Form 8-K

8-K — J.Jill, Inc.

Accession: 0001193125-26-385874

Filed: 2026-09-09

Period: 2026-09-09

CIK: 0001687932

SIC: 2330 (WOMEN'S, MISSES', AND JUNIORS OUTERWEAR)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — jill-20260909.htm (Primary)

EX-99.1 (jill-ex99_1.htm)

GRAPHIC (img26663174_0.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: jill-20260909.htm · Sequence: 1

8-K

false000168793200016879322026-09-092026-09-09

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 9, 2026

J.JILL, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-38026

45-1459825

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

4 Batterymarch Park

Quincy, MA 02169

(Address of Principal Executive Offices) (Zip Code)

(617) 376-4300

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

JILL

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

On September 9, 2026, J.Jill, Inc. issued a press release to announce its financial results for the second quarter ended August 1, 2026. A copy of the press release is attached as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference.

The information in this report (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18, of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.

Description

99.1

Press Release dated September 9, 2026, announcing financial results for the fiscal quarter ended August 1, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Dated: September 9, 2026

J.JILL, INC.

By:

/s/ Mark Webb

Name:

Mark Webb

Title:

Executive Vice President, Chief Financial and Operating Officer

EX-99.1

Filename: jill-ex99_1.htm · Sequence: 2

EX-99.1

EXHIBIT 99.1

J.JILL, INC. ANNOUNCES SECOND QUARTER 2026 RESULTS

Q2 FY26 Net Sales Increased 0.5% to $154.8 Million vs. Q2 FY25

Q2 FY26 Gross Margin of 76.8%, Includes $13.3 Million IEEPA Tariff Refund Pre-Tax Net Benefit

Raises FY26 Outlook

Quincy, Mass – September 9, 2026 – J.Jill, Inc. (NYSE:JILL) ("J.Jill" or the "Company") today announced financial results for the second quarter of fiscal year 2026.

Mary Ellen Coyne, President and Chief Executive Officer of J.Jill, Inc. stated, "Our second quarter results reflect progress across each of our three strategic priorities – evolving the product assortment, enhancing the customer journey, and advancing the way we work. We delivered sales that exceeded our expectations, with underlying profitability at the high end of our outlook before the benefit of tariff refunds. Our customer file is stabilizing, new-to-brand acquisition is accelerating, and our senior team is in place and executing. While we are still in the early stages of this evolution, we are pleased with our momentum and are strategically investing in the business to position J.Jill for sustainable, long-term growth."

For the second quarter ended August 1, 2026:

•

Net sales for the second quarter of fiscal 2026 increased 0.5% to $154.8 million compared to $154.0 million for the second quarter of fiscal 2025.

•

Total company comparable sales, which includes comparable store and direct to consumer sales, increased by 0.5% for the second quarter of fiscal 2026.

•

Direct to consumer net sales, which represented 47.1% of net sales, were up 1.9% compared to the second quarter of fiscal 2025.

•

Gross profit was $119.0 million compared to $105.4 million in the second quarter of fiscal 2025. Gross margin was 76.8% compared to 68.4% in the second quarter of fiscal 2025. Excluding the receipt of $13.3 million of net tariff refunds in the second quarter of fiscal 2026 gross margin was 68.3%.

•

SG&A was $94.6 million compared to $88.6 million in the second quarter of fiscal 2025. SG&A as a percentage of total net sales was 61.1% compared to 57.5% in the second quarter of fiscal 2025. The increase was primarily driven by eight net new stores compared to prior year, store lease renewals, marketing, shipping costs and management incentive accruals.

•

Operating income was $24.3 million compared to $16.8 million in the second quarter of fiscal 2025. Operating income margin for the second quarter of fiscal 2026 was 15.7% compared to 10.9% in the second quarter of fiscal 2025. Adjusted Income from Operations*, which includes the benefit of net tariff refunds, was $27.1 million compared to $19.6 million in the second quarter of fiscal 2025.

•

Interest expense was $1.9 million compared to $2.7 million in the second quarter of fiscal 2025. Interest income was $1.1 million in the second quarter of fiscal 2026 compared to $0.5 million in the second quarter of fiscal 2025. The second quarter of fiscal 2026 benefited from $0.6 million of interest income related to the receipt of tariff refunds.

•

During the second quarter of fiscal 2026, the Company recorded an income tax provision of $6.7 million compared to $4.0 million in the second quarter of fiscal 2025 and the effective tax rate was 28.6% compared to 27.7% in the second quarter of fiscal 2025.

•

Net Income was $16.8 million compared to $10.5 million in the second quarter of fiscal 2025.

