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

Rhea-AI Filing Summary

Form 4 highlights: Director Robert I. Kauffman disclosed three sales of Hagerty, Inc. (HGTY) Class A common stock executed under a Rule 10b5-1 trading plan adopted on 9 Aug 2024.

• 7 Jul 2025: 98,766 shares sold at a weighted-average price of $10.07
• 8 Jul 2025: 41,239 shares sold at a weighted-average price of $10.10
• 9 Jul 2025: 9,970 shares sold at a weighted-average price of $9.94

The aggregate disposition totals 149,975 shares, equivalent to roughly 4 % of the 3.65 million shares previously held indirectly through Aldel LLC, an entity managed by Kauffman.

Post-trade ownership:

• Indirect: 3,499,281 shares (Aldel LLC)
• Direct: 67,302 shares

After the transactions, Kauffman continues to control approximately 3.57 million shares, preserving a substantial economic stake and voting influence. Because sales were made under a pre-arranged plan, the filing signals adherence to compliance best practices, though any insider sale may prompt investor scrutiny.

Positive

• Director retains a large 3.57 million-share stake, maintaining strong insider alignment.
• Sales executed under a pre-planned Rule 10b5-1 program, demonstrating governance compliance.

Negative

• Sale of 149,975 shares may be viewed as insider profit-taking and could raise short-term sentiment concerns.

Insights

Securities Analyst

TL;DR: Director sold ~150 k shares (≈4 %), but keeps 3.57 m; 10b5-1 plan reduces negative signal—overall neutral impact.

The disclosed trades represent modest profit-taking rather than a strategic exit. Kauffman’s remaining position exceeds 95 % of his prior holdings, aligning his interests with shareholders. Execution under a 10b5-1 plan suggests the sales were scheduled and not reactionary to undisclosed information, mitigating governance concerns. Pricing around $10 is close to recent market levels, offering no valuation signal. Given the limited size relative to the float and continued insider ownership, I classify the filing as routine with neutral investment impact.

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

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^*

Rolfe Andrew

(Last) (First) (Middle)

C/O J.JILL, INC.

4 BATTERYMARCH PARK

(Street)

QUINCY MA 02169

(City) (State) (Zip)

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

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/09/2025

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

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

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

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	07/09/2025		J(1)		26.55(1)	A	$0	19,289.96	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. On July 9, 2025, J.Jill, Inc. paid a cash dividend of $0.08 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, June 25, 2025. 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.

	/s/ Kathleen Stevens, Attorney-in-Fact	07/11/2025
	** 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.

FAQ

How many Hagerty (HGTY) shares did Robert Kauffman sell?

He sold 149,975 Class A shares across three transactions between 9-11 July 2025.

What prices were the HGTY shares sold at?

Weighted-average prices were $10.07, $10.10, and $9.94, executed in multiple trades within narrow ranges.

Does Kauffman still hold a significant stake in Hagerty after the sale?

Yes. He retains 3,499,281 shares indirectly via Aldel LLC and 67,302 shares directly, totaling about 3.57 million shares.

Were the transactions part of a 10b5-1 trading plan?

Yes. The filing states the sales were under a Rule 10b5-1 plan adopted on 9 Aug 2024.

Who holds the disposed and remaining shares?

The sold and remaining indirect shares are held by Aldel LLC, managed by Kauffman, giving him voting and investment discretion.