UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-K
 Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the fiscal year ended February 2, 2019January 29, 2022
OR
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from _______ to _______
Commission file number 1-4908
The TJX Companies, Inc.
(Exact name of registrant as specified in its charter)
Delaware04-2207613
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
770 Cochituate Road Framingham, Massachusetts01701
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (508) 390-1000
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $1.00 per shareTJXNew York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: NONE
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES Yes   NO   No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YES Yes   NO   No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES Yes   NO   No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). YES Yes   NO   No .
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.☒
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company
If an emerging growth company indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of
the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.
7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YES Yes   NO   No
The aggregate market value of the voting common stock held by non-affiliates of the registrant on August 4, 2018, July 31, 2021, the last business day of the registrant’s most recently completed second fiscal quarter, was $60.5$82.7 billion based on the closing sale price as reported on the New York Stock Exchange.
There were 1,214,588,5001,175,228,119 shares of the registrant’s common stock, $1.00 par value, outstanding as of March 2, 2019.28, 2022.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Proxy Statement to be filed with the Securities and Exchange Commission in connection with the Annual Meeting of Shareholders to be held on June 4, 20197, 2022 (Part III).






CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS


This Form 10-K and our 20182021 Annual Report to Shareholders contain “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995, including some of the statements in this Form 10-K under Item 1, “Business,” Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and Item 8, “Financial Statements and Supplementary Data,” and in our 20182021 Annual Report to Shareholders under our letter to shareholders and our performance graphs. Forward-looking statements are inherently subject to risks, uncertainties and potentially inaccurate assumptions. Such statements give our current expectations or forecasts of future events; they do not relate strictly to historical or current facts. We have generally identified such statements by using words indicative of the future such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “intend,” “looking forward,” “may,” “plan,” “potential,” “project,” “should,” “target,” “will” and “would” or any variations of these words or other words with similar meanings. All statements that address activities, events or developments that we intend, expect or believe may occur in the future are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. These “forward-looking statements” may relate to such matters as our future actions, future performance or results of current and anticipated sales, expenses, interest rates, foreign exchange rates and results and the outcome of contingencies such as legal proceedings.
We cannot guarantee that the results and other expectations expressed, anticipated or implied in any forward-looking statement will be realized. The risks set forth under Item 1A of this Form 10-K describe major risks to our business. A variety of factors including these risks could cause our actual results and other expectations to differ materially from the anticipated results or other expectations expressed, anticipated or implied in our forward-looking statements. Should known or unknown risks materialize, or should our underlying assumptions prove inaccurate, actual results could differ materially from past results and those anticipated, estimated or projected in the forward-looking statements. You should bear this in mind as you consider forward-looking statements.
Our forward-looking statements speak only as of the dates on which they are made, and we do not undertake any obligation to update any forward-looking statement, whether to reflect new information, future events or otherwise. You are advised, however, to consult any further disclosures we may make in our future reports to the Securities and Exchange Commission (SEC)(“SEC”), on our website, or otherwise.

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The TJX Companies, Inc.
TABLE OF CONTENTS