•

Net Income per Diluted Share was $1.11 for the second quarter of fiscal 2026 compared to $0.69 in the second quarter of fiscal 2025. Adjusted Net Income per Diluted Share* in the second quarter of fiscal 2026, which includes the benefit of net tariff refunds was $1.24 compared to $0.81 in the second quarter of fiscal 2025.

•

Adjusted EBITDA* for the second quarter of fiscal 2026, which includes the benefit of net tariff refunds, was $32.8 million compared to $25.6 million in the second quarter of fiscal 2025. Adjusted EBITDA margin* for the second quarter of fiscal 2026, which includes the benefit of net tariff refunds, was 21.2% compared to 16.6% in the second quarter of fiscal 2025. Adjusted EBITDA for the second quarter of fiscal 2026 excluding net tariff refunds and deployment of these refunds toward strategic initiatives and elevated fuel costs during the period was $20.1 million.

•

The Company did not open or close any stores in the second quarter of fiscal 2026. The store count at the end of the quarter is 255 stores compared to 247 stores at the end of the second quarter of fiscal 2025.

For the twenty-six weeks ended August 1, 2026:

•

Net sales for the twenty-six weeks ended August 1, 2026 decreased 2.7% to $299.3 million compared to $307.6 million for the twenty-six weeks ended August 2, 2025.

•

Total company comparable sales, which includes comparable store and direct to consumer sales, decreased by 4.2% for the twenty-six weeks ended August 1, 2026.

•

Direct to consumer net sales, which represented 46.4% of net sales, decreased 3.2% compared to the twenty-six weeks ended August 2, 2025.

•

Gross profit was $217.7 million compared to $215.7 million for the twenty-six weeks ended August 2, 2025. Gross margin was 72.7% compared to 70.1% for the twenty-six weeks ended August 2, 2025. Excluding the receipt of $13.3 million of net tariff refunds in the second quarter of fiscal 2026 gross margin was 68.3%.

•

SG&A was $184.4 million compared to $179.7 million for the twenty-six weeks ended August 2, 2025. SG&A as a percentage of total net sales was 61.6% compared to 58.4% for the twenty-six weeks ended August 2, 2025.

•

Operating income was $33.0 million compared to $35.8 million for the twenty-six weeks ended August 2, 2025. Operating income margin for the twenty-six weeks ended August 1, 2026 was 11.0% compared to 11.7% for the twenty-six weeks ended August 2, 2025. Adjusted Income from Operations*, which includes the benefit of net tariff refunds, was $38.0 million compared to $41.2 million for the twenty-six weeks ended August 2, 2025.

•

Interest expense was $3.8 million compared to $5.5 million for the twenty-six weeks ended August 2, 2025. Interest income was $1.5 million compared to $0.9 million for the twenty-six weeks ended August 2, 2025. The twenty-six weeks ended August 1, 2026 benefited from $0.6 million of interest income related to the receipt of tariff refunds.

•

During the twenty-six weeks ended August 1, 2026, the Company recorded an income tax provision of $9.3 million compared to $9.0 million for the twenty-six weeks ended August 2, 2025 and the effective tax rate was 30.2% compared to 28.8% for the twenty-six weeks ended August 2, 2025.

•

Net Income was $21.5 million compared to $22.2 million for the twenty-six weeks ended August 2, 2025.

•

Net Income per Diluted Share was $1.43 compared to $1.45 for the twenty-six weeks ended August 2, 2025. Adjusted Net Income per Diluted Share* for the twenty-six weeks ended August 1, 2026, which includes the benefit of net tariff refunds, was $1.69 compared to $1.69 for the twenty-six weeks ended August 2, 2025.

•

Adjusted EBITDA* for the twenty-six weeks ended August 1, 2026, which includes the benefit of net tariff refunds, was $49.5 million compared to $52.9 million for the twenty-six weeks ended August 2, 2025. Adjusted EBITDA margin* for the twenty-six weeks ended August 1, 2026, which includes the benefit of net tariff refunds, was 16.6% compared to 17.2% for the twenty-six weeks ended August 2, 2025. Adjusted EBITDA for the twenty-six weeks ended August 1, 2026, excluding net tariff refunds and the deployment of these refunds toward strategic initiatives and elevated fuel costs during the period was $36.8 million.

•

The Company opened one store and closed two stores for the twenty-six weeks ended August 1, 2026. The store count at the end of the twenty-six weeks ended August 1, 2026 is 255 stores compared to 247 stores at the end of the twenty-six weeks ended August 2, 2025.

