---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-25-110744"
form_type: "8-K"
ticker: "FIVE"
cik: "0001177609"
company_name: "FIVE BELOW, INC"
filed_at: "2025-05-02T23:59:59+00:00"
generated_at: "2026-05-22T22:07:42.929331+00:00"
event_type: "leadership"
sentiment: "positive"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Five Below lifts Q1 outlook, founder Vellios to exit board; Devine named Chair

## Summary
- Co-founder and Executive Chairman Tom Vellios will not stand for re-election at June 12 annual meeting; will remain as advisor through 2025.
- Director Mike Devine, current Deckers Outdoor Chair, expected to become non-executive Chair of the Board.
- Q1 net sales guidance raised to ~$967M (prior $905-925M); comparable sales +6.7% (prior flat to +2%).
- Diluted EPS guidance raised to $0.69-0.71 (prior $0.44-0.55); adjusted EPS $0.82-0.84 (prior $0.50-0.61).
- Q1 new store openings increased to 55 (prior ~50).

## SEC filing metadata
- accession: 0001193125-25-110744
- form_type: 8-K
- ticker: FIVE
- cik: 0001177609
- company_name: FIVE BELOW, INC
- filed_at: 2025-05-02T23:59:59+00:00
- event_type: leadership
- sentiment: positive
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1177609/000119312525110744/0001193125-25-110744-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1177609/000119312525110744/d943194d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-25-110744
- JSON: https://secwatch.observer/filing/0001193125-25-110744.json
- Plain text: https://secwatch.observer/filing/0001193125-25-110744.txt

## Key facts
- Executive change
  Thomas G. Vellios departed as Executive Chairman at FIVE BELOW, INC.
  - Action: not stand for re-election
  - Role: Executive Chairman
  source text: On April 28, 2025, Thomas G. Vellios, Executive Chairman of the Board of Directors (the “Board”) of Five Below, Inc. (the “Company”), informed the Board of his intention not to stand for re-election to the Board at the Company’s 2025 Annual Meeting of Shareholders (the “2025 Annual Meeting”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1177609/000119312525110744/0001193125-25-110744-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.