AMENDED AND RESTATED EQUITY INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • June 13th, 2013 • Five Below, Inc • Retail-variety stores • Pennsylvania
Five Below, Inc. (the “Company”) hereby grants to [__________] (the “Optionee”) an option (the “Option”) to purchase a total of [_________] shares of Common Stock of the Company (the “Option Shares”), at the price and on the terms set forth herein, and in all respects subject to the terms, definitions and provisions of the Five Below, Inc. Amended and Restated Equity Incentive Plan (the “Plan”) applicable to non-qualified stock options, which terms and provisions are hereby incorporated by reference herein. Unless the context herein otherwise requires, the terms defined in the Plan shall have the same meanings when used herein.
THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT by and between FIVE BELOW, INC., as Borrower, and FIVE BELOW MERCHANDISING, INC., as Original Guarantor, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Lender Dated: June 12, 2013Loan and Security Agreement • June 13th, 2013 • Five Below, Inc • Retail-variety stores • Pennsylvania
This Third Amended and Restated Loan and Security Agreement dated June 12, 2013 (this “Agreement”) is entered into by and between FIVE BELOW, INC., a Pennsylvania corporation (the “Borrower”), FIVE BELOW MERCHANDISING, INC., a Pennsylvania corporation (the “Original Guarantor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as successor by merger to Wachovia Bank, N.A. (the “Lender”).
SUPPLEMENTSecurity Agreement • June 13th, 2013 • Five Below, Inc • Retail-variety stores
Supplement No. 1 (this “Supplement”) dated as of June 12, 2013 to the Security Agreement dated as of May 16, 2012 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”) by each of the parties listed on the signature pages thereto and those additional entities that thereafter become parties thereto (collectively, jointly and severally, “Grantors” and each individually “Grantor”) and Goldman Sachs Bank USA in its capacity as Collateral Agent on behalf of the Secured Parties (together with its successors and assigns in such capacity, the “Collateral Agent”).
GUARANTEE JOINDER AGREEMENTGuarantee Joinder Agreement • June 13th, 2013 • Five Below, Inc • Retail-variety stores • New York
This GUARANTEE JOINDER AGREEMENT, dated June 12, 2013 (this “Joinder Agreement”) is delivered pursuant to that certain Credit Agreement, dated as of May 16, 2012 (as it may be amended, supplemented or otherwise modified, the “Credit Agreement”; the terms defined therein and not otherwise defined herein being used herein as therein defined), by and among FIVE BELOW, INC., the Lenders party thereto from time to time and GOLDMAN SACHS BANK USA, as Administrative Agent and Collateral Agent.
