TJX Companies (NYSE: TJX) CFO has RSU shares withheld for taxes

Rhea-AI Filing Summary

The TJX Companies, Inc. reported a routine insider transaction by its Senior Executive Vice President and Chief Financial Officer. On 12/09/2025, the officer had a total of 283 shares of common stock withheld in two transactions (114 shares and 169 shares) coded "F" at a price of $153.68 per share. This code indicates shares were withheld to satisfy tax obligations rather than sold on the open market.

After these withholding transactions tied to restricted stock unit awards under the company’s Stock Incentive Plan, the officer directly beneficially owned 52,886 shares of TJX common stock. The filing states the withholding covered FICA and related income taxes for an executive eligible for retirement vesting, highlighting this as an administrative equity and tax event.

SEC Form 4

FORM 4

UNITED 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^*

Klinger John

(Last) (First) (Middle)

C/O THE TJX COMPANIES, INC.

770 COCHITUATE RD.

(Street)

FRAMINGHAM MA 01701

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TJX COMPANIES INC /DE/ [ TJX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SEVP, CFO

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/09/2025		F(1)		114	D	$153.68	53,055	D
Common Stock	12/09/2025		F(1)		169	D	$153.68	52,886	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects shares withheld from restricted stock unit awards to cover FICA and related income tax obligations for executives eligible for retirement vesting under the terms of the Company's Stock Incentive Plan.

	/s/ Erica Farrell, by Power of Attorney dated June 11, 2025	12/11/2025
	** Signature of Reporting Person	Date
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.

FAQ

What insider transaction did TJX (TJX) disclose in this Form 4?

The filing reports that TJX’s Senior Executive Vice President and Chief Financial Officer had 283 shares of common stock withheld on 12/09/2025 in two transactions of 114 and 169 shares coded "F" at $153.68 per share.

Why were TJX (TJX) shares withheld from the executive on 12/09/2025?

The filing explains that the shares were withheld from restricted stock unit awards to cover FICA and related income tax obligations for an executive eligible for retirement vesting under TJX’s Stock Incentive Plan.

How many TJX (TJX) shares does the reporting officer own after this transaction?

Following the reported tax-withholding transactions, the officer directly beneficially owned 52,886 shares of TJX common stock.

What does transaction code "F" mean in the TJX (TJX) Form 4?

In this Form 4, transaction code "F" indicates shares of TJX common stock were withheld to pay taxes related to equity awards, rather than being discretionary open-market sales.

Is the TJX (TJX) Form 4 filing a joint filing or by one reporting person?

The filing indicates it is a Form filed by one reporting person, who serves as TJX’s Senior Executive Vice President and Chief Financial Officer.

What is the relationship of the reporting person to TJX (TJX)?

The reporting person is identified as an officer of TJX, holding the title Senior Executive Vice President and Chief Financial Officer.