Statement of Changes in Beneficial Ownership (4)

FORM 4

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* Beitler Brian	2. Issuer Name and Ticker or Trading Symbol J.Jill, Inc. [ JILL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) See Remarks
(Last) (First) (Middle) C/O J. JILL, INC., 4 BATTERYMARCH PARK	3. Date of Earliest Transaction (MM/DD/YYYY) 9/10/2019
(Street) QUINCY, MA 02169 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	9/10/2019		M		26112.08	A	⁽¹⁾	51112.08	D
Common Stock	9/10/2019		F		7678	D	$1.75	43434.08	D

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	9/10/2019		M		26112.08 ⁽³⁾		⁽¹⁾	⁽¹⁾	Common Stock	26112.08	$0.00	78337	D

Explanation of Responses:
(1)	Represents restricted stock units granted on September 10, 2018 which vest in four equal installments over a four year period on each anniversary of the grant date. Of these, 26,112.08 restricted stock units held by Mr. Beitler vested on September 10, 2019 and were settled in exchange for a like amount of shares of common stock, par value $0.01 per share ("Common Stock") of J. Jill, Inc.
(2)	Each restricted stock unit represents a contingent right to receive one share of Common Stock of J.Jill, Inc.
(3)	Includes restricted stock units credited to Mr. Beitler as an equitable adjustment required by the terms of the award agreement for the restricted stock units in connection with a special cash dividend paid by J.Jill, Inc. on April 1, 2019.

Remarks:
Chief Marketing and Brand Development Officer

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Beitler Brian C/O J. JILL, INC. 4 BATTERYMARCH PARK QUINCY, MA 02169			See Remarks

Signatures
/s/ Vijay Moses, Attorney-in-Fact		9/11/2019
^**Signature of Reporting Person		Date

J Jill (NYSE:JILL)
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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