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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): March 10, 2026
_______________________________________________
TILLY’S, INC.
(Exact Name of Registrant as Specified in its Charter)  
Delaware
1-35535
45-2164791
(State of Incorporation)
(Commission File Number)
(IRS Employer
Identification Number)
10 Whatney
Irvine, California 92618
(Address of Principal Executive Offices) (Zip Code)
(949) 609-5599
(Registrant’s Telephone Number, Including Area Code)
  ______________________________________________
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
Class A Common Stock, $0.001 par value per share TLYS 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 March 11, 2026, Tilly's, Inc. (the "Company") issued an earnings press release for the fourth quarter and full year ended January 31, 2026. The press release is furnished as Exhibit 99.1 and is incorporated herein by reference. The information furnished pursuant to this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On and effective March 10, 2026, the Company promoted Michael J. Cingolani, age 48, to serve as the Company’s Executive Vice President, Chief Merchandising Officer. Mr. Cingolani was previously serving as the Company’s Senior Vice President, General Merchandising Manager since November 8, 2024.
Mr. Cingolani will receive an annual base salary of $500,000 and the opportunity to earn an annual cash bonus targeted at an amount equal to 75% of his annual base salary with a maximum amount equal to 150% of his annual base salary. Mr. Cingolani’s annual cash bonus for fiscal 2026 will be based on exceeding the Company’s budgeted comparable net sales and pre-bonus operating income targets.
The information required by Items 401(b), (d), and (e) and Item 404(a) of Regulation S-K regarding Mr. Cingolani was previously reported in the Company’s Definitive Proxy Statement filed with the SEC on April 21, 2025, and is incorporated by reference herein.

Item 9.01
Financials Statements and Exhibits
The following exhibits are being furnished herewith.
(d)    Exhibits.
Exhibit No.
Exhibit Title or Description
99.1
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURES
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.
 
TILLY’S, INC.
Date: March 11, 2026 By:  /s/ Michael L. Henry
Name:   Michael L. Henry
Title:   Executive Vice President, Chief Financial Officer


                                                    
 


EX-99.1 2 q4fy2025earningsrelease.htm EX-99.1 Document

Exhibit 99.1
tillyslogo.jpg
Tilly's, Inc. Fiscal 2025 Fourth Quarter Results Exceed Expectations
Reports First Profitable Fourth Quarter Since Fiscal 2021, Strong Start to Fiscal 2026

