Every material Form 8-K Five Below filed with the SEC in 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Five Below entered into a Third Amendment to its Credit Agreement on October 14, 2026, with Wells Fargo as agent. The amendment extends the maturity date from September 16, 2027 to October 14, 2031, and doubles the senior secured asset-based revolving credit facility from $225 million to $450 million. For shareholders, the filing shows expanded borrowing capacity and a longer maturity, but the filing does not describe any drawn amount or the reason for the change.
Maturity date extended from September 16, 2027 to October 14, 2031
Revolving credit facility increased from $225 million to $450 million
Letter of credit subline increased from $20 million to $50 million
Amendment filed as Exhibit 10.1; signed by CFO Daniel J. Sullivan
Five Below's board increased its size from nine to ten directors and elected Scott Settersten, former Chief Financial Officer of Ulta Beauty, effective September 21, 2026, with a seat on the Audit Committee. The filing says the board considers him independent, and he received an initial grant of 545 restricted stock units that vests at the next annual shareholder meeting.
Scott Settersten elected September 21, 2026; board expanded from nine to ten directors
Served as CFO of Ulta Beauty from 2012 until retiring in March 2024; previously 15 years at PricewaterhouseCoopers LLP
Initial grant of 545 restricted stock units; term runs until the 2027 annual shareholder meeting
Five Below reported second-quarter fiscal 2026 net sales up 22.9% to $1.26 billion and raised its full-year 2026 sales and EPS outlook. GAAP diluted EPS of $3.99 includes a $163.6 million pre-tax benefit from IEEPA tariff refunds, while adjusted diluted EPS was $1.68. The board also approved a new $600 million share repurchase program.
Q2 net sales rose 22.9% to $1.26 billion; comparable sales rose 14.1%; adjusted diluted EPS was $1.68 versus $0.81 a year earlier
Full-year 2026 net sales outlook raised to $5.63 billion to $5.71 billion from $5.40 billion to $5.48 billion; adjusted diluted EPS outlook raised to $9.83 to $10.31 from $8.65 to $9.05
Board approved on August 29, 2026 a repurchase program of up to $600 million, replacing remaining capacity under the November 27, 2023 program
Five Below reported first-quarter fiscal 2026 net sales of $1,285.6 million, up 32.5% from $970.5 million, with comparable sales up 22.7%. Net income rose to $123.1 million from $41.1 million, and diluted earnings per share were $2.21 versus $0.75 a year earlier. The company also raised its full-year 2026 sales and earnings outlook, which now calls for diluted EPS of $8.62 to $9.02.
Q1 net sales $1,285.6 million vs. $970.5 million; comparable sales up 22.7%
Q1 diluted EPS $2.21 vs. $0.75; net income $123.1 million vs. $41.1 million
Full-year 2026 outlook: net sales $5.40 billion to $5.48 billion; diluted EPS $8.62 to $9.02
Second-quarter outlook: net sales $1.18 billion to $1.20 billion; diluted EPS $1.15 to $1.27
Five Below reported fourth-quarter fiscal 2025 net sales up 24.3% to $1.73 billion, with diluted EPS of $4.28 versus $3.39 a year earlier. For the full year, net sales rose 22.9% to $4.76 billion and diluted EPS rose to $6.47 from $4.60, and the company issued fiscal 2026 guidance calling for diluted EPS of $7.69 to $8.20.
Q4 net sales $1.73 billion, up from $1.39 billion; comparable sales up 15.4%
Q4 diluted EPS $4.28 vs $3.39; adjusted diluted EPS $4.31 vs $3.48
Fiscal 2026 outlook: net sales $5.20 billion to $5.30 billion; diluted EPS $7.69 to $8.20
Q1 fiscal 2026 outlook: net sales $1.18 billion to $1.20 billion; diluted EPS $1.55 to $1.67
Five Below disclosed that George S. Hill's employment ended February 3, 2026, and that on February 8, 2026 the company entered a Separation Agreement confirming his severance under its Executive Severance Plan. The package includes a $700,000 lump-sum payment and additional healthcare and outplacement payments, plus a 90-day transition advisory role.
Employment ceased February 3, 2026; Separation Agreement signed February 8, 2026
Severance includes a $700,000 lump-sum payment (twelve months of base salary) and a $20,000 healthcare cash payment
Transition services include a fiscal 2025 short-term incentive payout based on actual performance and 3,269 restricted stock units scheduled to vest in March 2026
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every Five Below filing is on SEC EDGAR ↗. 8-K briefs of other companies →