Sec Form 4 Filing - Fund 1 Investments, LLC @ TILLY'S, INC. - 2022-12-02

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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Fund 1 Investments, LLC 2. Issuer Name and Ticker or Trading Symbol TILLY'S, INC. [ TLYS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 100 CARR 115, UNIT 1900 3. Date of Earliest Transaction (MM/DD/YY) 12/02/2022 (Street) RINCON, PR00677 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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) Code V Amount (A) or (D) Price Class A Common Stock 12/02/2022 P 20,100 A $ 9.8948 567,866 I See Footnotes( 1 )( 4 ) Class A Common Stock 12/02/2022 S 100,000 D $ 9.6136 1,514,010 I See Footnotes( 1 )( 3 ) Class A Common Stock 12/02/2022 S 150,000 D $ 9.6136 2,308,161 I See Footnotes( 1 )( 2 ) Class A Common Stock 12/02/2022 S 39,242 D $ 10.0383 2,268,919 I See Footnotes( 1 )( 2 ) Class A Common Stock 12/05/2022 P 13,000 A $ 9.718 1,527,010 I See Footnotes( 1 )( 3 ) Class A Common Stock 12/06/2022 P 27,500 A $ 9.5568 1,554,510 I See Footnotes( 1 )( 3 ) Class A Common Stock 12/07/2022 P 5,000 A $ 9.6745 1,559,510 I See Footnotes( 1 )( 3 ) Class A Common Stock 12/07/2022 P 10,000 A $ 9.57 2,278,919 I See Footnotes( 1 )( 2 ) Class A Common Stock 12/08/2022 P 7,500 A $ 9.6511 575,366 I See Footnotes( 1 )( 4 ) Class A Common Stock 12/09/2022 P 28,000 A $ 9.4007 603,366 I See Footnotes( 1 )( 4 ) Class A Common Stock 12/12/2022 P 2,000 A $ 9.2589 2,280,919 I See Footnotes( 1 )( 2 ) Class A Common Stock 12/13/2022 P 4,500 A $ 9.4305 2,285,419 I See Footnotes( 1 )( 2 ) Class A Common Stock 12/15/2022 P 19,500 A $ 9.1459 622,866 I See Footnotes( 1 )( 4 ) Class A Common Stock 12/16/2022 P 2,000 A $ 9.0908 624,866 I See Footnotes( 1 )( 4 ) Class A Common Stock 12/19/2022 P 8,600 A $ 8.6765 633,466 I See Footnotes( 1 )( 4 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Fund 1 Investments, LLC 100 CARR 115 UNIT 1900 RINCON, PR00677 X Pleasant Lake Onshore Feeder Fund LP 100 CARR 115 UNIT 1900 RINCON, PR00677 X Pleasant Lake Partners LLC 100 CARR 115 UNIT 1900 RINCON, PR00677 X Signatures /s/ Fund 1 Investments, LLCBy: Benjamin C. Cable, Chief Operating Officer 01/10/2023 Signature of Reporting Person Date /s/ Pleasant Lake Onshore Feeder Fund, LP, by Pleasant Lake Partners LLC, its Investment Adviser, by Fund 1 Investments, LLC, its Managing Member, by Benjamin C. Cable, Chief Operating Officer 01/10/2023 Signature of Reporting Person Date /s/ Pleasan t Lake Partners LLC, by Fund 1 Investments, LLC, its Managing Member, by Benjamin C. Cable, Chief Operating Officer 01/10/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares reported herein are held for the benefit of Pleasant Lake Onshore Feeder Fund, LP (the "PL Fund") and additional private investment vehicles for which Pleasant Lake Partners LLC ("PLP") serves as investment adviser. Fund 1 Investments, LLC serves as managing member of PLP. Jonathan Lennon serves as managing member of Fund 1 Investments, LLC. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein. ( 2 )Shares held for the account of the PL Fund. ( 3 )Shares held for the account of an unaffiliated private fund for which PLP serves as investment adviser ("Client 2"). ( 4 )Shares held for the account of an unaffiliated private fund for which PLP serves as investment adviser ("Client 3").

Remarks: This Form 4 constitutes part one of six Forms 4 (collectively, the "Reports") filed by the Reporting Persons to report transactions in securities of the Issuer since March 21, 2022. The Reporting Persons have determined that certain sales made by accounts for which PLP serves as investment adviser, as reported in the Reports, were matchable with purchases by such accounts under Section 16(b) of the Securities Exchange Act of 1934. The Reporting Persons have sent the Company payment of the full amount of their pecuniary interest in the disgorgeable profits arising from such transactions.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.