Tilly's investor Fund 1 discloses 24.9% stake

Fund 1 Investments reports a 24.9% TLYS stake plus cash-settled swaps giving additional 9.7% economic exposure with no voting power.

Rhea-AI Filing Summary

TILLY'S, INC. (TLYS) is the subject of an amended Schedule 13D filing by Fund 1 Investments, LLC updating its ownership and derivative exposure. Fund 1 now beneficially owns 5,801,933 shares of Class A common stock, representing 24.9% of the 23,281,157 shares outstanding as of September 1, 2026. These shares were acquired for an aggregate purchase price of approximately $47,074,010, including commissions, using the working capital of its funds, which may include margin loans. In addition, Fund 1 has entered into cash-settled total return swaps referencing 2,261,027 notional shares, providing economic exposure to about 9.7% of the outstanding shares without voting or dispositive power over those referenced shares.

Key Figures

Beneficially owned shares: 5,801,933 shares Ownership percentage: 24.9% Shares outstanding: 23,281,157 shares +4 more

7 metrics

Beneficially owned shares 5,801,933 shares Shares of TILLY'S, INC. Class A common stock reported by Fund 1 as of the event date

Ownership percentage 24.9% Portion of outstanding Class A shares beneficially owned by Fund 1

Shares outstanding 23,281,157 shares Class A shares outstanding as of September 1, 2026, per Form 10-Q

Aggregate purchase price $47,074,010 Total cost, including commissions, for the 5,801,933 shares Fund 1 reports owning

Notional shares under cash-settled swaps 2,261,027 notional shares Shares referenced by total return swaps entered into by Fund 1

Swap-based economic exposure 9.7% Approximate percentage of outstanding shares referenced by the cash-settled swaps

Sole voting power 5,801,933 shares Shares over which Fund 1 reports sole voting power

Key Terms

Schedule 13D, beneficially owned, cash-settled total return swap agreements, notional Shares, +1 more

5 terms

Schedule 13D regulatory

"has previously filed a statement on Schedule 13D to report the acquisition"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

beneficially owned financial

"The shares ... beneficially owned by the Reporting Person were purchased"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

cash-settled total return swap agreements financial

"has entered into certain cash-settled total return swap agreements"

notional Shares financial

"provide the Reporting Person with economic exposure to an aggregate of 2,261,027 notional Shares"

dispositive power regulatory

"power to vote or direct the voting or dispose of or direct the disposition of the Shares"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What percentage of TLYS does Fund 1 Investments, LLC currently report owning?

Fund 1 Investments, LLC reports beneficial ownership of 5,801,933 shares of TILLY'S, INC. Class A common stock, which is approximately 24.9% of the 23,281,157 shares outstanding as of September 1, 2026, based on the issuer’s Form 10-Q.

How much did Fund 1 pay in total for its TLYS share stake?

Fund 1 states that the aggregate purchase price for its 5,801,933 TILLY'S, INC. shares is approximately $47,074,010, including brokerage commissions. The purchases were made using the working capital of its funds, which may include margin loans.

What additional economic exposure to TLYS does Fund 1 have through derivatives?

Fund 1 has entered into cash-settled total return swap agreements referencing an aggregate of 2,261,027 notional shares of TILLY'S, INC., providing economic exposure to approximately 9.7% of the outstanding shares, but without voting or dispositive power over those referenced shares.

Does Fund 1 have voting power over all of its economic exposure to TLYS?

Fund 1 reports sole voting and dispositive power over 5,801,933 shares. It states that the cash-settled total return swaps provide economic results comparable to ownership but do not give it voting or dispositive power over the shares referenced by the swaps.

What is the total number of TLYS shares outstanding used in this Schedule 13D/A?

The filing states that the ownership percentages are based on 23,281,157 shares of TILLY'S, INC. Class A common stock outstanding as of September 1, 2026, as reported in the company’s Quarterly Report on Form 10-Q filed on September 3, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/08/2026 - 06:40 PM Accepted by SEC EDGAR 09/08/2026 - 06:40 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 18)

TILLY'S, INC.

(Name of Issuer)

Class A Common Stock, $0.001 par value per share

(Title of Class of Securities)

886885102

(CUSIP Number)

Fund 1 Investments, LLC
100 Carr 115, Unit 1900,
Rincon, PR, 00677
804-363-4458

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/03/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 886885102

1

Name of reporting person

Fund 1 Investments, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 5,801,933.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 5,801,933.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

5,801,933.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

24.9 %

14

Type of Reporting Person (See Instructions)

HC, OO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock, $0.001 par value per share
(b)	Name of Issuer: TILLY'S, INC.
(c)	Address of Issuer's Principal Executive Offices: 10 WHATNEY, IRVINE, CALIFORNIA , 92618.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and restated to read as follows: The shares of Class A Common Stock, $0.001 par value per share, of the Issuer (the "Shares") beneficially owned by the Reporting Person were purchased with working capital of the Funds (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business). The aggregate purchase price of the 5,801,933 Shares beneficially owned by the Reporting Person is approximately $47,074,010, including brokerage commissions.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read as follows: The aggregate percentage of Shares reported beneficially owned by the Reporting Person is based on 23,281,157 Shares outstanding as of September 1, 2026, which is the total number of Shares outstanding as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on September 3, 2026. As of the date hereof, the Reporting Person beneficially owned 5,801,933 Shares, constituting approximately 24.9% of the outstanding Shares.
(c)	Item 5(c) is hereby amended and restated to read as follows: The transactions in the securities of the Issuer by the Reporting Person during the past 60 days are set forth in Exhibit 1 and are incorporated herein by reference.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 is hereby amended to add the following: The Reporting Person has entered into certain cash-settled total return swap agreements (the "Cash-Settled Swaps") with an unaffiliated third-party financial institution, which provide the Reporting Person with economic exposure to an aggregate of 2,261,027 notional Shares, representing approximately 9.7% of the outstanding Shares. The Cash-Settled Swaps provide the Reporting Person with economic results that are comparable to the economic results of ownership, but do not provide the Reporting Person with the power to vote or direct the voting or dispose of or direct the disposition of the Shares that are the subject of the Cash-Settled Swaps.
Item 7.	Material to be Filed as Exhibits.
	Item 7 is hereby amended to add the following exhibit: 1 - Transactions in Securities

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Fund 1 Investments, LLC

Signature:	/s/ Benjamin C. Cable
Name/Title:	Benjamin C. Cable, Chief Compliance Officer
Date:	09/08/2026