Irvine, CA –March 11, 2026 – Tilly’s, Inc. (NYSE: TLYS, the "Company") today announced financial results for the fourth quarter of fiscal 2025 ended January 31, 2026.
"Our positive comparable store net sales momentum accelerated in the fourth quarter of fiscal 2025 and produced our first profitable fourth quarter and full-year positive comp sales since fiscal 2021," commented Nate Smith, President and Chief Executive Officer. "Since turning positive in August, we have now produced seven consecutive months of comparable net sales growth, including February 2026 increasing by 20 percent. We are off to a strong start to fiscal 2026 and we feel optimistic about our prospects for the year."
Operating Results Overview
Fiscal 2025 Fourth Quarter Compared to Fiscal 2024 Fourth Quarter
The following comparisons refer to the Company's operating results for the fourth quarter of fiscal 2025 ended January 31, 2026 versus the fourth quarter of fiscal 2024 ended February 1, 2025.
•Total net sales were $155.1 million, an increase of 5.3%. Total comparable net sales, including both physical stores and e-commerce ("e-com"), increased by 10.1%.
◦Net sales from physical stores were $112.2 million, an increase of 3.6%. The Company ended the fourth quarter with 223 total stores, a decrease of 17 stores or 7.1%, compared to 240 total stores at the end of the fourth quarter last year. Comparable net sales from physical stores increased by 10.3% relative to the comparable 13-week period ended February 1, 2025. Net sales from physical stores represented 72.3% of total net sales this year compared to 73.5% of total net sales last year.
◦Net sales from e-com were $43.0 million. Comparable net sales from e-com increased by 9.8%. E-com net sales represented 27.7% of total net sales this year compared to 26.5% of total net sales last year.
•Gross profit, including buying, distribution, and occupancy costs, was $51.5 million, or 33.2% of net sales, compared to $38.3 million, or 26.0% of net sales, last year. Product margins improved by 470 basis points primarily due to the combination of higher initial markups and lower markdowns as a result of operating with reduced, more current inventory. Buying, distribution, and occupancy costs improved by 250 basis points, or $1.9 million, collectively, primarily due to decreased occupancy costs associated with reduced store count.
•Selling, general and administrative ("SG&A") expenses were $48.9 million, or 31.5% of net sales, compared to $52.4 million, or 35.6% of net sales, last year. The $3.5 million decrease in SG&A was primarily attributable to decreases in store payroll and related benefits of $1.6 million, among several other smaller reductions in various expenses.
•Operating income improved to $2.6 million, or 1.7% of net sales, compared to an operating loss of $14.1 million, or 9.6% of net sales, last year, due to the combined impact of the factors noted above.
•Income tax expense was $18 thousand, or 0.6% of pre-tax income, compared to $0.2 million, or 1.8% of pre-tax loss, last year. Both periods include the continuing impact of a full, non-cash deferred tax asset valuation allowance.
•Net income improved to $2.9 million, or $0.10 per diluted share, from net loss of $13.7 million, or $0.45 net loss per share, last year, representing an improvement of $16.6 million, or $0.55 per share, compared to last year. Weighted average diluted shares were 30.3 million this year compared to 30.1 million weighted average shares last year.
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Fiscal 2025 Full Year Operating Results Overview
The following comparisons refer to the Company's operating results for fiscal 2025 ended January 31, 2026 versus fiscal 2024 ended February 1, 2025.
◦Total net sales were $553.6 million, a decrease of 2.8%. Total comparable net sales, including both physical stores and e-commerce ("e-com"), increased by 0.3%.
▪Net sales from physical stores were $431.1 million, a decrease of 3.1%. Comparable store net sales from physical stores increased by 0.9% relative to the comparable 52-week period ended February 1, 2025. Net sales from physical stores represented 77.9% of total net sales this year compared to 78.1% of total net sales last year.
▪Net sales from e-com were $122.5 million, a decrease of 1.8%. E-com net sales represented 22.1% of total net sales this year compared to 21.9% of total net sales last year.
◦Gross profit, including buying, distribution, and occupancy costs, was $164.5 million, or 29.7% of net sales, compared to $149.7 million, or 26.3% of net sales, last year. Product margins improved by 290 basis points primarily due to higher initial markups and lower markdowns as a result of operating with reduced, more current inventory. Buying, distribution, and occupancy costs improved by 50 basis points, or $7.1 million, collectively, primarily due to decreased occupancy costs associated with operating 17 fewer net stores.
◦Selling, general and administrative ("SG&A") expenses were $183.8 million, or 33.2% of net sales, compared to $199.5 million, or 35.0% of net sales, last year. The $15.7 million reduction in SG&A was primarily attributable to decreases in store payroll and related benefits of $6.0 million, non-cash asset write-down charges of $3.2 million, e-com fulfillment labor of $2.6 million, among several other smaller reductions in various expenses.
◦Operating loss improved to $19.3 million, or 3.5% of net sales, compared to $49.8 million, or 8.8% of net sales, last year, due to the combined impact of the factors noted above.
◦Income tax benefit was $137 thousand, or 0.8% of pre-tax loss, compared to income tax expense of $0.2 million, or 0.5% of pre-tax loss, last year. Both periods include the continuing impact of a full, non-cash deferred tax asset valuation allowance.
◦Net loss improved to $17.5 million, or $0.58 per share, compared to $46.2 million, or $1.54 net loss per share, last year, representing an improvement of $28.7 million, or $0.96 per share, compared to last year. Weighted average shares were 30.1 million this year compared to 30.0 million last year.
Balance Sheet and Liquidity
As of January 31, 2026, the Company had total available liquidity of $87.8 million, comprised of $46.3 million of cash and cash equivalents and $41.5 million of available, undrawn borrowing capacity under its asset-backed credit facility. Total inventories decreased by 10.8% compared to the end of the fourth quarter last year. Total year-to-date capital expenditures at the end of the fourth quarter were $4.7 million this year compared to $8.2 million at the end of the fourth quarter of fiscal 2024.
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Fiscal 2026 First Quarter Outlook
Total comparable net sales for the first fiscal month of fiscal 2026 ended February 28, 2026 increased by 20.1% relative to the comparable period of fiscal 2025. Based on current and historical trends, the Company currently estimates the following for the first quarter of fiscal 2026 ending May 2, 2026:
•Net sales in the range of approximately $119 million to $125 million, translating to an estimated comparable net sales increase of 16% to 22%, respectively, relative to last year's first quarter;
•Product margin improvement of approximately 310 to 330 basis points relative to last year's first quarter;
•SG&A expenses to be approximately $44 million to $45 million, excluding any potential non-cash asset impairment charges that may arise;
•Net loss of approximately $10.1 million to $8.0 million, respectively, with a near-zero effective income tax rate due to the continuing impact of a full, non-cash valuation allowance on deferred tax assets; and
•Per share results to be in the range of a net loss of $0.34 to $0.27, respectively, compared to a net loss per share of $0.74 for last year's first quarter, with estimated weighted average shares of approximately 30.1 million.
•The Company currently expects to have 220 stores open at the end of the first quarter of fiscal 2026 compared to 238 at the end of last year's first quarter.
Promotion of Michael J. Cingolani to Chief Merchandising Officer
On March 10, 2026, the Company promoted Michael J. Cingolani to the position of Chief Merchandising Officer in recognition of his efforts and positive contributions to the Company's business performance since his appointment as Senior Vice President, General Merchandising Manager in November 2024.
Conference Call Information
A conference call with analysts to discuss these financial results is scheduled for today, March 11, 2026, at 4:30 p.m. ET (1:30 p.m. PT). Analysts interested in participating in the call are invited to dial (877) 300-8521 (domestic) or (412) 317-6026 (international). The conference call will also be available to interested parties through a live webcast at www.tillys.com. Please visit the website and select the “Investor Relations” link at least 15 minutes prior to the start of the call to register and download any necessary software. A telephone replay of the call will be available until March 18, 2026, by dialing (844) 512-2921 (domestic) or (412) 317-6671 (international) and entering the conference identification number: 10206873.
About Tillys
Tillys is a destination specialty retailer of casual apparel, footwear, and accessories for young men, young women, boys and girls with an extensive selection of iconic global, emerging, and proprietary brands rooted in an active, outdoor and social lifestyle. Tillys is headquartered in Irvine, California and currently operates 224 total stores across 33 states, as well as its website, www.tillys.com.
Forward-Looking Statements
Certain statements in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In particular, statements regarding our current operating expectations in light of historical results, the improvement in our comparable net sales trend and our ability to maintain or improve upon it, the impacts of inflation, tariffs, and potential recession on us and our customers, including on our future financial condition or operating results, expectations regarding changes in the macro-economic environment, customer traffic, our supply chain, our ability to properly manage our inventory levels, and any other statements about our future cash position, financial flexibility, expectations, plans, intentions, beliefs or prospects expressed by management are forward-looking statements.
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These forward-looking statements are based on management’s current expectations and beliefs, but they involve a number of risks and uncertainties that could cause actual results or events to differ materially from those indicated by such forward-looking statements, including, but not limited to the impact of inflation on consumer behavior and our business and operations, supply chain difficulties, and our ability to respond thereto, our ability to respond to changing customer preferences and trends, attract customer traffic at our stores and online, execute our growth and long-term strategies, expand into new markets, grow our e-commerce business, effectively manage our inventory and costs, effectively compete with other retailers, attract talented employees, or enhance awareness of our brand and brand image, general consumer spending patterns and levels, including changes in historical spending patterns, the markets generally, our ability to satisfy our financial obligations, including under our credit facility and our leases, and other factors that are detailed in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”), including those detailed in the section titled “Risk Factors” and in our other filings with the SEC, which are available on the SEC’s website at www.sec.gov and on our website at www.tillys.com under the heading “Investor Relations”. Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. We do not undertake any obligation to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise. This release should be read in conjunction with our financial statements and notes thereto contained in our Form 10-K.
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Tilly’s, Inc.
Consolidated Balance Sheets
(In thousands, except par value)
(unaudited)
January 31,
2026
February 1,
2025
ASSETS
Current assets:
Cash and cash equivalents $ 46,313  $ 21,056 
Marketable securities —  25,653 
Receivables 6,093  4,094 
Merchandise inventories 61,692  69,178 
Prepaid expenses and other current assets 11,095  10,979 
Total current assets 125,193  130,960 
Operating lease assets 150,364  169,805 
Property and equipment, net 33,504  40,139 
Other assets 1,699  1,559 
TOTAL ASSETS $ 310,760  $ 342,463 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable $ 21,717  $ 11,120 
Accrued expenses 12,102  12,750 
Deferred revenue 13,290  14,116 
Accrued compensation and benefits 7,903  9,418 
Current portion of operating lease liabilities 41,308  48,384 
Current portion of operating lease liabilities, related party 3,745  3,423 
Other liabilities 50  172 
Total current liabilities 100,115  99,383 
Long-term liabilities:
Noncurrent portion of operating lease liabilities 113,305  126,216 
Noncurrent portion of operating lease liabilities, related party 12,099  15,844 
Other liabilities 99  149 
Total long-term liabilities 125,503  142,209 
Total liabilities 225,618  241,592 
Stockholders’ equity:
Common stock (Class A) 23  23 
Common stock (Class B)
Preferred stock —  — 
Additional paid-in capital 176,755  174,829 
Accumulated deficit (91,643) (74,191)
Accumulated other comprehensive income —  203 
Total stockholders’ equity 85,142  100,871 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 310,760  $ 342,463 