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PART I
ITEM 1. Business
BUSINESS OVERVIEW
The TJX Companies, Inc. (together with its subsidiaries, "TJX",“TJX,” the "Company", "we",“Company,” “we,” or "our"“our”) is the leading off-price apparel and home fashions retailer in the United States and worldwide. We have over 4,300nearly 4,700 stores and five distinctive branded e-commerce sites that offer a rapidly changing assortment of quality, fashionable, brand name and designer merchandise at prices generally 20% to 60% below full-price retailers’ (including department, specialty, and major online retailers) regular prices on comparable merchandise, every day.
Our mission is to deliver great value to our customers every day. In our stores are known forand online, we offer consumers our value proposition of brand, fashion, price and quality. Our opportunistic buying strategies and flexible business model differentiate us from traditional retailers. We offer a treasure hunt shopping experience and a rapid turn of inventories relative to traditional retailers. Our goal is to create a sense of excitement and urgency for our customers and encourage frequent customer visits. We acquire merchandise in a variety of ways to support that goal. We reach a broad range of customers across income levels with our value proposition.proposition on a wide range of items. Our strategies and operations are synergistic across our retail chains. As a result, we are able to leverage our expertise throughout our business, sharing information, best practices, initiatives and new ideas, and to develop talent across our Company.company. Further, we can leverage the substantial buying power of our businesses with our global vendor relationships.
During fiscal 2022, our business operations continued to be impacted by the COVID-19 pandemic. In addition to the temporary closures and reopenings of some of our stores, the pandemic has led to continued modifications of our operations, and has had an impact on our results of operations, financial position and liquidity, as well as consumer behavior. See Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operations below for more information.
In this report, fiscal 20172022 means the fiscal year ended January 28, 2017;29, 2022; fiscal 20182021 means the fiscal year ended February 3, 2018; fiscal 2019 means the fiscal year ending February 2, 2019January 30, 2021 and fiscal 2020 means the fiscal year endingended February 1, 2020. Fiscal 2023 means the fiscal year ending January 28, 2023. Unless otherwise indicated, all store information in this Item 1 is as of February 2, 2019,January 29, 2022, and references to store square footage are to gross square feet.
Our Businesses
We operate our business in four main segments: Marmaxx and HomeGoods, both in the U.S., TJX Canada and TJX International. In addition to our four main segments, we operate the Sierra business. The results of Sierra are included with the Marmaxx segment.
MARMAXX
Our T.J. Maxx and Marshalls chains in the United States (“Marmaxx”) are collectively the largest off-price retailer in the United States with a total of 2,3432,432 stores. We founded T.J. Maxx in 1976 and acquired Marshalls in 1995. Both chains sell family apparel (including footwear and accessories), home fashions (including home basics, decorative accessories and giftware) and other merchandise. We primarily differentiate T.J. Maxx and Marshalls through different product assortment, including an expanded assortment of fine jewelry and accessories and a high-end designer section called The Runway at T.J. Maxx and a full line of footwear and a broader men’s offering and a juniors’ department called The Cube at Marshalls, as well as varying in-store initiatives. This differentiated shopping experience at T.J. Maxx and Marshalls encourages our customers to shop both chains. OurMarmaxx currently operates two e-commerce website, sites, tjmaxx.com,, was launched in 2013.2013 and marshalls.com, launched in 2019.
Sierra, acquired in 2012 and rebranded from Sierra Trading Post in 2018, is a leading off-price retailer of brand name active and outdoor apparel, footwear, and gear (including sporting goods, snow and water sport, camping, fishing) for the whole family, as well as home fashions and pet. Sierra operates sierra.com and 59 retail stores in the U.S.
HOMEGOODS
Our HomeGoods segment,chain, introduced in 1992, is the leading off-price retailer of home fashions in the U.S. Through its 749850 stores and its e-commerce site homegoods.com launched in 2021, HomeGoods offers an eclectic assortment of home fashions, including furniture, rugs, lighting, soft home, decorative accessories, tabletop and cookware as well as expanded pet, kids and gourmet food departments. In 2017, we launched our Homesense chain in the U.S. Our 1639 Homesense stores complement HomeGoods, offering a differentiated mix and expanded departments, such as large furniture, ceiling lighting and rugs, as well as different departments, such as a general store and an entertaining marketplace.
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TJX CANADA
Our TJX Canada segment operates the Winners, HomeSense and Marshalls chains in Canada. Acquired in 1990, Winners is the leading off-price family apparel and home fashions retailer in Canada. The merchandise offering at its 271Canada and was acquired by TJX in 1990. Winners operates 293 stores, across Canada is comparable to T.J. Maxx, with select stores offering fine jewelry and some featuring The Runway, a high-end designer section. We opened ourdepartment. HomeSense chain in 2001, bringingintroduced the off-price home fashions off-price concept to Canada. HomeSense has 125 stores with a merchandise mix of home fashions similar to HomeGoods in the U.S. We brought Marshalls to Canada in 2001. This chain operates 147 stores and offers an array of home decor, basics, furniture, and seasonal home merchandise. Marshalls, launched in Canada in 2011, operates 106 stores and operate 88offers off-price values on family apparel and home fashions. Marshalls stores in Canada. As with Marshalls in the U.S., our Canadian Marshalls stores offerhas an expanded footweardress department, and The CubeCUBE, a juniors’ department, differentiating them from Winners stores.


