer Director Common Stock Piper Sandler & Co Inc 350 N 5th St Ste 1000 Minneapolis MN 55401 4971 2233072.

August 8, 2025 8-K

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): August 6, 2025 Winmark Corporatio

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): August 6, 2025 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission Fil

August 8, 2025 EX-99.1

WINMARK CORPORATION ANNOUNCES GOVERNANCE CHANGES

Ex. 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES GOVERNANCE CHANGES Minneapolis, MN (August 7, 2025) - Winmark Corporation (Nasdaq: WINA) announced today that Jenele C. Grassle has informed the company of her decision not to stand for re-election to the Winmark Board of Directors at its next Annual Meeting of Shareholders in April 2026. Ms. Grassl

July 15, 2025 8-K

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

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

July 15, 2025 EX-99.1

WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS Minneapolis, MN (July 15, 2025) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended June 28, 2025 of $10,601,200 or $2.89 per share diluted compared to net income of $10,431,400 or $2.85 per share diluted in 2024. For the six months ended

July 15, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WIN

July 15, 2025 EX-99.2

Quarterly Cash Dividend Press Release dated July 15, 2025

Exhibit 99.2 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND Minneapolis, MN (July 15, 2025) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.96 per share will be paid September 2, 2025 to shareholders

April 23, 2025 8-K

Submission of Matters to a Vote of Security Holders

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 23, 2025 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission Fil

April 16, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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 Fil

April 16, 2025 EX-99.2

WINMARK CORPORATION ANNOUNCES INCREASE IN CASH DIVIDEND

Exhibit 99.2 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES INCREASE IN CASH DIVIDEND Minneapolis, MN (April 16, 2025) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved an increase in its regular quarterly cash dividend to shareholders. The quarterly dividend of $0.96 per share represents an increase of $0.06 f

April 16, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WI

April 16, 2025 EX-99.1

WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS Minneapolis, MN (April 16, 2025) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended March 29, 2025 of $9,956,400 or $2.71 per share diluted compared to net income of $8,819,000 or $2.41 per share diluted in 2024. First quarter results incl

March 5, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ◻ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ⌧ Defin

February 26, 2025 EX-19

Insider Trading Policy

Exhibit 19 POLICY STATEMENT ON CONFIDENTIAL INFORMATION AND SECURITIES TRADING BY WINMARK CORPORATION SUMMARY Both federal securities laws and Company policy prohibit transactions in Company stock at a time when you may be in possession of material information about the Company which has not been publicly disclosed.

February 26, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 28, 2024, or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WINMARK CORPO

February 26, 2025 S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WINMARK CORPORATION (Exact name of registrant as specified in its charter)

As filed with the Securities and Exchange Commission on February 26, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WINMARK CORPORATION (Exact name of registrant as specified in its charter) Minnesota 41-1622691 (State or other jurisdiction of (I.R.S. Employer incorporation or orga

February 26, 2025 EX-FILING FEES

Filing Fee Exhibit

Calculation of Filing Fee Tables S-8 WINMARK CORP Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity 2020 Stock Option Plan Common Stock, no par value 457(a) 100,000 $ 359.

February 19, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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

February 19, 2025 EX-99.1

WINMARK CORPORATION ANNOUNCES YEAR END RESULTS

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES YEAR END RESULTS Minneapolis, MN (February 19, 2025) - Winmark Corporation (Nasdaq: WINA) announced today net income for the year ended December 28, 2024 of $39,954,200 or $10.89 per share diluted compared to net income of $40,178,100 or $11.04 per share diluted in 2023. The fourth quarter 2024

January 29, 2025 EX-99.1

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND Minneapolis, MN (January 29, 2025) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.90 per share will be paid March 3, 2025 to shareholders

January 29, 2025 8-K

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): January 29, 2025 Winmark Corporat

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): January 29, 2025 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission F

November 8, 2024 SC 13G/A

WINA / Winmark Corporation / Mawer Investment Management Ltd. - AMENDMENT NO. 8 TO SCHEDULE 13G Passive Investment

SC 13G/A 1 wina13ga3q2024.htm AMENDMENT NO. 8 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8) Winmark Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 974250102 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Check the ap

October 16, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 28, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-2201

October 16, 2024 EX-99.2

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND SPECIAL DIVIDEND

Exhibit 99.2 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND SPECIAL DIVIDEND Minneapolis, MN (October 16 ,2024) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.90 per share will be paid on Decemb

October 16, 2024 EX-99.1

WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS Minneapolis, MN (October 16, 2024) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended September 28, 2024 of $11,120,700 or $3.03 per share diluted compared to net income of $11,149,800 or $3.05 per share diluted in 2023. For the nine month

October 16, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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 F

July 17, 2024 8-K

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

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

July 17, 2024 EX-10.1

First Amendment to the 2020 Stock Option Plan*

Exhibit 10.1 FIRST AMENDMENT TO THE 2020 STOCK OPTION PLAN INTRODUCTION WHEREAS, at the April 24, 2024 Annual Shareholders Meeting, Winmark Corporation’s shareholders approved an Amendment to the 2020 Stock Option Plan to increase the total number of shares available for options under the plan by 100,000 shares. AMENDMENT Section 6 of the 2020 Stock Option Plan is amended by deleting ”One Hundred

July 17, 2024 EX-99.1

WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS Minneapolis, MN (July 17, 2024) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended June 29, 2024 of $10,431,400 or $2.85 per share diluted compared to net income of $10,368,800 or $2.85 per share diluted in 2023. For the six months ended

July 17, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WIN

July 17, 2024 EX-99.2

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND

Exhibit 99.2 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND Minneapolis, MN (July 17,2024) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.90 per share will be paid on September 3, 2024 to shareholde

April 24, 2024 8-K

Submission of Matters to a Vote of Security Holders

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 24, 2024 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission Fil

April 17, 2024 EX-99.1

WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS Minneapolis, MN (April 17, 2024) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended March 30, 2024 of $8,819,000 or $2.41 per share diluted compared to net income of $8,942,700 or $2.49 per share diluted in 2023. Results during the quarter

April 17, 2024 EX-99.2

WINMARK CORPORATION ANNOUNCES INCREASE IN CASH DIVIDEND

Exhibit 99.2 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES INCREASE IN CASH DIVIDEND Minneapolis, MN (April 17,2024) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved an increase in its regular quarterly cash dividend to shareholders. The quarterly dividend of $0.90 per share represents an increase of $0.10 fr

April 17, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WI

April 17, 2024 8-K

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 Corporatio

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 Fil

March 6, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ◻ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ⌧ Defin

February 28, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 30, 2023, or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WINMARK CORPO

February 28, 2024 EX-97

Winmark Corporation Policy For the Recovery of Erroneously Awarded Compensation

Exhibit 97 WINMARK CORPORATION POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION A.