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Tilly’s, Inc.
Consolidated Statements of Operations
(In thousands, except per share data)
(unaudited)
  Thirteen Weeks Ended Fifty-Two Weeks Ended
  January 31,
2026
February 1,
2025
January 31,
2026
February 1,
2025
Net sales $ 155,131  $ 147,288  $ 553,585  $ 569,453 
Cost of goods sold (includes buying, distribution, and occupancy costs) 102,707  108,090 385,391  416,029 
Rent expense, related party 931  931 3,727  3,727 
Total cost of goods sold (includes buying, distribution, and occupancy costs) 103,638  109,021 389,118  419,756 
Gross profit 51,493  38,267 164,467  149,697 
Selling, general and administrative expenses 48,770  52,280 183,273  199,014 
Rent expense, related party 134  135 534  532 
Total selling, general and administrative expenses 48,904  52,415 183,807  199,546 
Operating income (loss) 2,589  (14,148) (19,340) (49,849)
Other income, net 371  723 1,751  3,837 
Income (loss) before income taxes 2,960  (13,425) (17,589) (46,012)
Income tax expense (benefit) 18  239 (137) 217 
Net income (loss) $ 2,942  $ (13,664) $ (17,452) $ (46,229)
Basic earnings (loss) per share of Class A and Class B common stock $ 0.10  $ (0.45) $ (0.58) $ (1.54)
Diluted earnings (loss) per share of Class A and Class B common stock $ 0.10  $ (0.45) $ (0.58) $ (1.54)
Weighted average basic shares outstanding 30,115  30,060  30,095  30,028 
Weighted average diluted shares outstanding 30,261  30,060  30,095  30,028 




















