TILLY'S (TLYS) director Seth R. Johnson awarded 15,444 restricted shares

Rhea-AI Filing Summary

JOHNSON SETH R reported acquisition or exercise transactions in this Form 4 filing.

TILLY'S, INC. director Seth R. Johnson reported receiving a grant of 15,444 shares of Class A common stock as an equity award. The filing states these shares are restricted stock that will vest in two equal annual installments on each of the next two anniversaries of the grant date. Following this grant, Johnson directly holds 174,363 shares of Class A common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider JOHNSON SETH R

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	15,444	$0.00	--

Holdings After Transaction: Class A Common Stock — 174,363 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Restricted stock grant: 15,444 shares Grant price: $0.0000 per share Post-grant holdings: 174,363 shares +1 more

4 metrics

Restricted stock grant 15,444 shares Class A Common Stock award on grant date

Grant price $0.0000 per share Reported price for restricted stock grant

Post-grant holdings 174,363 shares Class A Common Stock held directly after transaction

Vesting installments 2 equal installments Restricted stock vests over two anniversaries

Key Terms

restricted stock, vest, Grant, award, or other acquisition, Class A Common Stock

4 terms

restricted stock financial

"Represents shares of restricted stock, which vest in two equal annual installments"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

vest financial

"which vest in two equal annual installments on each of the succeeding two anniversaries"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

Class A Common Stock financial

"security_title": "Class A Common Stock""

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

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Form 4 Insider Transactions: What Each Field Means →

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^*

JOHNSON SETH R

(Last) (First) (Middle)

C/O TILLY'S, INC.

10 WHATNEY

(Street)

IRVINE CALIFORNIA 92618

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TILLY'S, INC. [ TLYS ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

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
Class A Common Stock	06/10/2026		A		15,444(1)	A	$0	174,363	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. Represents shares of restricted stock, which vest in two equal annual installments on each of the succeeding two anniversaries of the grant date.

Remarks:

	/s/ Michael L. Henry, Attorney-in-Fact for Seth R. Johnson	06/10/2026
	** 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 TILLY'S (TLYS) director Seth R. Johnson report?

Seth R. Johnson reported an acquisition of 15,444 shares of TILLY'S Class A common stock as a grant of restricted stock. The award was received at no cash cost per share, reflecting equity-based compensation rather than an open-market purchase.

Is the June 2026 TLYS insider transaction a stock grant or a market purchase?

The June 2026 TLYS insider transaction is a stock grant, not a market purchase. Johnson received 15,444 restricted shares at a stated price of $0.0000 per share, consistent with a compensation award rather than buying shares on the open market.

How do the newly granted TLYS shares affect Seth R. Johnson’s total holdings?

After the grant, Seth R. Johnson directly holds 174,363 shares of TILLY'S Class A common stock. The 15,444-share restricted stock award increases his direct equity position, aligning his compensation more closely with shareholder interests through additional stock exposure.

What is the vesting schedule for the TLYS restricted stock granted to Seth R. Johnson?

The filing states the 15,444 restricted TLYS shares vest in two equal annual installments. Vesting occurs on each of the succeeding two anniversaries of the grant date, meaning half the shares vest after one year and the remaining half after two years.

Does the TLYS Form 4 indicate any stock sales by Seth R. Johnson?

The Form 4 does not report any stock sales by Seth R. Johnson. It shows only an acquisition coded as a grant, award, or other acquisition, with 15,444 restricted shares added and no dispositions or derivative exercises reported in this filing.