Balance Sheet and Cash Flow Highlights

•

Inventory at the end of the second quarter of fiscal 2026 was $52.6 million compared to $55.3 million at the end of the second quarter of fiscal 2025.

•

Net Cash provided by Operating Activities for the thirteen weeks ended August 1, 2026, was $46.3 million compared to $19.4 million for the thirteen weeks ended August 2, 2025. Net Cash provided by Operating Activities for the twenty-six weeks ended August 1, 2026, was $48.0 million compared to $24.7 million for the twenty-six weeks ended August 2, 2025. Net Cash provided by Operating Activities in both the thirteen and twenty-six weeks benefited from $19.0 million of gross tariff refunds including associated interest income.

•

Free Cash Flow* for the thirteen weeks ended August 1, 2026, was $44.0 million compared to $16.6 million for the thirteen weeks ended August 2, 2025. Free Cash Flow* for the twenty-six weeks ended August 1, 2026 was $42.9 million compared to $19.2 million for the twenty-six weeks ended August 2, 2025.

•

The Company ended the second quarter of fiscal 2026 with a cash balance of $76.9 million.

*Non-GAAP financial measures. Please see “Non-GAAP Financial Measures” and “Reconciliation of GAAP Net Income to Adjusted EBITDA,” “Reconciliation of GAAP Operating Income to Adjusted Income from Operations,” “Reconciliation of GAAP Net Income to Adjusted Net Income,” and “Reconciliation of GAAP Cash from Operations to Free Cash Flow” for more information.

Share Repurchase Authorization

During the thirteen and twenty-six weeks ended August 1, 2026, the Company repurchased 99,902 and 168,402 shares of its common stock for an aggregate purchase price of $1.5 million and $2.3 million, respectively.

As of August 1, 2026, the Company had $11.8 million remaining under its currently authorized $25.0 million share repurchase program, which expires December 6, 2026. The share repurchase program is expected to be funded through the Company’s existing cash and future free cash flow. The timing of any repurchases and the number of shares repurchased are subject to the discretion of the Company and may be affected by various factors, including general market and economic conditions, the market price of the Company’s common stock, the Company’s earnings, financial condition, capital requirements and levels of indebtedness, legal requirements, and other factors that management may deem relevant. The share repurchase program authorization does not obligate the Company to acquire any shares of its common stock and may be amended, suspended or discontinued at any time. Shares may be repurchased from time to time through open market transactions, block trades, privately negotiated purchase transactions or other purchase techniques and may include purchases effected pursuant to one or more trading plans established pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934.

Quarterly Dividend Payment

On June 3, 2026 the Board declared a quarterly cash dividend of $0.09 per share, payable on July 8, 2026 to stockholders of record of issued and outstanding shares of the Company’s common stock as of June 24, 2026.

Following the end of the second quarter of fiscal 2026, on September 2, 2026, the Board declared a cash dividend of $0.09 per share, payable on October 7, 2026 to stockholders of record of issued and outstanding shares of the Company’s common stock as of September 23, 2026.

Outlook

The Company is providing its outlook for the third quarter of fiscal 2026 and raising its outlook for the full year fiscal 2026. The following outlook includes net tariff refunds as well as the deployment of these refunds toward investments primarily focused on marketing to build the brand and accelerate file growth, which will be relatively evenly split between the third and fourth quarters.

The following outlook also assumes an average 10% to 12.5% tariff rate for the remainder of fiscal 2026 which results in approximately $1.0 million of favorability in the second half of the year compared to prior assumptions.

For the third quarter of fiscal 2026, the Company expects the following:

•

Net Sales to be up 3% to 5% compared to fiscal 2025

•

Comparable Sales to be up 1% to up 3% compared to fiscal 2025

•

Gross margin to be about flat compared to fiscal 2025

•

Adjusted EBITDA of $20.0 million to $22.0 million

For the full year of fiscal 2026, the Company expects the following:

•

Net Sales to be flat to up 2% compared to fiscal 2025

•

Comparable Sales to be down 1% to up 1% compared to fiscal 2025

•

Gross margin to be up 100 basis points to 150 basis points

•

Adjusted EBITDA to be $75 million to $80 million

•

Free cash flow to be approximately $40 million

•

Total capital expenditures of approximately $20 million to $25 million

•

Net new store growth of approximately 1 to 3 new stores

Conference Call Information

A conference call to discuss second quarter 2026 results is scheduled for today, September 9, 2026, at 8:00 a.m. Eastern Time. Those interested in participating in the call are invited to dial (833) 461-5787 or (585) 542-9983 if calling internationally. Please dial in approximately 10 minutes prior to the start of the call and reference Conference ID 572594243 when prompted. A live audio webcast of the conference call will be available online at http://investors.jjill.com/Investors-Relations/News-Events/events.

