Item 5.02 Departure of Directors or Certain O?cers; Election of Directors; Appointment of Certain O?cers; Compensatory Arrangements of Certain O?cers

On January 28, 2022, The TJX Companies, Inc. (the "Company") entered into letter agreements with Ernie Herrman, Chief Executive Officer and President, and Carol Meyrowitz, Executive Chairman of the Board. The agreements extend the term of the executive's respective existing employment agreement with the Company until February 1, 2025, unless the employment agreement is terminated earlier in accordance with its terms. The agreements also provide for a minimum annual base salary of $1,700,000 for Mr. Herrman, a minimum target award level under the Company's Management Incentive Plan of 200% of base salary for Mr. Herrman, and eligibility for continued vesting of future stock awards and certain long-term cash awards for Ms. Meyrowitz in the event that she provides additional Board-approved services to the Company following any future retirement, and otherwise continue the terms and conditions of the respective existing employment agreements.

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