JILL

SEC source: 0000899243-17-007832 · doc4.xml · nonDerivative · entry 2

TowerBrook Investors, Ltd. · CIK 0001599448 · 10% owner

JJill Topco Holdings, LP · CIK 0001699724 · 10% owner

TI IV JJill Holdings, LP · CIK 0001699682 · 10% owner

TI IV JJ GP, LLC · CIK 0001699718 · 10% owner

TowerBrook Investors IV (Onshore), L.P. · CIK 0001566658 · 10% owner

TowerBrook Investors GP IV, L.P. · CIK 0001699725 · 10% owner

MOSZKOWSKI NEAL · CIK 0001041197 · 10% owner

SOUSOU RAMEZ · CIK 0001270155 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 26,920,199

F6 · kind: Represents a pro rata distribution of shares of Common Stock by Topco to its partners, over which the Reporting Persons no longer have any beneficial ownership or pecuniary interests therein.

F6 · price: Represents a pro rata distribution of shares of Common Stock by Topco to its partners, over which the Reporting Persons no longer have any beneficial ownership or pecuniary interests therein.

F2 · ownership.nature: JJill Topco Holdings, LP ("Topco") directly holds 2,574,473 shares of Common Stock, JJ Holdings GP, LLC ("JJ Holdings GP") directly holds 1,531 shares of Common Stock and TI IV JJill Holdings, LP ("TI IV") directly holds 24,344,195 shares of Common Stock. The general partner of Topco is JJ Holdings GP, the sole member of which is TI IV. The general partner of TI IV is TI IV JJ GP, LLC, the sole member of which is TowerBrook Investors IV (Onshore), L.P ("Investors IV"). The general partner of Investors IV is TowerBrook Investors GP IV, L.P. ("GP IV"). The general partner of GP IV is TowerBrook Investors, Ltd. ("TowerBrook Investors"). Neal Moszkowski and Ramez Sousou are the directors and joint controlling shareholders of TowerBrook Investors.

F3 · ownership.nature: The amounts shown in Column 7 of Table I reflect (in addition to the transactions described herein) changes in form of beneficial ownership that have occurred since the Reporting Persons' prior report.

F4 · ownership.nature: Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that any of the Reporting Persons is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities in excess of such Reporting Person's pecuniary interest therein.

F5 · ownership.nature: The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.

SEC source: 0000899243-17-007832 · doc4.xml · nonDerivative · entry 1

TowerBrook Investors, Ltd. · CIK 0001599448 · 10% owner

JJill Topco Holdings, LP · CIK 0001699724 · 10% owner

TI IV JJill Holdings, LP · CIK 0001699682 · 10% owner

TI IV JJ GP, LLC · CIK 0001699718 · 10% owner

TowerBrook Investors IV (Onshore), L.P. · CIK 0001566658 · 10% owner

TowerBrook Investors GP IV, L.P. · CIK 0001699725 · 10% owner

MOSZKOWSKI NEAL · CIK 0001041197 · 10% owner

SOUSOU RAMEZ · CIK 0001270155 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 32,081,277

F1 · price: This amount represents the $13.00 initial public offering price per share of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc., less the underwriting discount of $0.91 per share of Common Stock.

F2 · ownership.nature: JJill Topco Holdings, LP ("Topco") directly holds 2,574,473 shares of Common Stock, JJ Holdings GP, LLC ("JJ Holdings GP") directly holds 1,531 shares of Common Stock and TI IV JJill Holdings, LP ("TI IV") directly holds 24,344,195 shares of Common Stock. The general partner of Topco is JJ Holdings GP, the sole member of which is TI IV. The general partner of TI IV is TI IV JJ GP, LLC, the sole member of which is TowerBrook Investors IV (Onshore), L.P ("Investors IV"). The general partner of Investors IV is TowerBrook Investors GP IV, L.P. ("GP IV"). The general partner of GP IV is TowerBrook Investors, Ltd. ("TowerBrook Investors"). Neal Moszkowski and Ramez Sousou are the directors and joint controlling shareholders of TowerBrook Investors.

