TJX 10-K Annual Report Feb. 3, 2024 | Alphaminr
TJX COMPANIES INC /DE/

TJX 10-K Fiscal year ended Feb. 3, 2024

TJX COMPANIES INC /DE/
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For The Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. ReservedItem 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 InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart 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 ScheduleItem 16. Form 10-k Summary

Exhibits

3(i).1 Fifth Restated Certificate of Incorporation 10-K 3(i).1 4/3/2019 3(ii).1 By-laws of TJX, as amended 8-K 3.1 2/5/2018 4.01 Indenture between TJX and U.S. Bank National Association dated September12, 2016 8-K 4.1 9/12/2016 4.02 First Supplemental Indenture dated as of September12, 2016 by and between TJX and U.S. Bank National Association, as Trustee, including the form of Global Note attached as Annex A thereto 8-K 4.2 9/12/2016 4.03 Indenture dated as of April 1, 2020 between The TJX Companies, Inc. and U.S. Bank National Association, as Trustee 8-K 4.1 4/1/2020 4.04 Third Supplemental Indenture, dated as of April 1, 2020 by and between TJX and U.S. Bank National Association, as Trustee, including the form of Global Note attached as Annex A thereto 8-K 4.4 4/1/2020 4.05 Fourth Supplemental Indenture, dated as of April 1, 2020 by and between TJX and U.S. Bank National Association, as Trustee, including the form of Global Note attached as Annex A thereto 8-K 4.5 4/1/2020 4.06 Fifth Supplemental Indenture, dated as of November 30, 2020 by and between TJX and U.S. Bank National Association, as Trustee, including the form of Global Note attached as Annex A thereto. 8-K 4.1 12/3/2020 4.07 Sixth Supplemental Indenture, dated as of November 30, 2020 by and TJX and U.S. Bank National Association, as Trustee, including the form of Global Note attached as Annex A thereto 8-K 4.2 12/3/2020 4.08 Description of Registrant's Securities 10-K 4.06 3/27/2020 10.01 The Executive Severance Plan effective September 27, 2018* 10-Q 10.2 12/4/2018 10.02 The Executive Severance Plan Participation Agreement dated September 27, 2018 between Carol Meyrowitz and TJX* 10-Q 10.3 12/4/2018 10.03 The Employment Agreement dated February 1, 2019 between Carol Meyrowitz and TJX* 10-K 10.03 4/3/2019 10.04 The Amendment to the Employment Agreement between Carol Meyrowitz and TJX effective as of January 28, 2022* 10-K 10.04 3/30/2022 10.05 The Executive Severance Plan Participation Agreement dated September 27, 2018 between Ernie Herrman and TJX* 10-Q 10.4 12/4/2018 10.06 The Employment Agreement dated February 1, 2019 between Ernie Herrman and TJX* 10-K 10.05 4/3/2019 10.07 The Amendment to the Employment Agreement between Ernie Herrman and TJX effective as of January 28, 2022* 10-K 10.07 3/30/2022 10.08 The Employment Agreement dated February2, 2018 between Scott Goldenberg and TJX* 10-K 10.5 4/4/2018 10.09 The Executive Severance Plan Participation Agreement dated September 27, 2018 between Scott Goldenberg and TJX* 10-Q 10.5 12/4/2018 10.10 The Amendment to the Employment Agreement between Scott Goldenberg and TJX effective as of February 13, 2019* 10-K 10.13 4/3/2019 10.11 The Amendment to the Employment Agreement between Scott Goldenberg and TJX effective as of January 29, 2021* 10-K 10.13 3/31/2021 10.12 The Letter Agreement dated February 2, 2024 between Scott Goldenberg and TJX, filed herewith* 10.13 The Employment Agreement dated February2, 2018 between Kenneth Canestrari and TJX* 10-K 10.6 4/4/2018 10.14 The Executive Severance Plan Participation Agreement dated September 27, 2018 between Kenneth Canestrari and TJX* 10-Q 10.7 12/4/2018 10.15 The Amendment to the Employment Agreement between Kenneth Canestrari and TJX effective as of February 13, 2019* 10-K 10.16 4/3/2019 10.16 The Amendment to the Employment Agreement between Kenneth Canestrari and TJX effective as of January 29, 2021* 10-K 10.17 3/31/2021 10.17 The Amendment to the Employment Agreement between Kenneth Canestrari and TJX effective as of February 2, 2024, filed herewith* 10.18 The Executive Severance and Change of Control Plan effective September 19, 2022,filed herewith* 10.19 The Offer Letter Agreement dated February 2, 2024between John Klinger and TJX,filed herewith* 10.20 The Obligations Agreement dated November 14, 2022 between John Klinger and TJX* 10-Q 10.6 11/29/2022 10.21 The Employment Agreement dated