Tilly's (TLYS) 10-Q 3 Jun 19 2019 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	May 04, 2019	May 30, 2019
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	May 4, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1
Trading Symbol	TLYS
Entity Registrant Name	TILLY'S, INC.
Entity Central Index Key	0001524025
Current Fiscal Year End Date	--02-01
Entity Filer Category	Accelerated Filer
Class A common stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		21,856,323
Common Stock (Class B)
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		7,666,108

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	May 04, 2019	Feb. 02, 2019	May 05, 2018
Current assets:
Cash and cash equivalents	$ 33,864	$ 68,160	$ 41,190
Marketable securities	75,953	75,919	63,799
Receivables	6,288	6,082	4,955
Merchandise inventories	58,963	55,809	56,837
Prepaid expenses and other current assets	5,294	11,171	9,266
Total current assets	180,362	217,141	176,047
Operating lease assets	244,139	0	0
Property and equipment, net	70,608	73,842	80,542
Other assets	2,176	2,185	3,277
Total assets	497,285	293,168	259,866
Current liabilities:
Accounts payable	23,479	24,207	19,504
Accrued expenses	17,044	18,756	23,713
Deferred revenue	9,105	10,373	7,622
Accrued compensation and benefits	7,019	8,930	6,614
Dividends payable	0	29,453	0
Current portion of operating lease liabilities	52,600	0	0
Current portion of deferred rent	0	5,540	5,322
Total current liabilities	109,247	97,259	62,775
Noncurrent operating lease liabilities	222,086	0	0
Noncurrent deferred rent	0	30,825	30,857
Other	1,422	1,757	2,476
Total liabilities	332,755	129,841	96,108
Commitments and contingencies (Note 5)
Stockholders’ equity:
Preferred stock, $0.001 par value; 10,000 shares authorized; no shares issued or outstanding	0	0	0
Additional paid-in capital	150,331	149,737	144,550
Retained earnings	14,012	13,335	19,068
Accumulated other comprehensive income	157	226	111
Total stockholders’ equity	164,530	163,327	163,758
Total liabilities and stockholders’ equity	497,285	293,168	259,866
Common stock (Class A), $0.001 par value; 100,000 shares authorized; 21,816, 21,642 and 15,197 shares issued and outstanding, respectively
Stockholders’ equity:
Common stock	22	21	15
Common stock (Class B), $0.001 par value; 35,000 shares authorized; 7,706, 7,844 and 13,948 shares issued and outstanding, respectively
Stockholders’ equity:
Common stock	$ 8	$ 8	$ 14

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	May 04, 2019	Feb. 02, 2019	May 05, 2018
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0	0
Preferred stock, shares outstanding (in shares)	0	0	0
Common stock (Class A), $0.001 par value; 100,000 shares authorized; 21,816, 21,642 and 15,197 shares issued and outstanding, respectively
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	100,000,000	100,000,000	100,000,000
Common stock, shares issued (in shares)	21,536,000	14,927,000	14,357,000
Common stock, shares outstanding (in shares)	21,536,000	14,927,000	14,357,000
Common stock (Class B), $0.001 par value; 35,000 shares authorized; 7,706, 7,844 and 13,948 shares issued and outstanding, respectively
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	35,000,000	35,000,000	35,000,000
Common stock, shares issued (in shares)	7,944,000	14,188,000	14,488,000
Common stock, shares outstanding (in shares)	7,944,000	14,188,000	14,488,000

Consolidated Statements of Inco

Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	May 04, 2019	May 05, 2018
Net sales	$ 130,303	$ 123,634
Cost of goods sold (includes buying, distribution, and occupancy costs)	94,619	88,657
Gross profit	35,684	34,977
Selling, general and administrative expenses	35,538	33,646
Operating income	146	1,331
Other income, net	829	383
Income before income taxes	975	1,714
Income tax expense	298	491
Net income	$ 677	$ 1,223
Weighted average basic shares outstanding (in shares)	29,469	29,080
Weighted average diluted shares outstanding (in shares)	29,808	29,438
Class A and Class B common stock
Basic earnings per share of Class A and Class B common stock (in dollars per share)	$ 0.02	$ 0.04
Diluted earnings per share of Class A and Class B common stock (in dollars per share)	$ 0.02	$ 0.04

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended
	May 04, 2019	May 05, 2018
Statement of Comprehensive Income [Abstract]
Net income	$ 677	$ 1,223
Other comprehensive (loss) income, net of tax:
Net change in unrealized gain on available-for-sale securities, net of tax	(69)	97
Other comprehensive (loss) income, net of tax	(69)	97
Comprehensive income	$ 608	$ 1,320

Consolidated Statement of Stock

Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive Income	Common Stock (Class A)	Common Stock (Class B)
Cumulative-effect adjustment from adoption of ASC 606	$ 1,447
Beginning balance (in shares) at Feb. 03, 2018						14,927,000	14,188,000
Beginning balance at Feb. 03, 2018	160,425	$ 29	$ 143,984	$ 16,398	$ 14
Net income	$ 1,223
Restricted stock (in shares)	28,000
Taxes paid in lieu of shares issued (in shares)	(9,000)
Taxes paid in lieu of shares issued for stock-based compensation	$ (99)
Shares converted by founders (in shares)						240,000	(240,000)
Share-based compensation expense	$ 580
Employee exercises of stock options (in shares)	11,000
Exercise of stock options	$ 85
Net change in unrealized gain on available-for-sale securities	97
Ending balance (in shares) at May. 05, 2018						15,197,000	13,948,000
Ending balance at May. 05, 2018	163,758	29	144,550	19,068	111
Beginning balance (in shares) at Feb. 02, 2019						21,642,000	7,844,000
Beginning balance at Feb. 02, 2019	163,327	29	149,737	13,335	226
Net income	677			677
Restricted stock (in shares)						26,000
Taxes paid in lieu of shares issued (in shares)						(8,000)
Taxes paid in lieu of shares issued for stock-based compensation	(85)		(85)
Shares converted by founders (in shares)						138,000	(138,000)
Share-based compensation expense	$ 529		529
Employee exercises of stock options (in shares)	18,375					18,000
Exercise of stock options	$ 151		150
Net change in unrealized gain on available-for-sale securities	(69)				(69)
Ending balance (in shares) at May. 04, 2019						21,816,000	7,706,000
Ending balance at May. 04, 2019	$ 164,530	$ 30	$ 150,331	$ 14,012	$ 157

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	May 04, 2019	May 05, 2018
Cash flows from operating activities
Net income	$ 677	$ 1,223
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Depreciation and amortization	5,209	5,815
Share-based compensation expense	529	580
Impairment of assets	0	145
Loss on disposal of assets	10	0
Gain on marketable securities	(549)	(265)
Deferred income taxes	(130)	(87)
Changes in operating assets and liabilities:
Receivables	246	(603)
Merchandise inventories	(3,154)	(3,811)
Prepaid expenses and other assets	479	246
Accounts payable	(895)	(1,710)
Accrued expenses	(806)	107
Accrued compensation and benefits	(1,911)	495
Operating lease liabilities and deferred rent	(715)	(381)
Deferred revenue	(1,268)	(1,084)
Net cash (used in) provided by operating activities	(2,278)	670
Cash flows from investing activities
Purchase of property and equipment	(3,059)	(2,946)
Purchases of marketable securities	(34,572)	(21,052)
Maturities of marketable securities	35,000	40,397
Net cash (used in) provided by investing activities	(2,631)	16,399
Cash flows from financing activities
Dividends paid	(29,453)	(29,067)
Proceeds from exercise of stock options	151	85
Taxes paid in lieu of shares issued for share-based compensation	(85)	(99)
Net cash used in financing activities	(29,387)	(29,081)
Change in cash and cash equivalents	(34,296)	(12,012)
Cash and cash equivalents, beginning of period	68,160	53,202
Cash and cash equivalents, end of period	33,864	41,190
Supplemental disclosures of cash flow information
Income taxes paid	11	0
Supplemental disclosure of non-cash activities
Unpaid purchases of property and equipment	0	235
Leased assets obtained in exchange for new operating lease liabilities	$ 281,333	$ 0

