TJX 10-K Annual Report Feb. 3, 2018 | Alphaminr
TJX COMPANIES INC /DE/
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TJX 10-K Fiscal year ended Feb. 3, 2018

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TJX COMPANIES INC /DE/
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For The Registrant S Common Equity, Related Security Holder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosure About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3(ii).1 By-lawsof TJX, as amended,incorporated herein by reference to Exhibit 3.1 to the Form8-Kfiled on February5, 2018. 4.1 Indenture between TJX and U.S. Bank National Association dated as of April 2, 2009,incorporated herein by reference to Exhibit 4.1 of the Registration Statement on FormS-3filed on April2, 2009 (File333-158360). 4.2 Third Supplemental Indenture dated as of May2, 2013 by and between The TJX Companies, Inc. and U.S. Bank National Association, as Trustee, including the form of Global Note attached as Annex A thereto,incorporated herein by reference to Exhibit 4.2 to the Form8-Kfiled on May2, 2013. 4.3 Fourth Supplemental Indenture dated as of June5, 2014 by and between The TJX Companies, Inc. and U.S. Bank National Association, as Trustee, including the form of Global Note attached as Annex A thereto,incorporated herein by reference to Exhibit 4.2 to the Form8-Kfiled on June5, 2014. 4.4 Indenture between The TJX Companies, Inc. and U.S. Bank National Association dated September 12, 2016,incorporated herein by reference to Exhibit 4.1 to the Form8-Kfiled on September12, 2016. 4.5 First Supplemental Indenture dated as of September12, 2016 by and between The TJX Companies, Inc. and U.S. Bank National Association, as Trustee, including the form of Global Note attached as Annex A thereto,incorporated herein by reference to Exhibit 4.2 to the Form8-Kfiled on September 12, 2016. 10.1 The Amended and Restated Employment Agreement dated January 29, 2016 between Carol Meyrowitz and TJX,incorporated herein by reference to Exhibit 10.1 to the Form10-Kfiled for the fiscal year ended January30, 2016.* 10.2 The Amended and Restated Employment Agreement dated January 29, 2016 between Ernie Herrman and TJX,incorporated herein by reference to Exhibit 10.2 to the Form10-Kfiled for the fiscal year ended January30, 2016.* 10.3 The Employment Agreement dated March 10, 2017 between and among Michael MacMillan, Winners Merchants International LP and TJX,incorporated herein by reference to Exhibit 10.4 to the Form10-Kfiled for the fiscal year ended January28, 2017. The Letter Agreement dated January16, 2018 between Michael MacMillan and TJX,filed herewith.* 10.4 The Employment Agreement dated February2, 2018 between Richard Sherr and TJX, filed herewith.* 10.5 The Employment Agreement dated February2, 2018 between Scott Goldenberg and TJX, filed herewith.* 10.6 The Employment Agreement dated February2, 2018 between Kenneth Canestrari and TJX, filed herewith.* 10.7 The Employment Agreement dated January 16, 2018 between Douglas Mizzi and TJX, filed herewith.* 10.8 The Stock Incentive Plan (2013 Restatement),incorporated herein by reference to Exhibit 10.1 to the Form 10-Q filed for the quarter ended May 4, 2013. The First Amendment to the Stock Incentive Plan (2013 Restatement) effective as of June 7, 2016,incorporated herein by reference to Exhibit 10.1 to the Form 10-Q filed for the quarter ended July 30, 2016. The Second Amendment to the Stock Incentive Plan (2013 Restatement) effective as of January 29, 2017,incorporated by reference to Exhibit 10.8 to the Form 10-K filed for the fiscal year ended January28, 2017.* 10.9 The Stock Incentive Plan Rules for U.K. Employees, as amended April 7, 2009,incorporated herein by reference to Exhibit 10.3 to the Form 10-Q filed for the quarter ended July 31, 2010.* 10.11 The Form of Non-Qualified Stock Option Certificate granted under the Stock Incentive Plan as of September 17, 2009,incorporated herein by reference to Exhibit 12.1 to the Form 10-Q filed for the quarter ended October 31, 2009. The Form of Non-Qualified Stock Option Terms and Conditions granted under the Stock Incentive Plan as of September 17, 2009,incorporated herein by reference to Exhibit 12.2 to the Form 10-Q filed for the quarter ended October 31, 2009.* 10.12 The Form of Non-Qualified Stock Option Certificate granted under the Stock Incentive Plan as of September 9, 2010,incorporated herein by reference to Exhibit 10.2 to the Form 10-Q filed for the quarter ended October 30, 2010. The Form of Non-Qualified Stock Option Terms and Conditions granted under the Stock Incentive Plan as of September 9, 2010,incorporated herein by reference to Exhibit 10.19 to the Form 10-K filed for the fiscal year ended January 28, 2012.* 10.13 The Form of Non-Qualified Stock Option Certificate granted under the Stock Incentive Plan as of September 20, 2012,incorporated herein by reference to Exhibit 10.1 to the Form 10-Q filed for the quarter ended October 27, 2012. The Form of Non-Qualified Stock Option Terms and Conditions granted under the Stock Incentive Plan as of September 20, 2012,incorporated herein by reference to Exhibit 10.2 to the Form 10-Q filed for the quarter ended October 27, 2012.