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Filing Details

Accession Number:: 0001209191-16-146908
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-10-25 19:40:47
Reporting Period:: 2016-10-21

Filing Date:: 2016-10-25
Accepted Time:: 2016-10-25 19:40:47
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1524025	Tilly's Inc.	TLYS	Retail-Apparel & Accessory Stores (5600)	452164791

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1548775	Tilly Levine	C/O Tilly'S, Inc. 10 Whatney Irvine CA 92618		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2016-10-21	15,000	$0.00	15,000	No	4	C	Direct
Class A Common Stock	Disposition	2016-10-21	15,000	$9.48	0	No	4	S	Direct
Class A Common Stock	Acquisiton	2016-10-24	15,000	$0.00	15,000	No	4	C	Direct
Class A Common Stock	Disposition	2016-10-24	15,000	$9.62	0	No	4	S	Direct
Class A Common Stock	Acquisiton	2016-10-25	10,000	$0.00	10,000	No	4	C	Indirect	By Trust 1
Class A Common Stock	Disposition	2016-10-25	10,000	$9.87	0	No	4	S	Indirect	By Trust 1
Class A Common Stock	Acquisiton	2016-10-25	10,000	$0.00	10,000	No	4	C	Indirect	By Trust 2
Class A Common Stock	Disposition	2016-10-25	10,000	$9.87	0	No	4	S	Indirect	By Trust 2

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Direct
No	4	S	Direct
No	4	C	Direct
No	4	S	Direct
No	4	C	Indirect	By Trust 1
No	4	S	Indirect	By Trust 1
No	4	C	Indirect	By Trust 2
No	4	S	Indirect	By Trust 2

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2016-10-21	15,000	$0.00	15,000	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2016-10-24	15,000	$0.00	15,000	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2016-10-25	10,000	$0.00	10,000	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2016-10-25	10,000	$0.00	10,000	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
4,728,147	No	4	C	Direct
4,713,147	No	4	C	Direct
424,386	No	4	C	Indirect
424,386	No	4	C	Indirect

Footnotes

The shares reported herein are held in The Tilly Levine Separate Property Trust under which the Reporting Person is trustee and beneficiary. The Reporting Person is a party to a voting trust agreement with Hezy Shaked, an officer and director of the Issuer, granting Mr. Shaked, as trustee under such agreement, the right to vote the shares of Class A Common Stock and Class B Common Stock held by the Reporting Person (collectively, the "Shares"). Mr. Shaked does not have any pecuniary interest in such Shares and thus disclaims beneficial ownership of such Shares.
The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by The Tilly Levine Separate Property Trust, of which the Reporting Person is trustee and beneficiary, on April 1, 2016 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.37 to $9.61, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.51 to $9.68, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
Represents shares of Class A Common Stock held by trusts of which the Reporting Person is trustee and an immediate family member is the beneficiary. The Reporting Person disclaims beneficial ownership of such shares except to the extent of her pecuniary interest therein, if any.
The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the trust, of which the Reporting Person is trustee and an immediate family member is the beneficiary, on April 1, 2016 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.47 to $10.37, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
Class B Common Stock has no expiration date and, subject to certain events, is automatically convertible on a one-for-one basis into shares of Class A Common Stock.
Represents shares of Class B Common Stock held by trusts of which the Reporting Person is trustee and an immediate family member is the beneficiary. The Reporting Person disclaims beneficial ownership of such shares except to the extent of her pecuniary interest therein, if any.