A taped replay of the conference call will be available approximately two hours following the call and can be accessed both online and by dialing (833) 309-1852 or (929) 828-5978. The pin number to access the telephone replay is 572594243. The telephone replay will be available until September 16, 2026.

About J.Jill, Inc.

J.Jill is a national lifestyle brand that provides apparel, footwear and accessories designed to help its customers move through a full life with ease. The brand represents an easy, thoughtful and inspired style that celebrates the totality of all women and designs its products with its core brand ethos in mind: keep it simple and make it matter. J.Jill offers a high touch customer experience through about 250 stores nationwide and a robust ecommerce platform. J.Jill is headquartered outside Boston. For more information, please visit www.jjill.com or http://investors.jjill.com. The information included on our websites is not incorporated by reference herein.

Non-GAAP Financial Measures

To supplement our unaudited condensed consolidated financial statements presented in accordance with generally accepted accounting principles (“GAAP”), we use the following non-GAAP measures of financial performance:

•

Adjusted EBITDA, which represents net income plus (less) depreciation and amortization, income tax provision, interest expense, interest income, equity-based compensation expense, write-off of property and equipment, amortization of cloud-based software implementation costs, adjustment for exited retail stores, impairment of long-lived assets, loss on extinguishment of debt, and other non-recurring items, primarily consisting of non-ordinary course professional fees, non-employee share-based payments, CEO transition costs, severance expense, and legal settlements and fees associated with certain non-recurring transactions and events. We present Adjusted EBITDA on a consolidated basis because management uses it as a supplemental measure in assessing our operating performance, and we believe that it is helpful to investors,

securities analysts and other interested parties as a measure of our comparative operating performance from period to period. We also use Adjusted EBITDA as one of the primary methods for planning and forecasting overall expected performance of our business and for evaluating on a quarterly and annual basis actual results against such expectations. Further, we recognize Adjusted EBITDA as a commonly used measure in determining business value and as such, use it internally to report results. We also use Adjusted EBITDA margin which represents, for any period, Adjusted EBITDA as a percentage of net sales.

•

Adjusted Income from Operations, which represents operating income plus (less) equity-based compensation expense, write-off of property and equipment, adjustment for exited retail stores, impairment of long-lived assets, and other non-recurring items. We present Adjusted Income from Operations because management uses it as a supplemental measure in assessing our operating performance, and we believe that it is helpful to investors, securities analysts, and other interested parties as a measure of our comparative operating performance from period to period.

•

Adjusted Net Income, which represents net income plus income tax provision, equity-based compensation expense, write-off of property and equipment, adjustment for exited retail stores, impairment of long-lived assets, and other non-recurring items. We present Adjusted Net Income because management uses it as a supplemental measure in assessing our operating performance, and we believe that it is helpful to investors, securities analysts and other interested parties as a measure of our comparative operating performance from period to period.

•

Adjusted Net Income per Diluted Share represents Adjusted Net Income divided by the number of fully diluted shares outstanding. Adjusted Net Income per Diluted Share is presented as a supplemental measure in assessing our operating performance, and we believe that it is helpful to investors, securities analysts and other interested parties as a measure of our comparative operating performance from period to period.

•

Free Cash Flow represents cash flow from operations less capital expenditures. Free Cash Flow is presented as a supplemental measure in assessing our liquidity, and we believe that it is helpful to investors, securities analysts and other interested parties as a measure of our comparative liquidity and operating performance from period to period.

While we believe that Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Income from Operations, Adjusted Net Income, Adjusted Diluted EPS and Free Cash Flow are useful in evaluating our business, they are non-GAAP financial measures that have limitations as analytical tools. These non-GAAP measures should not be considered alternatives to, or substitutes for, Net Income, Income from Operations, Net Income per Diluted Share or Cash from Operations, which are calculated in accordance with GAAP. In addition, other companies, including companies in our industry, may calculate these non-GAAP measures differently or not at all, which reduces the usefulness of such non-GAAP financial measures as tools for comparison. We recommend that you review the reconciliation and calculation of Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Income from Operations, Adjusted Net Income, Adjusted Diluted EPS and Free Cash Flow to Net Income, Income from Operations, Net Income per Diluted Share and Cash from Operations, respectively, the most directly comparable GAAP financial measures, under “Reconciliation of GAAP Net Income to Adjusted EBITDA”, “Reconciliation of GAAP Operating Income to Adjusted Income from Operations”, “Reconciliation of GAAP Net Income to Adjusted Net Income” and “Reconciliation of GAAP Cash from Operations to Free Cash Flow” and not rely solely on Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Income from Operations, Adjusted Net Income, Adjusted Net Income per Diluted Share, Free Cash Flow or any single financial measure to evaluate our business.

