Jonathan Bilzin - Jun 2, 2024 Form 3 Insider Report for J.Jill, Inc. (JILL)

Role: Director, 10%+ Owner
Signature: /s/ Jonathan Bilzin
Stock symbol: JILL
Transactions as of: Jun 2, 2024
Transactions value $: $0
Form type: 3
Date filed: 6/3/2024, 05:30 PM
Next filing: Jun 3, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	JILL	Common Stock						5.32M	Jun 2, 2024	See Footnotes	F1, F2, F3, F4, F5, F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	JILL	Common Stock Warrants (right to purchase)							Jun 2, 2024	Common Stock	3.31M		See Footnotes	F1, F2, F3, F4, F5, F6, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	This Initial Statement of Beneficial Ownership reflects the addition of Messrs. Jonathan Bilzin and Karim Saddi as reporting persons and the withdrawal of Mr. Ramez Sousou as a reporting person.
F2	JJill Topco Holdings, LP ("Topco") directly holds 5,321,444 shares of common stock, par value $0.01 per share, of the Issuer ("Common Stock") and 3,311,315 Warrants to purchase Common Stock ("Warrants"). Such holdings reflect a 5-for-1 reverse stock split that became effective November 9, 2020. The general partner of Topco is JJ Holdings GP, LLC, the sole member of which is TI IV JJill Holdings, LP ("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"). (cont'd in FN 3)
F3	(cont'd from FN 2) As a result of certain investment-related approval rights, Neal Moszkowski, Jonathan Bilzin and Karim Saddi may each be deemed to have investment control over the securities beneficially owned by TowerBrook Investors. Topco, TI IV, Investors IV, GP IV, TowerBrook Investors and Mr. Moszkowski have separately previously filed statements of beneficial ownership regarding the Common Stock and Warrants with the Commission.
F4	Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
F5	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.
F6	The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-1(a)(3) and Rule 16a-3(j) under the Exchange Act.
F7	Each Warrant is exercisable for one share of Common Stock, subject to adjustment as provided in the warrant agreement.

Remarks:

For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Persons may be deemed to be directors by deputization by virtue of TI IV's contractual right to appoint directors to the board of directors of the Issuer. As a result, the "Director" box is marked in Item 4 of this Form 3. Mr. Sousou has ceased to be a beneficial owner of the shares of Common Stock and Warrants and is no longer subject to Section 16 with respect to such securities.