5 unchanged sentences
As used herein, “Five Below,” the “Company,” “we,” “us,” “our” or “our business” refers to Five Below, Inc.
−Removed: (collectively with its wholly owned subsidiary), except as expressly indicated or unless the context otherwise requires.
+Added: (collectively with its wholly owned subsidiaries), except as expressly indicated or unless the context otherwise requires.
As used herein, references to “Crew” refers to our employees, and references to “Shipcenters” refers to our distribution and logistics centers.
6 unchanged sentences
We operate on a fiscal calendar widely used by the retail industry that results in a given fiscal year consisting of a 52- or 53-week period ending on the Saturday closest to January 31 of the following year.
+Added: References to "fiscal year 2024" or "fiscal 2024" refer to the period from February 4, 2024 to February 1, 2025, which consists of a 52-week fiscal year.
References to "fiscal year 2023" or "fiscal 2023" refer to the period from January 29, 2023 to February 3, 2024, which consists of a 53-week fiscal year.
3 unchanged sentences
References to “fiscal year 2019” or “fiscal 2019” refer to the period from February 3, 2019 to February 1, 2020, which consists of a 52-week fiscal year.
−Removed: References to “fiscal year 2018” or “fiscal 2018” refer to the period from February 4, 2018 to February 2, 2019, which consists of a 52-week fiscal year.
References to 2024, 2023, 2022, 2021, 2020, and 2019 are to our fiscal years unless otherwise specified.
−Removed: Due to the 53rd week in fiscal 2017, the period from January 29, 2017 to February 3, 2018, all comparable sales related to any reporting period during the year ended February 2, 2019 are reported on a restated calendar basis using the National Retail Federation's restated calendar comparing similar weeks.
Five Below is a leading high-growth value retailer offering trend-right, high-quality products loved by tweens, teens and beyond.
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Style, Room, Sports, Tech, Create, Party, Candy and New & Now.
−Removed: Based on our management’s experience and industry knowledge, we believe our customer-centric, experience-first, innovative approach to retail has led to a fiercely loyal customer base and has fostered universal appeal across a variety of age groups beyond our target demographic.
+Added: Based on our management’s experience and industry knowledge, we believe our customer-centric, experience-first, innovative approach to retail has led to a loyal customer base and has fostered universal appeal across a variety of age groups beyond our target demographic.
We opened the first Five Below store in the greater Philadelphia area in 2002 and, since then, have been expanding throughout the United States.
−Removed: As of January 28, 2023, we operated a total of 1,340 locations across 42 states.
+Added: As of February 3, 2024, we operated a total of 1,544 locations across 43 states.
Our new store model assumes a store size of approximately 9,500 square feet and is typically located within power, community and lifestyle shopping centers across a variety of urban, suburban and semi-rural markets.
−Removed: We opened 150 new stores in fiscal 2022 and we plan to open 200 new stores in fiscal 2023.
+Added: We opened 204 net new stores in fiscal 2023 and we plan to open between 225 and 235 new stores in fiscal 2024.
We believe that we have the opportunity to grow our store base to more than 3,500 locations over time.
−Removed: We also offer our merchandise on the internet, through our fivebelow.com e-commerce website as well as with an on demand third party delivery service to enable our customers to shop online and receive convenient same day delivery.
+Added: We also offer our merchandise on the internet, through our fivebelow.com e-commerce website, offering home delivery and the option to buy online and pick up in store.
+Added: Additionally, we sell our merchandise through on-demand third-party delivery services to enable our customers to shop online and receive convenient delivery.
All e-commerce sales, which includes shipping and handling revenue, are included in net sales and are included in comparable sales.
−Removed: Our e-commerce expenses will have components classified as both cost of goods sold and selling, general and administrative expenses.
+Added: Our e-commerce expenses will have components classified as both cost of goods sold and selling, general and administrative expenses (including depreciation and amortization).
We believe that our business model has resulted in strong financial performance when considered in light of the economic environment:
−Removed: • Our comparable sales decreased by 2.0% in fiscal 2022, increased by 30.3% in fiscal 2021, and decreased by 5.5% in fiscal 2020.
−Removed: Comparable sales results in fiscal 2021 and fiscal 2020 were impacted by the COVID-19 pandemic.
+Added: • Our comparable sales increased by 2.8% in fiscal 2023, decreased by 2.0% in fiscal 2022, and increased by 30.3% in fiscal 2021.
+Added: Comparable sales results in fiscal 2021 were impacted by the COVID-19 pandemic.
• We expanded our store base from 1,190 stores at the end of fiscal year 2021 to 1,544 stores at the end of fiscal year 2023, representing a compounded annual growth rate of 13.9%.
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We believe we have created a unique and engaging in-store and online atmosphere that customers find fun and exciting.
−Removed: While we refresh our products frequently, we maintain a floor layout, designed with an easy-to-navigate flow and featuring sight-lines across the entire store enabling customers to easily identify our category worlds.
+Added: While we refresh our products frequently, we maintain a floor layout, designed with an easy-to-navigate flow and featuring sightlines across the entire store enabling customers to easily identify our category worlds.
