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

Director Thomas M. Ryan acquired 315 shares of Five Below, Inc. common stock on August 5, 2024, in lieu of a portion of his quarterly retainer.

Summary

• On August 5, 2024, Thomas M. Ryan, a director of Five Below, Inc., acquired 315 shares of common stock.
• The acquisition was made in lieu of a quarterly retainer payment of $21,215.78, less applicable tax withholdings, as part of the Five Below, Inc. Compensation Policy for Non-Employee Directors.
• The price per share was $67.22.
• Following the transaction, Ryan directly owns 12,351 shares and indirectly owns 104,050 shares as trustee.

Sentiment

Score: 6

Explanation: The sentiment is neutral. It's a routine transaction related to director compensation. The director taking shares instead of cash could be seen as a slightly positive signal.

Positives

• The director's decision to take shares in lieu of cash compensation could be seen as a positive signal of confidence in the company's future performance.

Industry Context

Directors receiving stock in lieu of cash compensation is a fairly common practice, especially in retail companies, as it aligns their interests with those of shareholders.

Comparison to Industry Standards

• Comparing this to other retail companies, director compensation packages often include a mix of cash and equity.
• For example, directors at Target and Walmart also receive stock options and restricted stock units as part of their compensation.

Stakeholder Impact

• The transaction has a minor positive impact on shareholders as it aligns the director's interests with theirs.

Key Dates