January 16, 2018 between Douglas Mizzi and TJX* 10-K 10.7 4/4/2018 10.22 The Executive Severance Plan Participation Agreement dated September 27, 2018 between Douglas Mizzi and TJX* 10-Q 10.8 12/4/2018 10.23 The Amendment to the Employment Agreement between Douglas Mizzi and TJX effective as of February 13, 2019* 10-K 10.19 4/3/2019 10.24 The Amendment to the Employment Agreement between Douglas Mizzi and TJX effective as of January 29, 2021* 10-K 10.21 3/31/2021 10.25 The Amendment to the Employment Agreement between Douglas Mizzi and TJX effective as of February 2, 2024, filed herewith* 10.26 The Stock Incentive Plan (2022 Restatement)* 10-Q 10.1 8/26/2022 10.27 The Stock Incentive Plan Rules for U.K. Employees, effective as of September 19, 2022* 10-Q 10.3 11/29/2022 10.28 The Form of Non-Qualified Stock Option Certificate granted under the Stock Incentive Plan as of September 10, 2014* 10-Q 10.4 12/2/2014 10.29 The Form of Non-Qualified Stock Option Terms and Conditions granted under the Stock Incentive Plan as of September 10, 2014* 10-Q 10.5 12/2/2014 10.30 The Form of Non-Qualified Stock Option Certificate granted under the Stock Incentive Plan as of September 17, 2015* 10-Q 10.1 12/1/2015 10.31 The Form of Non-Qualified Stock Option Terms and Conditions granted under the Stock Incentive Plan as of September 17, 2015* 10-Q 10.2 12/1/2015 10.32 The Form of Non-Qualified Stock Option Terms and Conditions granted under the Stock Incentive Plan as of September 19, 2022* 10-Q 10.2 11/29/2022 10.33 The Restricted Stock Unit Award granted under the Stock Incentive Plan on January 29, 2016 to Ernie Herrman* 10-K 10.19 3/29/2016 10.34 The Form of Performance Share Unit Award granted under the Stock Incentive Plan as of March 29, 2021* 10-Q 10.1 5/28/2021 10.35 The Form of Restricted Stock Unit Award granted under the Stock Incentive Plan as of March 29, 2021* 10-Q 10.2 5/28/2021 10.36 The Form of Performance Share Unit Award granted under the Stock Incentive Plan as of March 28, 2022* 10-Q 10.2 5/27/2022 10.37 The Form of Restricted Stock Unit Award granted under the Stock Incentive Plan as of March 28, 2022* 10-Q 10.3 5/27/2022 10.38 The Form of Deferred Stock Award for Directors granted under the Stock Incentive Plan* 10-K 10.20 3/31/2015 10.39 The Form of Deferred Stock Award for Directors granted under the Stock Incentive Plan as of June 7, 2016* 10-Q 10.2 8/26/2016 10.40 The Form of Deferred Stock Award for Directors granted under the Stock Incentive Plan as of January 1, 2024* 10-Q 10.1 11/29/2023 10.41 The Management Incentive Plan and Long Range Performance Incentive Plan (2013 Restatement)* 10-K 10.22 4/2/2013 10.45 The Fifth Amendment to the GDCP, effective January 1, 2008* 10-K 10.17 3/31/2009 10.46 The Supplemental Executive Retirement Plan (2015 Restatement)* 10-Q 10.3 5/29/2015 10.47 The Executive Savings Plan (As Amended and Restated, Effective January1, 2022) (the ESP)* 10.K 10.46 3/30/2022 10.48 The First Amendment to the Executive Savings Plan, effective April 1, 2023* 10-Q 10.1 5/26/2023 10.49 The Second Amendment to the Executive Savings Plan, effective January 1, 2024, filed herewith* 10.50 The Trust Agreement for Executive Savings Plan dated as of January 20, 2023 between TJX and Fidelity Management Trust Company* 10-K 10.55 3/29/2023 10.52 2026 Revolving Credit Agreement, dated June 25, 2021, by and among the TJX Companies, Inc., the lenders from time to time party thereto, U.S. Bank National Association, as administrative agent, HSBC Bank USA, National Association and Wells Fargo Bank, National Association, as co-syndication agents, and Bank of America, N.A., JPMorgan Chase Bank, N.A. and Deutsche Bank Securities, Inc., as co-documentation agents 8-K 10.1 6/29/2021 10.53 First Amendment to 2026 Revolving Credit Agreement, dated as of May 8, 2023, by and among The TJX Companies, Inc., U.S. Bank National Association, as administrative agent, and each of the lenders party thereto 10-Q 10.3 5/26/2023 10.54 2028 Amended and Restated Revolving Credit Agreement, dated as of May 8, 2023, by and among The TJX Companies, Inc., U.S. Bank National Association, as administrative agent, and each of the lenders party thereto** 10-Q 10.2 5/26/2023 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 97 Policy for Recovery of Executive Officer Incentive Compensation (Amended and Restated as of October 2, 2023), filed herewith