F3 · ownership.nature: The amounts shown in Column 7 of Table I reflect (in addition to the transactions described herein) changes in form of beneficial ownership that have occurred since the Reporting Persons' prior report.

F4 · ownership.nature: Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that any of the Reporting Persons is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities in excess of such Reporting Person's pecuniary interest therein.

F5 · ownership.nature: The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.

SEC source: 0000899243-17-007818 · doc4.xml · derivative · entry 1

Heasley Linda · CIK 0001700780 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,410

Underlying: Common Stock · 6,410 shares

Expires not disclosed

F1 · derivative.exercise_price: Each restricted stock unit represents a contingent right to receive one share of common stock of J.Jill, Inc.

F2 · derivative.exercise_date: This grant of restricted stock units shall vest on the earlier of (x) the first anniversary of the grant date or (y) the date of the consummation of a change in control of J.Jill, Inc. Each restricted stock unit shall be settled within 10 days following the vesting date.

F2 · derivative.expiration_date: This grant of restricted stock units shall vest on the earlier of (x) the first anniversary of the grant date or (y) the date of the consummation of a change in control of J.Jill, Inc. Each restricted stock unit shall be settled within 10 days following the vesting date.

SEC source: 0000899243-17-007833 · doc4.xml · nonDerivative · entry 1

Biese David · CIK 0001699890 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 491,382

F1 · kind: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Mr. Biese, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners. Of these shares of Common Stock, 221,150 shares are subject to vesting in equal monthly installments through April 30, 2020.

F1 · price: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Mr. Biese, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners. Of these shares of Common Stock, 221,150 shares are subject to vesting in equal monthly installments through April 30, 2020.

SEC source: 0000899243-17-007825 · doc4.xml · nonDerivative · entry 1

Rahamim Michael · CIK 0001699764 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 235,992

F1 · kind: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Mr. Rahamim, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners. Of these shares of Common Stock, 209,510 shares are subject to vesting in equal annual installments through May 8, 2020.

F1 · price: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Mr. Rahamim, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners. Of these shares of Common Stock, 209,510 shares are subject to vesting in equal annual installments through May 8, 2020.

SEC source: 0000899243-17-007830 · doc4.xml · nonDerivative · entry 1

Eck Michael A · CIK 0001648440 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,721

F1 · kind: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Mr. Eck, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners. All of these shares of Common Stock are subject to vesting until November 15, 2017.

F1 · price: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Mr. Eck, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners. All of these shares of Common Stock are subject to vesting until November 15, 2017.

SEC source: 0000899243-17-007824 · doc4.xml · nonDerivative · entry 1

HANSEN MARKA · CIK 0001388969 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 86,320

F1 · kind: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Ms. Hansen, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners. Of these shares of Common Stock, 69,837 shares are subject to vesting in equal annual installments through May 8, 2020.

F1 · price: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Ms. Hansen, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners. Of these shares of Common Stock, 69,837 shares are subject to vesting in equal annual installments through May 8, 2020.

SEC source: 0000899243-17-007823 · doc4.xml · nonDerivative · entry 3

BENNETT PAULA · CIK 0001423732 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 2,124,707

F4 · kind: Reflects shares of Common Stock received by the Paula L. Bennett 2015 Family Trust (the "Family Trust"), as a limited partner of Topco, in a pro rata distribution of Common Stock by Topco to its partners. Of these shares of Common Stock, 884,600 shares are subject to vesting in equal monthly installments through May 8, 2020.

F4 · price: Reflects shares of Common Stock received by the Paula L. Bennett 2015 Family Trust (the "Family Trust"), as a limited partner of Topco, in a pro rata distribution of Common Stock by Topco to its partners. Of these shares of Common Stock, 884,600 shares are subject to vesting in equal monthly installments through May 8, 2020.

F5 · ownership.nature: Reflects shares of Common Stock held by the Family Trust. BNY Mellon Trust of Delaware is the trustee of the Family Trust. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, the inclusion of Common Stock held by the Family Trust in this filing shall not be deemed an admission that Ms. Bennett is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of such Common Stock.