* 10.14 The Form of Non-Qualified Stock Option Certificate granted under the Stock Incentive Plan as of September 19, 2013,incorporated herein by reference to Exhibit 10.1 to the Form 10-Q filed for the quarter ended November 2, 2013. The Form of Non-Qualified Stock Option Terms and Conditions granted under the Stock Incentive Plan as of September 19, 2013,incorporated herein by reference to Exhibit 10.2 to the Form 10-Q filed for the quarter ended November 2, 2013.* 10.15 The Form of Non-Qualified Stock Option Certificate granted under the Stock Incentive Plan as of September 10, 2014,incorporated herein by reference to Exhibit 10.4 to the Form 10-Q filed for the quarter ended November 1, 2014. The Form of Non-Qualified Stock Option Terms and Conditions granted under the Stock Incentive Plan as of September 10, 2014,incorporated herein by reference to Exhibit 10.5 to the Form 10-Q filed for the quarter ended November 1, 2014.* 10.16 The Form of Non-Qualified Stock Option Certificate granted under the Stock Incentive Plan as of September 17, 2015,incorporated herein by reference to Exhibit 10.1 to the Form 10-Q filed for the quarter ended October 31, 2015. The Form of Non-Qualified Stock Option Terms and Conditions granted under the Stock Incentive Plan as of September 17, 2015,incorporated herein by reference to Exhibit 10.2 to the Form 10-Q filed for the quarter ended October 31, 2015.* 10.17 The Form of Performance-Based Restricted Stock Award granted under the Stock Incentive Plan as of February 1, 2013,incorporated herein by reference to Exhibit 10.16 to the Form 10-K filed for the fiscal year ended February 2, 2013. The Form of Performance-Based Restricted Stock Award granted under the Stock Incentive Plan as of September 19, 2013,incorporated herein by reference to Exhibit 10.3 to the Form 10-Q filed for the quarter ended November 2, 2013.* 10.18 The Form of Performance-Based Deferred Stock Award granted under the Stock Incentive Plan as of April 2, 2013,incorporated herein by reference to Exhibit 10.2 to the Form 10-Q filed for the quarter ended May 4, 2013.* 10.19 The Form of Performance-Based Deferred Stock Award granted under the Stock Incentive Plan as of March 29, 2016,incorporated herein by reference to Exhibit 10.1 to the Form 10-Q filed for the quarter ended April 30, 2016.* 10.20 The Form of Performance-Based Deferred Stock award granted under the Stock Incentive Plan as of April 4, 2017,incorporated herein by reference to Exhibit 10.1 to the Form 10-Q filed for the quarter ended April 29, 2017.* 10.21 The Performance-Based Restricted Stock Award granted under the Stock Incentive Plan on January 29, 2016 to Carol Meyrowitz,incorporated herein by reference to Exhibit 10.18 to the Form 10-K filed for the fiscal year ended January 30, 2016.* 10.22 The Restricted Stock Unit Award granted under the Stock Incentive Plan on January 29, 2016 to Ernie Herrman,incorporated herein by reference to Exhibit 10.19 to the Form 10-K filed for the fiscal year ended January 30, 2016.* 10.23 The Form of Deferred Stock Award for Directors granted under the Stock Incentive Plan,incorporated herein by reference to Exhibit 10.20 to the Form 10-K filed for the fiscal year ended January 31, 2015. The Form of Deferred Stock Award for Directors granted under the Stock Incentive Plan as of June 7, 2016,incorporated herein by reference to Exhibit 10.2 to the Form 10-Q filed for the quarter ended July 30, 2016.* 10.24 Description of Director Compensation Arrangements, filed herewith.* 10.25 The Management Incentive Plan and Long Range Performance Incentive Plan (2013 Restatement),incorporated herein by reference to Exhibit 10.22 to the Form 10-K filed for the fiscal year ended February 2, 2013.* 10.27 The Supplemental Executive Retirement Plan (2015 Restatement),incorporated herein by reference to Exhibit 10.3 to the Form 10-Q filed for the quarter ended May 2, 2015.* 10.28 The Executive Savings Plan (As Amended and Restated, Effective January 1, 2015) (the ESP),incorporated herein by reference to Exhibit 10.25 to the Form 10-K filed for the fiscal year ended January31, 2015. The First Amendment to the ESP, dated December 30, 2015,incorporated herein by reference to Exhibit 10.25 to the Form 10-K filed for the fiscal year ended January30, 2016.* 10.29 The Canadian Executive Savings Plan (effective November 1, 1999) of Winners Merchants International, LP (successor to Winners Apparel Ltd.),incorporated herein by reference to Exhibit 10.26 to the Form 10-K filed for the fiscal year ended February 2, 2013. Amendment to The Canadian Executive Savings Plan effective January 1, 2018,filed herewith.* 10.33 The Trust Agreement for Executive Savings Plan dated as of October 23, 2015 between TJX and Vanguard Fiduciary Trust Company,incorporated herein by reference to Exhibit 10.5 to the Form 10-Q filed for the quarter ended October 31, 2015.* 21 Subsidiaries of TJX, filed herewith. 23 Consent of Independent Registered Public Accounting Firm, filed herewith. 24 Power of Attorney given by the Directors and certain Executive Officers of TJX, filed herewith. 31.1 Certification Statement of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith. 31.2 Certification Statement of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith. 32.1 Certification Statement of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith. 32.2 Certification Statement of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.