Five Below, Inc (FIVE) director awarded 976 shares and reports total holdings

Rhea-AI Filing Summary

FIVE BELOW, INC director Ronald Sargent reported a compensation-related stock grant and updated holdings. He received a grant or award of 976 shares of Common Stock at a price of $0.00 per share, increasing his directly held shares to 6,609. Separately, 73,674 shares of Common Stock are held indirectly through Sargent Family Investment LLC, reflecting an additional ownership position not acquired in an open-market transaction.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider SARGENT RONALD

Role null

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

Holdings After Transaction: Common Stock — 6,609 shares (Direct, null); Common Stock — 73,674 shares (Indirect, By: Sargent Family Investment LLC)

Footnotes (1)

Key Figures

Stock grant: 976 shares Grant price: $0.00 per share Direct holdings after grant: 6,609 shares +1 more

4 metrics

Stock grant 976 shares Common Stock grant under transaction code A

Grant price $0.00 per share Price for 976-share compensation award

Direct holdings after grant 6,609 shares Common Stock directly owned by Ronald Sargent

Indirect holdings 73,674 shares Common Stock held via Sargent Family Investment LLC

Key Terms

Common Stock, grant, award, or other acquisition, indirect ownership, transaction code A

4 terms

Common Stock financial

"He received a grant or award of 976 shares of 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 A, described as a grant, award, or other acquisition"

indirect ownership financial

"73,674 shares are reported as indirectly owned through Sargent Family Investment LLC"

transaction code A regulatory

"The 976 shares were acquired under transaction code A"

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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^*

SARGENT RONALD

(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	6,609	D
Common Stock								73,674	I	By: Sargent Family Investment LLC

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 Ronald L. Sargent	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 did FIVE BELOW (FIVE) director Ronald Sargent report in this Form 4?

Ronald Sargent reported a grant or award of 976 shares of Five Below Common Stock. This compensation-related acquisition increased his direct holdings to 6,609 shares while also disclosing a separate, indirect holding of 73,674 shares through Sargent Family Investment LLC.

How many Five Below (FIVE) shares did Ronald Sargent receive as a grant?

He received a grant or award of 976 shares of Common Stock. The transaction was coded as an acquisition (code A) at a price of $0.00 per share, indicating a non-cash, compensation-type award rather than an open-market purchase.

What are Ronald Sargent’s direct and indirect Five Below (FIVE) holdings after the reported transactions?

After the reported grant, Ronald Sargent directly holds 6,609 shares of Five Below Common Stock. In addition, 73,674 shares are reported as indirectly owned through Sargent Family Investment LLC, reflecting a separate investment position associated with him.

Was the Five Below (FIVE) Form 4 transaction an open-market buy or a compensation award?

The Form 4 shows a compensation-type award, not an open-market buy. The 976 shares were acquired under transaction code A, described as a grant, award, or other acquisition at a price of $0.00 per share, typical of equity compensation.

How is Sargent Family Investment LLC related to Ronald Sargent’s Five Below (FIVE) holdings?

The filing shows 73,674 Five Below shares held indirectly with ownership described as “By: Sargent Family Investment LLC.” This indicates those shares are owned through that LLC, reflecting an indirect interest associated with Ronald Sargent, separate from his direct holdings.