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 6, 2006

 

Winmark Corporation

(Exact Name of Registrant as Specified in Its Charter)

 

 

Minnesota

(State or Other Jurisdiction of Incorporation)

 

 

000-22012

41-1622691

(Commission File Number)

(I.R.S. Employer Identification Number)

 

4200 Dahlberg Drive, Suite 100 Golden Valley, MN 55422-4837

(Address of Principal Executive Offices)  (Zip Code)

 

(612) 520-8500

(Registrant’s Telephone Number, Including Area Code)

 

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

(17 CFR 240.14d-2(b))

 

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 1.01 Entry Into Material Definitive Agreement.

On June 6, 2006, in connection with Winmark Corporation’s (“Company”) existing stock repurchase plan, the Company repurchased 44,000 shares of common stock from K. Jeffrey  Dahlberg for aggregate consideration of $1.0362 million, or $23.55 per share.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

WINMARK CORPORATION

 

 

 

Date: June 6, 2006

By:

/s/ Catherine P. Heaven

 

 

Catherine P. Heaven

 

 

General Counsel