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  4. [Form 4] J.Jill, Inc. Insider Trading Activity

J.Jill (JILL) CEO Mary Ellen Coyne logs new performance stock units and share adjustments

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

Rhea-AI Filing Summary

Coyne Mary Ellen reported acquisition or exercise transactions in this Form 4 filing.

J.Jill, Inc. CEO and President Mary Ellen Coyne reported routine equity compensation adjustments tied to dividends and performance awards. On April 28, she recorded an "other" transaction involving 1,457.36 shares of Common Stock, reflecting settlement and related adjustments from previously granted restricted and performance stock units. She also received a grant of 248.39 Performance Stock Units, each representing a contingent right to one share of Common Stock upon vesting. Footnotes state these units were earned based on a predetermined Adjusted EBITDA threshold and total shareholder return goals. Following these entries, she directly holds 213,241.62 shares of Common Stock and 36,677.16 performance stock units.

Positive

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Negative

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Insider Coyne Mary Ellen
Role CEO & President
Type Security Shares Price Value
Grant/Award Performance Stock Units 248.39 $0.00 --
Other Common Stock 1,457.36 $0.00 --
Holdings After Transaction: Performance Stock Units — 36,677.16 shares (Direct, null); Common Stock — 213,241.62 shares (Direct, null)
Footnotes (1)
  1. On April 28, 2026, J.Jill, Inc. paid a cash dividend of $0.09 per share on each share of its outstanding common stock, par value $0.01 per share ("Common Stock"). The dividend was payable to all holders of Common Stock on the record date, April 14, 2026. Pursuant to the terms of the agreements governing the outstanding restricted stock units held by the filer, the filer received certain additional restricted stock units as a result of this cash dividend. These additional units are subject to the same conditions regarding vesting and settlement as the underlying restricted stock units to which they relate. This represents 1,423.05 restricted stock units and 34.31 shares of performance stock units earned based on J.Jill, Inc. achieving a predetermined Adjusted EBITDA threshold. This represents Ms. Coyne'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") and settlement as the underlying performance stock units to which they relate. 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.
Other equity-related share adjustment 1,457.36 shares Common Stock linked to RSU and PSU adjustments on April 28, 2026
New Performance Stock Units granted 248.39 units Grant of PSUs, each eligible to convert into one Common Share
Common Stock holdings after transaction 213,241.62 shares Direct ownership following reported Form 4 transactions
Performance Stock Units after transaction 36,677.16 units Total PSUs eligible for vesting based on performance conditions
Cash dividend per share $0.09 per share Dividend paid on April 28, 2026 to all Common Stock holders
Restricted stock units in adjustment 1,423.05 units Part of 1,457.36-share adjustment earned via Adjusted EBITDA threshold
Performance stock units in adjustment 34.31 units Portion of adjustment earned based on Adjusted EBITDA performance
restricted stock units financial
"Pursuant to the terms of the agreements governing the outstanding restricted stock units held by the filer"
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 1,423.05 restricted stock units and 34.31 shares of performance stock units earned"
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.
Adjusted EBITDA financial
"earned based on J.Jill, Inc. achieving a predetermined Adjusted EBITDA threshold"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
total shareholder return compound annual growth rate goals financial
"eligible for vesting based on achievement of absolute total shareholder return compound annual growth rate goals"
TSR PSUs financial
"the number of TSR PSUs reported represents the maximum possible number of shares"
Form 4 Insider Transactions: What Each Field Means →
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*
Coyne Mary Ellen
(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO & President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/28/2026		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 Stock04/28/2026J(1)1,457.36(1)(2)A$0213,241.62D
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(3)04/28/2026A248.39(1) (3) (3)Common Stock248.39$036,677.16D
Explanation of Responses:
1. On April 28, 2026, J.Jill, Inc. paid a cash dividend of $0.09 per share on each share of its outstanding common stock, par value $0.01 per share ("Common Stock"). The dividend was payable to all holders of Common Stock on the record date, April 14, 2026. Pursuant to the terms of the agreements governing the outstanding restricted stock units held by the filer, the filer received certain additional restricted stock units as a result of this cash dividend. These additional units are subject to the same conditions regarding vesting and settlement as the underlying restricted stock units to which they relate.
2. This represents 1,423.05 restricted stock units and 34.31 shares of performance stock units earned based on J.Jill, Inc. achieving a predetermined Adjusted EBITDA threshold.
3. This represents Ms. Coyne'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") and settlement as the underlying performance stock units to which they relate. 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.
/s/ Kathleen Stevens, Attorney-in-Fact04/30/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did JILL CEO Mary Ellen Coyne report in her latest Form 4?

Mary Ellen Coyne reported routine equity compensation changes, including 1,457.36 shares of Common Stock from restricted and performance unit adjustments and 248.39 new Performance Stock Units. These entries stem from dividend equivalents and meeting specified performance thresholds under existing award agreements.

How many J.Jill (JILL) shares does Mary Ellen Coyne hold after this Form 4?

After the reported transactions, Mary Ellen Coyne directly holds 213,241.62 shares of J.Jill Common Stock. She also holds 36,677.16 performance stock units, which may convert into shares of Common Stock in the future if vesting and performance conditions are satisfied.

What are the 248.39 Performance Stock Units reported by JILL’s CEO?

The 248.39 Performance Stock Units are a grant to Mary Ellen Coyne, each representing a contingent right to receive one J.Jill Common Share upon vesting. Footnotes state these units relate to awards tied to absolute total shareholder return compound annual growth rate goals.

How is the 1,457.36-share transaction in JILL stock characterized?

The 1,457.36-share Common Stock transaction is coded as an "other" acquisition or disposition and reflects adjustments tied to restricted and performance stock units. Footnotes explain it represents 1,423.05 restricted stock units and 34.31 performance stock units earned based on an Adjusted EBITDA threshold.

Did Mary Ellen Coyne buy or sell JILL shares on the open market?

The Form 4 does not show any open-market purchases or sales. Instead, it reports an administrative adjustment of 1,457.36 Common Shares and a grant of 248.39 Performance Stock Units, all related to existing equity compensation arrangements and performance goals.