Five Below (NASDAQ: FIVE) director receives 976-share stock grant, holds 14,212

Rhea-AI Filing Summary

Lathi Dinesh S. reported acquisition or exercise transactions in this Form 4 filing.

FIVE BELOW, INC director Dinesh S. Lathi received a grant of 976 shares of common stock on June 16, 2026 at no cost per share. Following this award, he directly holds 14,212 shares of the company’s common stock, reflecting routine equity-based director compensation rather than an open-market trade.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Lathi Dinesh S.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	976	$0.00	--

Holdings After Transaction: Common Stock — 14,212 shares (Direct, null)

Footnotes (1)

Key Figures

Stock grant: 976 shares Grant price: $0.00 per share Shares held after: 14,212 shares +1 more

4 metrics

Stock grant 976 shares Common Stock grant on June 16, 2026

Grant price $0.00 per share Equity award, not open-market purchase

Shares held after 14,212 shares Total direct holdings after transaction

Transaction code A Grant, award, or other acquisition

Key Terms

Common Stock, Grant, award, or other acquisition, Form 4

3 terms

Common Stock financial

"security_title: "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Grant, award, or other acquisition financial

"transaction_code_description: "Grant, award, or other acquisition""

Form 4 regulatory

"INSIDER FILING DATA (Form 4)"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

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^*

Lathi Dinesh S.

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

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	06/16/2026		A		976	A	$0	14,212	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/ Kenneth R. Bull, as Attorney-In-Fact for Dinesh Lathi	06/18/2026
	** 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 Dinesh S. Lathi?

Five Below reported that director Dinesh S. Lathi received a grant of 976 shares of common stock on June 16, 2026. The award was recorded at a price of $0.00 per share, indicating stock-based compensation rather than a market purchase.

How many FIVE shares does Dinesh S. Lathi hold after this Form 4 transaction?

After the June 16, 2026 stock grant, Dinesh S. Lathi directly holds 14,212 shares of Five Below common stock. This total includes the newly awarded 976-share grant disclosed in the Form 4 insider filing data for the director.

Was the FIVE insider transaction a stock purchase or a compensation grant?

The transaction was a compensation-related grant, not an open-market purchase. The Form 4 classifies it as a “Grant, award, or other acquisition” with transaction code A and a price of $0.00 per share, typical of equity awards to directors.

Did Dinesh S. Lathi sell any FIVE BELOW, INC shares in this filing?

No sales were reported in this Form 4. The insider filing shows one acquisition transaction through a stock grant of 976 shares and indicates zero sell transactions, with net buy-sell shares reported as neutral in the transaction summary.

Does the FIVE Form 4 show any option exercises or derivative transactions?

The Form 4 data shows no derivative transactions or option exercises. Derivative transaction count is zero, and the derivative summary is empty, indicating the reported activity relates only to a direct grant of common stock, not options or other derivatives.