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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 2025" or "fiscal 2025" refer to the period from February 2, 2025 to January 31, 2026, which consists of a 52-week fiscal year.
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.
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References to "fiscal year 2020" or "fiscal 2020" refer to the period from February 2, 2020 to January 30, 2021, which consists of a 52-week fiscal year.
−Removed: 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.
References to 2025, 2024, 2023, 2022, 2021, and 2020 are to our fiscal years unless otherwise specified.
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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 204 net new stores in fiscal 2023 and we plan to open between 225 and 235 new stores in fiscal 2024.
+Added: We opened 227 net new stores in fiscal 2024 and we plan to open approximately 150 new stores in fiscal 2025.
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, offering home delivery and the option to buy online and pick up in store.
+Added: We also offer our merchandise on the internet, through our fivebelow.com e-commerce website and mobile app, offering home delivery and the option to buy online and pick up in store.
Additionally, we sell our merchandise through on-demand third-party delivery services to enable our customers to shop online and receive convenient delivery.
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We believe that our business model has resulted in strong financial performance when considered in light of the economic environment:
−Removed: • 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.
−Removed: Comparable sales results in fiscal 2021 were impacted by the COVID-19 pandemic.
+Added: • Our comparable sales decreased by 2.7% in fiscal 2024, increased by 2.8% in fiscal 2023, and decreased by 2.0% in fiscal 2022.
• We expanded our store base from 1,340 stores at the end of fiscal year 2022 to 1,771 stores at the end of fiscal year 2024, representing a compounded annual growth rate of 15.0%.
• Between fiscal 2022 and 2024, our net sales increased from $3.1 billion to $3.9 billion, representing a compounded annual growth rate of 12.3%.
−Removed: Over the same period, our operating income increased from $379.9 million to $385.6 million, representing a compounded annual growth rate of 0.7%.
+Added: Over the same period, our operating income decreased from $345.0 million to $323.8 million.
Our Competitive Strengths
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We have a proven store model that generates strong cash flow, consistent store-level financial results and a high-level return on investment.
−Removed: Our stores have been successful in varying geographic regions, population densities and real estate settings and our new stores have achieved average payback periods of less than one year.
+Added: Our stores have been successful in varying geographic regions, population densities and real estate settings and our new stores have achieved average payback periods of approximately one year.
We believe our robust store model, reinforced by our rigorous site selection process and in-store execution, drives the strength and consistency of our comparable sales and financial results across all geographic regions and store-year classes.
• Highly Experienced and Passionate Senior Management Team with Proven Track Record.
−Removed: Our senior management team, led by Joel Anderson, our President and Chief Executive Officer, has extensive retail experience across a broad range of disciplines, including merchandising, real estate, finance, store operations, digital, supply chain management and information technology.
+Added: Our senior management team, led by Winnie Park, our President and Chief Executive Officer, has extensive retail experience across a broad range of disciplines, including merchandising, real estate, finance, store operations, digital, supply chain management and information technology.
Our management team drives our operating philosophy, which is based on a relentless focus on providing high-quality merchandise at exceptional value and a superior shopping experience utilizing a disciplined, low-cost operating and sourcing structure.
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This strategy allows us to benefit from enhanced brand awareness and achieve operational efficiencies.
−Removed: 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.
+Added: We opened 204 net new stores in fiscal 2023 and 227 net new stores in fiscal 2024, and we plan to open approximately 150 new stores in fiscal 2025.
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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• Drive Comparable Sales.
−Removed: We expect to continue generating positive comparable sales growth by continuing to hone and refine our dynamic merchandising offering and differentiated in-store shopping experience.
+Added: We expect to generate positive comparable sales growth by continuing to hone and refine our dynamic merchandising offering and differentiated in-store shopping experience.
We intend to increase our brand awareness through cost-effective marketing efforts and enthusiastic customer engagement.
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We have a cost-effective marketing strategy designed to promote brand awareness and drive store and website traffic.
−Removed: Our strategy predominantly includes the use of digital marketing, streaming video, television, philanthropic and local community marketing to support existing and new market entries.
−Removed: We leverage our growing e-mail database, mobile website and social media presence to drive brand engagement and increased store visits within existing and new markets.
+Added: Our strategy predominantly includes the use of digital marketing, streaming video, seasonal campaigns, philanthropic and local community marketing to support existing and new market entries.
+Added: We leverage our growing e-mail database, mobile website, mobile app and social media presence to drive brand engagement and increased store visits within existing and new markets.
We believe that our digital experience is an extension of our brand and retail stores, serving as a marketing and customer engagement tool for us.
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in August 2002.
−Removed: In July 2014, Joel Anderson joined the Five Below senior management team, and he was appointed Chief Executive Officer effective February 1, 2015.
+Added: In December 2024, Winnie Park joined the Five Below as President and Chief Executive Officer.
Our Market Opportunity
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We organize the merchandise in our stores into the following category worlds:
−Removed: Consists primarily of accessories such as novelty socks, sunglasses, jewelry, scarves, gloves, hair accessories, athletic tops and bottoms and “attitude” t-shirts.