Forward-Looking Statements

This press release contains, and oral statements made from time to time by our representatives may contain, “forward-looking statements.” All statements other than statements of historical facts contained in this press release, including statements regarding our strategy, future operations, future financial position, future revenue, projected costs, prospects, plans, objectives of management, expected market growth and any activities, events or developments that we intend, expect or believe may occur in the future are forward-looking statements. Such statements are often identified by words such as “could,” “may,” “might,” “will,” “likely,” “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “continues,” “ongoing,” “remain,” “projects,” “goal,” “target” (although not all forward-looking statements contain these identifying words) and similar references to future periods, or by the inclusion of forecasts or projections. Forward-looking statements are based on our current expectations and assumptions regarding capital market conditions, our business, the economy and other future conditions and are not guarantees of future performance. Because forward-looking statements relate to the future, by their nature, they are inherently subject to a number of risks, uncertainties, potentially inaccurate assumptions and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in any forward-looking statements include regional, national or global political, economic, business, competitive, market and regulatory conditions, including risks regarding: (1) our sensitivity to changes in economic conditions and discretionary consumer spending; (2) the material adverse impact of pandemics, other health crises or natural disasters on our operations, business and financial results; (3) our ability to anticipate and respond to changing customer preferences, shifts in fashion and industry trends in a timely manner; (4) our ability to maintain our brand image, engage new and existing customers and gain market share; (5) the impact of operating in a highly competitive industry with increased competition; (6) our ability to successfully optimize our omnichannel operations, including our ability to enhance our marketing efforts and successfully realize the benefits from our investments in new technology, for example our new predictive AI-powered inventory forecasting model and other AI tools, our upgraded point-of-sale system and recently implemented order management system; (7) our ability to use effective marketing strategies and increase existing and new customer traffic; (8) any interruptions in our foreign sourcing operations and the relationships with our suppliers and agents; (9) any increases in the demand for, or the price of, raw materials used to manufacture our merchandise and other fluctuations in sourcing and distribution costs; (10) any material damage or interruptions to our information systems; (11) our ability to protect our trademarks and other intellectual property rights; (12) our indebtedness restricting our operational and financial flexibility; (13) our ability to manage our inventory levels, size assortments and merchandise mix; (14) the fact that we are no longer a controlled company; (15) the impact of any new or increased tariffs; (16) our management succession plan; and (17) other factors that may be described in our filings with the Securities and Exchange Commission (the “SEC”), including the factors set forth under “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended January 31, 2026. You are encouraged to read our filings with the SEC, available at www.sec.gov, for a discussion of these and other risks and uncertainties. We caution investors, potential investors and others not to place considerable reliance on the forward-looking statements in this press release and in the oral statements made by our representatives. Any such forward-looking statement speaks only as of the date on which it is made. J.Jill undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

(Tables Follow)

J.Jill, Inc.

Consolidated Statements of Operations and Comprehensive Income

(Unaudited)

(Amounts in thousands, except share and per share data)

For the Thirteen Weeks Ended

August 1, 2026

August 2, 2025

Net sales

154,829

153,987

Costs of goods sold (exclusive of depreciation and amortization)

35,850

48,630

Gross profit

118,979

105,357

Selling, general and administrative expenses

94,645

88,569

Impairment of long-lived assets

Operating income

24,281

16,783

Interest expense

1,900

2,733

Interest income

(1,110

)

(498

)

Income before provision for income taxes

23,491

14,548

Income tax provision

6,717

4,033

Net income and total comprehensive income

16,774

10,515

Net income per common share:

Basic

1.12

0.69

Diluted

1.11

0.69

Weighted average common shares:

Basic

14,912,863

15,254,411

Diluted

15,074,018

15,297,083

Cash dividends declared per common share

0.09

0.08

J.Jill, Inc.

Consolidated Statements of Operations and Comprehensive Income

(Unaudited)

(Amounts in thousands, except share and per share data)

For the Twenty-Six Weeks Ended

August 1, 2026

August 2, 2025

Net sales

299,256

307,611

Costs of goods sold (exclusive of depreciation and amortization)

81,584

91,897

Gross profit

217,672

215,714

Selling, general and administrative expenses

184,363

179,657

Impairment of long-lived assets

267

212

Operating income

33,042

35,845

Interest expense

3,771

5,522

Interest income

(1,457

)

(886

)

Income before provision for income taxes

30,728

31,209

Income tax provision

9,266

9,002

Net income and total comprehensive income

21,462

22,207

Net income per common share:

Basic

1.44

1.45

Diluted

1.43

1.45

Weighted average common shares:

Basic

14,896,749

15,284,442

Diluted

15,024,467

15,344,019

Cash dividends declared per common share

0.18

0.16

J.Jill, Inc.

