Nemerov Jackwyn 4
4 · TJX COMPANIES INC /DE/ · Filed Jun 11, 2026
Research Summary
AI-generated summary of this filing
TJX Director Jackwyn Nemerov Receives and Converts Deferred Shares
What Happened
- Jackwyn Nemerov, a director of TJX Companies (TJX), received several deferred-share awards and completed a conversion/exercise transaction on June 9, 2026. Transactions reported: conversion/exercise of 802 shares (acquired at $0.00) and an associated disposition of 802 shares (at $0.00), plus grants of 636.87, 156.29, 636.87 and 124.85 deferred shares (all recorded as derivative awards at $0.00).
- Two of the deferred-share awards are described as annual/additional director awards with a grant-date fair value of $105,000 each (see footnotes). Several smaller grant entries represent dividend-equivalent deferred shares tied to those awards.
Key Details
- Transaction date: June 9, 2026. Filing date (Form 4): June 11, 2026 — filed within the SEC’s typical two-business-day window (timely).
- Prices: all entries reported at $0.00 (derivative awards/convertions), total cash value not reported in the transaction lines; grant-date fair value noted for certain awards = $105,000 each (per footnotes F2 and F4).
- Shares reported in filing: conversion/exercise 802 shares; grants of 636.87, 156.29, 636.87 and 124.85 deferred shares.
- Shares owned after transaction: not stated in the excerpt of this filing.
- Notable footnotes:
- F1: Receipt of shares from an additional deferred award granted 6/10/2025 and the corresponding disposition of such award (includes dividend-equivalent amount).
- F2 & F4: Annual/additional deferred-share awards with grant-date fair value of $105,000 each; delivery subject to departure/vesting rules.
- F3 & F5: Deferred shares representing dividend equivalents on previously granted awards; to be delivered with the related awards.
- Filing does not indicate a 10% owner or a 10b5‑1 plan.
Context
- These entries reflect director compensation in the form of deferred-share awards (A) and conversion/exercise of derivative awards (M). Deferred shares are typically not delivered immediately as common stock; they vest or are paid out later (e.g., upon board departure or specified vesting date).
- The conversion/exercise and same-day disposition of 802 shares is explained in the filing footnote (F1) as the receipt and corresponding disposition of an award — this is routine for award administration and does not, by itself, imply a bullish or bearish signal.
- For retail investors: purchases by insiders can be more informative than routine awards. These transactions appear to be compensation-related director awards rather than an open-market buy or sale of company stock.
Insider Transaction Report
Form 4
Nemerov Jackwyn
Director
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-06-09+802→ 1,759 total - Award
Deferred Stock Units
[F2]2026-06-09+636.87→ 15,319.13 totalExercise: $0.00→ Common Stock (636.87 underlying) - Award
Deferred Stock Units
[F3]2026-06-09+156.29→ 15,475.42 totalExercise: $0.00→ Common Stock (156.29 underlying) - Award
Deferred Stock Units
[F4]2026-06-09+636.87→ 12,365.9 totalExercise: $0.00→ Common Stock (636.87 underlying) - Award
Deferred Stock Units
[F5]2026-06-09+124.85→ 12,490.75 totalExercise: $0.00→ Common Stock (124.85 underlying) - Exercise/Conversion
Deferred Stock Units
[F1]2026-06-09−802→ 11,688.75 totalExercise: $0.00→ Common Stock (802 underlying)
Footnotes (5)
- [F1]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.
- [F2]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.
- [F3]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.
- [F4]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.
- [F5]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.
Signature
/s/ Erica Farrell, by Power of Attorney dated June 11, 2025|2026-06-11