February 21, 2024 EX-99.1

WINMARK CORPORATION ANNOUNCES YEAR END RESULTS

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES YEAR END RESULTS Minneapolis, MN (February 21, 2024) - Winmark Corporation (Nasdaq: WINA) announced today net income for the year ended December 30, 2023 of $40,178,100 or $11.04 per share diluted compared to net income of $39,424,900 or $10.97 per share diluted in 2022. The fourth quarter 2023

February 21, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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

February 13, 2024 SC 13G

WINA / Winmark Corporation / RENAISSANCE TECHNOLOGIES LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 WINMARK CORPORATION - (Name of Issuer) Common Stock, no par value per share - (Title of Class of Securities) 974250102 - (CUSIP Number) December 20, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

February 12, 2024 SC 13G

WINA / Winmark Corporation / Neuberger Berman Group LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 WINMARK CORP (Name of Issuer) Common (Title of Class of Securities) 974250102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ x ] Rule 13d-1

February 5, 2024 SC 13G/A

WINA / Winmark Corporation / Mawer Investment Management Ltd. - AMENDMENT NO. 7 TO SCHEDULE 13G Passive Investment

SC 13G/A 1 wina13ga4q2022.htm AMENDMENT NO. 7 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7) Winmark Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 974250102 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the app

January 31, 2024 8-K

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): January 31, 2024 Winmark Corporat

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): January 31, 2024 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission F

January 31, 2024 EX-99.1

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND Minneapolis, MN (January 31, 2024) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.80 per share will be paid March 1, 2024 to shareholders

January 26, 2024 SC 13G/A

WINA / Winmark Corporation / BlackRock Inc. Passive Investment

SC 13G/A 1 us9742501029012624.txt us9742501029012624.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 3) WINMARK CORP - (Name of Issuer) Common Stock - (Title of Class of Securities) 974250102 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

January 17, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): January 15, 2024 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission F

January 17, 2024 EX-99.1

WINMARK CORPORATION ANNOUNCES GOVERNANCE CHANGES

Ex. 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES GOVERNANCE CHANGES Minneapolis, MN (January 16, 2024) - Winmark Corporation (Nasdaq: WINA) announced today that Mark L. Wilson has informed the company of his decision not to stand for re-election to the Winmark Board of Directors at its next Annual Meeting of Shareholders in April 2024. Mr. Wilson

October 18, 2023 EX-99.2

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND SPECIAL DIVIDEND

Exhibit 99.2 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND SPECIAL DIVIDEND Minneapolis, MN (October 18, 2023) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.80 per share will be paid December

October 18, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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 F

October 18, 2023 EX-99.1

WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS Minneapolis, MN (October 18, 2023) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended September 30, 2023 of $11,149,800 or $3.05 per share diluted compared to net income of $10,368,600 or $2.93 per share diluted in 2022. For the nine month

October 18, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-2201

July 19, 2023 EX-99.2

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND

Exhibit 99.2 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND Minneapolis, MN (July 19, 2023) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.80 per share will be paid on September 1, 2023 to sharehold

July 19, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 1, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WINM

July 19, 2023 8-K

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

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

July 19, 2023 EX-99.1

WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS Minneapolis, MN (July 19, 2023) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended July 1, 2023 of $10,368,800 or $2.85 per share diluted compared to net income of $9,027,200 or $2.54 per share diluted in 2022. “Our year-to-date results r

April 26, 2023 8-K

Submission of Matters to a Vote of Security Holders

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 26, 2023 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission Fil

April 19, 2023 EX-99.2

WINMARK CORPORATION ANNOUNCES INCREASE IN CASH DIVIDEND

Exhibit 99.2 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES INCREASE IN CASH DIVIDEND Minneapolis, MN (April 19, 2023) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved an increase in its regular quarterly cash dividend to shareholders. The quarterly dividend of $0.80 per share represents an increase of $0.10 f

April 19, 2023 EX-99.1

WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS

Exhibit 99.1 Contact:Anthony D. Ishaug 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS Minneapolis, MN (April 19, 2023) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended April 1, 2023 of $8,942,700 or $2.49 per share diluted compared to net income of $9,852,500 or $2.65 per share diluted in 2022. Results during the quarter

April 19, 2023 8-K

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 Corporatio

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 Fil

April 19, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 1, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WIN

March 10, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022, or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WINMARK CORPO

March 10, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ◻ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ⌧ Defin

March 1, 2023 EX-99.2

WINMARK CORPORATION APPOINTS NEW BOARD MEMBER

Ex. 99.2 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION APPOINTS NEW BOARD MEMBER Minneapolis, MN (March 1 ,2023) - Winmark Corporation (Nasdaq: WINA) announced today that it has named Philip I. Smith to its Board of Directors. Currently, Mr. Smith serves as Executive Chairman of Intricon Corporation, an international micromedical device company, and as an Operating

March 1, 2023 8-K

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

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

March 1, 2023 EX-99.1

WINMARK CORPORATION ANNOUNCES YEAR END RESULTS

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES YEAR END RESULTS Minneapolis, MN (March 1, 2023) - Winmark Corporation (Nasdaq: WINA) announced today net income for the year ended December 31, 2022 of $39,424,900 or $10.97 per share diluted compared to net income of $39,919,900 or $10.48 per share diluted in 2021. The fourth quarter 2022 net in

February 14, 2023 SC 13G/A

WINA / Winmark Corporation / T. Rowe Price Investment Management, Inc. Passive Investment

SC 13G/A 1 wina13gadec22.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) WINMARK CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 974250102 (CUSIP NUMBER) December 31, 2022 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant t

February 13, 2023 SC 13G/A

WINA / Winmark Corporation / Mawer Investment Management Ltd. - AMENDMENT NO. 6 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6) Winmark Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 974250102 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

February 10, 2023 SC 13G/A

WINA / Winmark Corporation / Nine Ten Capital Management LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Amendment No.: 10 Name of Issuer: Winmark Corporation Title of Class of Securities: Common CUSIP Number: 974250102 December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

February 1, 2023 SC 13G/A

WINA / Winmark Corporation / BlackRock Inc. Passive Investment

us9742501029013123.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 2) WINMARK CORP - (Name of Issuer) Common Stock - (Title of Class of Securities) 974250102 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

January 25, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

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): January 25, 2023 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission F

January 25, 2023 EX-99.1

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND Minneapolis, MN (January 25, 2023) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.70 per share will be paid March 1, 2023 to shareholders of

December 12, 2022 SC 13G/A

WINA / Winmark Corporation / T. Rowe Price Investment Management, Inc. Passive Investment

SC 13G/A 1 wina13ganov22.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) WINMARK CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 974250102 (CUSIP NUMBER) November 30, 2022 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant t

November 16, 2022 EX-99.1

WINMARK CORPORATION APPOINTS NEW BOARD MEMBER

Ex. 99.1 ? ? Contact:Brett D. Heffes 763/520-8500 ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION APPOINTS NEW BOARD MEMBER ? ? Minneapolis, MN (November 16, 2022) - Winmark Corporation (Nasdaq: WINA) announced today that it has named Amy C. Becker to its Board of Directors. Currently, Ms. Becker is Chief Legal Officer and Corporate Secretary at Donaldson Company, Inc. (NYSE: DCI), a global leader i

November 16, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): November 15, 2022 ? Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) ? Minnesota (State or Other Jurisdiction of Incorporation) ? ? ? 000-22012 41-1622

October 12, 2022 EX-99.2

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND SPECIAL DIVIDEND

? ? Exhibit 99.2 ? ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND SPECIAL DIVIDEND ? ? Minneapolis, MN (October 12, 2022) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.70 per share wi

October 12, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 12, 2022 EX-99.1

WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS

Exhibit 99.1 ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS ? Minneapolis, MN (October 12, 2022) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended September 24, 2022 of $10,368,600 or $2.93 per share diluted compared to net income of $10,082,500 or $2.67 per share diluted in 2021. For th

October 12, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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 41-16226

August 10, 2022 SC 13G/A

WINA / Winmark Corporation / PRICE T ROWE ASSOCIATES INC /MD/ Passive Investment

SC 13G/A 1 wina13gajul22.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8) WINMARK CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 974250102 (CUSIP NUMBER) July 31, 2022 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to wh

