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This holiday season, online deals might be ‘a little weaker,' as sales slow and shoppers navigate tariff fears
MarketWatch· 2025-10-06 15:31
U.S. shoppers are expected to keep spending online at record levels this holiday season, but spending growth itself might slow and the discounts might not be as steep as retailers and customers try to... ...
Five Below’s High Price Might Still Not Reflect Its Potential (FIVE)
Seeking Alpha· 2025-10-01 22:26
Five Below (NASDAQ: FIVE ) recently posted great results for the second quarter of 2025 with a 12.7% rise in same-store sales. According to the second-quarter earnings call , this rise was driven byI am a freelance business writer. I formerly wrote articles for the Motley Fool Blogging Network, where I won several editor's choice awards. After that, I wrote articles for the main Motley Fool site. I typically focus on restaurants, retailers, and food manufacturers, considering both growth opportunities and v ...
Five Below's High Price Might Still Not Reflect Its Potential
Seeking Alpha· 2025-10-01 22:26
Core Insights - Five Below (NASDAQ: FIVE) reported a strong performance in Q2 2025, with a 12.7% increase in same-store sales driven by various factors [1] Financial Performance - The 12.7% rise in same-store sales indicates robust consumer demand and effective sales strategies implemented by the company [1]
Five Below Appoints Chief Financial Officer and Chief Merchandising Officer
Globenewswire· 2025-10-01 13:25
Extreme-value growth retailer names Daniel Sullivan as Chief Financial Officer and Michelle Israel as Chief Merchandising Officer, rounding out its executive leadership teamPHILADELPHIA, PA, Oct. 01, 2025 (GLOBE NEWSWIRE) -- Five Below, Inc. (NASDAQ: FIVE) (“Five Below” or “the Company”), the trend-right, high-quality, extreme-value retailer for the kid and the kid in all of us, today announced the appointments of Daniel Sullivan as Chief Financial Officer (CFO) and Michelle Israel as Chief Merchandising Of ...
Five Below (FIVE) Up 1.1% Since Last Earnings Report: Can It Continue?
ZACKS· 2025-09-26 16:31
Core Viewpoint - Five Below reported strong Q2 fiscal 2025 results, exceeding estimates for both earnings and sales, and raised its fiscal 2025 outlook, indicating positive growth momentum [2][12]. Financial Performance - Adjusted earnings per share for Q2 were 81 cents, surpassing the Zacks Consensus Estimate of 61 cents, and reflecting a 50% increase from 54 cents in the same quarter last year [2]. - Net sales reached $1.03 billion, a 23.7% year-over-year increase, exceeding the Zacks Consensus Estimate of $997 million [3]. - Comparable sales increased by 12.4% year over year, driven by an 8.7% rise in comparable transactions and a 3.4% increase in average ticket size [4]. Margins and Costs - Adjusted gross profit grew 26.2% year over year to $343.3 million, with an adjusted gross margin increase of approximately 60 basis points to 33.4% [5]. - Selling, general and administrative (SG&A) costs rose 28.3% to $242.3 million, with SG&A as a percentage of net sales increasing by approximately 90 basis points to 23.6% [5]. Store Expansion - The company opened 32 net new stores, bringing the total to 1,858 stores across 44 states, marking an 11.5% increase from the previous year [8]. - Plans are in place to open 150 additional stores by the end of fiscal 2025, aiming for a total of 1,921 stores [8]. Future Guidance - For Q3 fiscal 2025, net sales are projected between $950 million and $970 million, indicating a 5-7% increase in comparable sales [9]. - The company expects net income to fall between $5 million and $12 million, with adjusted net income projected between $7 million and $13 million [11]. - Fiscal 2025 net sales are now projected to be $4.44-$4.52 billion, an increase from the previous estimate of $4.33-$4.42 billion [12]. Financial Outlook - The midpoint of the operating margin guidance has increased by about 60 basis points to 7.9%, although a year-over-year decline of approximately 130 basis points is expected due to tariff and compensation pressures [13]. - Net income is forecasted between $253 million and $275 million, with adjusted net income projected between $264 million and $286 million, both reflecting upward adjustments from previous estimates [14]. - Earnings per share are expected to be $4.56-$4.96, up from the prior range of $4.04-$4.51 [15]. Market Sentiment - Since the earnings release, there has been a significant upward trend in estimates, with a consensus estimate shift of 3512.5% [16]. - Five Below currently holds a Zacks Rank 3 (Hold), indicating expectations for an in-line return from the stock in the coming months [18].
