Five Below (FIVE) officer Graham Poliner logs stock trades in Form 4

Rhea-AI Filing Summary

Five Below officer Graham Poliner reported two stock transactions in company shares. On 12/31/2025, Poliner acquired 29 shares of common stock at $169.52 per share under a stock purchase plan exempt under Rule 16b-3(c), bringing direct holdings to 19,519 shares.

On 01/23/2026, Poliner disposed of 1,496 shares of common stock at $190.37 per share, leaving 18,023 shares owned directly after this transaction.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Poliner Graham

Role CSBIAO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	1,496	$190.37	$285K
Other	Common Stock	29	$169.52	$5K

Holdings After Transaction: Common Stock — 18,023 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Poliner Graham

(Last) (First) (Middle)

C/O FIVE BELOW, INC.

701 MARKET STREET, SUITE 300

(Street)

PHILADELPHIA PA 19106

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIVE BELOW, INC [ FIVE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CSBIAO

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/31/2025		J	V	29	A	$169.52(1)	19,519	D
Common Stock	01/23/2026		F		1,496	D	$190.37	18,023	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Purchase under a Stock Purchase Plan exempt under Rule 16b-3(c).

	/s/ Kristen D. Han, as Attorney-In-Fact for Graham Poliner	01/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did FIVE (Five Below, Inc.) report for Graham Poliner?

Graham Poliner reported one purchase and one sale of Five Below stock. He acquired 29 shares on 12/31/2025 and disposed of 1,496 shares on 01/23/2026, with both transactions involving the company’s common stock.

How many Five Below (FIVE) shares does Graham Poliner hold after the reported Form 4?

After the reported transactions, Graham Poliner directly owns 18,023 Five Below shares. His holdings rose to 19,519 shares after a December 2025 purchase, then decreased to 18,023 shares following a January 2026 disposition.

At what prices did Graham Poliner trade Five Below (FIVE) stock in the latest Form 4?

Poliner’s reported trades occurred at two different prices. He acquired 29 shares at $169.52 per share on 12/31/2025 and disposed of 1,496 shares at $190.37 per share on 01/23/2026, all in Five Below common stock.

What does the Rule 16b-3(c) reference mean in the FIVE Form 4 filing?

The filing notes one purchase under a stock purchase plan exempt under Rule 16b-3(c). This exemption generally applies to certain insider transactions carried out under approved compensation or purchase plans, as referenced in the explanation of responses.

What transaction codes were used in the Five Below (FIVE) Form 4 for Graham Poliner?

The Form 4 lists transaction codes J and F. Code J applies to the 12/31/2025 acquisition of 29 shares, while code F applies to the 01/23/2026 disposition of 1,496 shares of Five Below common stock.

Is Graham Poliner an officer of Five Below (FIVE) in this Form 4?

Yes, Graham Poliner is identified as an officer of Five Below. The filing classifies him as an officer with the title shown as “CSBIAO,” and indicates the Form 4 is filed by one reporting person.