Consolidated Balance Sheets

(Unaudited)

(Amounts in thousands, except share data)

August 1, 2026

January 31, 2026

Assets

Current assets:

Cash and cash equivalents

76,897

41,015

Accounts receivable, net

5,853

4,322

Inventories, net

52,644

70,066

Prepaid expenses and other current assets

20,402

25,786

Total current assets

155,796

141,189

Property and equipment, net

54,119

56,794

Intangible assets, net

54,044

56,322

Goodwill

59,697

Operating lease assets, net

126,122

128,944

Other assets

8,005

7,270

Total assets

457,783

450,216

Liabilities and Shareholders’ Equity

Current liabilities:

Accounts payable

42,204

57,650

Accrued expenses and other current liabilities

38,758

30,864

Current portion of long-term debt

1,313

1,875

Current portion of operating lease liabilities

37,963

40,259

Total current liabilities

120,238

130,648

Long-term debt, net of discount and current portion

71,205

71,435

Deferred income taxes

16,654

14,403

Operating lease liabilities, net of current portion

108,918

111,231

Other liabilities

947

1,000

Total liabilities

317,962

328,717

Commitments and contingencies

Shareholders’ Equity

Common stock, par value $0.01 per share; 50,000,000 shares authorized; 15,685,048 and 15,522,614 shares issued at August 1, 2026 and January 31, 2026 respectively; and 14,859,072 and 14,865,040 shares outstanding at August 1, 2026 and January 31, 2026, respectively

159

157

Additional paid-in capital

240,173

240,981

Treasury stock, at cost, 825,976 and 657,574 shares at August 1, 2026 and January 31, 2026, respectively

(13,222

)

(10,888

)

Accumulated deficit

(87,289

)

(108,751

)

Total shareholders’ equity

139,821

121,499

Total liabilities and shareholders’ equity

457,783

450,216

J.Jill, Inc.

Reconciliation of GAAP Net Income to Adjusted EBITDA

(Unaudited)

(Amounts in thousands)

For the Thirteen Weeks Ended

August 1, 2026

August 2, 2025

Net income

16,774

10,515

Add (Less):

Depreciation and amortization

5,056

5,305

Income tax provision

6,717

4,033

Interest expense

1,900

2,733

Interest income

(1,110

)

(498

)

Adjustments:

Equity-based compensation expense (a)

1,806

1,506

Write-off of property and equipment (b)

Amortization of cloud-based software implementation costs (c)

641

661

Adjustment for exited retail stores (d)

(96

)

—

Impairment of long-lived assets (e)

Other non-recurring items (f)

1,017

1,285

Adjusted EBITDA

32,824

25,589

Net sales

154,829

153,987

Adjusted EBITDA margin

21.2

16.6

(a)

Represents expenses associated with equity incentive instruments granted to our management and Board of Directors (the “Board”). Incentive instruments are accounted for as equity-classified awards with the related compensation expense recognized based on fair value at the date of the grant.

(b)

Represents net gain or loss on the disposal of fixed assets.

(c)

Represents amortization of capitalized implementation costs related to cloud-based software arrangements that are included within Selling, general and administrative expenses.

(d)

Represents non-cash gains associated with exiting store leases earlier than anticipated.

(e)

Represents impairment of long-lived assets related to right of use assets and leasehold improvements.

(f)

Represents items management believes are not indicative of ongoing operating performance, including CEO transition costs, severance expense, non-ordinary course legal and professional fees, non-employee share-based payments, and legal settlements and fees.

J.Jill, Inc.

Adjusted EBITDA Reconciliation

(Unaudited)

(Amounts in thousands)

For the Thirteen Weeks Ended

August 1, 2026

August 2, 2025

Adjusted EBITDA

32,824

25,589

Net Tariff Refunds (a)

(13,277

)

—

Strategic Investments and Elevated Fuel Costs (b)

569

—

Adjusted EBITDA excluding net impact of Tariff Refunds

20,116

25,589

Net Sales

154,829

153,987

Adjusted EBITDA excluding net impact of Tariff Refunds margin

13.0

16.6

(a)

IEEPA tariff refund pre-tax net benefit

(b)

Reflects utilization of Net Tariff refunds for strategic investments and funding of elevated expenses.