Description of the Company and

Description of the Company and Basis of Presentation	3 Months Ended
	May 04, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of the Company and Basis of Presentation	Description of the Company and Basis of Presentation Tillys is a leading destination specialty retailer of casual apparel, footwear and accessories for young men, young women, boys and girls with an extensive assortment of iconic global, emerging, and proprietary brands rooted in an active and social lifestyle. Tillys is headquartered in Irvine, California and operated 229 stores, including three RSQ-branded pop-up stores, in 33 states as of May 4, 2019 . Our stores are located in malls, lifestyle centers, ‘power’ centers, community centers, outlet centers and street-front locations. Customers may also shop online, where we feature the same assortment of products as carried in our brick-and-mortar stores, supplemented by additional online-only styles. Our goal is to serve as a destination for the latest, most relevant merchandise and brands important to our customers. The Tillys concept began in 1982, when our co-founders, Hezy Shaked and Tilly Levine, opened their first store in Orange County, California. Since 1984 the business has been conducted through World of Jeans & Tops, a California corporation, or “WOJT”, which operates under the name “Tillys”. In May 2011, Tilly’s, Inc., a Delaware corporation, was formed solely for the purpose of reorganizing the corporate structure of WOJT in preparation for an initial public offering. As part of the initial public offering in May 2012, WOJT became a wholly owned subsidiary of Tilly's, Inc. As used in these Notes to the Consolidated Financial Statements, except where the context otherwise requires or where otherwise indicated, the terms "the Company", "World of Jeans and Tops", "WOJT", "we", "our", "us" and "Tillys" refer to WOJT before our initial public offering, and to Tilly's, Inc. and its subsidiary after our initial public offering. We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial reporting. These unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted from this Quarterly Report on Form 10-Q as is permitted by SEC rules and regulations. In the opinion of management, the accompanying unaudited consolidated financial statements contain all normal and recurring adjustments necessary to present fairly the financial condition, results of operations and cash flows for the interim periods presented. The results of operations for the first quarter ended May 4, 2019 and May 5, 2018 are not necessarily indicative of results to be expected for the full fiscal year. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended February 2, 2019 ("fiscal 2018"). Fiscal Periods Our fiscal year ends on the Saturday closest to January 31. References to fiscal 2019 refer to the fiscal year ending February 1, 2020. References to the fiscal quarters ended May 4, 2019 and May 5, 2018 refer to the first quarter ended as of those dates.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	May 04, 2019
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Information regarding our significant accounting policies is contained in Note 2, “Summary of Significant Accounting Policies”, of the consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended February 2, 2019 . Revenue Recognition Revenue is recognized for store sales when the customer receives and pays for the merchandise at the register, net of estimated returns. Taxes collected from our customers are recorded on a net basis. For e-commerce sales, we recognize revenue, net of sales taxes and estimated sales returns, and the related cost of goods sold at the time the merchandise is shipped to the customer. Amounts related to shipping and handling that are billed to customers are reflected in net sales, and the related costs are reflected in cost of goods sold in the Consolidated Statements of Income. The following table summarizes net sales from our retail stores and e-commerce (in thousands): Three Months Ended May 4, May 5, Retail stores $ 110,636 $ 108,501 E-commerce 19,667 15,133 Total net sales $ 130,303 $ 123,634 The following table summarizes the percentage of net sales by department: Three Months Ended May 4, May 5, Mens 34 % 34 % Womens 26 % 28 % Accessories 17 % 16 % Footwear 14 % 12 % Boys 5 % 5 % Girls 4 % 5 % Total net sales 100 % 100 % The following table summarizes the percentage of net sales by third-party and proprietary branded merchandise: Three Months Ended May 4, May 5, Third-party 74 % 74 % Proprietary 26 % 26 % Total net sales 100 % 100 % We accrue for estimated sales returns by customers based on historical sales return results. As of May 4, 2019 , February 2, 2019 and May 5, 2018 , our reserve for sales returns was $1.7 million , $1.4 million and $1.6 million , respectively. We recognize revenue from gift cards as they are redeemed for merchandise. Prior to redemption, we maintain a current liability for unredeemed gift card balances. The customer liability balance was $7.4 million , $8.7 million and $6.3 million as of May 4, 2019 , February 2, 2019 and May 5, 2018 , respectively, and is included in deferred revenue on the accompanying Consolidated Balance Sheets. Our gift cards do not have expiration dates and in most cases there is no legal obligation to remit unredeemed gift cards to relevant jurisdictions. Based on actual historical redemption patterns, we determined that a small percentage of gift cards are unlikely to be redeemed (which we refer to as gift card “breakage”). Based on our historical gift card breakage rate, we recognize breakage revenue over the redemption period in proportion to actual gift card redemptions. Revenue recognized from gift cards was $4.2 million for the first quarter ended May 4, 2019 , and $3.7 million for the first quarter ended May 5, 2018 . We have a customer loyalty program where customers accumulate points based on purchase activity. Once a loyalty member achieves a certain point level, the member earns awards that may be redeemed for merchandise. Unredeemed awards and accumulated partial points are accrued as deferred revenue and awards redeemed by the member for merchandise are recorded as an increase to net sales. We expire unredeemed awards after 45 days from date of issuance and accumulated partial points 365 days after the last purchase activity. A liability is estimated based on the standalone selling price of awards and partial points earned and estimated redemptions. The deferred revenue for this program was $1.7 million , $1.7 million and $1.3 million as of May 4, 2019 , February 2, 2019 and May 5, 2018 , respectively. Revenue recognized from our loyalty program was $0.3 million for each of the first quarters ended May 4, 2019 and May 5, 2018 . Leases We conduct all of our retail sales and corporate operations in leased facilities. Lease terms for our stores are generally for ten years (subject to extensions) and provide for escalations in base rents. Many of our store leases contain one or more options to renew the lease at our sole discretion. Generally, we do not consider any additional renewal periods to be reasonably certain of being exercised. Most store leases include tenant allowances from landlords, rent escalation clauses and/or contingent rent provisions. Certain leases provide for additional rent based on a percentage of sales and annual rent increases generally based upon the Consumer Price Index. In addition, many of the store leases contain certain co-tenancy provisions that permit us to pay rent based on a pre-determined percentage of sales when the occupancy of the retail center falls below minimums established in the lease. For non-cancelable operating lease agreements, operating lease assets and operating lease liabilities are established for leases with an expected term greater than one year and we recognize lease expense on a straight-line basis. Contingent rent, determined based on a percentage of sales in excess of specified levels, is recognized as rent expense when the achievement of the specified sales that triggers the contingent rent is probable. Refer to "Accounting Standard Adopted" in this Note 2 to the Consolidated Financial Statements for further information. We lease approximately 172,000 square feet of office and warehouse space (10 and 12 Whatney, Irvine, California) from a company that is owned by the co-founders of Tillys. The lease expires on December 31, 2027. During each of the first quarters ended May 4, 2019 , and May 5, 2018 , we incurred rent expense of $0.5 million related to this lease. We lease approximately 26,000 square feet of office and warehouse space (11 Whatney, Irvine, California) from a company that is owned by one of the co-founders of Tillys. During each of the first quarters ended May 4, 2019 , and May 5, 2018 , we incurred rent expense of $0.1 million related to this lease. Pursuant to the lease agreement, the lease payment adjusts annually based upon the Los Angeles/Anaheim/Riverside Urban Consumer Price Index, with the adjustment not to be below 3% nor exceed 7% in any one annual increase. The lease expires on June 30, 2022. We lease approximately 81,000 square feet of office and warehouse space (17 Pasteur, Irvine, California) from a company that is owned by one of the co-founders of Tillys. We use this property as our e-commerce distribution center. During each of the first quarters ended May 4, 2019 , and May 5, 2018 , we incurred rent expense of $0.2 million related to this lease. Pursuant to the lease agreement, the lease payment adjusts annually based upon the Los Angeles/Anaheim/Riverside Urban Consumer Price Index, with the adjustment not to be below 3% nor exceed 7% in any one annual increase. The lease expires on October 31, 2021. The maturity of operating lease liabilities as of May 4, 2019 were as follows (in thousands): Fiscal Year 2019 $ 47,492 2020 60,109 2021 53,562 2022 45,451 2023 35,865 Thereafter 68,996 Total minimum lease payments 311,475 Less: Amount representing interest 36,789 Present value of operating lease liabilities $ 274,686 Future minimum rental commitments, including fixed non-lease components, under non-cancellable operating leases as of February 2, 2019 were as follows (in thousands): Fiscal Year Related Other Total 2019 $ 3,351 $ 60,542 $ 63,893 2020 3,451 56,681 60,132 2021 3,274 50,541 53,815 2022 2,278 41,893 44,171 2023 2,163 32,948 35,111 Thereafter 9,112 57,833 66,945 Total $ 23,629 $ 300,438 $ 324,067 As of May 4, 2019, additional operating lease contracts that have not yet commenced are immaterial. Lease expense for the three months ended May 4, 2019 was as follows (in thousands): Cost of goods sold Selling, general and administrative expenses Total Fixed operating lease expense $ 12,234 $ 389 $ 12,623 Variable lease expense 7,091 38 7,129 Total lease expense $ 19,325 $ 427 $ 19,752 Supplemental lease information for the three months ended May 4, 2019 was as follows: Cash paid for amounts included in the measurement of operating lease liabilities (in thousands) $15,966 Weighted average remaining lease term (in years) 5.4 years Weighted average interest rate (1) 4.20% (1) Since our leases do not provide an implicit rate, we used our incremental borrowing rate on date of adoption or at lease inception in determining the present value of future minimum payments. Accounting Standard Adopted On February 3, 2019, we adopted Accounting Standards Update ("ASU") No. 2016-02, Leases (ASC 842) , using the additional modified retrospective transition method. By electing this additional transition method, we were not required to recast our comparative financial statements or provide disclosures required by the new standard for comparative periods. The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification determines whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months, regardless of lease classification. We elected the 'package of practical expedients', which allowed us not to reassess our previous conclusions about lease identification, lease classification and initial direct costs. In addition, we elected the practical expedient to not separate lease and non-lease components for all of our leases. We did not elect the use of the hindsight practical expedient. New Accounting Standard Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (ASU 2016-13), which modifies or replaces existing models for impairment of trade and other receivables, debt securities, loans, beneficial interests held as assets, purchased-credit impaired financial assets and other instruments. The new standard requires entities to measure expected losses over the life of the asset and recognize an allowance for estimated credit losses upon recognition of the financial instrument. ASU 2016-13 will become effective for us in the first quarter of fiscal 2020, with early adoption permitted and must be adopted using the modified retrospective method. We are in the process of evaluating the impact of adopting this new standard on our consolidated financial statements and related disclosures.

