Five Below (FIVE) officer reports December insider stock sales, holdings

Rhea-AI Filing Summary

Five Below, Inc. reported an insider stock sale by its Chief Retail Officer, George Hill, on 12/12/2025.

Hill sold 1,420, 3,800, and 2,280 shares of Five Below common stock in three separate transactions coded as sales, at weighted average prices of $180.54, $182.13, and $182.98, respectively. The shares in each trade were sold in multiple transactions within stated price ranges. After these sales, he directly beneficially owned 32,913 shares of Five Below common stock.

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

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

X

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^*

Hill George

(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)
	Chief Retail Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025

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	12/12/2025		S		1,420	D	$180.54(1)	38,993	D
Common Stock	12/12/2025		S		3,800	D	$182.13(2)	35,193	D
Common Stock	12/12/2025		S		2,280	D	$182.98(3)	32,913	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. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.37 to $181.30, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the footnotes of this Form 4.

2. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $181.50 to $182.39, inclusive.

3. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $182.52 to $183.41, inclusive.

	/s/ Kenneth R. Bull, as Attorney-In-Fact for George Hill	12/16/2025
	** 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 transaction did Five Below (FIVE) disclose?

Five Below (FIVE) disclosed that its Chief Retail Officer, George Hill, reported sales of company common stock on 12/12/2025 in a Form 4 filing.

How many Five Below (FIVE) shares did George Hill sell?

On 12/12/2025, George Hill sold 1,420, 3,800, and 2,280 shares of Five Below (FIVE) common stock in three separate reported transactions.

At what prices were the Five Below (FIVE) shares sold?

The reported weighted average prices were $180.54, $182.13, and $182.98 per share. Each price reflects multiple trades within specified ranges noted in the filing footnotes.

How many Five Below (FIVE) shares does George Hill own after these sales?

Following the reported transactions, George Hill directly beneficially owned 32,913 shares of Five Below (FIVE) common stock.

Does this Five Below (FIVE) filing report any derivative securities activity?

The filing includes a table for derivative securities, but it does not report any acquisitions or dispositions of derivative securities for Five Below (FIVE).