J.Jill, Inc. — Director's Dealing 2017

Dec 15, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: J.Jill, Inc. (JILL)
CIK: 0001687932
Period of Report: 2017-12-14

Reporting Person: BENNETT PAULA (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-12-14	Common Stock	P	25000	$7.2779	Acquired	468746	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	435000	Indirect
Common Stock	1376138	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were acquired in multiple transactions at prices ranging from $7.25 to $7.32, inclusive. The reporting person undertakes to provide to J.Jill, Inc. (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 acquired at each separate price within the range set forth in this footnote to this Form 4.

F2: The amounts shown in column 5 reflect certain changes in the form of the Reporting Person's beneficial ownership of the Issuer's common stock, par value $0.01 per share ("Common Stock"), since the Reporting Person's last report that were not otherwise reportable.

F3: The shares of Common Stock are held by the Paula L. Bennett Grantor Retained Annuity Trust (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.

F4: The shares of Common Stock are held by the Paula L. Bennett 2015 Family Trust (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.