Marketable Securities

Marketable Securities	3 Months Ended
	May 04, 2019
Investments, Debt and Equity Securities [Abstract]
Marketable Securities	Marketable Securities Marketable securities as of May 4, 2019 consisted of commercial paper, classified as available-for-sale, and fixed income securities, classified as held-to-maturity as we have the intent and ability to hold them to maturity. Our investments in commercial paper and fixed income securities are recorded at fair value and amortized cost, respectively, which approximates fair value. All of our marketable securities are less than one year from maturity. The following table summarizes our investments in marketable securities at May 4, 2019 , February 2, 2019 and May 5, 2018 (in thousands): May 4, 2019 Cost or Amortized Cost Gross Unrealized Holding Gains Estimated Fair Value Commercial paper $ 49,361 $ 215 $ 49,576 Fixed income securities 26,377 — 26,377 $ 75,738 $ 215 $ 75,953 February 2, 2019 Cost or Gross Unrealized Holding Gains Estimated Commercial paper $ 49,402 $ 302 $ 49,704 Fixed income securities 26,215 — 26,215 $ 75,617 $ 302 $ 75,919 May 5, 2018 Cost or Gross Unrealized Estimated Commercial paper $ 49,548 $ 152 $ 49,700 Fixed income securities 14,099 — 14,099 $ 63,647 $ 152 $ 63,799 We recognized gains on investments for commercial paper that matured during the first quarter ended May 4, 2019 and May 5, 2018 . Upon recognition of the gains, we reclassified these amounts out of Accumulated Other Comprehensive Income and into “Other income, net” on the Consolidated Statements of Income. The following table summarizes our gains on investments for commercial paper (in thousands): Three Months Ended May 4, May 5, Gains on investments $ 387 $ 195