August 10, 2022 SC 13G

WINA / Winmark Corporation / T. Rowe Price Investment Management, Inc. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) WINMARK CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 974250102 (CUSIP NUMBER) July 31, 2022 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed: [x

August 3, 2022 EX-99.1

WINMARK CORPORATION ANNOUNCES GOVERNANCE CHANGES

Ex. 99.1 ? Contact:Brett D. Heffes 763/520-8500 ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES GOVERNANCE CHANGES ? Minneapolis, MN (August 3, 2022) - Winmark Corporation (Nasdaq: WINA) announced today that Paul C. Reyelts has informed the company of his decision not to stand for re-election to the Winmark Board of Directors at its next Annual Meeting of Shareholders in April 2023. Mr. Re

August 3, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): August 3, 2022 ? Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) ? Minnesota (State or Other Jurisdiction of Incorporation) ? ? ? 000-22012 41-1622691

July 13, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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

July 13, 2022 EX-99.1

WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS

Exhibit 99.1 ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS ? Minneapolis, MN (July 13, 2022) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended June 25, 2022 of $9,027,200 or $2.54 per share diluted compared to net income of $8,937,300 or $2.33 per share diluted in 2021. For the six mon

July 13, 2022 EX-99.2

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND

? ? Exhibit 99.2 ? ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND ? ? Minneapolis, MN (July 13, 2022) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.70 per share will be paid September 1,

July 13, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 27, 2022 8-K

Submission of Matters to a Vote of Security Holders

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 27, 2022 ? Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) ? Minnesota (State or Other Jurisdiction of Incorporation) ? ? ? 000-22012 41-1622691

April 14, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 13, 2022 EX-10.3

Private Shelf Agreement dated April 12, 2022, among Winmark Corporation and its subsidiaries and PGIM, Inc., its subsidiaries and managed accounts (Exhibit 10.3) (22)

? ?? Exhibit 10.3 ? ? ?? ? ? WINMARK CORPORATION WIRTH BUSINESS CREDIT, INC. WINMARK CAPITAL CORPORATION GROW BIZ GAMES, INC. Private Shelf Facility ? PRIVATE SHELF AGREEMENT ? ? ? Dated as of April 12, 2022 ? ? ?? ? ? ? ? Table of Contents (Not Part of Agreement) ? Page ? 1. AUTHORIZATION OF ISSUE OF SHELF NOTES?1 2. PURCHASE AND SALE OF SHELF NOTES.?2 2A(1). Facility?2 2A(2). Issuance Period?2 2

April 13, 2022 EX-10.7

Omnibus Amendment to Collateral Documents dated April 12, 2022 (Exhibit 10.7) (22)

Exhibit 10.7 OMNIBUS AMENDMENT TO COLLATERAL DOCUMENTS THIS OMNIBUS AMENDMENT TO COLLATERAL DOCUMENTS (this ?Amendment?) is entered into as of this 12th day of April 2022 by and among CIBC Bank USA (formerly known as the PrivateBank and Trust Company), in its capacity as collateral agent (the ?Collateral Agent?) for the Senior Lenders (as defined in the Intercreditor Agreement defined below, the ?

April 13, 2022 EX-10.4

Amendment No. 6 to Note Agreement dated April 12, 2022 (Exhibit 10.4) (22)

Exhibit 10.4 April 12, 2022 WINMARK CORPORATION WIRTH BUSINESS CREDIT, INC. WINMARK CAPITAL CORPORATION GROW BIZ GAMES, INC. c/o Winmark Corporation 605 Highway 169 North, Suite 400 Minneapolis, MN 55441 Re:Amendment No. 6 to Note Agreement Ladies and Gentlemen: Reference is made to the Note Agreement dated as of May 14, 2015 (as amended from time to time, the ?Note Agreement?), among Winmark Corp

April 13, 2022 EX-99.1

WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS

Exhibit 99.1 ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS ? Minneapolis, MN (April 13, 2022) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended March 26, 2022 of $9,852,500 or $2.65 per share diluted compared to net income of $9,311,100 or $2.40 per share diluted in 2021. ? Winmark - th

April 13, 2022 EX-10.1

Amendment No. 10 to Credit Agreement dated April 12, 2022 (Exhibit 10.1) (22)

Exhibit 10.1 AMENDMENT NO. 10 to CREDIT AGREEMENT ? THIS AMENDMENT NO. 10 TO CREDIT AGREEMENT (this ?Amendment?) is dated as of April 12, 2022 by and among WINMARK CORPORATION, WIRTH BUSINESS CREDIT, INC., WINMARK CAPITAL CORPORATION, and GROW BIZ GAMES, INC. (each of the foregoing are referred to herein individually as a ?Loan Party? and collectively as the ?Loan Parties?), and CIBC BANK USA (the

April 13, 2022 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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

April 13, 2022 EX-99.2

WINMARK CORPORATION ANNOUNCES INCREASE IN CASH DIVIDEND

? ? Exhibit 99.2 ? ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES INCREASE IN CASH DIVIDEND ? ? Minneapolis, MN (April 13, 2022) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved an increase in its regular quarterly cash dividend to shareholders. The quarterly dividend of $0.70 per share represents an

April 13, 2022 EX-10.6

Amended and Restated Intercreditor and Collateral Agency Agreement dated April 12, 2022 (Exhibit 10.6) (22)

Exhibit 10.6 AMENDED AND RESTATED INTERCREDITOR AND COLLATERAL AGENCY AGREEMENT This Amended and Restated Intercreditor and Collateral Agency Agreement (this ?Agreement?), dated as of this 12th day of April 2022, is by and among CIBC Bank USA (?CIBC?), The Prudential Insurance Company of America (?Prudential?), Pruco Life Insurance Company (?Pruco?), PAR U Hartford Life Insurance Comfort Trust (?P

March 17, 2022 8-K

Regulation FD Disclosure, Other Events

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 15, 2022 ? Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) ? Minnesota (State or Other Jurisdiction of Incorporation) ? ? ? 000-22012 41-1622691

March 8, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 25, 2021, or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WINMARK COR

March 8, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEF 14A 1 c315-20220427xdef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ◻ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only

February 23, 2022 EX-99.1

WINMARK CORPORATION ANNOUNCES YEAR END RESULTS

Exhibit 99.1 ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES YEAR END RESULTS ? Minneapolis, MN (February 23, 2022) - Winmark Corporation (Nasdaq: WINA) announced today net income for the year ended December 25, 2021 of $39,919,900 or $10.48 per share diluted compared to net income of $29,823,300 or $7.72 per share diluted in 2020. The fourth qu

February 23, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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

February 14, 2022 SC 13G/A

WINA / Winmark Corporation / PRICE T ROWE ASSOCIATES INC /MD/ Passive Investment

SC 13G/A 1 wina13gadec21.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7) WINMARK CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 974250102 (CUSIP NUMBER) December 31, 2021 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant t

February 10, 2022 SC 13G/A

WINA / Winmark Corporation / Mawer Investment Management Ltd. - AMENDMENT NO. 5 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5) Winmark Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 974250102 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

February 9, 2022 SC 13G/A

WINA / Winmark Corporation / Nine Ten Capital Management LLC Passive Investment

SC 13G/A 1 wina13ga9.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Amendment No.: 9 Name of Issuer: Winmark Corporation Title of Class of Securities: Common CUSIP Number: 974250102 December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t

