J.Jill (JILL) officer earns 628 performance stock units tied to 2025 EBITDA

Rhea-AI Filing Summary

J.Jill, Inc. officer Maria D. Martinez reported an administrative equity update involving 628.19 performance stock units (PSUs). These PSUs were granted on April 8, 2025 and were earned after J.Jill met a predetermined Adjusted EBITDA threshold for the 2025 fiscal year. They will vest and settle into an equal number of common shares after a service-based vesting period, and Martinez now reports 40,364.09 shares of common stock held directly.

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^*

MARTINEZ MARIA D.

(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)
	See Remarks

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		628.19(1)	A	$0	40,364.09	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. 628.19 performance stock units ("PSUs") granted to Ms. Martinez 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.

Remarks:

SVP, Chief Human Resources Officer

	/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 Maria D. Martinez?

J.Jill reported an administrative equity transaction for officer Maria D. Martinez involving 628.19 performance stock units. These units were earned based on a 2025 Adjusted EBITDA threshold and will later vest and settle into the same number of common shares.

How many performance stock units did Maria D. Martinez earn at J.Jill (JILL)?

Maria D. Martinez earned 628.19 performance stock units at J.Jill. The PSUs were granted on April 8, 2025 and were earned after the company achieved a predetermined Adjusted EBITDA threshold for its 2025 fiscal year.

Are the J.Jill (JILL) PSUs for Maria D. Martinez already common stock?

The PSUs are not yet fully settled common stock. The 628.19 performance stock units were earned based on 2025 results and will vest and settle into an equal number of J.Jill common shares after a required service-based vesting period.

How many J.Jill (JILL) shares does Maria D. Martinez hold after this Form 4?

After this reported transaction, Maria D. Martinez holds 40,364.09 shares of J.Jill common stock directly. This reflects her reported ownership following recognition of the earned performance stock units tied to 2025 Adjusted EBITDA performance.

Was the J.Jill (JILL) Form 4 for Maria D. Martinez a market buy or sell?

The Form 4 does not report a market buy or sell. It shows an “other” transaction where 628.19 performance stock units were earned based on 2025 Adjusted EBITDA and will later vest and settle into the same number of common shares.

What performance condition applied to Maria D. Martinez’s J.Jill (JILL) PSUs?

The performance stock units were earned when J.Jill achieved a predetermined Adjusted EBITDA threshold for the 2025 fiscal year. Meeting this financial performance target triggered earning of 628.19 PSUs, which will vest and settle after a service-based vesting period.