Line of Credit

Line of Credit	3 Months Ended
	May 04, 2019
Debt Disclosure [Abstract]
Line of Credit	Line of Credit Our amended and restated credit agreement with Wells Fargo Bank, N.A. (the "Bank") provides for a $25.0 million revolving line of credit with a maturity date of June 26, 2020 . The interest rate charged on borrowings is selected at our discretion at the time of draw between the London Interbank Offered Rate, plus 0.75% , or at the Bank’s prime rate. The agreement allows for the declaration and payment of dividends or distributions to stockholders, subject to certain limitations. On February 27, 2019 and February 20, 2018, we paid a special cash dividend of $1.00 per share to all holders of record of issued and outstanding shares of both our Class A and Class B common stock. The line of credit is secured by substantially all of our assets. As a sub-feature under the credit agreement, the Bank may also issue stand-by and/or commercial letters of credit up to $15.0 million . We are required to maintain certain financial and non-financial covenants in accordance with the line of credit. The financial covenants require certain levels of leverage and profitability, such as (i) income before income taxes must not to be less than $1.0 million (calculated at the end of each fiscal quarter on a trailing 12-month basis), (ii) a maximum ratio of 4.00 to 1.00 as of each quarter end for “Funded Debt to EBITDAR”, defined as the sum of total debt, capital leases and annual rent expense multiplied by six divided by the sum of net income, interest expense, taxes, depreciation, amortization and annual rent expense on a trailing 12-month basis, and (iii) requires minimum eligible inventory, cash, cash equivalents and marketable securities totaling $50.0 million as of the end of each quarter. In addition, maximum investment in fixed assets in any fiscal year must not exceed $50.0 million . Our standby letter of credit of $1.1 million was established for security against insurance claims as required by our workers' compensation insurance policy. There has been no activity or borrowings under this letter of credit since its inception. As of May 4, 2019 , we were in compliance with all of our covenants and had no outstanding borrowings under the revolving credit facility.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	May 04, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies From time to time, we may become involved in lawsuits and other claims arising from our ordinary course of business. We are currently unable to predict the ultimate outcome, determine whether a liability has been incurred or make an estimate of the reasonably possible liability that could result from an unfavorable outcome because of the uncertainties related to the incurrence, amount and range of loss on any pending litigation or claim. Because of the unpredictable nature of these matters, we cannot provide any assurances regarding the outcome of any litigation or claim to which we are a party or that the ultimate outcome of any of the matters threatened or pending against us, including those disclosed below, will not have a material adverse effect on our financial condition, results of operations or cash flows. Juan Carlos Gonzales, on behalf of himself and all others similarly situated, v. Tilly’s Inc. et al, Superior Court of California, County of Orange, Case No. 30-2017-00948710-CU-OE-CXC. In October 2017, the plaintiff filed a putative class action against us, alleging various violations of California’s wage and hour laws. The complaint seeks class certification, unspecified damages, unpaid wages, penalties, restitution, interest, and attorneys’ fees and costs. In December 2017, we filed an answer to the complaint, denying all of the claims and asserting various defenses. In April 2018, the plaintiff filed a separate action under the Private Attorneys General Act against us seeking penalties on behalf of himself and other similarly situated employees for the same alleged violations of California's wage and hour laws. We requested the plaintiff to dismiss the class action claims based on an existing class action waiver in an arbitration agreement which plaintiff signed with our co-defendant, BaronHR, the staffing company that employed plaintiff to work at the Company. In June 2018, the plaintiff's class action complaint was dismissed. The court set a deadline of October 31, 2019 for the parties to participate in a mediation. The court has not yet issued a trial date. We have defended this case vigorously, and will continue to do so. Skylar Ward, on behalf of herself and all others similarly situated, v. Tilly’s, Inc., Superior Court of California, County of Los Angeles, Case No. BC595405 . In September 2015, the plaintiff filed a putative class action lawsuit against us alleging, among other things, various violations of California's wage and hour laws. The complaint sought class certification, unspecified damages, unpaid wages, penalties, restitution, and attorneys' fees. In June 2016, the court granted our demurrer to the plaintiff's complaint on the grounds that the plaintiff failed to state a cause of action against Tilly's and dismissed the complaint. Specifically, the court agreed with us that the plaintiff's cause of action for reporting-time pay fails as a matter of law as the plaintiff and other putative class members did not "report for work" with respect to certain shifts on which the plaintiff's claims are based. In November 2016, the court entered a written order sustaining our demurrer to the plaintiff's complaint and dismissing all of plaintiff’s causes of action with prejudice. In January 2017, the plaintiff filed an appeal of the order to the California Court of Appeal. In October 2017, the plaintiff filed her opening appellate brief, and our responding appellate brief was filed in December 2017. In May 2018, the plaintiff filed her reply appellate brief. Later in May 2018, an amicus brief was filed by Abercrombie & Fitch Stores, Inc., in support of Tilly’s position in this appeal. Oral argument was heard by the California Court of Appeal in November 2018. On February 4, 2019, the Court of Appeal issued an opinion overturning the trial court’s decision, holding that the plaintiff’s allegations stated a claim. In March 2019, we filed a petition for review with the California Supreme Court seeking its discretionary review of the Court of Appeal’s decision. On May 15, 2019, the California Supreme Court denied the petition for review and remanded the case to the trial court for further proceedings. We have defended this case vigorously, and will continue to do so.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	May 04, 2019
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements We determine fair value based on a three-level valuation hierarchy as described below. Fair value is defined as the exit price associated with the sale of an asset or transfer of a liability in an orderly transaction between market participants at the measurement date. The three-level hierarchy of inputs used to determine fair value is as follows: • Level 1 – Quoted prices in active markets for identical assets and liabilities. • Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets and liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Unobservable inputs (i.e., projections, estimates, interpretations, etc.) that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. We measure certain financial assets at fair value on a recurring basis, including our marketable securities, which are classified as either available-for-sale or held-to-maturity securities, and certain cash equivalents, specifically money market securities, commercial paper and bonds. The money market accounts are valued based on quoted market prices in active markets. The marketable securities are valued based on other observable inputs for those securities (including market corroborated pricing or other models that utilize observable inputs such as interest rates and yield curves) based on information provided by independent third party entities. From time to time, we measure certain assets at fair value on a non-recurring basis, including evaluation of long-lived assets for impairment using Company specific assumptions which would fall within Level 3 of the fair value hierarchy. Fair value calculations contain significant judgments and estimates, which may differ from actual results due to, among other things, economic conditions, changes to the business model or changes in operating performance. During the first quarter ended May 4, 2019 and May 5, 2018 , we did not make any transfers between Level 1 and Level 2 financial assets. Furthermore, as of May 4, 2019 , February 2, 2019 and May 5, 2018 , we did not have any Level 3 financial assets. We conduct reviews on a quarterly basis to verify pricing, assess liquidity and determine if significant inputs have changed that would impact the fair value hierarchy disclosure. Financial Assets We have categorized our financial assets based on the priority of the inputs to the valuation technique for the instruments as follows (in thousands): May 4, 2019 February 2, 2019 May 5, 2018 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash equivalents (1) : Money market securities $ 27,494 $ — $ — $ 56,856 $ — $ — $ 26,874 $ — $ — Commercial paper — — — — 4,975 — — 5,023 — Marketable securities: Commercial paper $ — $ 49,576 $ — $ — $ 49,704 $ — $ — $ 49,700 $ — Fixed income securities — 26,377 — — 26,215 — — 14,099 — (1) Excluding cash. Impairment of Long-Lived Assets An impairment is recorded on a long-lived asset used in operations whenever events or changes in circumstances indicate that the net carrying amounts for such asset may not be recoverable. Important factors that could result in an impairment review include, but are not limited to, significant under-performance relative to historical or planned operating results, significant changes in the manner of use of the assets, a decision to relocate or close a store or significant changes in our business strategies. An evaluation is performed using estimated undiscounted future cash flows from operating activities compared to the carrying value of related assets for the individual stores. If the undiscounted future cash flows are less than the carrying value, an impairment loss is recognized for the difference between the carrying value and the estimated fair value of the assets based on the discounted cash flows of the assets using a rate that approximates our weighted average cost of capital. With regard to retail store assets, which are comprised of leasehold improvements, fixtures, computer hardware and software, and operating lease assets, we consider the assets at each individual retail store to represent an asset group. In addition, we have considered the relevant valuation techniques that could be applied without undue cost and effort and have determined that the discounted estimated future cash flow approach provides the most relevant and reliable means by which to determine fair value in this circumstance. On a quarterly basis, we assess whether events or changes in circumstances have occurred that potentially indicate the carrying value of long-lived assets may not be recoverable. During the first quarter ended May 4, 2019 , based on Level 3 inputs of historical operating performance, including sales trends, gross margin rates, current cash flows from operations and the projected outlook for each of our stores, we determined that none of our stores would not be able to generate sufficient cash flows over the remaining term of the related lease to recover our investment in the respective store. Three Months Ended May 4, May 5, ($ in thousands) Carrying value of assets with impairment * $145 Fair value of assets impaired * $— Number of stores tested for impairment 3 4 Number of stores with impairment — 1 * - Not applicable

