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( Mark One ) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 30 , 2021 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K Commission File Number : 001-35535 TILLY'S , INC . ( Exact name of registrant as specified in its charter ) Delaware ( State or other jurisdiction of incorporation or organization ) 10 Whatney , Irvine , CA ( Address of principal executive offices ) Large accelerated filer : Nonaccelerated filer : ( 949 ) 609-5599 ( Registrant's telephone number , including area code ) Title of Each Class Class A Common Stock , $ 0.001 par value per share Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( I.R.S. Employer Identification No. ) 92618 ( Zip Code ) TLYS 45-2164791 Name of Each Exchange on Which Registered New York Stock Exchange No X No X Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes " Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes Indicate by check mark whether the registrant : ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes x No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( 232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit and post such files ) . Yes x No Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " “ accelerated filer , " " small reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act : Accelerated filer : Smaller reporting company : Emerging growth company : X X 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 . □ Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes ☐ No X As of July 31 , 2020 , the last business day of the registrant's most recently completed second quarter , the aggregate market value of voting stock held by non - affiliates of the registrant was $ 132,012,919 based on the closing price of the registrant's common stock of $ 6.01 per share at July 31 , 2020 . As of March 31 , 2021 , the registrant had 22,773,496 shares of Class A common stock , par value $ 0.001 per share , outstanding , and 7,306,108 shares of Class B common stock , par value $ 0.001 per share , outstanding .