Item 1.01. Entry into a Material Definitive Agreement.



On January 5, 2023, BJ's Wholesale Club Holdings, Inc. (the "Company"), BJ's
Wholesale Club, Inc. and certain other subsidiaries of the Company entered into
an amendment (the "Third Amendment") to the First Lien Term Loan Credit
Agreement (as defined below), with Nomura Corporate Funding Americas, LLC, as
administrative agent and collateral agent and the lenders party thereto, which
amends that certain First Lien Term Loan Credit Agreement, dated as of February
3, 2017 (as amended by that certain Refinancing Amendment to First Lien Term
Loan Credit Agreement, dated as of August 13, 2018, and that certain Second
Refinancing Amendment to First Lien Term Loan Credit Agreement, dated as of
January 29, 2020, the "First Lien Term Loan Credit Agreement"). BofA Securities,
Inc., Deutsche Bank Securities Inc., and Wells Fargo Securities LLC acted as
joint lead arrangers and joint bookrunners of the Third Amendment.

The Third Amendment, among other things, extends the maturity date with respect
to the term loans outstanding under the First Lien Term Loan Credit Agreement
from February 3, 2024 to February 3, 2027. In addition, the Third Amendment
transitions the interest rate, effective immediately, from London Interbank
Offered Rate ("LIBOR") to the Secured Overnight Financing Rate ("SOFR") and
changes the applicable margin from LIBOR plus 2.00 - 2.25% per annum to SOFR
plus 2.75% per annum. As of January 5, 2023, there was $450.0 million
outstanding under the First Lien Term Loan Credit Agreement, which reflects the
Company's previous repayment of $152.0 million of the principal amount
outstanding under the First Lien Term Loan Credit Agreement during the fourth
quarter of fiscal year 2022 in connection with the Third Amendment.

Certain of the lenders and their affiliates have provided, and they and other
lenders and their affiliates may in the future provide, various commercial
banking and/or other services in the ordinary course of business for the Company
and its subsidiaries from time to time for which they have received, and may in
the future receive, customary fees and expenses.

The foregoing summary of the Third Amendment does not purport to be complete and
is qualified in its entirety by reference to the full text of such document,
which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is
incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.



(d)   Exhibits

Exhibit No.                          Description
10.1*                                  Third Amendment to First Lien Term Loan Credit Agreement, by
                                     and among BJ's Wholesale Club, Inc., the Company, the lenders
                                     party thereto from time to time and Nomura Corporate Funding
                                     Americas, LLC, as administrative agent and as collateral agent,
                                     dated as of January 5, 2023
104                                  Cover Page Interactive Data File

(embedded within the Inline XBRL


                                     document)


* Schedules and exhibits to this Exhibit have been omitted in accordance with
Item 601 of Regulation S-K. The Company agrees to furnish supplementally a copy
of all omitted schedules and exhibits to the U.S. Securities and Exchange
Commission or its staff upon request.
.
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