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	May 04, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-Based Compensation	Share-Based Compensation The Tilly's, Inc. 2012 Amended and Restated Equity and Incentive Plan, as amended in June 2014 (the "2012 Plan"), authorizes up to 4,413,900 shares for issuance of options, shares or rights to acquire our Class A common stock and allows for, among other things, operating income and comparable store sales growth targets as additional performance goals that may be used in connection with performance-based awards granted under the 2012 Plan. As of May 4, 2019 , there were 1,159,991 shares still available for future issuance under the 2012 Plan. Stock Options We grant stock options to certain employees that give them the right to acquire our Class A common stock under the 2012 Plan. The exercise price of options granted is equal to the closing price per share of our stock at the date of grant. The nonqualified options vest at a rate of 25% on each of the first four anniversaries of the grant date provided that the award recipient continues to be employed by us through each of those vesting dates, and expire ten years from the date of grant. The following table summarizes the stock option activity for the first quarter ended May 4, 2019 (aggregate intrinsic value in thousands): Stock Options Grant Date Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in Years) Aggregate Intrinsic Value (1) Outstanding at February 2, 2019 1,736,250 $ 9.47 Granted 433,500 $ 11.41 Exercised (18,375 ) $ 8.18 Forfeited (51,750 ) $ 10.03 Outstanding at May 4, 2019 2,099,625 $ 9.87 7.3 $ 5,658 Exercisable at May 4, 2019 1,094,704 $ 9.92 5.8 $ 3,407 (1) Intrinsic value for stock options is defined as the difference between the market price of our Class A common stock on the last business day of the fiscal period and the weighted average exercise price of in-the-money stock options outstanding at the end of the fiscal period. The market value per share was $12.06 at May 4, 2019 . The stock option awards were measured at fair value on the grant date using the Black-Scholes option valuation model. Key input assumptions used to estimate the fair value of stock options include the exercise price of the award, the expected option term, expected volatility of our stock over the option’s expected term, the risk-free interest rate over the option’s expected term and our expected annual dividend yield, if any. We account for forfeitures as they occur. We will issue shares of Class A common stock when the options are exercised. The fair values of stock options granted during the first quarter ended May 4, 2019 and first quarter ended May 5, 2018 were estimated on the grant date using the following assumptions. Three Months Ended May 4, May 5, Weighted average grant-date fair value per option granted $5.50 $5.35 Expected option term (1) 5.0 years 5.0 years Weighted average expected volatility factor (2) 53.2% 51.6% Weighted average risk-free interest rate (3) 2.4% 2.6% Expected annual dividend yield (4) —% —% (1) We have limited historical information regarding expected option term. Accordingly, we determine the expected option term of the awards using the latest historical data available from comparable public companies and management’s expectation of exercise behavior. (2) Stock volatility for each grant is measured using the historical daily price changes of our common stock over the most recent period equal to the expected option term of the awards. (3) The risk-free interest rate is determined using the rate on treasury securities with the same term as the expected life of the stock option as of the grant date. (4) We do not currently have a dividend policy and we do not anticipate paying any additional cash dividends on our common stock at this time. Restricted Stock Restricted stock awards ("RSAs") represent restricted shares of our common stock issued upon the date of grant in which the recipient's rights in the stock are restricted until the shares are vested, and restricted stock units ("RSUs") represent a commitment to issue shares of our common stock in the future upon vesting. Under the 2012 Plan, we may grant RSAs to independent members of our Board of Directors and RSUs to certain employees. RSAs granted to our Board of Directors vest at a rate of 50% on each of the first two anniversaries of the grant date provided that the respective award recipient continues to serve on our Board of Directors through each of those vesting dates. RSUs granted to certain employees vest at a rate of 25% on each of the first four anniversaries of the grant date provided that the respective recipient continues to be employed by us through each of those vesting dates. We determine the fair value of restricted stock underlying the RSAs and RSUs based upon the closing price of our Class A common stock on the date of grant. A summary of the status of non-vested restricted stock changes during the first quarter ended May 4, 2019 are presented below: Restricted Stock Weighted Average Grant-Date Fair Value Nonvested at February 2, 2019 60,901 $ 14.32 Vested (25,375 ) $ 16.07 Nonvested at May 4, 2019 35,526 $ 13.08 Share-based compensation expense associated with stock options and restricted stock is recognized on a straight-line basis over the requisite service period. The following table summarizes share-based compensation recorded in the Consolidated Statements of Income (in thousands): Three Months Ended May 4, May 5, Cost of goods sold $ 116 $ 140 Selling, general and administrative expenses 413 440 Total Share-based compensation $ 529 $ 580 At May 4, 2019 , there was $4.7 million of total unrecognized share-based compensation expense related to unvested stock options and restricted stock. This cost has a weighted average remaining recognition period of 2.9 years .

Income_(Loss) Per Share

Income/(Loss) Per Share	3 Months Ended
	May 04, 2019
Earnings Per Share [Abstract]
Income/(Loss) Per Share	Income Per Share Income per share is computed under the provisions of ASC 260, Earnings Per Share . Basic income per share is computed based on the weighted average number of common shares outstanding during the period. Diluted income per share is computed based on the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method, whereby proceeds from such exercise, unamortized compensation and hypothetical excess tax benefits, if any, on share-based awards are assumed to be used by us to purchase the common shares at the average market price during the period. Potentially dilutive shares of common stock represent outstanding stock options and RSAs. The components of basic and diluted income per share were as follows (in thousands, except per share amounts): Three Months Ended May 4, May 5, Net income $ 677 $ 1,223 Weighted average basic shares outstanding 29,469 29,080 Dilutive effect of stock options and restricted stock 339 358 Weighted average shares for diluted income per share 29,808 29,438 Basic income per share of Class A and Class B common stock $ 0.02 $ 0.04 Diluted income per share of Class A and Class B common stock $ 0.02 $ 0.04 The following stock options have been excluded from the calculation of diluted income per share as the effect of including these stock options would have been anti-dilutive (in thousands): Three Months Ended May 4, May 5, Stock options 1,073 797