J.Jill, Inc.

Reconciliation of GAAP Net Income to Adjusted EBITDA

(Unaudited)

(Amounts in thousands)

For the Twenty-Six Weeks Ended

August 1, 2026

August 2, 2025

Net income

21,462

22,207

Add (Less):

Depreciation and amortization

10,308

10,654

Income tax provision

9,266

9,002

Interest expense

3,771

5,522

Interest income

(1,457

)

(886

)

Adjustments:

Equity-based compensation expense (a)

3,058

2,472

Write-off of property and equipment (b)

102

195

Amortization of cloud-based software implementation costs (c)

1,195

1,118

Adjustment for exited retail stores (d)

(392

)

(232

)

Impairment of long-lived assets (e)

267

212

Other non-recurring items (f)

1,965

2,660

Adjusted EBITDA

49,545

52,924

Net sales

299,256

307,611

Adjusted EBITDA margin

16.6

17.2

(a)

Represents expenses associated with equity incentive instruments granted to our management and Board. Incentive instruments are accounted for as equity-classified awards with the related compensation expense recognized based on fair value at the date of the grant.

(b)

Represents net gain or loss on the disposal of fixed assets.

(c)

Represents amortization of capitalized implementation costs related to cloud-based software arrangements that are included within Selling, general and administrative expenses.

(d)

Represents noncash gains associated with exiting store leases earlier than anticipated.

(e)

Represents impairment of long-lived assets related to right of use assets and leasehold improvements.

(f)

J.Jill, Inc.

Adjusted EBITDA Reconciliation

(Unaudited)

(Amounts in thousands)

For the Twenty-Six Weeks Ended

August 1, 2026

August 2, 2025

Adjusted EBITDA

49,545

52,924

Net Tariff Refunds (a)

(13,277

)

—

Strategic Investments and Elevated Fuel Costs (b)

569

—

Adjusted EBITDA excluding net impact of Tariff Refunds

36,837

52,924

Net Sales

299,256

307,611

Adjusted EBITDA excluding net impact of Tariff Refunds margin

12.3

17.2

(a)

IEEPA tariff refund pre-tax net benefit

(a)

Reflects utilization of Net Tariff refunds for strategic investments and funding of elevated expenses.

J.Jill, Inc.

Reconciliation of GAAP Operating Income to Adjusted Income from Operations

(Unaudited)

(Amounts in thousands)

For the Thirteen Weeks Ended

August 1, 2026

August 2, 2025

Operating income

24,281

16,783

Add (Less):

Equity-based compensation expense (a)

1,806

1,506

Write-off of property and equipment (b)

Adjustment for exited retail stores (c)

(96

)

—

Impairment of long-lived assets (d)

Other non-recurring items (e)

1,017

1,285

Adjusted income from operations

27,127

19,623

For the Twenty-Six Weeks Ended

August 1, 2026

August 2, 2025

Operating income

33,042

35,845

Add (Less):

Equity-based compensation expense (a)

3,058

2,472

Write-off of property and equipment (b)

102

195

Adjustment for exited retail stores (c)

(392

)

(232

)

Impairment of long-lived assets (d)

267

212

Other non-recurring items (e)

1,965

2,660

Adjusted income from operations

38,042

41,152

(a)

(b)

Represents net gain or loss on the disposal of fixed assets.

(c)

Represents non-cash gains associated with exiting store leases earlier than anticipated.

(d)

Represents impairment of long-lived assets related to right of use assets and leasehold improvements.

(e)

Represents items management believes are not indicative of ongoing operating performance, including CEO transition costs, severance expense non-ordinary course legal and professional fees, non-employee share-based payments, and legal settlements and fees.

J.Jill, Inc.

Reconciliation of GAAP Net Income to Adjusted Net Income

(Unaudited)

(Amounts in thousands, except share and per share data)

For the Thirteen Weeks Ended

August 1, 2026

August 2, 2025

Net income

16,774

10,515

Add: Income tax provision

6,717

4,033

Income before provision for income tax

23,491

14,548

Adjustments:

Equity-based compensation expense (a)

1,806

1,506

Write-off of property and equipment (b)

Adjustment for exited retail stores (c)

(96

)

—

Impairment of long-lived assets (d)

Other non-recurring items (e)

1,017

1,285

Adjusted income before income tax provision

26,337

17,388

Less: Adjusted tax provision (f)

7,638

5,043

Adjusted net income

18,699

12,345

Adjusted net income per share:

Basic

1.25

0.81

Diluted

1.24

0.81

Weighted average number of common shares:

Basic

14,912,863

15,254,411

Diluted

15,074,018

15,297,083

(a)

(b)

Represents net gain or loss on the disposal of fixed assets.

