Edgar Filing: FIVE BELOW, INC

Voting items

The Board of Directors recommends you vote FOR the following:

1. Election of Directors

Nominees

01 Steven J. Collins 02 Thomas M. Ryan

DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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Five Below, Inc.

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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on June 24, 2014


	*FIVE BELOW, INC.*	Meeting Information
		Meeting Type:	Annual Meeting
		For holders as of:	May 06, 2014
		Date: June 24, 2014	Time: 9:00 AM EDT
		Location: Pepper Hamilton LLP
		3000 Two Logan Square
		18th and Arch Streets Philadelphia, PA 19103
		You are receiving this communication because you hold shares in the above named company.

FIVE BELOW, INC. 1818 MARKET STREET SUITE 2000 PHILADELPHIA, PA 19103		This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

		We encourage you to access and review all of the important information contained in the proxy materials before voting.
		See the reverse side of this notice to obtain proxy materials and voting instructions.


				Before You Vote

How to Access the Proxy Materials

Proxy Materials Available to VIEW or RECEIVE:

1. Annual Report 2. Notice & Proxy Statement

How to View Online:

Have the information that is printed in the box marked by the arrow g LOGO (located on the following page) and visit: www.proxyvote.com.

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3) BY E-MAIL*: sendmaterial@proxyvote.com

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				How To Vote

Please Choose One of the Following Voting Methods

Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.

Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow g LOGO available and follow the instructions.

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

The Board of Directors recommends you vote FOR the following proposal:

2.	To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the

current fiscal year ending January 31, 2015.

NOTE: The shares represented by this proxy when properly executed will be voted in the manner directed herein by the undersigned Shareholder(s). If no direction is made, this proxy will be voted FOR items 1 and 2. If any other matters properly come before the meeting, or if cumulative voting is required, the person named in this proxy will vote in their discretion.