All of our stores feature a sound system playing popular music throughout the shopping day.
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• Grow Our Store Base.
−Removed: We believe there is significant opportunity to expand our store base throughout the United States from 1,340 locations as of January 28, 2023 to more than 3,500 l ocations within the United States over time.
+Added: We believe there is significant opportunity to expand our store base throughout the United States from 1,544 locations as of February 3, 2024 to more than 3,500 l ocations within the United States over time.
Based upon our strategy of store densification, we expect most of our near-term growth will occur within our existing markets, as well as new markets.
This strategy allows us to benefit from enhanced brand awareness and achieve operational efficiencies.
−Removed: We opened 170 net new stores in fiscal 2021 and 150 new stores in fiscal 2022, and we plan to open 200 new stores in fiscal 2023.
+Added: We opened 150 new stores in fiscal 2022 and 204 net new stores in fiscal 2023, and we plan to open between 225 and 235 new stores in fiscal 2024.
Our new store model assumes approximately 9,500 square feet and is primarily in-line locations within power, community and lifestyle shopping centers across a variety of urban, suburban and semi-rural markets.
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We analyze the demographics of the surrounding trade areas and the performance of adjacent retailers, as well as traffic and specific site characteristics and other variables.
−Removed: As of January 28, 2023, we have executed lease agreements for the opening of 103 new stores in fiscal 2023.
+Added: As of February 3, 2024, we have executed lease agreements for the opening of 137 new stores in fiscal 2024.
• Drive Comparable Sales.
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Our style offering also includes products such as nail polish, lip gloss, fragrance, and branded cosmetics.
−Removed: Consists of items used to complete and personalize our customer’s living space, including glitter lamps, posters, frames, fleece blankets, plush items, pillows, candles, incense, lighting, novelty décor, accent furniture and related items.
+Added: Consists of items used to complete and personalize our customer’s living space, including trendy lamps, posters, frames, fleece blankets, plush items, pillows, candles, incense, lighting, novelty décor, accent furniture and related items.
We also offer storage options for the customer’s room.
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2023 2022 2021
−Removed: 47.6 % 49.6 % 49.2 %
+Added: Leisure 46.2 % 47.6 % 49.6 %
Fashion and home 29.3 % 29.2 % 30.2 %
Snack and seasonal 24.5 % 23.2 % 20.2 %
−Removed: 23.2 % 20.2 % 15.0 %
Total 100.0 % 100.0 % 100.0 %
−Removed: (1) Due to realignment of certain products, there was a minor adjustment to historical sales by product group.
Leisure includes items such as sporting goods, games, toys, tech, books, electronic accessories, arts and crafts, and party.
−Removed: Fashion and home includes items such as personal accessories, “attitude” t-shirts, beauty offerings, home goods and storage options.
−Removed: Snack and seasonal includes items such as seasonal goods, greeting cards, candy and other snacks, and beverages.
−Removed: As of January 28, 2023, we operated 1,340 stores throughout the United States.
+Added: Fashion and home include items such as personal accessories, “attitude” t-shirts, beauty offerings, home goods and storage options.
+Added: Snack and seasonal include items such as seasonal goods, greeting cards, candy and other snacks, and beverages.
+Added: As of February 3, 2024, we operated 1,544 stores throughout the United States.
Our new store model assumes a store size of approxim atel y 9,500 sq ua re feet.
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approximately 4% of our stores are located in malls.
−Removed: The following map shows the number of stores in each of the states in which we operated and the locations of our shipcenters as of January 28, 2023.
+Added: The following map shows the number of stores in each of the states in which we operated and the locations of our shipcenters as of February 3, 2024.
Store Design and Layout
We present our products in a unique and engaging in-store atmosphere.
−Removed: We maintain a floor layout designed with an easy-to-navigate flow and featuring sight-lines across the entire store enabling customers to easily identify our category worlds.
+Added: We maintain a floor layout designed with an easy-to-navigate flow and featuring sightlines across the entire store enabling customers to easily identify our category worlds.
All of our stores feature a sound system playing popular music throughout the shopping day.
13 unchanged sentences
Crew on our real estate team spend considerable time evaluating prospective sites before bringing a proposal to our real estate committee.
−Removed: Our real estate committee, which is composed of senior management including our executive officers, approves all of our locations before a lease is signed.
+Added: Our real estate committee, which is composed of senior management including some of our executive officers, approves all of our locations before a lease is signed.
We believe there is a significant opportunity to expand our store base in the United States.
−Removed: We opened 150 new stores in fiscal 2022 and we plan to open 200 new stores in fiscal 2023 through expansion in existing markets and by entering new markets.
−Removed: We maintain a pipeline of real estate sites that have been approved by our real estate committee and have executed 103 leases as of January 28, 2023 for new stores in fiscal 2023.
+Added: We opened 204 net new stores in fiscal 2023 and we plan to open between 225 and 235 new stores in fiscal 2024 through expansion in existing markets and by entering new markets.
+Added: We maintain a pipeline of real estate sites that have been approved by our real estate committee and have executed 137 leases as of February 3, 2024 for new stores in fiscal 2024.