department.
TJX INTERNATIONAL
Our TJX International segment operates the T.K. Maxx and Homesense chains in Europe and the T.K. Maxx chain in Australia. Launched in 1994, T.K. Maxx introduced off-price retail to Europe and remains Europe’s only major brick-and-mortar off-price retailer of apparel and home fashions. With 567618 stores in Europe, T.K. Maxx operates in the U.K., Ireland, Germany, Poland, Austria and the Netherlands. Through its stores and its e-commerce websitesite for the U.K., tkmaxx.com, T.K. Maxx offers a merchandise mix similar to T.J. Maxx. We brought the off-price home fashions concept to Europe, opening Homesense in the U.K. in 2008 and in Ireland in 2017. Its 6877 stores offer a merchandise mix of home fashions similar to that of HomeGoods in the U.S. and HomeSense in Canada. We acquired Trade Secret in Australia in 2015 and re-branded it under the T.K. Maxx name during 2017. The merchandise offering at T.K. Maxx in Australia's 4468 stores is comparable to T.J. Maxx.
In addition to our four main segments, we operate Sierra, acquired in 2012 and rebranded from Sierra Trading Post in 2018. Sierra is an off-price retailer of brand name and quality outdoor gear, family apparel and footwear, sporting goods and home fashions. Sierra operates sierra.com and 35 retail stores in the U.S.
Flexible Business Model
Our flexible off-price business model, including our opportunistic buying, inventory management, logistics and flexible store layouts, is designed to deliver our customers a compelling value proposition of fashionable, quality, brand name and designer merchandise at excellent values every day. Our buying and inventory management strategies give us flexibility to adjust our merchandise assortments more frequently than traditional retailers, and the design and operation of our stores and distribution centers support this flexibility. Our buyers have more visibility into consumer, fashion and market trends and pricing when we buy closer to need, which can help us “buy smarter” and reduce our markdown exposure. Our selling floor space is flexible, without walls between departments and largely free of permanent fixtures, so we can easily expand and contract departments to accommodate the merchandise we purchase. Our logistics and distribution operations are designed to support our global buying strategies and to facilitate quick, efficient and differentiated delivery of merchandise to our stores, with a goal of gettingdelivering the right merchandise to the right stores at the right time.
Opportunistic Buying
As an off-price retailer, our buying practices, which we refer to as opportunistic buying, differentiate us from traditional retailers. Our overall global buying strategy is to acquire merchandise on an ongoing basis that will enable us to offer a desirable and rapidly changing mix of branded, designer and other quality merchandise in our stores at prices below regular prices for comparable merchandise at full-price retailers, including department, specialty, and major online retailers. We seek out and select merchandise from the broad range of opportunities in the market to achieve this end. Our global buying organization, which numbers approximately 1,100over 1,200 Associates and has offices across 4 continents in 12 countries, executes this opportunistic buying strategy, buying merchandise from more than 100 countries in a variety of ways, depending on market conditions and other factors.
We take advantage of opportunities to acquire merchandise at substantial discounts that regularly arise from the production and flow of inventory in the apparel and home fashions marketplace. These opportunities include, among others, order cancellations, manufacturer overruns, closeouts from brands, manufacturers and other retailers andretailers; special production direct from brands and factories.factories; order cancellations and manufacturer overruns. Our global buying strategies are intentionally flexible to allow us to react to frequently changing opportunities and trends in the market and to adjust how and what we source as well as when we source it. Our goal is to operate with lean inventory levels compared to conventional retailers to give us the flexibility to seek out and to take advantage of these opportunities as they arise, close to the time it is needed in our stores and online and when we have more visibility into fashion trends and price. In contrast to traditional retailers, which tend to order most of their goods far in advance of the time the product appears on the selling floor, our merchants generally remain in the marketplace for goods throughout the year, frequently looking for opportunities to buy merchandise. We buy much of our merchandise for the current or immediately upcoming selling season. We also buy some merchandise that is available in the market with the intention of storing it for sale, typically in future selling seasons. We generally make these purchases, referred to as packaway, in response to opportunities to buy merchandise that we believe has the right combination of brand, fashion, price and quality to supplement the product we expect to be available to purchase later for those future seasons. We also acquire some merchandise that we offer under in-house brands or brands that are licensed to us. We develop some of this merchandise ourselves in order to supplement the depth of, or fill gaps in, our expected merchandise assortment.

