Additional abbreviations may also be used though not in the above list.

EX-4.1 2 d333840dex41.htm FORM OF SPECIMEN STOCK CERTIFICATE Form of Specimen Stock Certificate

Exhibit 4.1

 

NUMBER FB five BELoW

ORGANIZED UNDER THE LAWS OF THE COMMONWEALTH OF PENNSYLVANIA

COMMON STOCK

SHARES CUSIP 33829M 10 1

SEE REVERSE FOR CERTAIN DEFINITION

THIS CERTIFIES that

SPECIMEN is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, PAR VALUE $.01 PER SHARE OF FIVE BELOW, INC. transferable only on the books of the Corporation by the holder hereofin person or by Attorney upon surrender of this Certificate properly endorsed. This Certificate isnot valid until countersigned by the Transfer Agent and registered by the Registrar. IN WITNESS WHEREOF, the said Corporation has caused this Certificate to be signed by the facsimile signatures of its duly authorized officers and its seal to be hereunto affixed.

SEAL 2002 DATED:

The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations:

 

    TEN COM    - as tenants in common    UNIF GIFT MIN ACT-        Custodian     
    TEN ENT    - as tenants by the entireties       (Cust)      (Minor)
    JT TEN    - as joint tenants with right of       under Uniform Gifts to Minors
  

survivorship and not as tenants in common

    Act    
           (State)   

Additional abbreviations may also be used though not in the above list.

For Value Received,                                                   hereby sell, assign and transfer unto

 

PLEASE INSERT SOCIAL SECURITY OR OTHER

IDENTIFYING NUMBER OF ASSIGNEE

      
 
           

 

 

(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS INCLUDING POSTAL ZIP CODE OF ASSIGNEE)

 

 

                                                                                                                                                                                                         Shares of the Common Stock represented by the within Certificate, and do hereby irrevocably constitute and appoint                                                                                                                         Attorney to transfer the said Shares on the books of the within named Corporation with full power of substitution in the premises.

 

Dated:        
   X     
   X     
  

NOTICE:

 

    THE SIGNATURE(S) TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME(S) AS WRITTEN UPON THE FACE OF THIS CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER.

 

Signature(s) Guaranteed
BY:    
  THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15.