Five Below (NASDAQ: FIVE) CMO awarded 1,275 common shares in Form 4 filing

Rhea-AI Filing Summary

Israel Michelle Lee reported acquisition or exercise transactions in this Form 4 filing.

FIVE BELOW, INC reported that Chief Merchandising Officer Michelle Lee Israel received a grant of 1,275 shares of common stock on March 19, 2026. The shares were awarded at $0.00 per share as compensation, not bought on the open market. After this award, she directly owns 1,763 common shares in total.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Israel Michelle Lee

Role Chief Merchandising Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,275	$0.00	--

Holdings After Transaction: Common Stock — 1,763 shares (Direct)

Footnotes (1)

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^*

Israel Michelle Lee

(Last) (First) (Middle)

C/O FIVE BELOW, INC.

701 MARKET STREET, SUITE 300

(Street)

PHILADELPHIA PENNSYLVANIA 19106

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	Chief Merchandising Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2026

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

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

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

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	03/19/2026		A		1,275	A	$0	1,763	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:

	/s/ Kristen D. Han, Attorney-in-Fact for Michelle Israel	03/23/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did FIVE (Five Below, Inc.) report for Michelle Lee Israel?

Five Below reported that Chief Merchandising Officer Michelle Lee Israel received a grant of 1,275 shares of common stock. The award was recorded at $0.00 per share, indicating a compensation-related equity grant rather than an open-market stock purchase.

Was the FIVE insider transaction an open-market buy or a stock grant?

The transaction was a stock grant, not an open-market purchase. The filing classifies it as a grant or award acquisition, with 1,275 common shares received at $0.00 per share as part of compensation rather than through market buying.

How many FIVE common shares does Michelle Lee Israel hold after this Form 4?

After the reported transaction, Michelle Lee Israel directly owns 1,763 shares of Five Below common stock. This total reflects her holdings following the 1,275-share grant recorded in the Form 4 insider transaction filing.

What is the significance of the transaction code 'A' in this FIVE Form 4?

The transaction code 'A' on the Form 4 indicates a grant, award, or other acquisition of shares. For Five Below, this means Michelle Lee Israel received 1,275 common shares as a compensation-related equity award, not from buying in the open market.

Does the FIVE Form 4 show any insider selling activity by Michelle Lee Israel?

The Form 4 shows no insider selling by Michelle Lee Israel. It reports only one acquisition transaction: a grant of 1,275 common shares, classified as a grant or award, with no dispositions or sales listed in the summarized data.

Is the reported FIVE insider transaction related to derivatives or options?

The transaction involves non-derivative common stock, not options or other derivatives. The filing’s derivative summary is empty, indicating no new option exercises or derivative activities associated with this particular Form 4 transaction for Five Below.