UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 5, 2018

 

 

THE TJX COMPANIES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

DELAWARE		1-4908		04-2207613
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

770 Cochituate Road, Framingham, MA 01701

(Address of principal executive offices) (Zip Code)

(508) 390-1000

Registrant’s telephone number, including area code

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.45 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

---

Item 5.07

Submission of Matters to a Vote of Security Holders

The annual meeting of shareholders of The TJX Companies, Inc. (the “Company”) was held on June 5, 2018. The final voting results of the annual meeting are as follows:

Proposal 1: Each nominee for director was elected, each to serve until the next annual meeting of shareholders and until his or her successor is duly elected and qualified.

 

Nominee		For		Against		Abstaining		Broker Non-Votes
Zein Abdalla		520,981,470		584,458		489,074		36,529,516
Alan M. Bennett		503,147,588		18,419,789		487,625		36,529,516
David T. Ching		511,413,349		10,150,794		490,859		36,529,516
Ernie Herrman		515,798,822		5,794,230		461,950		36,529,516
Michael F. Hines		506,652,320		14,701,585		701,097		36,529,516
Amy B. Lane		498,374,747		23,213,332		466,923		36,529,516
Carol Meyrowitz		503,920,542		14,663,455		3,471,005		36,529,516
Jackwyn L. Nemerov		513,233,692		8,347,689		473,621		36,529,516
John F. O’Brien		493,087,179		28,477,165		490,658		36,529,516
Willow B. Shire		490,399,222		31,184,581		471,199		36,529,516

Proposal 2: The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal 2019 was ratified.

 

For		Against		Abstaining
541,421,948		16,820,886		341,684

Proposal 3: On an advisory basis, the compensation paid to the Company’s named executive officers, as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis, compensation tables and narrative discussion (the say-on-pay vote) was approved.

 

For		Against		Abstaining		Broker Non-Votes
467,676,603		53,594,540		781,971		36,529,516

Proposal 4: A shareholder proposal for a report on compensation disparities based on race, gender, or ethnicity was not approved.

 

For		Against		Abstaining		Broker Non-Votes
129,518,594		365,166,402		27,370,006		36,529,516

Proposal 5: A shareholder proposal for amending the Company’s clawback policy was not approved.

 

For		Against		Abstaining		Broker Non-Votes
250,984,607		270,140,940		929,350		36,529,557

Proposal 6: A shareholder proposal for a supply chain policy on prison labor was not approved.

 

For		Against		Abstaining		Broker Non-Votes
39,877,384		474,112,548		8,065,070		36,529,516

---

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: June 6, 2018