Form 8-K

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): June 13, 2012

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))


Item 5.07 Submission of Matters to a Vote of Security Holders.

The annual meeting of stockholders of The TJX Companies, Inc. (the “Company”) was held on June 13, 2012, at which the stockholders voted on the following:

Proposal 1: Each nominee for director was elected, each to serve until the next annual meeting of stockholders or until his or her successor is duly elected and qualified:

 

Nominee

 

For

 

Against

 

Abstaining

 

Broker Non-Votes

Zein Abdalla

  621,543,206   829,433   549,239   37,243,912

José B. Alvarez

  611,885,198   10,492,910   543,770   37,243,912

Alan M. Bennett

  612,963,610   9,431,094   527,174   37,243,912

Bernard Cammarata

  610,215,863   12,191,993   514,022   37,243,912

David T. Ching

  621,848,850   543,892   529,136   37,243,912

Michael F. Hines

  621,917,759   466,854   537,265   37,243,912

Amy B. Lane

  621,908,937   502,215   510,726   37,243,912

Carol Meyrowitz

  618,024,851   4,390,077   506,950   37,243,912

John F. O’Brien

  600,305,853   22,082,368   533,657   37,243,912

Willow B. Shire

  600,834,588   21,218,015   869,275   37,243,912

Proposal 2: The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal 2013 was ratified:

 

For

     650,431,974   

Against

     9,350,748   

Abstaining

     383,068   

Proposal 3: The material terms of executive officer performance goals under the Company’s cash incentive plans were approved:

 

For

     605,928,899   

Against

     15,747,901   

Abstaining

     1,245,078   

Broker Non-Votes

     37,243,912   

Proposal 4: On an advisory basis, the compensation paid to the Company’s named executive officers, as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis, compensation tables and narrative discussion (the “say on pay vote”) was approved:

 

For

     604,160,753   

Against

     16,783,829   

Abstaining

     1,977,296   

Broker Non-Votes

     37,243,912   


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/ Ann McCauley

Ann McCauley

Executive Vice President, Secretary and

General Counsel

Dated: June 15, 2012