The actual number, location and timing of new store openings in 2024 will depend on a number of factors, such as retail trends, competition, the general economic environment and our ability to hire and retain new store managers and crew.
41 unchanged sentences
We realize cost savings by working with our vendors to streamline and reduce packaging to diminish shipping costs.
−Removed: For our direct-to-customer e-commerce business, we commenced fulfillment operations in Pedricktown, New Jersey in fiscal 2018, Buckeye, Arizona in fiscal 2021, and Indianapolis, Indiana in fiscal 2022.
−Removed: We generally ship merchandise from our shipcenters to our stores one to four times a week, depending on the season and the volume of a specific store.
+Added: For our direct-to-customer e-commerce business, we distribute our merchandise from our shipcenters in Buckeye, Arizona and Indianapolis, Indiana.
+Added: We generally ship merchandise from our shipcenters to our stores one to six times a week, depending on the season and the volume of a specific store.
We use either contract carriers or our own private fleet of trucks to ship merchandise to our stores.
2 unchanged sentences
The total amount paid for the land and building was approximately $42 million.
−Removed: We began operating the shipcenter in April 2019.
+Added: We began operating the shipcenter in April 2019 and will expand to approximately 1,000,000 square feet in the first half of 2024.
+Added: The total construction cost of the expansion is expected to be approximately $21 million.
In August 2019, we acquired land in Conroe, Texas, to build an approximately 860,000 square foot shipcenter.
3 unchanged sentences
The total amount paid for the land and building was approximately $65 million.
−Removed: We began operating the shipcenter in August 2021.
+Added: We began operating the shipcenter in August 2021 and will expand to approximately 1,200,000 square feet in the second half of 2024.
+Added: The total construction cost of the expansion is expected to be approximately $26 million.
In March 2021, we acquired land in Indianapolis, Indiana, to build an approximately 1,030,000 square foot shipcenter.
1 unchanged sentence
We began operating the shipcenter in June 2022.
−Removed: As a result of the significant expansion of our network of distribution facilities over the last several years, including the opening of our Indianapolis, Indiana shipcenter in June 2022, we ceased operations at our shipcenters in Olive Branch, Mississippi and Cincinnati, Ohio in the first half of fiscal 2022.
+Added: As a result of the significant expansion of our network of distribution facilities over the last several years, including the opening of our Indianapolis, Indiana shipcenter in June 2022, we ceased operations at our shipcenters in Olive Branch, Mississippi and Cincinnati, Ohio in the first half of fiscal 2022 as well as the e-commerce operations in our Pedricktown, New Jersey shipcenter in the first half of fiscal 2023.
Marketing and Advertising
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Our success also depends in substantial part on our ability to respond quickly to trends so that we can meet the changing demands of our customers.
−Removed: We believe that we
−Removed: compare favorably relative to many of our competitors based on our merchandising strategy, edited product assortment targeted at tweens and teens, store environment, flexible real estate strategy and company culture.
+Added: We believe that we compare favorably relative to many of our competitors based on our merchandising strategy, edited product assortment targeted at tweens and teens, store environment, flexible real estate strategy and company culture.
Nonetheless, certain of our competitors have greater financial, distribution, marketing and other resources than we do.
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• Work Hard, Have Fun and Build a Career
−Removed: As of January 28, 2023, we employed approximately 6,500 full-time and 15,400 part-time crew.
+Added: As of February 3, 2024, we employed approximately 7,000 full-time and 15,000 part-time crew.
Of our total crew, approximately 800 were corporate, approximately 1,000 were based at our shipcenters in Pedricktown, New Jersey, Forsyth, Georgia, Conroe, Texas, Buckeye, Arizona, and Indianapolis, Indiana and approximately 20,200 were store crew located in 43 states throughout the United States.
21 unchanged sentences
Paid parental leave provided to all full-time crew
−Removed: Identification theft, pet insurance, legal services access, term life, as well as supplemental accident, hospital indemnity, and critical illness coverage
+Added: Identification theft, pet insurance, legal services access, term life, as well as supplemental accident, hospital indemnity, and critical illness coverage at option and cost of crew
Employment Practices
12 unchanged sentences
Retention of our talented crew is an important focus for us.
−Removed: We, therefore, monitor crew turnover, particularly at the store management level and employ various strategies to strive to improve our turnover rate.
+Added: We, therefore, monitor crew turnover, particularly at the store management and district management levels and employ various strategies to strive to improve our turnover rate.
Crew Engagement
4 unchanged sentences
We utilize the survey results to identify strengths and weaknesses and create action plans to improve engagement and, ultimately, team performance.
−Removed: In 2022 a high percentage of our crew participated in the survey, and the results demonstrated that our overall engagement levels exceed Gallup’s averages in retail, in the United States and worldwide.
+Added: In 2023 a high percentage of our crew participated in the survey, and the results demonstrated that our overall engagement levels exceed Gallup’s overall company averages in the United States and worldwide.
The results also reflected that we are a mission-driven company with crew’s response on our strength of purpose far exceeding Gallup’s measurement for world class.
8 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.