FIVE Crosses Above Average Analyst Target
Nasdaq· 2025-09-19 10:36
Core Viewpoint - Five Below Inc's shares have surpassed the average analyst 12-month target price of $214.47, currently trading at $216.72, prompting analysts to consider either downgrading their valuation or raising their target price based on the company's fundamental developments [1][3]. Analyst Target Summary - There are 19 different analyst targets for Five Below Inc, with the lowest target at $115.00 and the highest at $240.00, resulting in a standard deviation of $29.701 [2]. - The average target price reflects a collective assessment, suggesting that investors should evaluate whether the current price is a stepping stone to higher targets or if the valuation is becoming stretched [3]. Analyst Ratings Breakdown - The current analyst ratings for Five Below Inc show 17 strong buy ratings, 1 buy rating, 1 hold rating, and no sell or strong sell ratings, maintaining an average rating of 1.13, which indicates a strong buy [4].
FIVE BELOW INVESTIGATION CONTINUED BY FORMER LOUISIANA ATTORNEY GENERAL: Kahn Swick & Foti, LLC Continues to Investigate the Officers and Directors of Five Below, Inc. - FIVE
Globenewswire· 2025-09-17 20:47
Core Viewpoint - Kahn Swick & Foti, LLC is investigating Five Below, Inc. for potential breaches of fiduciary duties and violations of state or federal laws following a decline in comparable sales and the departure of key executives [1][4]. Financial Performance - Five Below reported a 5.0% decrease in comparable sales for the period ending July 15, 2023, compared to the previous year [2]. - The company expects fiscal second-quarter sales to be between $820 million and $826 million, anticipating a further 6% to 7% decrease in comparable sales [2]. Legal Issues - Following the sales decline, Five Below and its executives are facing a securities class action lawsuit for failing to disclose material information, with the court allowing the case to proceed after denying the company's motion to dismiss [3]. - Kahn Swick & Foti's investigation is focused on whether the company's officers and directors acted in violation of their fiduciary duties to shareholders [4].
This Protagonist Therapeutics Analyst Begins Coverage On A Bullish Note; Here Are Top 5 Initiations For Wednesday - Biohaven (NYSE:BHVN), Avient (NYSE:AVNT)
Benzinga· 2025-09-17 12:15
Group 1 - KeyBanc analyst Aleksey Yefremov initiated coverage on Avient Corporation (AVNT) with an Overweight rating and a price target of $48, while shares closed at $35.77 [5] - Barclays analyst Etzer Darout initiated coverage on Protagonist Therapeutics, Inc. (PTGX) with an Overweight rating and a price target of $72, with shares closing at $58.59 [5] - Citigroup analyst Samantha Semenkow initiated coverage on Biohaven Ltd. (BHVN) with a Buy rating and a price target of $28, while shares closed at $13.49 [5] - Barclays analyst Etzer Darout also initiated coverage on Summit Therapeutics Inc. (SMMT) with an Underweight rating and a price target of $13, with shares closing at $18.12 [5] - Bernstein analyst Zhihan Ma initiated coverage on Five Below, Inc. (FIVE) with a Market Perform rating and a price target of $160, while shares closed at $149.06 [5]
A Free Stock Pick From “Mr. 1,000%”
Investor Place· 2025-09-06 16:00
Core Insights - The completion of the Human Genome Project (HGP) on April 13, 2003, marked a significant milestone in human development, providing a reference sequence of the human genome [1] - This genomic information enables the development of personalized medicine and targeted therapies, allowing treatments to be tailored to an individual's genetic makeup [2] - Eric Fry's research aims to identify a "genetic blueprint" in stocks that can yield returns of 1,000% or more, similar to the advancements in human health [3] Investment Strategy - Over the past three decades, Eric Fry has successfully recommended over 40 stocks that achieved returns exceeding 1,000%, establishing a strong track record in identifying high-potential investments [4][6] - Fry's new stock-picking system is designed to identify when a stock enters a 10X pattern, combining