SEC Form 4 · accession 0001209191-16-148037
TILLY'S, INC. · TLYS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Tilly Levine
10% Owner
Period of report
Nov 1, 2016
Accepted (ET)
Nov 2, 2016 · 6:48 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001524025
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Nov 1, 2016 | C | 15,000 | $0.00 | A | 15,000 | D | |
| Class A Common StockF3 | Nov 1, 2016 | S | 15,000 | $8.9998 | D | 0 | D | |
| Class A Common StockF1 | Nov 2, 2016 | C | 15,000 | $0.00 | A | 15,000 | D | |
| Class A Common StockF4 | Nov 2, 2016 | S | 15,000 | $9.1283 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF5 | — | Nov 1, 2016 | C | 15,000 | D | — | — | Class A Common Stock | 15,000 | 4,698,147 | D |
| Class B Common StockF5 | — | Nov 2, 2016 | C | 15,000 | D | — | — | Class A Common Stock | 15,000 | 4,683,147 | D |
| Class B Common StockF6,F5 | — | holding | — | — | — | — | — | Class A Common Stock | 424,386 | 424,386 | I |
| Class B Common StockF6,F5 | — | holding | — | — | — | — | — | Class A Common Stock | 424,386 | 424,386 | I |
Explanation of responses
- F1The 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.
- F2The 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.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.85 to $9.19, 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.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.86 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.
- F5Class 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.
- F6Represents 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.