SEC Form 4 · accession 0001192482-18-000356

FIVE BELOW, INC · FIVE

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Chief Administrative Officer

Period of report

Jul 17, 2018

Accepted (ET)

Jul 19, 2018 · 4:22 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001177609

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Jul 17, 2018	M	16,193	$35.27	A	29,117	D
Common Stock^F1	Jul 17, 2018	S	16,193	$103.1185	D	12,924	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option (right to buy)^F2	$35.27	Jul 17, 2018	M	16,193	D	—	Jul 28, 2024	Common Stock	16,193	16,193	D

F1The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $102.50 to $103.52, 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 range set forth in this footnote.
F250% of the option grant vested and became exercisable on July 28, 2016, 25% of the option grant vested and became exercisable on July 28, 2017 and the remaining 25% will vest and become exercisable on July 28, 2018, subject to the reporting person's continued employment.