February 1, 2022 SC 13G/A

WINA / Winmark Corporation / BlackRock Inc. Passive Investment

us9742501029020122.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) WINMARK CORP - (Name of Issuer) Common Stock - (Title of Class of Securities) 974250102 - (CUSIP Number) December 31, 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

January 26, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

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): January 26, 2022 ? Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) ? Minnesota (State or Other Jurisdiction of Incorporation) ? ? ? 000-22012 41-16226

January 26, 2022 EX-99.1

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND

? ? Exhibit 99.1 ? ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND ? ? Minneapolis, MN (January 26, 2022) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.45 per share will be paid March 1, 2

December 15, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 14, 2021 ? Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) ? Minnesota (State or Other Jurisdiction of Incorporation) ? ? ? 000-22012 41-1622

December 15, 2021 EX-99.1

WINMARK CORPORATION ANNOUNCES GOVERNANCE CHANGES

Ex. 99.1 ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES GOVERNANCE CHANGES ? Minneapolis, MN (December 15, 2021) - Winmark Corporation (Nasdaq: WINA) announced today that Kirk A. MacKenzie has informed the company of his decision not to stand for re-election to the Winmark Board of Directors at its next Annual Meeting of Shareholders in April 202

October 14, 2021 EX-99.1

WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS

Exhibit 99.1 ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS ? Minneapolis, MN (October 13, 2021) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended September 25, 2021 of $10,082,500 or $2.67 per share diluted compared to net income of $9,358,800 or $2.43 per share diluted in 2020. For the

October 14, 2021 EX-99.2

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND SPECIAL DIVIDEND

? ? Exhibit 99.2 ? ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND SPECIAL DIVIDEND ? ? Minneapolis, MN (October 13, 2021) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.45 per share wi

October 14, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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 41-16226

October 13, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 25, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-2201

September 10, 2021 EX-10.1

Amendment No. 9 to Credit Agreement, among Winmark Corporation and its subsidiaries and CIBC Bank USA, dated September 10, 2021 (Exhibit 10.1) (21)

Exhibit 10.1 AMENDMENT NO. 9 to CREDIT AGREEMENT ? THIS AMENDMENT NO. 9 TO CREDIT AGREEMENT (this ?Amendment?) is dated as of September 10, 2021, by and among WINMARK CORPORATION, WIRTH BUSINESS CREDIT, INC., WINMARK CAPITAL CORPORATION and GROW BIZ GAMES, INC. (each of the foregoing are referred to herein individually as a ?Loan Party? and collectively as the ?Loan Parties?), and CIBC BANK USA (t

September 10, 2021 EX-10.5

Amendment No. 3 to Intercredit and Collateral Agency Agreement dated September 10, 2021 (exhibit 10.5) (21)

? ? Exhibit 10.5 AMENDMENT NO. 3 TO INTERCREDITOR AND COLLATERAL AGENCY AGREEMENT This Amendment No. 3 to Intercreditor and Collateral Agency Agreement (this ?Amendment?), dated as of this 10th day of September, 2021, is by and among CIBC Bank USA, formerly known as The PrivateBank and Trust Company (?CIBC?), The Prudential Insurance Company of America (?Prudential?), Pruco Life Insurance Company

September 10, 2021 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): September 10, 2021 ? Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) ? Minnesota (State or Other Jurisdiction of Incorporation) ? ? ? 000-22012 41-162

September 10, 2021 EX-10.3

Amendment No. 5 to Note Agreement dated September 10, 2021 among Winmark Corporation and its subsidiaries and PGIM, Inc. (formerly Prudential Investment Management, Inc.) its affiliates and managed accounts (exhibit 10.3) (21)

Exhibit 10.3 September 10, 2021 WINMARK CORPORATION WIRTH BUSINESS CREDIT, INC. WINMARK CAPITAL CORPORATION GROW BIZ GAMES, INC. c/o Winmark Corporation 605 Highway 169 North, Suite 400 Minneapolis, MN 55441 ? Re: Amendment No. 5 to Note Agreement Ladies and Gentlemen: Reference is made to the Note Agreement dated as of May 14, 2015 (as amended from time to time, the ?Note Agreement?), among Winma

September 10, 2021 EX-99.1

WINMARK CORPORATION ANNOUNCES ISSUANCE OF $30.0 MILLION OF 3.18% NOTES DUE 2028

Exhibit 99.1 ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES ISSUANCE OF $30.0 MILLION OF 3.18% NOTES DUE 2028 ? Minneapolis, MN (September 10, 2021) - Winmark Corporation (Nasdaq: WINA) announced today the issuance of $30.0 million of 3.18% Senior Secured Notes due 2028. The financing was provided by affiliates of PGIM, Inc. (formerly Prudentia

July 20, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

July 14, 2021 EX-99.1

WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS

Exhibit 99.1 ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS ? Minneapolis, MN (July 14, 2021) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended June 26, 2021 of $8,937,300 or $2.33 per share diluted compared to net income of $5,055,200 or $1.33 per share diluted in 2020. For the six mon

July 14, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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 14, 2021 ? Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) ? Minnesota (State or Other Jurisdiction of Incorporation) ? ? ? 000-22012 41-1622691

July 14, 2021 EX-99.2

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND INCREASE IN SHARE REPURCHASE AUTHORIZATION

? ? Exhibit 99.2 ? ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND INCREASE IN SHARE REPURCHASE AUTHORIZATION ? ? Minneapolis, MN (July 14, 2021) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividen

May 14, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 14, 2021 ? Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) ? Minnesota (State or Other Jurisdiction of Incorporation) ? ? ? 000-22012 41-1622691 (

May 14, 2021 EX-99.1

WINMARK CORPORATION ANNOUNCES RUN-OFF OF LEASING PORTFOLIO

Exhibit 99.1 ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES RUN-OFF OF LEASING PORTFOLIO ? Minneapolis, MN (May 14, 2021) - Winmark Corporation (Nasdaq: WINA) announced today that it will no longer solicit new leasing customers and will pursue an orderly run-off for its middle-market leasing portfolio. Brett D. Heffes, Chairman and Chief Executive

May 7, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4) Winmark Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 974250102 (CUSIP Number) April 30, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul

April 29, 2021 8-K

Submission of Matters to a Vote of Security Holders

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 28, 2021 ? Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) ? Minnesota (State or Other Jurisdiction of Incorporation) ? ? ? 000-22012 41-1622691

April 20, 2021 10-Q

Quarterly Report - 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 14, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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 14, 2021 ? Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) ? Minnesota (State or Other Jurisdiction of Incorporation) ? ? ? 000-22012 41-1622691

April 14, 2021 EX-99.2

WINMARK CORPORATION ANNOUNCES INCREASE IN CASH DIVIDEND

? ? Exhibit 99.2 ? ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES INCREASE IN CASH DIVIDEND ? Minneapolis, MN (April 14, 2021) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved an increase in its regular quarterly cash dividend to shareholders. The quarterly dividend of $0.45 per share represents an i

April 14, 2021 EX-99.1

WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS

EX-99.1 2 c315-20210414ex9913718e0.htm EX-99.1 Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS Minneapolis, MN (April 14, 2021) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended March 27, 2021 of $9,311,100 or $2.40 per share diluted compared to net income of $7,317,000 or $1.87 per shar

April 12, 2021 SC 13G/A

SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6) WINMARK CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 974250102 (CUSIP NUMBER) March 31, 2021 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed:

April 12, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) Winmark Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 974250102 (CUSIP Number) March 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul

March 9, 2021 DEF 14A

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? ? Check the appropriate box: ? ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? D

March 9, 2021 10-K

Annual Report - 10-K

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 26, 2020, or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WINMARK COR

