Form 4: Five Below Director Thomas M. Ryan Acquires Shares in Lieu of Quarterly Retainer

Director Thomas M. Ryan acquired 232 shares of Five Below, Inc. common stock in lieu of a quarterly retainer payment.

Summary

• On November 4, 2024, Thomas M. Ryan, a director of Five Below, Inc., acquired 232 shares of common stock.
• The acquisition was made in lieu of a quarterly retainer payment of $22,500, less applicable tax withholdings, as part of the Five Below, Inc. Compensation Policy for Non-Employee Directors.
• The price per share was $95.
• Following the transaction, Ryan directly owns 12,583 shares and indirectly owns 104,050 shares as trustee.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. It reflects a routine transaction indicating director alignment with the company's success.

Positives

• The director's acquisition of shares demonstrates confidence in the company.
• The compensation policy aligns director interests with shareholder value.

Industry Context

This is a routine disclosure of insider transactions, which are common in publicly traded companies. Directors often receive stock as part of their compensation.

Comparison to Industry Standards

• Director compensation packages often include a mix of cash and equity.
• Granting shares in lieu of cash retainers is a common practice to align director interests with those of shareholders.
• The specific amount and structure of the compensation are typical for companies of Five Below's size and industry.

Stakeholder Impact

• The transaction has a minimal direct impact on stakeholders.
• It reinforces the alignment of director interests with shareholder value.

Key Dates