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Get filing alertsTilly's shareholders approve fourth amendment to equity compensation plan at annual meeting
Filed June 11, 2026 · Period ending June 10, 2026 · ~1 min read
Key Changes
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Shareholders approved the Fourth Amendment and Restated 2012 Equity and Incentive Award Plan, previously adopted by the board on April 1, 2026. The amendment updates the framework for stock-based compensation to employees and executives, though specific changes were not disclosed in the filing.
Item 5.07: Annual Meeting Results verify on EDGAR → -
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The 8-K filing appears incomplete under Item 5.02, containing only the fragment 'As noted in' with no further disclosure about officer or director changes, suggesting a formatting or filing error.
Item 5.02: Officer Changes verify on EDGAR → -
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Seven directors were re-elected to serve until the 2027 annual meeting: Hezy Shaked, Teresa Aragones, Doug Collier, Seth Johnson, Janet Kerr, Michael Relich, and Nathan Smith, all receiving strong shareholder support.
Item 5.07: Director Elections verify on EDGAR → -
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Shareholders ratified BDO USA, P.C. as independent auditor for fiscal 2027 and approved executive compensation for fiscal 2026 on an advisory basis, both receiving strong support.
Item 5.07: Auditor & Say-on-Pay verify on EDGAR →
Summary
Tilly's filed an 8-K to report results from its June 10, 2026 annual shareholder meeting. The most significant action was shareholder approval of the Fourth Amendment to the company's 2012 equity compensation plan, which the board had adopted in April. While the amendment updates how Tilly's can grant stock-based compensation to employees and executives, the filing does not detail what specific changes were made to the plan—investors should watch for proxy materials or subsequent filings that explain the amendments' impact on dilution or compensation practices.
The filing also contains a notable irregularity: Item 5.02, which typically discloses officer or director changes, appears incomplete with only a text fragment. This may indicate a technical filing error rather than substantive news, but investors should monitor whether an amended 8-K is filed to correct this. Otherwise, the meeting results were routine, with directors re-elected, the auditor ratified, and executive pay approved—all standard annual meeting business showing continuity in Tilly's governance.
Section-by-Section Diff
Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
As noted in
The 8-K filing under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers) contains only a fragment of text that reads 'As noted in' with no further information. This suggests the filing is either incomplete, truncated, or improperly formatted, preventing any substantive analysis of officer or director changes.
Event · Item 5.07 — Submission of Matters to a Vote of Security Holders
Tilly's held its 2026 annual meeting, approving a fourth amendment to its equity plan and electing seven directors.
Show 3 minor / wording changes
Added in current filing · verify on EDGAR →
The Company's stockholders elected the following seven directors for a term of office expiring at the Company's 2027 annual meeting of its stockholders and until their successors are duly elected and qualified.
Seven directors were elected to serve until the 2027 annual meeting: Hezy Shaked, Teresa Aragones, Doug Collier, Seth Johnson, Janet Kerr, Michael Relich, and Nathan Smith. All directors received strong support with over 77 million votes for each.
Added in current filing · verify on EDGAR →
The Company's stockholders ratified the appointment of BDO USA, P.C. as the Company's independent registered public accounting firm for the fiscal year ending January 30, 2027.
Shareholders ratified BDO USA, P.C. as the independent auditor for fiscal year 2027 with 86.5 million votes in favor. This represents continuity in the company's external audit relationship.
Added in current filing · verify on EDGAR →
The Company's stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers for the fiscal year ended January 31, 2026.
Shareholders approved executive compensation for fiscal 2026 on an advisory basis with 78.3 million votes in favor. This non-binding say-on-pay vote indicates shareholder support for management compensation practices.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 11, 2026 · How we verify