X0306 4 2018-06-22 0 0001524025 TILLY'S, INC. TLYS 0001548775 LEVINE TILLY C/O TILLY'S, INC. 10 WHATNEY IRVINE CA 92618 0 0 1 0 Class A Common Stock 2018-06-22 4 C 0 5000 0.00 A 5000 I By Trust 1 Class A Common Stock 2018-06-22 4 S 0 5000 14.6747 D 0 I By Trust 1 Class A Common Stock 2018-06-22 4 C 0 5000 0.00 A 5000 I By Trust 2 Class A Common Stock 2018-06-22 4 S 0 5000 14.6784 D 0 I By Trust 2 Class B Common Stock 2018-06-22 4 C 0 5000 0.00 D Class A Common Stock 5000 329386 I By Trust 1 Class B Common Stock 2018-06-22 4 C 0 5000 0.00 D Class A Common Stock 5000 329386 I By Trust 2 Class B Common Stock Class A Common Stock 3393147 3393147 D Represents shares of Class A Common Stock held by trusts of which the Reporting Person is trustee and an immediate family member is the beneficiary. The Reporting Person disclaims beneficial ownership of such shares except to the extent of her pecuniary interest therein, if any. The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the trust, of which the Reporting Person is trustee and an immediate family member is the beneficiary, on June 8, 2017 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.49 to $14.92, inclusive. The Reporting Person undertakes to provide to 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 sold at each separate price within the ranges set forth in this footnote. Class B Common Stock has no expiration date and, subject to certain events, is automatically convertible on a one-for-one basis into shares of Class A Common Stock. Represents shares of Class B Common Stock held by trusts of which the Reporting Person is trustee and an immediate family member is the beneficiary. The Reporting Person disclaims beneficial ownership of such shares except to the extent of her pecuniary interest therein, if any. The shares reported herein are held in The Tilly Levine Separate Property Trust under which the Reporting Person is trustee and beneficiary. The Reporting Person is a party to a voting trust agreement with Hezy Shaked, an officer and director of the Issuer, granting Mr. Shaked, as trustee under such agreement, the right to vote the shares of Class A Common Stock and Class B Common Stock held by the Reporting Person. /s/ Michael L. Henry, Attorney-in-Fact for Tilly Levine 2018-06-25