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Manufacturers, retailers and other vendors make up our expansive universe of more thanapproximately 21,000 vendors, including thousands of new vendors in 2021, across the globe, which provides us substantial and diversified access to merchandise. We have not experienced difficulty in obtaining sufficient quality merchandise for our business in either favorable or difficult retail environments and expect this will continue as we continue to grow. We believe a number of factors provide us excellent access on an ongoing basis to leading branded merchandise and make us an attractive channel for many vendors in the market. We are typically willing to purchase less-than-full assortments of items, styles and sizes as well as quantities ranging from small to very large; we are able to disperse merchandise across our geographically diverse network of stores and to target specific markets; we typically pay promptly;promptly according to our payment terms; we generally do not ask for typical retail concessions (such as advertising, promotional and markdown allowances), delivery concessions (such as drop shipments to stores or delayed deliveries) or return privileges; and we have financial strength and an excellent credit rating.
Inventory Management
We offer our customers a rapidly changing selection of merchandise to create a treasure hunt experience in our stores and to spur frequent customer visits. To achieve this, we seek to turn the inventory in our stores rapidly, regularly offering fresh selections of apparel and home fashions at excellent values. Our specialized inventory planning, purchasing, monitoring and markdown systems, coupled with distribution center storage, processing, handling and shipping systems, enable us to tailor the merchandise in our stores to local preferences and demographics, achieve rapid in-store inventory turnover on a vast array of products and generally sell through most merchandise within the period we planned. We make pricing and markdown decisions and store inventory replenishment determinations centrally, using information provided by specialized computer systems designed to move inventory through our stores in a timely and disciplined manner. We continue to invest in our supply chain with the goal of continuing to operate with low inventory levels, to ship more efficiently and quickly, and to more precisely and effectively allocate merchandise to each store.
Pricing
Our mission is to deliver great value to our customers every day. We do this by offering quality, fashionable, brand name and designer merchandise in our stores with retail prices that are generally 20% to 60% below full-price retailers’ (including department, specialty, and major online retailers) regular prices on comparable merchandise, every day. We do not generally engage in promotional pricing activity such as sales or coupons. We have generally been able to react to price fluctuations in the wholesale market to maintain our pricing gap relative to prices offered by traditional retailers as well as our merchandise margins through various economic cycles.
Low Cost Operations
We operate with a low cost structure compared to many traditional retailers. We focus aggressively on expenses throughout our business. Our advertising is generally focused on promoting our retail banners rather than individual products, including at times promoting multiple banners together, which contributes to our advertising budget (as a percentage of sales) remaining low compared to many traditional retailers. We design our stores to provide a pleasant, convenient shopping environment but, relative to other retailers, do not spendwithout spending heavily on store fixtures. Additionally, our distribution network is designed to run cost effectively.
Customer Service/Shopping Experience
We continue tostrategically renovate and upgrade our stores across our retail banners to enhance our customers’ shopping experience and help drive sales. Although we offer a self-service format, we train our store Associates to provide friendly and helpful customer service and seek to staff our stores to deliver a positive shopping experience. We typically offer customer-friendly return policies. We accept a variety of payment methods including cash, credit cards and debit cards. We also offer TJX-branded credit cards in the U.S. through a bank, but do not own the customer receivables.
Distribution
We operate distribution centers encompassing approximately 19approximately 24 million square feet in six countries.countries. These centers are generally large, and built to suit our specific, off-price business model, with a combination of automated systems and manual processes to manage the variety of merchandise we acquire. We ship substantially all of our merchandise to our stores through a network of distribution centers, fulfillment centers and warehouses andas well as shipping centers operated by third parties.

