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Executive O'Connor at J.Jill (JILL) awarded RSUs and TSR PSUs

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

J.Jill, Inc. reported that executive Courtney O'Connor received new equity awards consisting of restricted stock units and performance stock units. She was granted 10,543 RSUs that convert into the same number of common shares, vesting in three equal installments on April 6, 2027, April 6, 2028 and April 6, 2029.

She also received 5,271 performance stock units, representing the maximum potential payout. These TSR PSUs may vest based on achieving absolute total shareholder return compound annual growth rate goals over a three-year performance period ending on January 27, 2029. Following these awards, she directly owns 26,913.36 shares of common stock.

Positive

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Negative

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Insider O'Connor Courtney
Role See Remarks
Type Security Shares Price Value
Grant/Award Performance Stock Units 5,271 $0.00 --
Grant/Award Common Stock 10,543 $0.00 --
Holdings After Transaction: Performance Stock Units — 5,271 shares (Direct); Common Stock — 26,913.36 shares (Direct)
Footnotes (1)
  1. Represents 10,543 restricted stock units ("RSUs") granted to Ms. O'Connor on April 6, 2026 that will vest in equal installments on each April 6, 2027, April 6, 2028 and April 6, 2029 for an equal number of shares of common stock, par value $0.01 per share ("Common Stock"). This represents Ms. O'Connor's performance stock units that will be eligible for vesting based on achievement of absolute total shareholder return compound annual growth rate goals ("TSR PSUs") over a three-year performance period ending on January 27, 2029. Each TSR PSU represents the contingent right to receive, upon vesting, one share of Common Stock and the number of TSR PSUs reported represents the maximum possible number of shares of Common Stock that are eligible for vesting, which is 200% of the number of shares of Common Stock at target payout.
Restricted stock units granted 10,543 RSUs Granted April 6, 2026; vest 2027–2029
Performance stock units maximum 5,271 PSUs Maximum payout at 200% of target; period ends Jan 27, 2029
Shares held after transaction 26,913.36 shares Common stock directly owned after April 6, 2026 awards
Performance period length 3 years TSR PSUs performance period ending January 27, 2029
restricted stock units financial
"Represents 10,543 restricted stock units ("RSUs") granted to Ms. O'Connor"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance stock units financial
"This represents Ms. O'Connor's performance stock units that will be eligible for vesting"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
total shareholder return compound annual growth rate financial
"based on achievement of absolute total shareholder return compound annual growth rate goals"
TSR PSUs financial
"goals ("TSR PSUs") over a three-year performance period"
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
O'Connor Courtney

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock04/06/2026A10,543(1)A$026,913.36D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Stock Units(2)04/06/2026A5,271 (2) (2)Common Stock5,271$05,271D
Explanation of Responses:
1. Represents 10,543 restricted stock units ("RSUs") granted to Ms. O'Connor on April 6, 2026 that will vest in equal installments on each April 6, 2027, April 6, 2028 and April 6, 2029 for an equal number of shares of common stock, par value $0.01 per share ("Common Stock").
2. This represents Ms. O'Connor's performance stock units that will be eligible for vesting based on achievement of absolute total shareholder return compound annual growth rate goals ("TSR PSUs") over a three-year performance period ending on January 27, 2029. Each TSR PSU represents the contingent right to receive, upon vesting, one share of Common Stock and the number of TSR PSUs reported represents the maximum possible number of shares of Common Stock that are eligible for vesting, which is 200% of the number of shares of Common Stock at target payout.
Remarks:
SVP, Chief Merchandising Officer
/s/ Kathleen Stevens, Attorney-in-Fact04/08/2026
** Signature of Reporting PersonDate
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 equity awards did Courtney O'Connor receive at J.Jill (JILL)?

Courtney O'Connor received 10,543 restricted stock units and 5,271 performance stock units from J.Jill. The RSUs convert into common shares over time, while the performance units may vest based on total shareholder return goals over a three-year performance period ending January 27, 2029.

How do the new J.Jill (JILL) RSUs for O'Connor vest?

O'Connor’s 10,543 restricted stock units vest in three equal installments. The vesting dates are April 6, 2027, April 6, 2028, and April 6, 2029, each delivering common stock. This creates a multi-year retention and incentive structure tied to her continued service with J.Jill.

What performance goals apply to O'Connor’s TSR PSUs at J.Jill (JILL)?

The 5,271 performance stock units are tied to absolute total shareholder return compound annual growth rate goals. They are eligible to vest over a three-year performance period ending January 27, 2029. Each vested TSR PSU delivers one share of J.Jill common stock upon achievement of the goals.

What is the maximum payout from O'Connor’s J.Jill performance stock units?

The 5,271 TSR PSUs represent the maximum possible number of shares that can vest. This figure equals 200% of the target number of shares, meaning actual vesting could be lower depending on J.Jill’s absolute total shareholder return performance over the three-year period.

How many J.Jill (JILL) shares does O'Connor hold after these grants?

After the April 6, 2026 grants, Courtney O'Connor directly holds 26,913.36 shares of J.Jill common stock. This total reflects her updated position following the award of 10,543 restricted stock units, separate from the performance-based units that remain contingent on future results.