February 24, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 24, 2021 ? Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) ? Minnesota (State or Other Jurisdiction of Incorporation) ? ? ? 000-22012 41-1622

February 24, 2021 EX-99.1

WINMARK CORPORATION ANNOUNCES YEAR END RESULTS

Exhibit 99.1 ? ? ? Contact:Brett D. Heffes 763/520-8500 ? ? FOR IMMEDIATE RELEASE ? WINMARK CORPORATION ANNOUNCES YEAR END RESULTS ? Minneapolis, MN (February 24, 2021) - Winmark Corporation (Nasdaq: WINA) announced today net income for the year ended December 26, 2020 of $29,823,300 or $7.72 per share diluted compared to net income of $32,149,300 or $7.84 per share diluted in 2019. The fourth qua

February 16, 2021 SC 13G/A

SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5) WINMARK CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 974250102 (CUSIP NUMBER) December 31, 2020 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is file

February 12, 2021 SC 13G/A

SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Amendment No.: 8 Name of Issuer: Winmark Corporation Title of Class of Securities: Common CUSIP Number: 974250102 December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

February 11, 2021 SC 13G/A

SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* WINMARK CORPORATION - (Name of Issuer) Common Stock, no par value per share - (Title of Class of Securities) 974250102 - (CUSIP Number) December 31, 2020 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

February 5, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) Winmark Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 974250102 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

February 2, 2021 SC 13G

SC 13G

us9742501029020221.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) WINMARK CORP - (Name of Issuer) Common Stock - (Title of Class of Securities) 974250102 - (CUSIP Number) December 31, 2020 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

January 27, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

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): January 27, 2021 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission F

January 27, 2021 EX-99.1

WINMARK CORPORATION ANNOUNCES CASH DIVIDEND

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES CASH DIVIDEND Minneapolis, MN (January 27, 2021) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.25 per share will be paid March 1, 2021 to shareholders of record on

January 15, 2021 EX-99.1

WINMARK CORPORATION APPOINTS NEW BOARD MEMBER

Ex. 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION APPOINTS NEW BOARD MEMBER Minneapolis, MN (January 15, 2021) - Winmark Corporation (Nasdaq: WINA) announced today that it has named Gina De Caro Sprenger to its Board of Directors. Gina has over 30 years of successful leadership experience in traditional retail, direct marketing and ecommerce. Currently, Ms. Sp

January 15, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

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): January 15, 2021 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission F

October 20, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 26, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-2201

October 14, 2020 EX-99.1

WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS

EX-99.1 4 c315-20201014ex991038e43.htm EX-99.1 Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS Minneapolis, MN (October 14, 2020) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended September 26, 2020 of $9,358,800 (or $2.43 per share diluted) compared to net income of $9,113,800 (or $2.24

October 14, 2020 EX-10.3

Consent and Amendment No. 4 to Note Agreement dated October 14, 2020 among Winmark Corporation and its subsidiaries and Prudential Investment Management, Inc., its affiliates and managed accounts (Exhibit 10.3) (20)

EX-10.3 3 c315-20201014ex103f6ca72.htm EX-10.3 Exhibit 10.3 October 14, 2020 WINMARK CORPORATION WIRTH BUSINESS CREDIT, INC. WINMARK CAPITAL CORPORATION GROW BIZ GAMES, INC. c/o Winmark Corporation 605 Highway 169 North, Suite 400 Minneapolis, MN 55441 Re: Consent and Amendment No. 4 to Note Agreement Ladies and Gentlemen: Reference is made to the Note Agreement dated as of May 14, 2015 (as amende

October 14, 2020 EX-99.2

WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND SPECIAL DIVIDEND

EX-99.2 5 c315-20201014ex99246e2b7.htm EX-99.2 Exhibit 99.2 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES QUARTERLY CASH DIVIDEND AND SPECIAL DIVIDEND Minneapolis, MN (October 14, 2020) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly divid

October 14, 2020 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - 8-K

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 14, 2020 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission F

October 14, 2020 EX-10.1

Amendment No. 8 to Credit Agreement, among Winmark Corporation and its subsidiaries and CIBC Bank USA (formerly known as The PrivateBank and Trust Company), dated October 14, 2020 (Exhibit 10.1) (20)

Exhibit 10.1 AMENDMENT NO. 8 to CREDIT AGREEMENT THIS AMENDMENT NO. 8 TO CREDIT AGREEMENT (this “Amendment”) is made as of October 14, 2020, by and among WINMARK CORPORATION, WIRTH BUSINESS CREDIT, INC., WINMARK CAPITAL CORPORATION and GROW BIZ GAMES, INC. (each of the foregoing are referred to herein individually as a “Loan Party” and collectively as the “Loan Parties”), CIBC BANK USA (the “Admin

October 13, 2020 SC 13G/A

WINA / Winmark Corp. / Mawer Investment Management Ltd. - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Winmark Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 974250102 (CUSIP Number) September 30, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch

September 2, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K

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): September 2, 2020 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission

September 2, 2020 EX-10.3

Amendment No.3 to Note Agreement dated September 2, 2020, among Winmark Corporation and its subsidiaries and Prudential Investment Management, Inc. its affiliates and managed accounts (Exhibit 10.3) (19)

EX-10.3 3 c315-20200902ex103c762c5.htm EX-10.3 Exhibit 10.3 September 2, 2020 WINMARK CORPORATION WIRTH BUSINESS CREDIT, INC. WINMARK CAPITAL CORPORATION GROW BIZ GAMES, INC. c/o Winmark Corporation 605 Highway 169 North, Suite 400 Minneapolis, MN 55441 Re: Amendment No. 3 to Note Agreement Ladies and Gentlemen: Reference is made to the Note Agreement dated as of May 14, 2015 (as amended from time

September 2, 2020 EX-10.1

Amendment No.7 to Credit Agreement, among Winmark Corporation and its subsidiaries, CIBC Bank USA (formerly known as The PrivateBank and Trust Company), and BMO Harris Bank N.A., dated September 2, 2020 (Exhibit 10.1) (19)

Exhibit 10.1 AMENDMENT NO. 7 to CREDIT AGREEMENT THIS AMENDMENT NO. 7 TO CREDIT AGREEMENT (this “Amendment”) is dated as of September 2, 2020, by and among WINMARK CORPORATION, WIRTH BUSINESS CREDIT, INC., WINMARK CAPITAL CORPORATION and GROW BIZ GAMES, INC. (each of the foregoing are referred to herein individually as a “Loan Party” and collectively as the “Loan Parties”), CIBC BANK USA (formerly

September 2, 2020 EX-10.5

Amendment No.2 to Intercreditor and Collateral Agency Agreement, dated September 2, 2020 (Exhibit 10.5) (19)

EX-10.5 4 c315-20200902ex105f5be3b.htm EX-10.5 Exhibit 10.5 AMENDMENT NO. 2 TO INTERCREDITOR AND COLLATERAL AGENCY AGREEMENT This Amendment No. 2 to Intercreditor and Collateral Agency Agreement (this “Amendment”), dated as of this 2nd day of September, 2020, is by and among CIBC Bank USA, formerly known as The PrivateBank and Trust Company (“CIBC”), The Prudential Insurance Company of America (“P

August 6, 2020 8-K

Regulation FD Disclosure

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): August 5, 2020 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission Fil

July 22, 2020 S-8

- S-8

As filed with the Securities and Exchange Commission on July 22, 2020. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WINMARK CORPORATION (Exact name of registrant as specified in its charter) Minnesota 41-1622691 (State or other jurisdiction of (I.R.S. Employer incorporation or organiza

