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J.Jill (NYSE: JILL) awards RSUs and TSR PSUs to Maria Martinez

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

Rhea-AI Filing Summary

MARTINEZ MARIA D. reported acquisition or exercise transactions in this Form 4 filing.

J.Jill, Inc. reported that executive Maria D. Martinez received equity awards in the form of restricted stock units and performance stock units. She was granted 10,199 restricted stock units on April 6, 2026, which will vest in three equal installments on April 6, 2027, April 6, 2028, and April 6, 2029, settling in the same number of common shares.

Martinez also received 5,099 performance stock units tied to absolute total shareholder return compound annual growth rate goals over a three-year period ending on January 27, 2029. These performance units represent the maximum possible payout, equal to 200% of the target number of shares, with each vested unit delivering one share of common stock.

Positive

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Negative

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Insider MARTINEZ MARIA D.
Role See Remarks
Type Security Shares Price Value
Grant/Award Performance Stock Units 5,099 $0.00 --
Grant/Award Common Stock 10,199 $0.00 --
Holdings After Transaction: Performance Stock Units — 9,566.67 shares (Direct); Common Stock — 46,662.43 shares (Direct)
Footnotes (1)
  1. Represents 10,199 restricted stock units ("RSUs") granted to Ms. Martinez 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. Martinez'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.
RSU grant 10,199 units Restricted stock units granted April 6, 2026; vest 2027–2029
TSR PSU maximum 5,099 units Maximum possible performance stock units eligible to vest by January 27, 2029
TSR PSU target multiple 200% Maximum payout as a percentage of target shares
Common shares after grant 46,662.43 shares Direct J.Jill common stock holdings after RSU award
Performance stock units after grant 9,566.67 units Total performance stock units held after April 6, 2026
restricted stock units financial
"Represents 10,199 restricted stock units ("RSUs") granted to Ms. Martinez"
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
"security_title": "Performance Stock Units""
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.
absolute total shareholder return compound annual growth rate financial
"based on achievement of absolute total shareholder return compound annual growth rate goals ("TSR PSUs")"
TSR PSUs financial
"which 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."
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*
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)
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 Stock04/06/2026A10,199(1)A$046,662.43D
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)04/06/2026A5,099 (2) (2)Common Stock5,099$09,566.67D
Explanation of Responses:
1. Represents 10,199 restricted stock units ("RSUs") granted to Ms. Martinez 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. Martinez'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 Human Resources 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)

Source: View Original Filing on SEC EDGAR

FAQ

What equity awards did Maria D. Martinez receive at JILL?

Maria D. Martinez received 10,199 restricted stock units and 5,099 performance stock units. The restricted units vest over three years, while the performance units depend on J.Jill’s absolute total shareholder return compound annual growth rate over a three-year performance period.

How do the 10,199 RSUs granted to Maria Martinez at JILL vest?

The 10,199 restricted stock units vest in three equal installments on April 6, 2027, April 6, 2028, and April 6, 2029. Each vested RSU converts into one share of J.Jill common stock, aligning Martinez’s compensation with long-term shareholder value.

What performance period applies to Maria Martinez’s TSR PSUs at JILL?

Maria Martinez’s performance stock units use a three-year performance period ending on January 27, 2029. Vesting depends on achieving absolute total shareholder return compound annual growth rate goals, directly linking potential payout to J.Jill’s long-term stock performance.

What is the maximum number of JILL shares from Maria Martinez’s TSR PSUs?

The filing reports 5,099 performance stock units as the maximum possible payout. This amount equals 200% of the target share number, with each vested unit delivering one share of J.Jill common stock if specified total shareholder return goals are fully achieved.

How many JILL common shares does Maria Martinez hold after the RSU grant?

After the April 6, 2026 restricted stock unit grant, Maria Martinez directly holds 46,662.43 shares of J.Jill common stock. This figure reflects her updated equity stake, excluding the additional potential shares from unvested performance stock units and restricted stock units.

How many performance stock units does Maria Martinez hold after this JILL filing?

Following the April 6, 2026 award, Maria Martinez holds 9,566.67 performance stock units. Of these, 5,099 units represent the new grant tied to total shareholder return goals, with vesting eligibility based on performance through January 27, 2029.