TJX sets Kenneth Canestrari retirement for April 2027

Canestrari will remain employed as a Senior Executive Vice President through his scheduled retirement date, after leaving executive-officer service on January 31, 2027.

Rhea-AI Filing Summary

TJX Companies, Inc. entered into a letter agreement with Kenneth Canestrari, Senior Executive Vice President, Group President, in connection with his planned retirement. The agreement extends his employment agreement until April 30, 2027. Effective January 31, 2027, he will cease serving as an executive officer but remain employed as a Senior Executive Vice President until his scheduled retirement, performing duties specified by the company, including transition work. He remains eligible for compensation and benefits under his employment agreement during this period. For performance periods beginning in fiscal year 2028 or later, he will not participate in the Management Incentive Plan or Long Range Performance Incentive Plan and will receive no new grants under the Stock Incentive Plan. After retirement, eligibility for benefits, including special service recognition benefits tied to existing Long Range Performance Incentive Plan award opportunities and outstanding Stock Incentive Plan awards, is subject to applicable plan terms. His continuing non-competition, non-solicitation and confidentiality obligations remain in effect.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Figures

Letter agreement date: October 15, 2026 Executive-officer transition date: January 31, 2027 Scheduled retirement date: April 30, 2027 +1 more

4 metrics

Letter agreement date October 15, 2026 Date TJX entered into the agreement

Executive-officer transition date January 31, 2027 Effective date Canestrari will cease serving as an executive officer

Scheduled retirement date April 30, 2027 Employment agreement is extended until this date

First affected performance year Fiscal year 2028 Performance periods beginning in this year or later

Key Terms

Management Incentive Plan, Long Range Performance Incentive Plan, Stock Incentive Plan, special service recognition benefits, +1 more

5 terms

Management Incentive Plan financial

"will not participate in the Company’s Management Incentive Plan"

A management incentive plan is a structured pay program that rewards company executives and senior managers when they meet specific goals, using cash bonuses, stock awards, or options. It matters to investors because it helps align leaders’ actions with shareholder interests—like tying a coach’s bonus to a team’s wins—while influencing retention, risk-taking and potential share dilution, all of which can affect company performance and stock value.

Long Range Performance Incentive Plan financial

"Long Range Performance Incentive Plan (“LRPIP”)"

Stock Incentive Plan financial

"new equity grants under the Company’s Stock Incentive Plan"

A stock incentive plan is a company program that gives employees or directors pieces of ownership or the right to buy shares over time, similar to receiving a bonus paid in company stock instead of cash. Investors pay attention because these plans align staff incentives with long‑term company performance but can also dilute existing shareholders and affect reported profits when grants are expensed, so they influence both ownership percentages and financial results.

special service recognition benefits financial

"including, without limitation, special service recognition benefits"

non-solicitation technical

"non-competition, non-solicitation and confidentiality obligations"

A non-solicitation clause is a contractual promise that one party will not actively try to lure away another party’s employees, customers, or suppliers. For investors, it signals protection of a company’s workforce and client base after a deal or partnership—reducing the risk that key staff or revenue sources will be poached and therefore helping preserve the business’s value, predictability, and post-transaction earnings. Think of it as an agreement not to knock on a neighbor’s door to take their business or team.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

When is Kenneth Canestrari scheduled to retire from TJX?

Kenneth Canestrari is scheduled to retire on April 30, 2027. His employment as a Senior Executive Vice President is expected to continue until that date.

What incentive compensation changes apply to Kenneth Canestrari at TJX?

For performance periods beginning in fiscal year 2028 or later, he will not participate in the Management Incentive Plan or Long Range Performance Incentive Plan and will not receive new grants under the Stock Incentive Plan. After retirement, benefits related to existing awards remain subject to applicable plan terms.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/20/2026 - 10:10 AM EDT Accepted by SEC EDGAR 10/20/2026 - 10:09 AM EDT Learn about SEC filing dates

FALSE000010919800001091982026-10-152026-10-15

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): October 15, 2026

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, par value $1.00 per share			TJX			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 15, 2026, The TJX Companies, Inc. (the “Company”) entered into a letter agreement (the “Agreement”) with Kenneth Canestrari, Senior Executive Vice President, Group President, in connection with his planned retirement from the Company. The Agreement amends Mr. Canestrari’s employment agreement with the Company dated February 2, 2018, as most recently amended as of February 2, 2024 (the “Employment Agreement”). Under the Agreement, Mr. Canestrari’s employment will continue and the term of his Employment Agreement is extended until April 30, 2027. Effective January 31, 2027, he will no longer serve as an executive officer of the Company, and his employment will continue as a Senior Executive Vice President until his scheduled retirement date of April 30, 2027. During this period, Mr. Canestrari will continue to perform such duties and responsibilities as may be specified by the Company, including in connection with the transition of his responsibilities. Mr. Canestrari will continue to be eligible for compensation and benefits under his Employment Agreement. In connection with his scheduled retirement, he will not participate in the Company’s Management Incentive Plan or Long Range Performance Incentive Plan (“LRPIP”) for performance periods beginning in fiscal year 2028 or later and will not receive new equity grants under the Company’s Stock Incentive Plan (“SIP”). Following Mr. Canestrari’s retirement, he will be eligible for benefits under the Company’s plans and programs in accordance with applicable plan terms, including, without limitation, special service recognition benefits with respect to his existing award opportunities under LRPIP and his outstanding awards under the SIP. Mr. Canestrari will remain subject to continuing non-competition, non-solicitation and confidentiality obligations under the Employment Agreement and applicable plan documents and agreements.

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.

THE TJX COMPANIES, INC.

/s/ Alicia C. Kelly             

Alicia C. Kelly

Executive Vice President, Secretary and

General Counsel

Dated: October 20, 2026

Filing Exhibits & Attachments

3 documents

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• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.1 KB
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