July 21, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 27, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WIN

July 15, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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, 2020 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission File

July 15, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

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, 2020 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission File

July 15, 2020 EX-99.1

WINMARK CORPORATION ANNOUNCES CASH DIVIDEND

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES CASH DIVIDEND Minneapolis, MN (July 15, 2020) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.25 per share will be paid September 1, 2020 to shareholders of record o

July 15, 2020 EX-99.1

WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS Minneapolis, MN (July 15, 2020) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended June 27, 2020 of $5,055,200 (or $1.33 per share diluted) compared to net income of $7,301,900 (or $1.79 per share diluted) in the second quarter of 2019. For

June 8, 2020 SC 13G

WINA / Winmark Corp. / Mawer Investment Management Ltd. - SCHEDULE 13G Passive Investment

SC 13G 1 winmark13g5312020.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) Winmark Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 974250102 (CUSIP Number) May 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designat

April 30, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

8-K 1 c315-20200429x8k.htm 8-K 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 29, 2020 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-2

April 30, 2020 EX-99.1

WINMARK CORPORATION ANNOUNCES CASH DIVIDEND

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES CASH DIVIDEND Minneapolis, MN (April 29, 2020)  Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.05 per share will be paid June 1, 2020 to shareholders of record on th

April 22, 2020 10-Q

Quarterly Report - 10-Q

10-Q 1 c315-20200328x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 28, 2020 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Comm

April 14, 2020 EX-99.1

WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS Minneapolis, MN (April 14, 2020)  Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended March 28, 2020 of $7,317,000 or $1.87 per share diluted compared to net income of $7,272,200 or $1.73 per share diluted in 2019. First quarter earnings were

April 14, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 14, 2020 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission Fil

March 26, 2020 8-K

Regulation FD Disclosure

8-K 1 c315-20200326x8k.htm 8-K 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 26, 2020 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-2

March 10, 2020 EX-4.1

Description of the Company’s Common Stock (Exhibit 4.1) (18)

Description of Registrant’s SecuritiesExhibit 4.1 The summary of the general terms and provisions of the capital stock of Winmark Corporation set forth below does not purport to be complete and is subject to and qualified by reference to our articles of incorporation and bylaws, each of which is incorporated by reference and included as exhibits to our Annual Report on Form 10-K. The disclosure be

March 10, 2020 10-K

WINA / Winmark Corp. 10-K - Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 28, 2019, or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-2

March 10, 2020 EX-10.34

2020 Stock Option Plan, including forms of stock option agreements (Exhibit 10.34) (3) (18)

EX-10.34 3 wina-20191228ex10343894b.htm EX-10.34 EXHIBIT 10.34 WINMARK CORPORATION 2020 STOCK OPTION PLAN SECTION 1. DEFINITIONS As used herein, the following terms shall have the meanings indicated below: (a) “Affiliate” shall mean a Parent or Subsidiary of the Company. (b) “Committee” shall mean a Committee of two or more directors who shall be appointed by and serve at the pleasure of the Board

March 10, 2020 DEF 14A

WINA / Winmark Corp. DEF 14A - - DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

February 27, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 26, 2020 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission

February 27, 2020 EX-99.1

WINMARK CORPORATION ANNOUNCES MANAGEMENT CHANGES

Ex. 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES MANAGEMENT CHANGES Minneapolis, MN (February 27, 2020)  Winmark Corporation (Nasdaq: WINA) announced today the following promotions and changes to its management team: · Renae M. Gaudette, the Company’s Vice President, Franchising has been named President, Franchising; · Bradley W. Spencer, the Compa

February 26, 2020 EX-99.1

WINMARK CORPORATION ANNOUNCES YEAR END RESULTS

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES YEAR END RESULTS Minneapolis, MN (February 26, 2020)  Winmark Corporation (Nasdaq: WINA) announced today net income for the year ended December 28, 2019 of $32,149,300 or $7.84 per share diluted compared to net income of $30,125,500 or $7.26 per share diluted in 2018. The fourth quarter 2019 net

February 26, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 c315-20200226x8k.htm 8-K 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 26, 2020 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 00

February 14, 2020 SC 13G/A

WINA / Winmark Corp. / PRICE T ROWE ASSOCIATES INC /MD/ Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4) WINMARK CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 974250102 (CUSIP NUMBER) December 31, 2019 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is file

February 14, 2020 SC 13G/A

WINA / Winmark Corp. / Nine Ten Partners LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Amendment No.:7 Name of Issuer: Winmark Corporation Title of Class of Securities: Common CUSIP Number: 974250102 (Date of Event Which Requires Filing of this Statement) December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is f

February 12, 2020 SC 13G

WINA / Winmark Corp. / Renaissance Technologies LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 WINMARK CORPORATION - (Name of Issuer) Common Stock, no par value per share - (Title of Class of Securities) 974250102 - (CUSIP Number) April 19, 2019 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

January 29, 2020 EX-99.2

WINMARK CORPORATION ANNOUNCES CASH DIVIDEND

EX-99.2 4 c315-20200129ex99251a56b.htm EX-99.2 Exhibit 99.2 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES CASH DIVIDEND Minneapolis, MN (January 29, 2020)  Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.25 per share will be

January 29, 2020 EX-99.1

WINMARK CORPORATION ANNOUNCES GOVERNANCE CHANGES

EX-99.1 3 c315-20200129ex991f220a5.htm EX-99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES GOVERNANCE CHANGES Minneapolis, MN (January 29, 2020)  Winmark Corporation (Nasdaq: WINA) announced today that current Executive Chairman, John L. Morgan, 78, will retire as a Director and as Executive Chairman, effective March 1, 2020. Additionally, the Company

January 29, 2020 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

8-K 1 c315-20200129x8k.htm 8-K 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): January 29, 2020 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000

January 29, 2020 EX-10.1

Transition and Retirement Agreement with John L. Morgan, dated January 29, 2020 (Exhibit 10.1)(3)(23)

WINMARK CORPORATION TRANSITION AND RETIREMENT AGREEMENT THIS TRANSITION AND RETIREMENT AGREEMENT (“Transition Agreement” or “Agreement”) is made and entered into by and between Winmark Corporation, a Minnesota corporation (“Company”) and Mr.

January 17, 2020 SC 13D/A

WINA / Winmark Corp. / MORGAN JOHN L - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 17)* Winmark Corporation (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 974250 10 2 (CUSIP Number) John L. Morgan Winmark Corporation 605 Highway 169 N Minneapolis, Minnesota 55441 (763) 520-8500 (Name, Address and Telephone Number of Person

January 17, 2020 SC TO-I/A

WINA / Winmark Corp. SC TO-I/A - - SC TO-I/A

SC TO-I/A 1 a20-35521sctoia.htm SC TO-I/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 WINMARK CORPORATION (Name of Subject Company (Issuer)) WINMARK CORPORATION (Name of Filing Persons (Issuer)) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 974250

January 17, 2020 EX-99.(A)(5)(B)

WINMARK CORPORATION ANNOUNCES RESULTS OF ITS SELF-TENDER OFFER

Exhibit (a)(5)(B) Contact: Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES RESULTS OF ITS SELF-TENDER OFFER Minneapolis, MN (January 17, 2020) – Winmark Corporation (Nasdaq: WINA) announced today the results of its self-tender offer to purchase up to 300,000 shares of its common stock for a price of $163.00 per share, which expired at 12:00 midnight EST, on January

December 17, 2019 EX-99.(B)(7)