−Removed: Our style offering also includes products such as nail polish, lip gloss, fragrance, and branded cosmetics.
+Added: Consists primarily of apparel, accessories, and beauty products.
+Added: We offer an assortment of trend-right socks, jewelry, hair accessories, cozy loungewear, and “snarky” t-shirts.
+Added: Our style offering also includes an assortment of beauty products such as personal care essentials, skincare, fragrance, and branded cosmetics.
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.
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In the summer season, our sports offering also includes pool, beach and outdoor toys, games, and accessories.
−Removed: Consists of a selection of accessories for cell phones, tablets, audio and computers.
−Removed: The offering includes cases, chargers, headphones and other related items.
−Removed: We also carry a range of media products including books, video games and DVDs.
+Added: Consists of a selection of accessories for cell phones, tablets, audio, computers, and automobiles.
+Added: The offering includes cases, chargers, cables, headphones, and other related items.
+Added: We also carry a range of affordable products for audio, gaming, and gadgets.
We offer an assortment of craft activity kits, as well as arts and crafts supplies such as crayons, markers, and stickers.
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Each of our category worlds is strategically located within our stores in an effort to enhance the customer’s shopping experience.
−Removed: For example, ou r New & Now offerings are located in the front of the store with the goal of catching customers’ attention and being “top of mind,” and specially featured value items and other key items are positioned along the center aisle.
+Added: For example, ou r New & Now offerings are located in the front of the store with the goal of catching customers’ attention and being “top of mind,” and specially featured extreme value items and other key items that are positioned along the center aisle.
Impulse items and “dollar value” items surround the checkout areas to capture add-on purchases.
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We select store sites for new store openings based upon certain criteria including minimum population density requirements, availability of attractive lease terms, sufficient space and strong positioning within a center.
−Removed: 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 some of our executive officers, approves all of our locations before a lease is signed.
+Added: Our real estate team spends considerable time evaluating prospective sites before bringing a proposal to our real estate committee.
+Added: Our real estate committee, which is composed of senior management including many of our executive officers, reviews and 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 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 opened 227 net new stores in fiscal 2024 and we plan to open approximately 150 new stores in fiscal 2025 through expansion in existing markets and by entering new markets.
We maintain a pipeline of real estate sites that have been approved by our real estate committee and have executed 77 leases as of February 1, 2025 for new stores in fiscal 2025.
14 unchanged sentences
Our new store model assumes a store size of approximately 9,500 sq uare feet that achieves sales of approximately $2 million in the first full year of operation and an average new store cash investment of approximately $0.4 million, including our store build-out (net of tenant allowances), inventory (net of payables) and cash pre-opening expenses.
−Removed: Our new store model targets an average payback period of less than one year on our initial investment.
+Added: Our new store model targets an average payback period of approximately one year on our initial investment.
Store Operations
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Merchandising
−Removed: Our merchandising team consists of a Chief Merchandising Officer, who reports directly to our Chief Executive Officer, and is supported by an extensive team of merchandising crew.
+Added: Our merchandising team consists of a Senior Vice President of Merchandising, Product Design and Development, who reports directly to our Chief Executive Officer, and is supported by an extensive team of merchandising crew.
Our merchandising team works directly with our product development team and our central planning and allocation group to ensure a consistent delivery of products across our store base.
−Removed: Our Chief Merchandising Officer has over 30 years of experience within the retail sector.
+Added: Our Senior Vice President of Merchandising, Product Design and Development has over 25 years of experience within the retail sector.
Our product development team works directly with our merchandising group to identify new and improved products through international sourcing and has significant experience within the retail sector.
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We also have the ability to employ an opportunistic buying strategy, when appropriate, capitalizing on selected excess inventory opportunities, to purchase complementary merchandise based on consumer trends, product availability and favorable economic terms.
−Removed: We work with approximately 1,000 vendors, with no single vendor representing more tha n 5% of our purchases in fiscal 2023.
−Removed: We sourced approximately 60% of our purchases from domestic vendors in fiscal 2023.
+Added: We work with ap proximately 1,000 vendo rs, with no single vendor representing more tha n 5% of our purchases in fiscal 2024.
+Added: We sourced approxi mately 60% of our purchases from domestic vendors in fiscal 2024.
We typically have no long-term supply agreements or exclusive arrangements with our vendors.
Distribution and Fulfillment
−Removed: We distribute approximately 85% of our merchandise for our retail stores from our approximately 1,030,000 square foot shipcenter in Indianapolis, Indiana, our approximately 1,000,000 square foot shipcenter in Pedricktown, New Jersey, our approximately 860,000 square foot shipcenter in Conroe, Texas, our approximately 860,000 square foot shipcenter in Buckeye, Arizona and our approximately 700,000 square foot shipcenter in Forsyth, Georgia, with the remaining merchandise shipped directly from the vendor to our stores.