SEC source: 0000899243-17-007823 · doc4.xml · nonDerivative · entry 2

BENNETT PAULA · CIK 0001423732 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 830,158

F2 · kind: Reflects shares of Common Stock received by the Paula L. Bennett Grantor Retained Annuity Trust (the "GRAT"), as a limited partner of Topco, in a pro rata distribution of Common Stock by Topco to its partners.

F2 · price: Reflects shares of Common Stock received by the Paula L. Bennett Grantor Retained Annuity Trust (the "GRAT"), as a limited partner of Topco, in a pro rata distribution of Common Stock by Topco to its partners.

F3 · ownership.nature: Reflects shares of Common Stock held by the GRAT. BNY Mellon Trust of Delaware is the trustee of the GRAT. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the inclusion of Common Stock held by the GRAT in this filing shall not be deemed an admission that Ms. Bennett is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of such Common Stock.

SEC source: 0000899243-17-007823 · doc4.xml · nonDerivative · entry 1

BENNETT PAULA · CIK 0001423732 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,811

F1 · kind: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Ms. Bennett, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners.

F1 · price: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Ms. Bennett, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners.

SEC source: 0000899243-17-007819 · doc4.xml · nonDerivative · entry 1

Fielder Joann · CIK 0001289373 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 653,034

F1 · kind: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Ms. Fielder, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners. Of these shares of Common Stock, 276,437 shares are subject to vesting in equal monthly installments through April 30, 2020.

F1 · price: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Ms. Fielder, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners. Of these shares of Common Stock, 276,437 shares are subject to vesting in equal monthly installments through April 30, 2020.

SEC source: 0000899243-17-010445 · doc4a.xml · nonDerivative · entry 3

BENNETT PAULA · CIK 0001423732 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 1,294,549

F5 · kind: Reflects shares of Common Stock received by the Paula L. Bennett 2015 Family Trust (the "Family Trust"), as a limited partner of Topco, in a pro rata distribution of Common Stock by Topco to its partners. Of these shares of Common Stock, 884,600 shares are subject to vesting in equal monthly installments through May 8, 2020.

F5 · price: Reflects shares of Common Stock received by the Paula L. Bennett 2015 Family Trust (the "Family Trust"), as a limited partner of Topco, in a pro rata distribution of Common Stock by Topco to its partners. Of these shares of Common Stock, 884,600 shares are subject to vesting in equal monthly installments through May 8, 2020.

F3 · balance_after: This amendment reflects changes to the amounts shown in column 5.

F6 · ownership.nature: Reflects shares of Common Stock held by the Family Trust. BNY Mellon Trust of Delaware is the trustee of the Family Trust. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, the inclusion of Common Stock held by the Family Trust in this filing shall not be deemed an admission that Ms. Bennett is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of such Common Stock.

SEC source: 0000899243-17-010445 · doc4a.xml · nonDerivative · entry 2

BENNETT PAULA · CIK 0001423732 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 820,347

F2 · kind: Reflects shares of Common Stock received by the Paula L. Bennett Grantor Retained Annuity Trust (the "GRAT"), as a limited partner of Topco, in a pro rata distribution of Common Stock by Topco to its partners.

F2 · price: Reflects shares of Common Stock received by the Paula L. Bennett Grantor Retained Annuity Trust (the "GRAT"), as a limited partner of Topco, in a pro rata distribution of Common Stock by Topco to its partners.

F3 · balance_after: This amendment reflects changes to the amounts shown in column 5.

F4 · ownership.nature: Reflects shares of Common Stock held by the GRAT. BNY Mellon Trust of Delaware is the trustee of the GRAT. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the inclusion of Common Stock held by the GRAT in this filing shall not be deemed an admission that Ms. Bennett is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of such Common Stock.

SEC source: 0000899243-17-010445 · doc4a.xml · nonDerivative · entry 1

BENNETT PAULA · CIK 0001423732 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,811

F1 · kind: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Ms. Bennett, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners.

F1 · price: Reflects shares of common stock, par value $0.01 per share ("Common Stock"), of J.Jill, Inc. received by Ms. Bennett, as a limited partner of JJill Topco Holdings, LP ("Topco"), in a pro rata distribution of Common Stock by Topco to its partners.