STOCK TITAN

TJX (NYSE: TJX) director adds shares via deferred stock unit exercises and awards

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

TJX Companies director Kim C. Goodwin reported compensation-related equity activity, with no open-market buying or selling. On June 9, 2026, she exercised 802 shares of deferred stock units into an equal number of TJX common shares, bringing her direct common stock holding to 9,939 shares.

She also received several Deferred Stock Unit awards under the company’s Stock Incentive Plan, including annual and additional deferred share awards and related dividend-equivalent awards. Footnotes state that some awards have a grant date fair value of $105,000 and that the underlying shares are generally delivered after board service ends or after vesting, consistent with the plan’s terms.

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Insider GOODWIN C KIM
Role Director
Type Security Shares Price Value
Grant/Award Deferred Stock Units 636.87 $0.00 --
Grant/Award Deferred Stock Units 73.67 $0.00 --
Grant/Award Deferred Stock Units 636.87 $0.00 --
Grant/Award Deferred Stock Units 8.41 $0.00 --
Exercise Deferred Stock Units 802 $0.00 --
Exercise Common Stock 802 $0.00 --
Holdings After Transaction: Deferred Stock Units — 7,558.09 shares (Direct); Common Stock — 9,939 shares (Direct)
Footnotes (1)
  1. Receipt of shares from an additional deferred share award granted on June 10, 2025 (and corresponding disposition of such award) in accordance with the terms of the Stock Incentive Plan. Includes an amount equal to the aggregate dividends for which there has been a record date since June 10, 2025. Constitutes an annual award of deferred shares under the Stock Incentive Plan having a grant date fair value of $105,000. Shares will be delivered following the Director's departure from the Board, under and subject to the terms of the Plan. Constitutes an award of deferred shares under the Stock Incentive Plan having a grant date fair value equal to the aggregate dividends on any previously granted annual award of deferred shares under the Plan for which there has been a record date since June 10, 2025. Deferred shares will be delivered at the same time the shares subject to the annual award are delivered, under and subject to the terms of the Plan. Constitutes an additional award of deferred shares under the Stock Incentive Plan having a grant date fair value of $105,000. Shares vest on the date immediately preceding the date of the Company's annual meeting of shareholders next succeeding the award grant date, provided that the recipient is still a Director on that date or, to the extent provided by the terms of the award document, in connection with an earlier Change of Control. Vested shares will be delivered following vesting or following the Director's departure from the Board, in accordance with the Director's advance irrevocable election, if any, under and subject to the terms of the Plan. Constitutes an award of deferred shares under the Stock Incentive Plan having a value equal to the aggregate dividends on any previously granted additional award of deferred shares under the Plan, which have not yet been delivered to the Director, and for which there has been a record date since June 10, 2025. Deferred shares will be delivered at the same time the shares subject to the applicable additional award are delivered, under and subject to the terms of the Plan.
Common shares acquired via exercise 802 shares Exercise of deferred stock units into TJX common stock on June 9, 2026
Common shares held after transactions 9,939 shares Direct TJX common stock ownership following June 9, 2026 transactions
Annual deferred share award value $105,000 Grant date fair value of certain annual deferred share awards under Stock Incentive Plan
Additional deferred share award value $105,000 Grant date fair value of additional deferred share award under Stock Incentive Plan
Deferred stock units exercised 802 units Deferred Stock Units converted into 802 TJX common shares
Deferred stock unit grant 636.87 units One of the Deferred Stock Unit grants reported on June 9, 2026
Deferred Stock Units financial
"The security title for several transactions is listed as Deferred Stock Units."
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
Stock Incentive Plan financial
"Footnotes describe awards granted in accordance with the terms of the 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.
grant date fair value financial
"Footnotes state awards have a grant date fair value of $105,000."
The grant date fair value is the estimated dollar worth of a stock-based award (such as stock options or restricted shares) at the exact moment it is given to an employee or contractor. Investors care because companies use that value to record compensation expenses and to show how much potential ownership and earnings dilution those awards could create—think of it as the price tag placed on a gift card when it is handed over so the company can report the cost now.
aggregate dividends financial
"Footnotes reference value equal to the aggregate dividends since June 10, 2025."
Change of Control financial
"Footnotes mention vesting may accelerate in connection with an earlier Change of Control."
A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.