December 16, 2019

EX-99.(B)(7) 8 a19-239821ex99db7.htm EX-99.(B)(7) Exhibit (b)(7) December 16, 2019 WINMARK CORPORATION WIRTH BUSINESS CREDIT, INC. WINMARK CAPITAL CORPORATION GROW BIZ GAMES, INC. c/o Winmark Corporation 605 Highway 169 North, Suite 400 Minneapolis, MN 55441 Re: Amendment No. 2 to Note Agreement Ladies and Gentlemen: Reference is made to the Note Agreement dated as of May 14, 2015 (as amended by A

December 17, 2019 SC TO-I

WINA / Winmark Corp. SC TO-I - - SC TO-I

SC TO-I 1 a19-239821sctoi.htm SC TO-I SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 WINMARK CORPORATION (Name of Subject Company (Issuer)) WINMARK CORPORATION (Name of Filing Persons (Issuer)) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 974250102 (CUSIP Number of C

December 17, 2019 EX-99.(A)(1)(A)

Offer To Purchase For Cash Winmark Corporation Up to 300,000 Shares of its Common Stock At a Purchase Price of $163.00 Per Share The tender offer, proration period and withdrawal rights will expire at 12:00 Midnight, Eastern Standard Time, on January

Exhibit (a)(1)(A) Offer To Purchase For Cash by Winmark Corporation of Up to 300,000 Shares of its Common Stock At a Purchase Price of $163.

December 17, 2019 EX-99.(B)(6)

AMENDMENT NO. 6 CREDIT AGREEMENT

Exhibit (b)(6) AMENDMENT NO. 6 to CREDIT AGREEMENT THIS AMENDMENT NO. 6 TO CREDIT AGREEMENT (this “Amendment”) is dated as of December 16, 2019, by and among WINMARK CORPORATION, WIRTH BUSINESS CREDIT, INC., WINMARK CAPITAL CORPORATION and GROW BIZ GAMES, INC. (each of the foregoing are referred to herein individually as a “Loan Party” and collectively as the “Loan Parties”), CIBC BANK USA (former

December 17, 2019 EX-99.(A)(1)(C)

WINMARK CORPORATION Offer to Purchase for Cash 300,000 Shares of Common Stock at a Per Share Purchase Price of $163.00 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, EASTERN STANDARD TIME JANUARY 16, 2020, UNLESS THE OFFER I

EX-99.(A)(1)(C) 4 a19-239821ex99da1c.htm EX-99.(A)(1)(C) Exhibit (a)(1)(C) WINMARK CORPORATION Offer to Purchase for Cash 300,000 Shares of Common Stock at a Per Share Purchase Price of $163.00 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, EASTERN STANDARD TIME JANUARY 16, 2020, UNLESS THE OFFER IS EXTENDED OR TERMINATED (SUCH TIME, AS IT MAY BE EXTENDED, THE “EXPIRATION

December 17, 2019 EX-10.3

Amendment No. 2 to Note Agreement dated December 16, 2019 among Winmark Corporation and its subsidiaries and Prudential Investment Management, Inc., its affiliates and managed accounts (Exhibit (b)(7))(22)

December 16, 2019 WINMARK CORPORATION WIRTH BUSINESS CREDIT, INC. WINMARK CAPITAL CORPORATION GROW BIZ GAMES, INC. c/o Winmark Corporation 605 Highway 169 North, Suite 400 Minneapolis, MN 55441 Re:Amendment No. 2 to Note Agreement Ladies and Gentlemen: Reference is made to the Note Agreement dated as of May 14, 2015 (as amended by Amendment No. 1 dated July 19, 2017, the “Note Agreement”), among W

December 17, 2019 EX-99.(A)(5)(A)

WINMARK CORPORATION COMMENCES SELF-TENDER OFFER TO PURCHASE UP TO 300,000 SHARES

Exhibit (a)(5)(A) Contact: Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION COMMENCES SELF-TENDER OFFER TO PURCHASE UP TO 300,000 SHARES Minneapolis, MN (December 17, 2019) - Winmark Corporation (Nasdaq: WINA) announced today the commencement of a self-tender offer to purchase up to 300,000 shares, or approximately 7.6% of its outstanding common stock, for a price of $163.00

December 17, 2019 EX-99.(A)(1)(B)

Letter of Transmittal Tender Shares of Common Stock WINMARK CORPORATION-CUSIP 974250102 Pursuant to the Offer to Purchase 300,000 Shares of Common Stock At A Purchase Price of $163.00 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MID

EX-99.(A)(1)(B) 3 a19-239821ex99da1b.htm EX-99.(A)(1)(B) Exhibit (a)(1)(B) Letter of Transmittal to Tender Shares of Common Stock of WINMARK CORPORATION-CUSIP 974250102 Pursuant to the Offer to Purchase 300,000 Shares of Common Stock At A Purchase Price of $163.00 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, EASTERN STANDARD TIME, ON JANUARY 16, 2020, UNLESS THE OFFER I

December 17, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 win-20191216x8k.htm 8-K 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): December 16, 2019 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000

December 17, 2019 EX-99.(A)(1)(D)

WINMARK CORPORATION Offer to Purchase for Cash 300,000 Shares of Common Stock at a Per Share Purchase Price of $163.00 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, EASTERN STANDARD TIME, JANUARY 16, 2020, UNLESS THE OFFER

Exhibit (a)(1)(D) WINMARK CORPORATION Offer to Purchase for Cash 300,000 Shares of Common Stock at a Per Share Purchase Price of $163.

December 17, 2019 EX-10.1

Amendment No. 6 to Credit Agreement, among Winmark Corporation and its subsidiaries, CIBC Bank USA (formerly known as The PrivateBank and Trust Company), and BMO Harris Bank N.A., dated December 16, 2019 (Exhibit (b)(6))(17)

EX-10.1 2 win-20191216ex10182b926.htm EX-10.1 AMENDMENT NO. 6 to CREDIT AGREEMENT THIS AMENDMENT NO. 6 TO CREDIT AGREEMENT (this “Amendment”) is dated as of December 16, 2019, by and among WINMARK CORPORATION, WIRTH BUSINESS CREDIT, INC., WINMARK CAPITAL CORPORATION and GROW BIZ GAMES, INC. (each of the foregoing are referred to herein individually as a “Loan Party” and collectively as the “Loan P

October 23, 2019 EX-99.1

WINMARK CORPORATION ANNOUNCES CASH DIVIDEND

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES CASH DIVIDEND Minneapolis, MN (October 23, 2019)  Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $0.25 per share will be paid December 2, 2019 to shareholders of record

October 23, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

8-K 1 c315-20191023x8k.htm 8-K 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 23, 2019 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000

October 22, 2019 10-Q

WINA / Winmark Corp. 10-Q - Quarterly Report - 10-Q

10-Q 1 c315-20190928x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 28, 2019 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to

October 16, 2019 EX-99.1

WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES THIRD QUARTER RESULTS Minneapolis, MN (October 16, 2019)  Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended September 28, 2019 of $9,113,800 (or $2.24 per share diluted) compared to net income of $8,364,300 (or $2.01 per share diluted) in the third quarter of 201

October 16, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 c315-20191016x8k.htm 8-K 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, 2019 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000

August 8, 2019 8-K/A

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 7, 2019 (April 24, 2019) Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622

July 24, 2019 EX-99.1

WINMARK CORPORATION ANNOUNCES CASH DIVIDEND

EX-99.1 2 c315-20190724ex991a7cf1c.htm EX-99.1 Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES CASH DIVIDEND Minneapolis, MN (July 24, 2019)  Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved an increase in its regular quarterly cash dividend to shareholders. The quarterly dividend of $0.25 per share w