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Tilly’s, Inc.
Consolidated Statements of Cash Flows
(In thousands)
(unaudited)
  Fifty-Two Weeks Ended
  January 31,
2026
February 1,
2025
Cash flows from operating activities
Net loss $ (17,452) $ (46,229)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization 10,584  12,771 
Stock-based compensation expense 1,926  2,057 
Impairment of assets 1,155  4,366 
Loss (gain) on disposal of assets 62  (29)
Gain on maturities of marketable securities (363) (1,823)
Changes in operating assets and liabilities:
Receivables (1,585) 2,856 
Merchandise inventories 7,486  (6,019)
Prepaid expenses and other assets (1,144) 1,044 
Accounts payable 10,572  (3,405)
Accrued expenses (374) 73 
Accrued compensation and benefits (1,515) (484)
Operating lease liabilities (4,274) (6,019)
Deferred revenue (826) (841)
Other liabilities (154) (336)
Net cash provided by (used in) operating activities 4,098  (42,018)
Cash flows from investing activities
Purchases of marketable securities —  (74,547)
Purchases of property and equipment (4,687) (8,224)
Proceeds from maturities of marketable securities 25,816  98,500 
Proceeds from sale of property and equipment 30  24 
Net cash provided by investing activities 21,159  15,753 
Cash flows from financing activities
Proceeds from exercise of stock options —  294 
Net cash provided by financing activities —  294 
Change in cash and cash equivalents 25,257  (25,971)
Cash and cash equivalents, beginning of period 21,056  47,027 
Cash and cash equivalents, end of period $ 46,313  $ 21,056 








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Tilly's, Inc.
Store Count and Square Footage

Store
 Count at
 Beginning of Quarter
New Stores
 Opened
During Quarter
Stores
 Permanently Closed
During Quarter
Store Count at
 End of Quarter
Total Gross
 Square Footage
 End of Quarter
 (in thousands)
2024 Q1 248 2 4 246 1,784
2024 Q2 246 1 247 1,791
2024 Q3 247 1 246 1,780
2024 Q4 246 4 10 240 1,730
2025 Q1 240 1 3 238 1,707
2025 Q2 238 1 7 232 1,657
2025 Q3 232 2 4 230 1,642
2025 Q4 230 7 223 1,593


Investor Relations Contact:
Michael L. Henry
Executive Vice President, Chief Financial Officer
(949) 609-5599, ext. 17000
irelations@tillys.com

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