J.Jill (JILL) VP’s 298.60 performance stock units tied to 2025 EBITDA

Rhea-AI Filing Summary

J.Jill, Inc. executive James Guido reported an internal equity adjustment involving 298.60 shares of common stock tied to previously granted performance stock units. These PSUs were earned based on a 2025 Adjusted EBITDA threshold and will vest and settle in an equal number of shares after a service-based vesting period, bringing his direct holdings to 9,448.78 shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Guido James

(Last) (First) (Middle)

C/O J.JILL, INC.

4 BATTERYMARCH PARK

(Street)

QUINCY MASSACHUSETTS 02169

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
J.Jill, Inc. [ JILL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/17/2026		J		298.6(1)	A	$0	9,448.78	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. 298.60 performance stock units ("PSUs") granted to Mr. Guido on April 8, 2025 were earned based on J.Jill, Inc. achieving a predetermined Adjusted EBITDA threshold for the 2025 fiscal year, which will vest and settle for a like amount of shares of common stock, par value $0.01 per share ("Common Stock") following a service-based vesting period.

	/s/ Kathleen Stevens, Attorney-in-Fact	03/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did J.Jill (JILL) report for James Guido?

J.Jill reported an internal equity adjustment for executive James Guido involving 298.60 shares of common stock. This reflects performance stock units earned under a 2025 performance goal, not an open-market buy or sell transaction.

How many J.Jill (JILL) shares does James Guido hold after this Form 4?

After the reported transaction, James Guido directly holds 9,448.78 shares of J.Jill common stock. This figure comes from the Form 4 and reflects his position following the performance-based PSU adjustment.

What are the 298.60 performance stock units in the J.Jill (JILL) filing?

The 298.60 performance stock units were granted to James Guido on April 8, 2025 and earned based on J.Jill achieving a predetermined 2025 Adjusted EBITDA threshold. They will vest and settle into an equal number of common shares after a service-based vesting period.

Does the J.Jill (JILL) Form 4 show James Guido buying or selling shares?

The Form 4 does not show an open-market purchase or sale by James Guido. It records an “other” type transaction tied to performance stock units, categorized as a restructuring event rather than a traditional buy or sell.

How is performance measured for James Guido’s J.Jill (JILL) PSUs?

The performance stock units were earned based on J.Jill achieving a predetermined Adjusted EBITDA threshold for the 2025 fiscal year. Meeting this financial target allowed the 298.60 PSUs to be earned, subject to additional time-based vesting before share settlement.