+Added: We distribute approximately 85% of our merchandise for our retail stores from our approximately 1,200,000 square foot shipcenter in Buckeye, Arizona, our approximately 1,100,000 square foot shipcenter in Forsyth, Georgia, our approximately 1,030,000 square foot shipcenter in Indianapolis, Indiana, our approximately 1,000,000 square foot shipcenter in Pedricktown, New Jersey, and our approximately 860,000 square foot shipcenter in Conroe, Texas, with the remaining merchandise shipped directly from the vendor to our stores.
We realize cost savings by working with our vendors to streamline and reduce packaging to diminish shipping costs.
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The total amount paid for the land and building was approximately $42 million.
−Removed: We began operating the shipcenter in April 2019 and will expand to approximately 1,000,000 square feet in the first half of 2024.
−Removed: The total construction cost of the expansion is expected to be approximately $21 million.
+Added: We began operating the shipcenter in April 2019 and expanded to approximately 1,100,000 square feet in the first half of 2024.
+Added: The total construction cost of the expansion was approximately $21 million.
In August 2019, we acquired land in Conroe, Texas, to build an approximately 860,000 square foot shipcenter.
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The total amount paid for the land and building was approximately $65 million.
−Removed: We began operating the shipcenter in August 2021 and will expand to approximately 1,200,000 square feet in the second half of 2024.
−Removed: The total construction cost of the expansion is expected to be approximately $26 million.
+Added: We began operating the shipcenter in August 2021 and expanded to approximately 1,200,000 square feet in the second half of 2024.
+Added: The total construction cost of the expansion was approximately $26 million.
In March 2021, we acquired land in Indianapolis, Indiana, to build an approximately 1,030,000 square foot shipcenter.
3 unchanged sentences
Marketing and Advertising
−Removed: Our cost-effective marketing strategy is designed to promote brand awareness and drive store and website traffic with our target demographic, as well as other value-oriented customers.
−Removed: Our strategy includes highlighting our brand, exceptional value and quality proposition predominantly through the use of digital advertising, commercials (on television and through streaming), affiliate marketing, social influencers, content creators, syndicated talk show integrations and local marketing, with a focus on peak selling seasons.
−Removed: Additionally, we rely on the strong visibility and the presence of our store locations, email messaging and philanthropic community fundraising to promote and further our brand image and drive traffic.
−Removed: Our digital experience, anchored by our mobile e-commerce website, app and social media presence is growing rapidly as we utilize TikTok, Instagram, Facebook, YouTube and Snapchat to engage our customers with compelling digital content on a frequent basis.
−Removed: Our marketing team, which reports into our Chief Merchandising Officer, works with our merchandising team to develop novel and dynamic techniques to display our products, including distinctive merchandise fixtures and colorful and stimulating signage, which attract customers, encourage hands-on interaction with our quality products and convey our value pricing.
+Added: Our cost-effective marketing strategy is designed to promote brand awareness, enhance customer engagement, and drive store and website traffic with our target demographic, as well as other value-oriented customers.
+Added: Our marketing efforts focus on promoting our unique experience whether in-store, online, or through our mobile app.
+Added: Our strategy includes highlighting our brand, exceptional value and quality proposition predominantly through the use of digital advertising, influencer partnerships, seasonal campaigns, and local marketing efforts to maximize our reach and growth objectives.
+Added: Additionally, we rely on the strong visibility and the presence of our store locations, email messaging and philanthropic community fundraising to promote and further our brand image and awareness to drive traffic.
+Added: Our digital experience, anchored by our mobile e-commerce website, mobile app and social media presence is growing rapidly as we utilize Instagram, TikTok and Facebook to engage our customers with compelling digital content on a frequent basis.
+Added: Our marketing team, which reports into our Chief Executive Officer, works with our merchandising team to develop novel and dynamic techniques to display our products, including distinctive merchandise fixtures and colorful and stimulating signage, which attract customers, encourage hands-on interaction with our quality products and convey our value pricing.
For new store openings, we seek to create community awareness and consumer excitement predominantly through digital advertising, public relations, community outreach and events promoting the grand opening.
We also aim to execute multiple store openings in a given new market on the same day in order to leverage marketing efforts to produce maximum impact.
−Removed: In addition to our marketing and advertising efforts described above, we also maintain an e-commerce website ( www.fivebelow.com ) and, over the last few years, our online following has grown substantially.
+Added: In addition to our marketing and advertising efforts described above, we also maintain an e-commerce website ( www.fivebelow.com ).
We use both our website and social media channels to highlight our featured products, value/quality proposition, store locations, employment opportunities, and grand openings.
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We utilize the survey results to identify strengths and weaknesses and create action plans to improve engagement and, ultimately, team performance.
−Removed: 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.
−Removed: 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.
+Added: In 2024 a large percentage of our crew participated in the survey, and the results demonstrated that our overall engagement levels continue to outperform the Gallup Retail Industry Company Database Levels in the United States.
Our business is seasonal in nature with the highest level of net sales and net income generated in the fourth fiscal quarter due to the year-end holiday season and, therefore, operating results for any fiscal quarter are not necessarily indicative of results for the full fiscal year.
7 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.