SEC Form 4 · accession 0001209191-18-050490

TILLY'S, INC. · TLYS

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Hezy Shaked

Officer — Chief Strategy Officer · Director · 10% Owner

Period of report

Sep 11, 2018

Accepted (ET)

Sep 11, 2018 · 4:37 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 Stock^F1	Sep 11, 2018	C	2,258,438	$0.00	A	2,258,438	D
Class A Common Stock^F3	Sep 11, 2018	S	2,258,438	$18.50	D	0	D
Class A Common Stock	Sep 11, 2018	C	100,000	$12.31	A	100,000	D
Class A Common Stock^F3	Sep 11, 2018	S	100,000	$18.50	D	0	D
Class A Common Stock^F3,F4	Sep 11, 2018	S	520,611	$18.50	D	0	I	BY LLC

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 Stock^F1,F5	—	Sep 11, 2018	C	2,258,438	D	—	—	Class A Common Stock	2,258,438	6,799,367	D
Stock Option (Right to Buy)^F6	$12.31	Sep 11, 2018	M	100,000	D	—	Mar 24, 2024	Class A Common Stock	100,000	0	D

Explanation of responses

F1The shares reported herein are held in The Hezy Shaked Living Trust under which the Reporting Person is trustee and beneficiary. Pursuant to a voting trust agreement with Tilly Levine, the Reporting Person has the right to vote certain shares of Class A Common Stock and Class B Common Stock held by Tilly Levine (the "Levine Shares"). Tilly Levine has filed a Form 3 and subsequent Forms 4 with respect to the Levine Shares. The Reporting Person does not have any pecuniary interest in the Levine Shares and thus disclaims beneficial ownership of such shares.
F2The sales reported in this Form 4 were effected in a public underwritten secondary offering (the "Offering") pursuant to a Registration Statement on Form S-3 (File. No. 333-226209).
F3The price reported in column 4 reflects the public offering price of $18.50 per share pursuant to the terms of the Offering, and excludes underwriting commissions and discounts.
F4Represents shares held by a limited liability company (the "LLC") of which the Reporting Person serves as the sole manager with sole voting and investment control over the securities held thereby. The Reporting Person disclaims beneficial ownership of the securities held by the LLC except to the extent of his pecuniary interest therein.
F5Class B Common Stock has no expiration date and is convertible on a one-for-one basis into shares of Class A Common Stock at the election of the holder or automatically upon the occurrence of certain events.
F6The shares subject to this stock option are fully vested.