quantitative analysis with his own evaluations for final recommendations [5] - The system has undergone extensive testing, including over 5.2 million back-tests across more than 14,000 stocks, demonstrating its effectiveness in outperforming the S&P 500 by 4,200% [9] Notable Recommendations - Examples of successful stock picks include Sturm, Ruger & Co. Inc. (RGR) with a return of +1,543%, BHP Group Ltd. (BHP) at +2,045%, and Humana Inc. (HUM) achieving +3,591% [7] - Humana was identified as a potential winner despite a 60% drop in its stock price, showcasing Fry's ability to see opportunities where others see risks [8] - The first official recommendation from the new system is Five Below Inc. (FIVE), which entered the 10X Zone on May 12, indicating strong potential for growth [11]
Five Below(FIVE) - 2026 Q2 - Quarterly Report
2025-08-28 19:37
PART I - FINANCIAL INFORMATION [Item 1. Consolidated Financial Statements (unaudited)](index=4&type=section&id=Item%201.%20Consolidated%20Financial%20Statements%20(unaudited)) This section presents the unaudited consolidated financial statements of Five Below, Inc. for the periods ended August 2, 2025, and August 3, 2024, including balance sheets, statements of operations, statements of shareholders' equity, and statements of cash flows, along with accompanying notes detailing significant accounting policies and financial instrument disclosures [Unaudited Consolidated Balance Sheets](index=4&type=section&id=Unaudited%20Consolidated%20Balance%20Sheets) The consolidated balance sheets show an increase in total assets, primarily driven by higher cash and cash equivalents and inventories, alongside an increase in total liabilities and shareholders' equity as of August 2, 2025, compared to prior periods Metric | Metric | August 2, 2025 (in thousands) | February 1, 2025 (in thousands) | August 3, 2024 (in thousands) | | :-------------------------------- | :----------------------------- | :------------------------------ | :----------------------------- | | Cash and cash equivalents | $562,746 | $331,718 | $209,039 | | Inventories | $799,602 | $659,500 | $639,881 | | Total current assets | $1,584,918 | $1,351,367 | $1,118,639 | | Total liabilities | $2,699,291 | $2,531,247 | $2,405,403 | | Total shareholders' equity | $1,907,247 | $1,808,327 | $1,607,741 | [Unaudited Consolidated Statements of Operations](index=5&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Operations) Five Below, Inc. reported significant growth in net sales, operating income, and net income for both the thirteen and twenty-six weeks ended August 2, 2025, compared to the same periods in the prior year, leading to increased basic and diluted earnings per common share Metric | Metric | Thirteen Weeks Ended August 2, 2025 (in thousands) | Thirteen Weeks Ended August 3, 2024 (in thousands) | Twenty-Six Weeks Ended August 2, 2025 (in thousands) | Twenty-Six Weeks Ended August 3, 2024 (in thousands) | | :------------------------ | :----------------------------------------------- | :----------------------------------------------- | :------------------------------------------------- | :----------------------------------------------- | | Net sales | $1,026,847 | $830,069 | $1,997,374 | $1,641,932 | | Operating income | $52,365 | $41,509 | $103,212 | $77,659 | | Net income | $42,762 | $33,000 | $83,910 | $64,467 | | Basic income per common share | $0.78 | $0.60 | $1.52 | $1.17 | | Diluted income per common share | $0.77 | $0.60 | $1.52 | $1.17 | [Unaudited Consolidated Statements of Shareholders' Equity](index=6&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Shareholders'%20Equity) Shareholders' equity increased from February 1, 2025, to August 2, 2025, primarily due to net income and share-based compensation expense, partially offset by common shares withheld for taxes Metric | Metric | Balance, February 1, 2025 (in thousands) | Balance, August 2, 2025 (in thousands) | | :-------------------------- | :------------------------------------- | :------------------------------------- | | Total shareholders' equity | $1,808,327 | $1,907,247 |\n| Share-based compensation expense | $9,672 (Feb-May) / $8,392 (May-Aug) | $18,064 (Total for 26 weeks) |\n| Net income | $41,148 (Feb-May) / $42,762 (May-Aug) | $83,910 (Total for 26 weeks) |\n| Common shares withheld for taxes | $(1,254) (Feb-May) / $(2,581) (May-Aug) | $(3,835) (Total for 26 weeks) | [Unaudited Consolidated Statements of Cash Flows](index=8&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Cash%20Flows) The company experienced a significant increase in net cash provided by operating activities for the twenty-six weeks ended August 2, 2025, compared to the prior year, while investing activities shifted from a net use to a net provision of cash, and financing activities saw a substantial decrease in cash used Cash Flow Activity | Cash Flow Activity | Twenty-Six Weeks Ended August 2, 2025 (in thousands) | Twenty-Six Weeks Ended August 3, 2024 (in thousands) | | :---------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Net cash provided by operating activities | $225,658 | $97,694 | | Net cash provided by (used in) investing activities | $8,727 | $(22,022) | | Net cash used in financing activities | $(3,357) | $(46,382) | | Net increase in cash and cash equivalents | $231,028 | $29,290 | [Notes to Unaudited Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) These notes provide detailed information on Five Below's significant accounting policies, including business description, fiscal year, basis of presentation, recently issued accounting pronouncements, use of estimates, fair value of financial instruments, revenue recognition, leases, income per common share, line of credit, commitments and contingencies, share-based compensation, income taxes, and segment reporting - Five Below, Inc. is a specialty value retailer targeting tween and teen demographics, operating **1,858 stores** in **44 states** as of August 2, 2025, and also sells merchandise through its e-commerce website and third-party delivery services[19](index=19&type=chunk)[21](index=21&type=chunk) - The company is evaluating the impact of new accounting standards: **ASU No. 2023-09** (Income Taxes - Improvements to Income Tax Disclosures) effective for fiscal years beginning after **December 15, 2024**, and **ASU 2024-03** (Disaggregation of Income Statement Expenses) effective for fiscal years beginning after **December 15, 2026**[24](index=24&type=chunk)[25](index=25&type=chunk) Disaggregated Revenue by Product Group | Product Group | Thirteen Weeks Ended August 2, 2025 (Amount) | Percentage of Net Sales | Thirteen Weeks Ended August 3, 2024 (Amount) | Percentage of Net Sales | | :---------------- | :------------------------------------------- | :---------------------- | :------------------------------------------- | :---------------------- | | Leisure | $470,463 | 45.8 % | $374,905 | 45.2 % | | Fashion and home | $309,295 | 30.1 % | $249,386 | 30.0 % | | Snack and seasonal| $247,089 | 24.1 % | $205,778 | 24.8 % | | Total | $1,026,847 | 100.0 % | $830,069 | 100.0 % | | Product Group | Twenty-Six Weeks Ended August 2, 2025 (Amount) | Percentage of Net Sales | Twenty-Six Weeks Ended August 3, 2024 (Amount) | Percentage of Net Sales | | :---------------- | :------------------------------------------- | :---------------------- | :------------------------------------------- | :---------------------- | | Leisure | $905,369 | 45.3 % | $748,739 | 45.6 % | | Fashion and home | $593,064 | 29.7 % | $477,658 | 29.1 % | | Snack and seasonal| $498,941 | 25.0 % | $415,535 | 25.3 % | | Total | $1,997,374 | 100.0 % | $1,641,932 | 100.0 % | - As of August 2, 2025, the Company had no borrowings under its **$225.0 million Revolving Credit Facility** and was in compliance with all applicable covenants[55](index=55&type=chunk) - A putative class action lawsuit was filed against Five Below, Inc. and a former senior officer, alleging violations of securities laws, which the Company intends to **vigorously defend** against[58](index=58&type=chunk)[150](index=150&type=chunk) - As of August 2, 2025, there was **$48.5 million** of total unrecognized compensation costs related to non-vested share-based compensation arrangements, expected to be recognized