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Store Growth
Expansion of our business through the addition of new stores continues to be an important part of our global growth strategy. The following table provides store growth information for our four major segments for the two most recently completed fiscal years, as well as our growth estimates for fiscal 2020 and our estimates of the long-term store growth potential of these segments in their current geographies:
  Approximate
Average Store
Size (square feet)
Number of Stores at Year EndEstimated Store
Potential
  Fiscal 2021Fiscal 2022
Marmaxx:
T.J. Maxx27,0001,271 1,284 
Marshalls28,0001,131 1,148  
Total Marmaxx 2,402 2,432 3,000 
HomeGoods:
HomeGoods23,000821 850 
Homesense27,00034 39  
Total HomeGoods 855 889 1,500 
TJX Canada:
Winners27,000280 293 
HomeSense23,000143 147 
Marshalls26,000102 106  
Total TJX Canada 525 546 650 
TJX International:
T.K. Maxx (Europe)28,000602 618 
Homesense (Europe)19,00078 77 
T.K. Maxx (Australia)21,00062 68  
Total TJX International 742 763 1,125 (a)
TJX Total(b)
 4,572 4,689 6,275 
(a)Reflects store growth potential for T.K. Maxx in current geographies and for Homesense in the United Kingdom and Ireland.
  
Approximate
Average Store
Size (square feet)
Number of Stores at Year End 
Estimated Store
Growth
Potential
 
  Fiscal 2018
 Fiscal 2019
 
Fiscal 2020
(estimated)

 
Marmaxx         
T.J. Maxx28,0001,223
 1,252
     
Marshalls29,0001,062
 1,091
     
  2,285
 2,343
 2,403
 3,000
 
HomeGoods         
HomeGoods23,000667
 749
     
Homesense27,0004
 16
     
  671
 765
 845
(1) 
1,400
(1) 
TJX Canada         
Winners28,000264
 271
     
HomeSense23,000117
 125
     
Marshalls27,00073
 88
     
  454
 484
 514
 600
 
TJX International         
T.K. Maxx (Europe)29,000540
 567
     
Homesense (Europe)20,00055
 68
     
T.K. Maxx (Australia)22,00038
 44
     
  633
 679
 729
 1,100
(2) 
TJX Total (3)
 4,070
 4,306
 4,536
(1) 
6,100
(1) 
(b)Includes 48 Sierra stores in fiscal 2021, and 59 Sierra stores for fiscal 2022. Sierra stores are not included in estimated store potential.        
(1)HomeGoods and TJX total includes 31 Homesense stores in the U.S. estimated for fiscal 2020 and store growth potential includes 400 Homesense stores.
(2)Reflects store growth potential for T.K. Maxx in current geographies and for Homesense in the United Kingdom and Ireland.
(3)Includes 27 Sierra stores in fiscal 2018, 35 Sierra stores for fiscal 2019, and 45 Sierra stores estimated for fiscal 2020. Sierra stores are not included in estimated store growth potential.
Some of our home fashion stores are co-located with one of our apparel stores in a combo“combo” or superstore format. We count each of the stores in the combo or superstore format as a separate store.
Competition
The retail apparel and home fashion business is highly competitive. We compete on the basis of numerous factors including brand, fashion, price, quality, selection and freshness; in-store and online serviceshopping experience and shopping experience;service; reputation and store location. We compete with local, regional, national and international department, specialty, off-price, discount, warehouse and outlet stores as well as other retailers that sell apparel, home fashions and other merchandise that we sell, whether in stores, online, or through catalogs, or other media or channels.
EmployeesHuman Capital
As of February 2, 2019,January 29, 2022, we had approximately 270,000 340,000 employees (who we refer to as Associates), many of whom work less than 40 hours per week. In addition, weApproximately 86% of these Associates worked in our retail stores. We hire thousands of temporary employees each year, particularly during the peak back-to-school and holiday seasons. We offer positions at a variety of levels in our stores, distribution and fulfillment centers, and offices, as well as many opportunities for Associates to grow and advance. Many Associates in our distribution centers in the United States and Canada are covered by collective bargaining agreements and other Associates are members of works councils in Europe. Our full-time, part-time, temporary, and seasonallarge, global workforce supports the execution of our flexible off-price business model, including the timing and frequency of store deliveries and the management of a rapidly changing mix of store inventorymerchandise in over 4,300nearly 4,700 retail stores in nine countries.countries and across five distinctive branded e-commerce sites. We believe our Associates are key to our business success, and we have remained committed to prioritizing the health and safety of our Associates and customers throughout the COVID-19 pandemic.