(c)

Represents non-cash gains associated with exiting store leases earlier than anticipated.

(d)

Represents impairment of long-lived assets related to right of use assets and leasehold improvements.

(e)

(f)

The adjusted tax provision for adjusted net income is estimated by applying a rate of 29.0% for the second quarter of fiscal 2026 and 29.0% for the second quarter of fiscal 2025.

J.Jill, Inc.

Reconciliation of GAAP Net Income to Adjusted Net Income

(Unaudited)

(Amounts in thousands, except share and per share data)

For the Twenty-Six Weeks Ended

August 1, 2026

August 2, 2025

Net income

21,462

22,207

Add: Income tax provision

9,266

9,002

Income before provision for income tax

30,728

31,209

Adjustments:

Equity-based compensation expense (a)

3,058

2,472

Write-off of property and equipment (b)

102

195

Adjustment for exited retail stores (c)

(392

)

(232

)

Impairment of long-lived assets (d)

267

212

Other non-recurring items (e)

1,965

2,660

Adjusted income before income tax provision

35,728

36,516

Less: Adjusted tax provision (f)

10,361

10,590

Adjusted net income

25,367

25,926

Adjusted net income per share:

Basic

1.70

Diluted

1.69

Weighted average number of common shares:

Basic

14,896,749

15,284,442

Diluted

15,024,467

15,344,019

(a)

(b)

Represents net gain or loss on the disposal of fixed assets.

(c)

Represents non-cash gains associated with exiting store leases earlier than anticipated.

(d)

Represents impairment of long-lived assets related to right of use assets and leasehold improvements.

(e)

(f)

The adjusted tax provision for adjusted net income is estimated by applying a rate of 29.0% for the twenty-six weeks ended August 1, 2026 and 29.0% for the twenty-six weeks ended August 2, 2025.

J.Jill, Inc.

Selected Cash Flow Information

(Unaudited)

(Amounts in thousands)

Summary Data from the Statement of Cash Flows

For the Thirteen Weeks Ended

August 1, 2026

August 2, 2025

Net cash provided by operating activities

46,266

19,362

Net cash used in investing activities

(2,233

)

(2,752

)

Net cash used in financing activities

(3,433

)

(2,332

)

Net change in cash and cash equivalents

40,600

14,278

Cash and cash equivalents and restricted cash:

Beginning of Period

36,660

31,608

End of Period (a)

77,260

45,886

For the Twenty-Six Weeks Ended

August 1, 2026

August 2, 2025

Net cash provided by operating activities

47,953

24,698

Net cash used in investing activities

(5,026

)

(5,476

)

Net cash used in financing activities

(7,045

)

(9,126

)

Net change in cash and cash equivalents

35,882

10,096

Cash and cash equivalents and restricted cash:

Beginning of Period

41,378

35,790

End of Period (b)

77,260

45,886

(a)

Includes $0.4 million of restricted cash for the thirteen and twenty-six weeks ended August 1, 2026 and August 2, 2025. The Company recorded restricted cash in Prepaid expenses and other current assets as presented in the condensed consolidated balance sheets.

Summary Data from the Statement of Cash Flows

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows:

For the Twenty-Six Weeks Ended

August 1, 2026

August 2, 2025

Cash and cash equivalents

76,897

45,523

Restricted cash reported in Prepaid expenses and other current assets

363

Total cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows

77,260

45,886

Reconciliation of GAAP Cash from Operations to Free Cash Flow

For the Thirteen Weeks Ended

August 1, 2026

August 2, 2025

Net cash provided by operating activities

46,266

19,362

Less: Capital expenditures (a)

(2,233

)

(2,752

)

Free cash flow

44,033

16,610

For the Twenty-Six Weeks Ended

August 1, 2026

August 2, 2025

Net cash provided by operating activities

47,953

24,698

Less: Capital expenditures (a)

(5,026

)

(5,476

)

Free cash flow

42,927

19,222

(a)

Capital expenditures reflects net cash used in investing activities, which includes capitalized interest and excludes cash received from landlords for tenant allowances.

Contacts:

Investor Relations:

Caitlin Churchill

ICR, Inc.

investors@jjill.com

203-682-8200

Business and Financial Media:

Michael McMullan / Danielle Poggi

Berns Communications Group

mmcmullan@bcg-pr.com / dpoggi@bcg-pr.com

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