over a weighted average vesting period of **2.0 years**[67](index=67&type=chunk) Effective Tax Rates | Period | August 2, 2025 | August 3, 2024 | | :---------------------- | :------------- | :------------- | | Thirteen Weeks Ended | 26.2 % | 25.9 % | | Twenty-Six Weeks Ended | 26.7 % | 24.8 % | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=18&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial performance, including an overview of operations, key performance indicators, detailed analysis of consolidated results for the thirteen and twenty-six weeks ended August 2, 2025, liquidity and capital resources, and critical accounting policies [SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS](index=19&type=section&id=SPECIAL%20NOTE%20REGARDING%20FORWARD-LOOKING%20STATEMENTS) This section highlights that the report contains forward-looking statements subject to various risks and uncertainties, which could cause actual results to differ materially from expectations. Readers are cautioned not to place undue reliance on these statements - Key risk factors include impacts of inflation, failure to implement growth strategy, supply chain disruptions, tariffs, price increases, dependence on store/website traffic, inability to manage inventory, changes in competitive environment, seasonality, natural disasters, and cyberattacks[80](index=80&type=chunk)[89](index=89&type=chunk) [Overview](index=20&type=section&id=Overview) Five Below, Inc. is a rapidly growing specialty value retailer targeting tween and teen customers, offering a broad range of merchandise, mostly priced at $5 and below. As of August 2, 2025, the company operated 1,858 stores in 44 states and maintains an e-commerce presence - As of August 2, 2025, Five Below operated **1,858 stores** in **44 states**[83](index=83&type=chunk) - The company offers merchandise primarily priced at **$5 and below**, including select brands and licensed merchandise[83](index=83&type=chunk) [How We Assess the Performance of Our Business and Non-GAAP Measures](index=20&type=section&id=How%20We%20Assess%20the%20Performance%20of%20Our%20Business%20and%20Non-GAAP%20Measures) Management assesses business performance using key financial measures such as net sales, comparable sales, cost of goods sold and gross profit, selling, general and administrative expenses (SG&A), and operating income. The section defines these metrics and discusses factors affecting them, including seasonality and growth strategy - Net sales are highest in the **fourth fiscal quarter** due to the year-end holiday season, reflecting the seasonal nature of the business[88](index=88&type=chunk) - Comparable sales include net sales from stores open for at least **15 full months** and e-commerce sales, with specific exclusions for relocated or expanded stores and adjustments for 53-week fiscal years[90](index=90&type=chunk)[91](index=91&type=chunk) - Gross profit is net sales less cost of goods sold, with gross margin as a percentage of net sales. Cost of goods sold includes merchandise costs, inbound freight, tariffs, shipping/handling, store occupancy, distribution, and buying expenses[95](index=95&type=chunk) - SG&A expenses comprise payroll, compensation, marketing, advertising, depreciation, and amortization. These are expected to increase with continued store growth and can fluctuate due to performance-based compensation[99](index=99&type=chunk)[100](index=100&type=chunk) [Results of Consolidated Operations](index=24&type=section&id=Results%20of%20Consolidated%20Operations) The company achieved strong financial results for both the thirteen and twenty-six weeks ended August 2, 2025, with significant increases in net sales, gross profit, and net income, driven by new store openings and positive comparable sales growth Consolidated Statements of Operations Data (Thirteen Weeks Ended) | Metric | August 2, 2025 (in millions) | August 3, 2024 (in millions) | Change (in millions) | % Change | | :------------------------ | :--------------------------- | :--------------------------- | :------------------- | :------- | | Net sales | $1,026.8 | $830.1 | $196.7 | 23.7 % | | Cost