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	May 04, 2019
Accounting Policies [Abstract]
Basis of Presentation	We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial reporting. These unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted from this Quarterly Report on Form 10-Q as is permitted by SEC rules and regulations. In the opinion of management, the accompanying unaudited consolidated financial statements contain all normal and recurring adjustments necessary to present fairly the financial condition, results of operations and cash flows for the interim periods presented. The results of operations for the first quarter ended May 4, 2019 and May 5, 2018 are not necessarily indicative of results to be expected for the full fiscal year. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended February 2, 2019 ("fiscal 2018").
Fiscal Periods	Our fiscal year ends on the Saturday closest to January 31. References to fiscal 2019 refer to the fiscal year ending February 1, 2020. References to the fiscal quarters ended May 4, 2019 and May 5, 2018 refer to the first quarter ended as of those dates.
Revenue Recognition	Revenue Recognition Revenue is recognized for store sales when the customer receives and pays for the merchandise at the register, net of estimated returns. Taxes collected from our customers are recorded on a net basis. For e-commerce sales, we recognize revenue, net of sales taxes and estimated sales returns, and the related cost of goods sold at the time the merchandise is shipped to the customer. Amounts related to shipping and handling that are billed to customers are reflected in net sales, and the related costs are reflected in cost of goods sold in the Consolidated Statements of Income.
Operating Leases	Leases We conduct all of our retail sales and corporate operations in leased facilities. Lease terms for our stores are generally for ten years (subject to extensions) and provide for escalations in base rents. Many of our store leases contain one or more options to renew the lease at our sole discretion. Generally, we do not consider any additional renewal periods to be reasonably certain of being exercised. Most store leases include tenant allowances from landlords, rent escalation clauses and/or contingent rent provisions. Certain leases provide for additional rent based on a percentage of sales and annual rent increases generally based upon the Consumer Price Index. In addition, many of the store leases contain certain co-tenancy provisions that permit us to pay rent based on a pre-determined percentage of sales when the occupancy of the retail center falls below minimums established in the lease. For non-cancelable operating lease agreements, operating lease assets and operating lease liabilities are established for leases with an expected term greater than one year and we recognize lease expense on a straight-line basis. Contingent rent, determined based on a percentage of sales in excess of specified levels, is recognized as rent expense when the achievement of the specified sales that triggers the contingent rent is probable.
New Accounting Standards	Accounting Standard Adopted On February 3, 2019, we adopted Accounting Standards Update ("ASU") No. 2016-02, Leases (ASC 842) , using the additional modified retrospective transition method. By electing this additional transition method, we were not required to recast our comparative financial statements or provide disclosures required by the new standard for comparative periods. The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification determines whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months, regardless of lease classification. We elected the 'package of practical expedients', which allowed us not to reassess our previous conclusions about lease identification, lease classification and initial direct costs. In addition, we elected the practical expedient to not separate lease and non-lease components for all of our leases. We did not elect the use of the hindsight practical expedient. New Accounting Standard Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (ASU 2016-13), which modifies or replaces existing models for impairment of trade and other receivables, debt securities, loans, beneficial interests held as assets, purchased-credit impaired financial assets and other instruments. The new standard requires entities to measure expected losses over the life of the asset and recognize an allowance for estimated credit losses upon recognition of the financial instrument. ASU 2016-13 will become effective for us in the first quarter of fiscal 2020, with early adoption permitted and must be adopted using the modified retrospective method. We are in the process of evaluating the impact of adopting this new standard on our consolidated financial statements and related disclosures.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	May 04, 2019
Accounting Policies [Abstract]
Disaggregation of Revenue	The following table summarizes net sales from our retail stores and e-commerce (in thousands): Three Months Ended May 4, May 5, Retail stores $ 110,636 $ 108,501 E-commerce 19,667 15,133 Total net sales $ 130,303 $ 123,634 The following table summarizes the percentage of net sales by department: Three Months Ended May 4, May 5, Mens 34 % 34 % Womens 26 % 28 % Accessories 17 % 16 % Footwear 14 % 12 % Boys 5 % 5 % Girls 4 % 5 % Total net sales 100 % 100 % The following table summarizes the percentage of net sales by third-party and proprietary branded merchandise: Three Months Ended May 4, May 5, Third-party 74 % 74 % Proprietary 26 % 26 % Total net sales 100 % 100 %
Schedule of Operating Lease Liability	Future minimum rental commitments, including fixed non-lease components, under non-cancellable operating leases as of February 2, 2019 were as follows (in thousands): Fiscal Year Related Other Total 2019 $ 3,351 $ 60,542 $ 63,893 2020 3,451 56,681 60,132 2021 3,274 50,541 53,815 2022 2,278 41,893 44,171 2023 2,163 32,948 35,111 Thereafter 9,112 57,833 66,945 Total $ 23,629 $ 300,438 $ 324,067 The maturity of operating lease liabilities as of May 4, 2019 were as follows (in thousands): Fiscal Year 2019 $ 47,492 2020 60,109 2021 53,562 2022 45,451 2023 35,865 Thereafter 68,996 Total minimum lease payments 311,475 Less: Amount representing interest 36,789 Present value of operating lease liabilities $ 274,686
Schedule of Lease Expense and Supplemental Lease Information	As of May 4, 2019, additional operating lease contracts that have not yet commenced are immaterial. Lease expense for the three months ended May 4, 2019 was as follows (in thousands): Cost of goods sold Selling, general and administrative expenses Total Fixed operating lease expense $ 12,234 $ 389 $ 12,623 Variable lease expense 7,091 38 7,129 Total lease expense $ 19,325 $ 427 $ 19,752 Supplemental lease information for the three months ended May 4, 2019 was as follows: Cash paid for amounts included in the measurement of operating lease liabilities (in thousands) $15,966 Weighted average remaining lease term (in years) 5.4 years Weighted average interest rate (1) 4.20% (1) Since our leases do not provide an implicit rate, we used our incremental borrowing rate on date of adoption or at lease inception in determining the present value of future minimum payments.

Marketable Securities (Tables)

Marketable Securities (Tables)	3 Months Ended
	May 04, 2019
Investments, Debt and Equity Securities [Abstract]
Investments in Marketable Securities	The following table summarizes our investments in marketable securities at May 4, 2019 , February 2, 2019 and May 5, 2018 (in thousands): May 4, 2019 Cost or Amortized Cost Gross Unrealized Holding Gains Estimated Fair Value Commercial paper $ 49,361 $ 215 $ 49,576 Fixed income securities 26,377 — 26,377 $ 75,738 $ 215 $ 75,953 February 2, 2019 Cost or Gross Unrealized Holding Gains Estimated Commercial paper $ 49,402 $ 302 $ 49,704 Fixed income securities 26,215 — 26,215 $ 75,617 $ 302 $ 75,919 May 5, 2018 Cost or Gross Unrealized Estimated Commercial paper $ 49,548 $ 152 $ 49,700 Fixed income securities 14,099 — 14,099 $ 63,647 $ 152 $ 63,799
Gain (Loss) on Investments	The following table summarizes our gains on investments for commercial paper (in thousands): Three Months Ended May 4, May 5, Gains on investments $ 387 $ 195

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	May 04, 2019
Fair Value Disclosures [Abstract]
Financial Assets Categorized Based on Priority of Inputs to Valuation Technique Instruments	We have categorized our financial assets based on the priority of the inputs to the valuation technique for the instruments as follows (in thousands): May 4, 2019 February 2, 2019 May 5, 2018 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash equivalents (1) : Money market securities $ 27,494 $ — $ — $ 56,856 $ — $ — $ 26,874 $ — $ — Commercial paper — — — — 4,975 — — 5,023 — Marketable securities: Commercial paper $ — $ 49,576 $ — $ — $ 49,704 $ — $ — $ 49,700 $ — Fixed income securities — 26,377 — — 26,215 — — 14,099 — (1) Excluding cash.
Details of Impairment of Long-Lived Assets	Three Months Ended May 4, May 5, ($ in thousands) Carrying value of assets with impairment * $145 Fair value of assets impaired * $— Number of stores tested for impairment 3 4 Number of stores with impairment — 1 * - Not applicable

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	May 04, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock Option Activity Under Stock Option Plan	The following table summarizes the stock option activity for the first quarter ended May 4, 2019 (aggregate intrinsic value in thousands): Stock Options Grant Date Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in Years) Aggregate Intrinsic Value (1) Outstanding at February 2, 2019 1,736,250 $ 9.47 Granted 433,500 $ 11.41 Exercised (18,375 ) $ 8.18 Forfeited (51,750 ) $ 10.03 Outstanding at May 4, 2019 2,099,625 $ 9.87 7.3 $ 5,658 Exercisable at May 4, 2019 1,094,704 $ 9.92 5.8 $ 3,407 (1) Intrinsic value for stock options is defined as the difference between the market price of our Class A common stock on the last business day of the fiscal period and the weighted average exercise price of in-the-money stock options outstanding at the end of the fiscal period. The market value per share was $12.06 at May 4, 2019 .
Assumptions Used to Estimate Fair Value of Stock Options Granted	The fair values of stock options granted during the first quarter ended May 4, 2019 and first quarter ended May 5, 2018 were estimated on the grant date using the following assumptions. Three Months Ended May 4, May 5, Weighted average grant-date fair value per option granted $5.50 $5.35 Expected option term (1) 5.0 years 5.0 years Weighted average expected volatility factor (2) 53.2% 51.6% Weighted average risk-free interest rate (3) 2.4% 2.6% Expected annual dividend yield (4) —% —% (1) We have limited historical information regarding expected option term. Accordingly, we determine the expected option term of the awards using the latest historical data available from comparable public companies and management’s expectation of exercise behavior. (2) Stock volatility for each grant is measured using the historical daily price changes of our common stock over the most recent period equal to the expected option term of the awards. (3) The risk-free interest rate is determined using the rate on treasury securities with the same term as the expected life of the stock option as of the grant date. (4) We do not currently have a dividend policy and we do not anticipate paying any additional cash dividends on our common stock at this time.
Summary of Status of Non-Vested Restricted Stock	A summary of the status of non-vested restricted stock changes during the first quarter ended May 4, 2019 are presented below: Restricted Stock Weighted Average Grant-Date Fair Value Nonvested at February 2, 2019 60,901 $ 14.32 Vested (25,375 ) $ 16.07 Nonvested at May 4, 2019 35,526 $ 13.08
Schedule of Stock Based Compensation	The following table summarizes share-based compensation recorded in the Consolidated Statements of Income (in thousands): Three Months Ended May 4, May 5, Cost of goods sold $ 116 $ 140 Selling, general and administrative expenses 413 440 Total Share-based compensation $ 529 $ 580