July 24, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

8-K 1 c315-20190724x8k.htm 8-K 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 24, 2019 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22

July 23, 2019 10-Q

WINA / Winmark Corp. 10-Q - Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 2019 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-22012 WINMA

July 17, 2019 EX-99.1

WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS Minneapolis, MN (July 17, 2019)  Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended June 29, 2019 of $7,301,900 (or $1.79 per share diluted) compared to net income of $7,143,000 (or $1.73 per share diluted) in the second quarter of 2018. For

July 17, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 c315-20190629x8k.htm 8-K 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, 2019 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22

June 28, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): June 26, 2019 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission File

June 28, 2019 EX-99.1

WINMARK CORPORATION ANNOUNCES RESIGNATION

EX-99.1 2 wina-20190626ex991cde245.htm EX-99.1 Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES RESIGNATION Minneapolis, MN (June 28, 2019)  Winmark Corporation (Nasdaq: WINA) announced the submission by Steven C. Zola of his resignation from the position of President of Winmark Capital, as well as his resignation as Vice Chairman of the Board

April 26, 2019 10-Q

WINA / Winmark Corp. 10-Q (Quarterly Report) 10-Q

10-Q 1 c315-20190330x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 30, 2019 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Comm

April 24, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

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 24, 2019 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission Fil

April 24, 2019 EX-99.1

WINMARK CORPORATION ANNOUNCES INCREASE IN CASH DIVIDEND

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES INCREASE IN CASH DIVIDEND Minneapolis, MN (April 24, 2019)  Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved an increase in its regular quarterly cash dividend to shareholders. The quarterly dividend of $0.25 per share will be paid June 3, 2019 to shareh

April 17, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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, 2019 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission Fil

April 17, 2019 EX-99.1

WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS

Exhibit 99.1 Contact:Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES FIRST QUARTER RESULTS Minneapolis, MN (April 17, 2019)  Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended March 30, 2019 of $7,272,200 (or $1.73 per share diluted) compared to net income of $6,960,400 (or $1.69 per share diluted) in 2018. Brett D. Heffes, Chief E

April 1, 2019 SC 13D/A

WINA / Winmark Corp. / MORGAN JOHN L - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 16)* Winmark Corporation (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 974250 10 2 (CUSIP Number) John L. Morgan Winmark Corporation 605 Highway 169 N Minneapolis, Minnesota 55441 (763) 520-8500 (Name, Address and Telephone Number of Person

March 29, 2019 SC TO-I/A

WINA / Winmark Corp. SC TO-I/A

SC TO-I/A 1 a19-73081sctoia.htm SC TO-I/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 WINMARK CORPORATION (Name of Subject Company (Issuer)) WINMARK CORPORATION (Name of Filing Persons (Issuer)) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 974250

March 29, 2019 EX-99.(A)(5)(B)

WINMARK CORPORATION ANNOUNCES RESULTS OF ITS SELF-TENDER OFFER

Exhibit (a)(5)(B) Contact: Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION ANNOUNCES RESULTS OF ITS SELF-TENDER OFFER Minneapolis, MN (March 29, 2019) - Winmark Corporation (Nasdaq: WINA) announced today the results of its self-tender offer to purchase up to 150,000 shares of its common stock for a price of $159.63 per share, which expired at 12:00 midnight EDT, on March 28,

March 8, 2019 DEF 14A

WINA / Winmark Corp. DEF 14A

DEF 14A 1 c315-20190424xdef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only

March 8, 2019 10-K

WINA / Winmark Corp. 10-K (Annual Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 29, 2018, or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-2

February 28, 2019 SC TO-I

WINA / Winmark Corp. SC TO-I

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 WINMARK CORPORATION (Name of Subject Company (Issuer)) WINMARK CORPORATION (Name of Filing Persons (Issuer)) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 974250102 (CUSIP Number of Class of Securities) Anthony D. Ishaug

February 28, 2019 EX-99.(A)(1)(D)

WINMARK CORPORATION Offer to Purchase for Cash 150,000 Shares of Common Stock at a Per Share Purchase Price of $159.63 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, EASTERN DAYLIGHT TIME, MARCH 28, 2019, UNLESS THE OFFER IS

Exhibit (a)(1)(D) WINMARK CORPORATION Offer to Purchase for Cash 150,000 Shares of Common Stock at a Per Share Purchase Price of $159.

February 28, 2019 EX-99.(A)(1)(B)

Letter of Transmittal Tender Shares of Common Stock WINMARK CORPORATION-CUSIP 974250102 Pursuant to the Offer to Purchase 150,000 Shares of Common Stock At A Purchase Price of $159.63 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MID

Exhibit (a)(1)(B) Letter of Transmittal to Tender Shares of Common Stock of WINMARK CORPORATION-CUSIP 974250102 Pursuant to the Offer to Purchase 150,000 Shares of Common Stock At A Purchase Price of $159.

February 28, 2019 EX-99.(A)(1)(A)

Offer To Purchase For Cash Winmark Corporation Up to 150,000 Shares of its Common Stock At a Purchase Price of $159.63 Per Share The tender offer, proration period and withdrawal rights will expire at 12:00 Midnight, Eastern Daylight Time, on March 2

EX-99.(A)(1)(A) 2 a19-52091ex99da1a.htm EX-99.(A)(1)(A) Exhibit (a)(1)(A) Offer To Purchase For Cash by Winmark Corporation of Up to 150,000 Shares of its Common Stock At a Purchase Price of $159.63 Per Share The tender offer, proration period and withdrawal rights will expire at 12:00 Midnight, Eastern Daylight Time, on March 28, 2019 unless the tender offer is extended. Winmark Corporation, a Mi

February 28, 2019 EX-99.(A)(1)(C)

WINMARK CORPORATION Offer to Purchase for Cash 150,000 Shares of Common Stock at a Per Share Purchase Price of $159.63 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, EASTERN DAYLIGHT TIME MARCH 28, 2019, UNLESS THE OFFER IS

EX-99.(A)(1)(C) 4 a19-52091ex99da1c.htm EX-99.(A)(1)(C) Exhibit (a)(1)(C) WINMARK CORPORATION Offer to Purchase for Cash 150,000 Shares of Common Stock at a Per Share Purchase Price of $159.63 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, EASTERN DAYLIGHT TIME MARCH 28, 2019, UNLESS THE OFFER IS EXTENDED OR TERMINATED (SUCH TIME, AS IT MAY BE EXTENDED, THE “EXPIRATION DA

February 28, 2019 EX-99.(A)(5)(A)

WINMARK CORPORATION COMMENCES SELF-TENDER OFFER TO PURCHASE UP TO 150,000 SHARES

EX-99.(A)(5)(A) 6 a19-52091ex99da5a.htm EX-99.(A)(5)(A) Exhibit (a)(5)(A) Contact: Brett D. Heffes 763/520-8500 FOR IMMEDIATE RELEASE WINMARK CORPORATION COMMENCES SELF-TENDER OFFER TO PURCHASE UP TO 150,000 SHARES Minneapolis, MN (February 28, 2019) - Winmark Corporation (Nasdaq: WINA) announced today the commencement of a self-tender offer to purchase up to 150,000 shares, or approximately 3.8%

February 28, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 28, 2019 Winmark Corporation (Exact Name of Registrant as Specified in Its Charter) Minnesota (State or Other Jurisdiction of Incorporation) 000-22012 41-1622691 (Commission

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