of goods sold | $684.5 | $558.3 | $126.2 | 22.6 % | | Gross profit | $342.3 | $271.8 | $70.5 | 26.0 % | | Operating income | $52.4 | $41.5 | $10.9 | 26.3 % | | Net income | $42.8 | $33.0 | $9.8 | 29.6 % | | Comparable sales increase | 12.4 % | (5.7)% | - | - | | Gross margin | 33.3 % | 32.7 % | +0.6 % | - | Consolidated Statements of Operations Data (Twenty-Six Weeks Ended) | Metric | August 2, 2025 (in millions) | August 3, 2024 (in millions) | Change (in millions) | % Change | | :------------------------ | :--------------------------- | :--------------------------- | :------------------- | :------- | | Net sales | $1,997.4 | $1,641.9 | $355.5 | 21.6 % | | Cost of goods sold | $1,331.1 | $1,106.6 | $224.5 | 20.3 % | | Gross profit | $666.3 | $535.3 | $131.0 | 24.5 % | | Operating income | $103.2 | $77.7 | $25.5 | 32.8 % | | Net income | $83.9 | $64.5 | $19.4 | 30.2 % | | Comparable sales increase | 9.8 % | (4.1)% | - | - | | Gross margin | 33.4 % | 32.6 % | +0.8 % | - | [Liquidity and Capital Resources](index=26&type=section&id=Liquidity%20and%20Capital%20Resources) The company plans for approximately $210 million in cash capital expenditures for fiscal 2025, primarily for 150 net new stores, funded by cash from operations, cash on hand, investments, and its Revolving Credit Facility. Working capital requirements fluctuate seasonally, peaking in the third and fourth fiscal quarters - Planned cash capital expenditures for fiscal 2025 are approximately **$210 million**, with **$110 million** allocated to construct and open approximately **150 net new stores**[122](index=122&type=chunk) - The company expects to fund capital expenditures and working capital from cash on-hand, net cash provided by operating activities, and its Revolving Credit Facility, which has **$225 million** available as of August 2, 2025[124](index=124&type=chunk)[127](index=127&type=chunk) - No share repurchases were made during the twenty-six weeks ended August 2, 2025, under the **$100 million** program approved in November 2023[125](index=125&type=chunk) Cash Flows Summary (Twenty-Six Weeks Ended) | Cash Flow Activity | August 2, 2025 (in millions) | August 3, 2024 (in millions) | | :---------------------------------- | :--------------------------- | :--------------------------- | | Net cash provided by operating activities | $225.7 | $97.7 | | Net cash provided by (used in) investing activities | $8.7 | $(22.0) | | Net cash used in financing activities | $(3.4) | $(46.4) | | Net increase during period in cash and cash equivalents | $231.0 | $29.3 | [Critical Accounting Policies and Estimates](index=28&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) The preparation of financial statements requires management to make estimates and assumptions, which are detailed in the Annual Report. Actual results may vary materially from these estimates [Contractual Obligations](index=28&type=section&id=Contractual%20Obligations) Since February 2, 2025, the company has entered into 85 new retail leases with average terms of approximately 10 years, resulting in future minimum lease payments of approximately $168.3 million - From February 2, 2025, to August 2, 2025, the company committed to **85 new retail leases** with average terms of approximately **10 years**, totaling approximately **$168.3 million** in future minimum lease payments[136](index=136&type=chunk) [Off-Balance Sheet Arrangements](index=28&type=section&id=Off-Balance%20Sheet%20Arrangements) For the thirteen weeks ended August 2, 2025, the company was not party to any material off-balance sheet arrangements that are reasonably likely to have a current or future effect on its financial condition or results of operations [Recently Issued Accounting Pronouncements](index=28&type=section&id=Recently%20Issued%20Accounting%20Pronouncements) This section refers to Note 1 of the consolidated financial statements for a detailed description of recently issued accounting pronouncements [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=28&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate sensitivity, affecting interest income from investments and