Earnings Per Share (Tables)

Earnings Per Share (Tables)	3 Months Ended
	May 04, 2019
Earnings Per Share [Abstract]
Components of Basic and Diluted Earnings Per Share	The components of basic and diluted income per share were as follows (in thousands, except per share amounts): Three Months Ended May 4, May 5, Net income $ 677 $ 1,223 Weighted average basic shares outstanding 29,469 29,080 Dilutive effect of stock options and restricted stock 339 358 Weighted average shares for diluted income per share 29,808 29,438 Basic income per share of Class A and Class B common stock $ 0.02 $ 0.04 Diluted income per share of Class A and Class B common stock $ 0.02 $ 0.04
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following stock options have been excluded from the calculation of diluted income per share as the effect of including these stock options would have been anti-dilutive (in thousands): Three Months Ended May 4, May 5, Stock options 1,073 797

Description of the Company an_2

Description of the Company and Basis of Presentation (Details)	May 04, 2019Statestore
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of stores	229
Number of pop-up stores	3
Number of states | State	33

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Schedule of Revenue Recognition (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	May 04, 2019	May 05, 2018	Feb. 03, 2018	Jan. 28, 2017
Disaggregation of Revenue [Line Items]
Revenue	$ 130,303	$ 123,634
Percentage of total net sales	100.00%	100.00%	100.00%	100.00%
Retail stores
Disaggregation of Revenue [Line Items]
Revenue	$ 110,636	$ 108,501
E-commerce
Disaggregation of Revenue [Line Items]
Revenue	$ 19,667	$ 15,133
Mens
Disaggregation of Revenue [Line Items]
Percentage of total net sales	34.00%	34.00%
Womens
Disaggregation of Revenue [Line Items]
Percentage of total net sales	26.00%	28.00%
Accessories
Disaggregation of Revenue [Line Items]
Percentage of total net sales	17.00%	16.00%
Footwear
Disaggregation of Revenue [Line Items]
Percentage of total net sales	14.00%	12.00%
Boys
Disaggregation of Revenue [Line Items]
Percentage of total net sales	5.00%	5.00%
Girls
Disaggregation of Revenue [Line Items]
Percentage of total net sales	4.00%	5.00%
Third-party
Disaggregation of Revenue [Line Items]
Percentage of total net sales	74.00%	74.00%
Proprietary
Disaggregation of Revenue [Line Items]
Percentage of total net sales		26.00%	26.00%

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Additional Information (Details) ft² in Thousands, $ in Thousands	3 Months Ended		12 Months Ended
	May 04, 2019USD ($)ft²	May 05, 2018USD ($)	Feb. 02, 2019USD ($)
Accounting Policies [Line Items]
Liability for unredeemed gift cards	$ 7,400	$ 6,300	$ 8,700
Revenue	$ 130,303	123,634
Expiration period for customer awards after issuance	45 days
Expiration period of partial points earned under customer loyalty program	365 days
Deferred revenue from loyalty program	$ 1,700	1,300	$ 1,700
Lessee terms			10 years
Sales Returns Accrual
Accounting Policies [Line Items]
Sales returns reserve	1,700	1,600	$ 1,400
Breakage Revenue for Gift Cards
Accounting Policies [Line Items]
Revenue	4,200	3,700
Customer Loyalty Program
Accounting Policies [Line Items]
Revenue recognized from customer liability	$ 300	300
10 and 12 Whatney, Irvine, California | Office and warehouse space
Accounting Policies [Line Items]
Area of property | ft²	172
Rent expense incurred	$ 500	500
11 Whatney, Irvine, California | Office and warehouse space
Accounting Policies [Line Items]
Area of property | ft²	26
Rent expense incurred	$ 100	100
11 Whatney, Irvine, California | Maximum | Office and warehouse space
Accounting Policies [Line Items]
Percent of annual lease amount increase			7.00%
11 Whatney, Irvine, California | Minimum | Office and warehouse space
Accounting Policies [Line Items]
Percent of annual lease amount increase			3.00%
17 Pasteur, Irvine, California | Office and warehouse space
Accounting Policies [Line Items]
Area of property | ft²	81
Rent expense incurred	$ 200	$ 200
17 Pasteur, Irvine, California | Maximum | Office and warehouse space
Accounting Policies [Line Items]
Percent of annual lease amount increase			7.00%
17 Pasteur, Irvine, California | Minimum | Office and warehouse space
Accounting Policies [Line Items]
Percent of annual lease amount increase			3.00%

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Schedule of Operating Lease Liability (Details) $ in Thousands	May 04, 2019USD ($)
Operating Leased Assets [Line Items]
2019	$ 47,492
2020	60,109
2021	53,562
2022	45,451
2023	35,865
Thereafter	68,996
Total minimum lease payments	311,475
Less: Amount representing interest	36,789
Present value of operating lease liabilities	274,686
2019	63,893
2020	60,132
2021	53,815
2022	44,171
2023	35,111
Thereafter	66,945
Total	324,067
Related Parties
Operating Leased Assets [Line Items]
2019	3,351
2020	3,451
2021	3,274
2022	2,278
2023	2,163
Thereafter	9,112
Total	23,629
Other Member
Operating Leased Assets [Line Items]
2019	60,542
2020	56,681
2021	50,541
2022	41,893
2023	32,948
Thereafter	57,833
Total	$ 300,438

Summary of Significant Accoun_7

Summary of Significant Accounting Policies - Schedule of Lease Expense and Supplemental Lease Information (Details) $ in Thousands	3 Months Ended
	May 04, 2019USD ($)
Lessee, Lease, Description [Line Items]
Fixed operating lease expense	$ 12,623
Variable lease expense	7,129
Total lease expense	19,752
Cash paid for amounts included in the measurement of operating lease liabilities (in thousands)	$ 15,966
Weighted average remaining lease term (in years)	5 years 4 months 24 days
Weighted average interest rate	4.20%
Cost of goods sold
Lessee, Lease, Description [Line Items]
Fixed operating lease expense	$ 12,234
Variable lease expense	7,091
Total lease expense	19,325
Selling, general and administrative expenses
Lessee, Lease, Description [Line Items]
Fixed operating lease expense	389
Variable lease expense	38
Total lease expense	$ 427

Marketable Securities - Investm

Marketable Securities - Investments in Marketable Securities (Details) - USD ($) $ in Thousands	May 04, 2019	Feb. 02, 2019	May 05, 2018
Financial Instruments And Marketable Securities [Line Items]
Marketable securities, Cost or Amortized Cost	$ 75,738	$ 75,617	$ 63,647
Marketable Securities, Gross Unrealized Holding Gains	215	302	152
Marketable securities, Estimated Fair Value	75,953	75,919	63,799
Commercial paper
Financial Instruments And Marketable Securities [Line Items]
Available-for-sale securities, Cost or Amortized Cost	49,361	49,402	49,548
Available-for-sale securities, Gross Unrealized Holding Gains	215	302	152
Available-for-sale securities, Estimated Fair Value	49,576	49,704	49,700
Fixed income securities
Financial Instruments And Marketable Securities [Line Items]
Held-to-maturity securities, Cost or Amortized Cost	26,377	26,215	14,099
Held-to-maturity securities, Gross Unrealized Holding Gains	0	0	0
Held-to-maturity securities, Estimated Fair Value	$ 26,377	$ 26,215	$ 14,099

Marketable Securities - Narrati

Marketable Securities - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2019	May 05, 2018
Investment [Line Items]
Gains on investments	$ 549	$ 265
Commercial paper
Investment [Line Items]
Gains on investments	$ 387	$ 195

Line of Credit (Details)

