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TJX COMPANIES INC /DE/·4

Jun 11, 4:30 PM ET

BERKERY ROSEMARY T 4

4 · TJX COMPANIES INC /DE/ · Filed Jun 11, 2026

Research Summary

AI-generated summary of this filing

Updated

TJX Director Rosemary T. Berkery Receives Deferred Share Awards

What Happened

  • Rosemary T. Berkery, a director of TJX Companies (TJX), was the recipient of several deferred share awards and had derivative conversions reported on June 9, 2026. The filing shows awards/acquisitions of 636.87, 636.87, 110.48 and 8.4 deferred shares (all $0 cash price) and an exercise/conversion of 802 derivative shares (acquired and separately shown as disposed). All award items are reported as grant/award (code A) or exercise/conversion (code M); cash paid is listed as $0. Two of the deferred-share awards have a stated grant-date fair value of $105,000 each per the footnotes.

Key Details

  • Transaction date: 2026-06-09; Form 4 filed 2026-06-11 (timely).
  • Reported items:
    • Exercise/conversion (M): 802 shares acquired @ $0.00 and 802 shares disposed @ $0.00 (derivative conversion reported both ways).
    • Awards/grants (A): 636.87 shares (twice), 110.48 shares, and 8.4 shares — all $0.00 cash price (deferred shares / dividend equivalents).
  • Grant-date fair value: Two awards each have a $105,000 fair value (per footnotes F2 and F4).
  • Footnotes: Awards are deferred shares under TJX’s Stock Incentive Plan; some are tied to director departure or vesting/annual meeting dates, and some entries represent dividend-equivalent shares (F1–F5). One entry and its corresponding disposition are described as receipt and disposition of an additional deferred award (F1).
  • Shares owned after the transactions: not disclosed in the provided excerpt.
  • Filing status: Appears to be timely (transaction 6/9; filing 6/11).

Context

  • These are compensation-related deferred share awards and derivative conversions, not open-market purchases or sales. Deferred shares are typically delivered later (e.g., on vesting or upon board departure) and may include dividend-equivalent amounts, so they do not necessarily signal direct buying or selling intent in the market.
  • Transaction codes: A = award/grant (compensation); M = exercise/conversion of a derivative. The paired acquisition and disposition of 802 shares likely reflect plan mechanics (see footnote F1) rather than an outright market sale.

Insider Transaction Report

Form 4
Period: 2026-06-09
TJX COMPANIES INC /DE/TJX
BERKERY ROSEMARY T
Director
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-06-09+802→ 13,398 total
  • Award

    Deferred Stock Units

    [F2]
    2026-06-09+636.87→ 11,016.11 total
    Exercise: $0.00→ Common Stock (636.87 underlying)
  • Award

    Deferred Stock Units

    [F3]
    2026-06-09+110.48→ 11,126.59 total
    Exercise: $0.00→ Common Stock (110.48 underlying)
  • Award

    Deferred Stock Units

    [F4]
    2026-06-09+636.87→ 1,425.65 total
    Exercise: $0.00→ Common Stock (636.87 underlying)
  • Award

    Deferred Stock Units

    [F5]
    2026-06-09+8.4→ 1,434.05 total
    Exercise: $0.00→ Common Stock (8.4 underlying)
  • Exercise/Conversion

    Deferred Stock Units

    [F1]
    2026-06-09−802→ 632.05 total
    Exercise: $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 December 10, 2025|2026-06-11

Documents

2 files