potential borrowings under its variable-rate Revolving Credit Facility. The impact of inflation on historical results has been immaterial, with mitigation strategies in place - The company's principal market risk is **interest rate sensitivity**, primarily due to its interest-bearing investment securities and variable-rate **Revolving Credit Facility**[141](index=141&type=chunk)[142](index=142&type=chunk) - An immediate **100 basis point change** in interest rates is not expected to materially affect the fair market value of the short-term investment portfolio or operating results[141](index=141&type=chunk) - The effects of inflation on historical results have been **immaterial**, and the company employs strategies like sourcing from different vendors and changing product mix to minimize future impacts[144](index=144&type=chunk) [Item 4. Controls and Procedures](index=29&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the effectiveness of the company's disclosure controls and procedures, concluding they are effective at a reasonable assurance level. There were no material changes to internal control over financial reporting during the thirteen weeks ended August 2, 2025 - Disclosure controls and procedures were evaluated as **effective** at a reasonable assurance level as of August 2, 2025[145](index=145&type=chunk) - No **material changes** to internal control over financial reporting occurred during the thirteen weeks ended August 2, 2025[146](index=146&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=30&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal proceedings in the ordinary course of business, including a putative class action lawsuit alleging securities law violations. Management believes the ultimate resolution of these matters will not have a material adverse effect on the company's financial condition or results of operations - A class action lawsuit was filed against Five Below, Inc. and a former senior officer, alleging violations of Sections **10(b)** and **20(a)** of the Securities Exchange Act of 1934 and Rule **10b-5**[150](index=150&type=chunk) - The company intends to **vigorously defend** against the class action, believing it to be without merit, and the potential impact of unspecified damages is uncertain[150](index=150&type=chunk) [Item 1A. Risk Factors](index=31&type=section&id=Item%201A.%20Risk%20Factors) This section refers to the risk factors discussed in the company's Annual Report, stating that there have been no material changes to these risks. Additional unknown or immaterial risks could also adversely affect the business - There have been **no material changes** in the company's risk factors from those previously disclosed in its Annual Report[152](index=152&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=31&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company had no repurchases of its common stock during the thirteen weeks ended August 2, 2025, under its $100 million share repurchase program, which was approved in November 2023 - No shares were repurchased under the **$100 million** share repurchase program during the thirteen weeks ended August 2, 2025[153](index=153&type=chunk) [Item 3. Defaults Upon Senior Securities](index=31&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This item is not applicable to the company for the reporting period [Item 4. Mine Safety Disclosures](index=31&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company for the reporting period [Item 5. Other Information](index=31&type=section&id=Item%205.%20Other%20Information) During the thirteen weeks ended August 2, 2025, none of the company's directors or Section 16 officers adopted or terminated any Rule 10b5-1 trading plans - No Rule **10b5-1 trading plans** were adopted or terminated by directors or Section 16 officers during the thirteen weeks ended August 2, 2025[156](index=156&type=chunk) [Item 6. Exhibits](index=32&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed as part of the Quarterly Report on Form 10-Q, including letter agreements, consulting agreements, certifications of the CEO and CFO, and XBRL financial information