Line of Credit (Details)	Feb. 20, 2018$ / shares	Feb. 24, 2017$ / shares	Mar. 17, 2014USD ($)	May 04, 2019USD ($)	May 05, 2018USD ($)	Feb. 02, 2019USD ($)	Sep. 30, 2018USD ($)
Line of Credit Facility [Line Items]
Letters of credit facility maximum borrowing capacity			$ 25,000,000
Line of credit maturity date			Jun. 26, 2020
Line of credit interest rate term				The interest rate charged on borrowings is selected at our discretion at the time of draw between the London Interbank Offered Rate, plus 0.75%, or at the Bank’s prime rate.
Covenant description				We are required to maintain certain financial and non-financial covenants in accordance with the line of credit. The financial covenants require certain levels of leverage and profitability, such as (i) income before income taxes not to be less than $1.0 million (calculated at the end of each fiscal quarter on a trailing 12-month basis), (ii) a maximum ratio of 4.00 to 1.00 as of each quarter end for “Funded Debt to EBITDAR”, defined as the sum of total debt, capital leases and annual rent expense multiplied by six divided by the sum of net income, interest expense, taxes, depreciation, amortization and annual rent expense on a trailing 12-month basis, and (iii) requires minimum eligible inventory, cash, cash equivalents and marketable securities totaling $50.0 million as of the end of each quarter. In addition, maximum investment in fixed assets in any fiscal year of $50.0 million.
Net loss after taxes (not to exceed)				$ 677,000	$ 1,223,000
Multiplier used for Funded Debt to EBITDAR				6
Debt covenant, minimum eligible inventory				$ 50,000,000
Letters of credit outstanding, amount							$ 1,075,000
Covenant compliance				we were in compliance with all of our covenants and had no outstanding borrowings under the revolving credit facility.
Outstanding borrowing				$ 0
Maximum
Line of Credit Facility [Line Items]
Net loss after taxes (not to exceed)				$ (1,000,000)
Balance sheet leverage				4
Stand-by and/or commercial letters of credit
Line of Credit Facility [Line Items]
Letters of credit facility maximum borrowing capacity			$ 15,000,000
Outstanding borrowing						$ 0
LIBOR
Line of Credit Facility [Line Items]
Line of credit, percentage point added to reference rate			0.75%
Class A common stock
Line of Credit Facility [Line Items]
Cash dividend (in dollars per share) | $ / shares	$ 1
Common Stock (Class B)
Line of Credit Facility [Line Items]
Common stock dividends declared | $ / shares	$ 1	$ 0.70

Fair Value Measurements - Finan

Fair Value Measurements - Financial Assets Based on Priority of Inputs to Valuation Technique Instruments (Details) - USD ($) $ in Thousands	May 04, 2019	Feb. 02, 2019	May 05, 2018
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Cash equivalents	$ 0
Money market securities | Level 1 | Cash equivalents
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Cash equivalents	27,494	$ 56,856	$ 26,874
Money market securities | Level 2 | Cash equivalents
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Cash equivalents	0	0	0
Money market securities | Level 3 | Cash equivalents
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Cash equivalents	0	0	0
Commercial paper | Level 1 | Cash equivalents
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Cash equivalents		4,975	5,023
Commercial paper | Level 1 | Marketable securities
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Marketable securities	0	0	0
Commercial paper | Level 2 | Marketable securities
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Marketable securities	49,576	49,704	49,700
Commercial paper | Level 3 | Marketable securities
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Marketable securities	0	0	0
Fixed income securities | Level 1 | Marketable securities
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Marketable securities	0	0	0
Fixed income securities | Level 2 | Marketable securities
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Marketable securities	26,377	26,215	14,099
Fixed income securities | Level 3 | Marketable securities
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Marketable securities	$ 0	$ 0	$ 0

Fair Value Measurements - Detai

Fair Value Measurements - Details of Impairment of Long-Lived Assets (Details) $ in Thousands	3 Months Ended
	May 04, 2019store	May 05, 2018USD ($)store
Fair Value Disclosures [Abstract]
Carrying value of assets with impairment | $		$ 145
Number of stores tested for impairment	3	4
Number of stores with impairment	0	1

Stock-Based Compensation - Narr

Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	May 04, 2019	Jun. 30, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting rate	25.00%
Vesting period	4 years
Expiration period	10 years
Total unrecognized stock-based compensation expense related to unvested stock options and restricted stock grants	$ 4.7
Weighted average recognition period	2 years 11 months 4 days
Independent directors
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting rate	50.00%
Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting rate	25.00%
2012 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for issuance (in shares)	1,159,991
2012 Plan | Class A common stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common shares authorized (in shares)		4,413,900

Stock-Based Compensation - Stoc

Stock-Based Compensation - Stock Option Activity Under Stock Option Plan (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	May 04, 2019	May 05, 2018
Stock Options
Beginning balance (in shares)	1,736,250
Granted (in shares)	433,500
Exercised (in shares)	(18,375)	(11,000)
Forfeited (in shares)	(51,750)
Ending balance (in shares)	2,099,625
Exercisable ending balance (in shares)	1,094,704
Grant Date Weighted Average Exercise Price
Beginning balance (in dollars per share)	$ 9.47
Granted (in dollars per share)	11.41
Exercised (in dollars per share)	8.18
Forfeited (in dollars per share)	10.03
Ending balance (in dollars per share)	9.87
Exercisable ending balance (in dollars per share)	$ 9.92
Weighted Average Remaining Contractual Life (in Years)
Outstanding at end of period	7 years 3 months 18 days
Exercisable ending balance	5 years 9 months 20 days
Aggregate Intrinsic Value
Outstanding at end of period	$ 5,658
Exercisable ending balance	$ 3,407
Class A common stock
Stock Options
Exercised (in shares)	(18,000)
Aggregate Intrinsic Value
Market value per share (in dollars per share)	$ 12.06

Stock-Based Compensation - Assu

Stock-Based Compensation - Assumptions Used to Estimate Fair Value of Stock Options Granted (Details) - $ / shares	3 Months Ended
	May 04, 2019	May 05, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value [Table Text Block]	$ 5.50	$ 5.35
Expected option term	5 years	5 years
Weighted average expected volatility factor	53.20%	51.60%
Weighted average risk-free interest rate	2.40%	2.60%
Expected annual dividend yield	0.00%	0.00%

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Status of Non-Vested Restricted Stock (Details) - Nonvested	3 Months Ended
	May 04, 2019$ / sharesshares
Restricted Stock
Beginning balance | shares	60,901
Vested | shares	(25,375)
Ending balance | shares	35,526
Weighted Average Grant-Date Fair Value
Beginning balance (in dollars per share) | $ / shares	$ 14.32
Vested (in dollars per share) | $ / shares	16.07
Ending balance (in dollars per share) | $ / shares	$ 13.08

Stock-Based Compensation - Sche

Stock-Based Compensation - Schedule of Stock Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2019	May 05, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total Share-based compensation	$ 529	$ 580
Cost of goods sold
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total Share-based compensation	116	140
Selling, general and administrative expenses
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total Share-based compensation	$ 413	$ 440

Earnings Per Share - Components

Earnings Per Share - Components of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	May 04, 2019	May 05, 2018
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
Net income	$ 677	$ 1,223
Weighted average basic shares outstanding (in shares)	29,469	29,080
Dilutive effect of stock options and restricted stock	339	358
Weighted average shares for diluted earnings per share (in shares)	29,808	29,438
Class A and Class B common stock
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
Basic earnings per share of Class A and Class B common stock (in dollars per share)	$ 0.02	$ 0.04
Diluted earnings per share of Class A and Class B common stock (in dollars per share)	$ 0.02	$ 0.04

Earnings Per Share (Details)

Earnings Per Share (Details) - shares shares in Thousands	3 Months Ended
	May 04, 2019	May 05, 2018
Employee Stock Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Stock options and restricted stock excluded from the calculation of diluted earning per share	1,073	797