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FAQ

What did TJX (TJX) director Kim C. Goodwin report in this Form 4?

Kim C. Goodwin reported exercising deferred stock units into 802 shares of TJX common stock and receiving several new deferred stock unit awards as director compensation. All transactions were acquisitions or exercises, with no reported open-market purchases or sales.

How many TJX (TJX) common shares does Kim C. Goodwin hold after these transactions?

After these transactions, Kim C. Goodwin directly holds 9,939 shares of TJX common stock. This figure reflects the exercise of 802 deferred stock units into common shares, as disclosed in the filing’s non-derivative transaction table and summary holdings data.

What are Deferred Stock Units in the TJX (TJX) director compensation plan?

Deferred Stock Units are share-based awards that track TJX common stock but are delivered at a later date, often after a director leaves the board or after vesting. They are granted under TJX’s Stock Incentive Plan as part of director compensation.

What is the value of the annual deferred share awards reported by TJX (TJX)?

Footnotes state that certain annual and additional deferred share awards granted to Kim C. Goodwin each have a grant date fair value of $105,000. These awards are made under the Stock Incentive Plan and are delivered following vesting or her departure from the board.

Were any of Kim C. Goodwin’s TJX (TJX) transactions open-market stock purchases or sales?

No. The filing shows exercises of deferred stock units and grants of new deferred stock unit awards, all at a price per unit of $0.00. There are no Form 4 entries coded as open-market purchases (P) or sales (S) in this disclosure.

When will the TJX (TJX) deferred shares reported for Kim C. Goodwin be delivered?

Footnotes explain that many deferred share awards will be delivered after the director’s departure from the TJX board, or after vesting dates tied to the next annual shareholder meeting, consistent with the terms of the Stock Incentive Plan.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
GOODWIN C KIM

(Last)(First)(Middle)
C/O THE TJX COMPANIES, INC.
770 COCHITUATE ROAD

(Street)
FRAMINGHAM MASSACHUSETTS 01701

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
TJX COMPANIES INC /DE/ [ TJX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/09/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock06/09/2026M(1)802A$0(1)9,939D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Stock Units$006/09/2026A636.87 (2) (2)Common Stock636.87$07,558.09D
Deferred Stock Units$006/09/2026A73.67 (3) (3)Common Stock73.67$07,631.76D
Deferred Stock Units$006/09/2026A636.87 (4) (4)Common Stock636.87$01,426.62D
Deferred Stock Units$006/09/2026A8.41 (5) (5)Common Stock8.41$01,435.03D
Deferred Stock Units$006/09/2026M802 (1) (1)Common Stock802$0633.03D
Explanation of Responses:
1. Receipt of shares from an additional deferred share award granted on June 10, 2025 (and corresponding disposition of such award) in accordance with the terms of the Stock Incentive Plan. Includes an amount equal to the aggregate dividends for which there has been a record date since June 10, 2025.
2. Constitutes an annual award of deferred shares under the Stock Incentive Plan having a grant date fair value of $105,000. Shares will be delivered following the Director's departure from the Board, under and subject to the terms of the Plan.
3. Constitutes an award of deferred shares under the Stock Incentive Plan having a grant date fair value equal to the aggregate dividends on any previously granted annual award of deferred shares under the Plan for which there has been a record date since June 10, 2025. Deferred shares will be delivered at the same time the shares subject to the annual award are delivered, under and subject to the terms of the Plan.
4. Constitutes an additional award of deferred shares under the Stock Incentive Plan having a grant date fair value of $105,000. Shares vest on the date immediately preceding the date of the Company's annual meeting of shareholders next succeeding the award grant date, provided that the recipient is still a Director on that date or, to the extent provided by the terms of the award document, in connection with an earlier Change of Control. Vested shares will be delivered following vesting or following the Director's departure from the Board, in accordance with the Director's advance irrevocable election, if any, under and subject to the terms of the Plan.
5. Constitutes an award of deferred shares under the Stock Incentive Plan having a value equal to the aggregate dividends on any previously granted additional award of deferred shares under the Plan, which have not yet been delivered to the Director, and for which there has been a record date since June 10, 2025. Deferred shares will be delivered at the same time the shares subject to the applicable additional award are delivered, under and subject to the terms of the Plan.
/s/ Erica Farrell, by Power of Attorney dated June 11, 202506/11/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)