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Workplace and Culture
We work to foster a strong, supportive, and inclusive culture so that Associates at TJX feel welcome in the Company, valued for their contributions, and engaged with our business mission. We use defined cultural factors and leadership competencies throughout our global business to express our organizational values, such as personal integrity, relationship-building and collaboration, and respect for our business model, and to promote consistency in leadership development. We have expanded our cultural factors and leadership competencies to include an explicit reference to inclusion and diversity. Our policies and practices, including our open-door philosophy, encourage open and honest communication and engagement with the business. The health and safety of our Associates continued to be a top priority during fiscal 2022, as we continued to manage health and safety protocols to address the evolving pandemic across our global operations and maintained many of our broad-based initiatives during fiscal 2022.
Inclusion and Diversity
We are committed to building a more inclusive and diverse workplace. Our priorities include a focus on three core areas: increasing the representation of diverse talent through our talent pipeline, providing leaders with the tools needed to successfully manage individual differences, and integrating inclusive behaviors, language, and practices throughout the business. Our teams globally are working to support these focus areas with many new programs, including recruitment strategies, mentoring programs, training and education, Associate-led Inclusion and Diversity advisory boards, and additional Associate Resource Groups.
Training and Career Development
We are highly focused on teaching and mentoring to support the career growth and success of our Associates, and we believe these efforts have promoted retention, stability and increased expertise in our workforce. Training happens broadly throughout the organization, from informal mentoring and direct training to a range of career and leadership development programs such as our TJX University for merchandising Associates.
Compensation and Rewards
Our compensation programs are designed to pay our Associates competitively in the market and based on their skills, experience level, qualifications, role, and abilities. Our approach to compensation across the organization reflects our global total rewards principles, which include encouraging teamwork and collaboration, being fair and equitable, and sharing in the success of the Company. For fiscal 2022, we continued our One TJX approach to annual incentive compensation, with all eligible Associates measured against global TJX performance goals. We also paid discretionary bonuses to the vast majority of our Associates, including those in our stores and distribution centers, that recognizes the significant contributions of our workforce.
Trademarks
We have the right to use our principal trademarks and service marks, which are T.J. Maxx, Marshalls, HomeGoods, Winners, Homesense/HomeSense, T.K. Maxx, Sierra and Sierra Trading Post, in relevant countries. We expect our rights in these trademarks and service marks to endure in locations where we use them for as long as we continue to do so.
Seasonality
Our business is subject to seasonal influences. In the second half of the year, which includes the back-to-school and year-end holiday seasons, we generally realize higher levels of sales and income.
SEC Filings and Certifications
Copies of our annual reports on Form 10-K, proxy statements, quarterly reports on Form 10-Q and current reports on Form 8-K filed with or furnished to the SEC, and any amendments to those documents, are available free of charge on our website, tjx.com, under “SEC Filings,” as soon as reasonably practicable after they are electronically filed with, or furnished to, the SEC. They are also available free of charge from TJX Global Communications, 770 Cochituate Road, Framingham, Massachusetts 01701. The SEC maintains a website containing all reports, proxies, information statements, and all other information (www.sec.gov).
Information appearing on tjx.com is not a part of, and is not incorporated by reference in, this Form 10-K.
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INFORMATION ABOUT OUR EXECUTIVE OFFICERS OF THE REGISTRANT
The following are the executive officers of TJX as of April 3, 2019:
March 30, 2022:
NameAgeOffice and Business Experience
Kenneth Canestrari5760Senior Executive Vice President, Group President since September 2014. President, HomeGoods from 2012 to September 2014. Executive Vice President, Chief Operating Officer, HomeGoods from 2008 until 2012. Various financial positions with TJX from 1988 to 2008.
Scott Goldenberg6568Senior Executive Vice President and Chief Financial Officer since April 2014; Executive Vice President and Chief Financial Officer from January 2012 to April 2014. Executive Vice President, Finance from June 2009 to January 2012. Senior Vice President, Corporate Controller from 2007 to 2009 and Senior Vice President, Director of Finance, Marmaxx, from 2000 to 2007. Various financial positions with TJX from 1983 to 1988 and 1997 to 2000.
Ernie Herrman5861Chief Executive Officer since January 2016. Director since October 2015. President since January 2011. Senior Executive Vice President, Group President from August 2008 to January 2011. President, Marmaxx from 2005 to 2008. Senior Executive Vice President, Chief Operating Officer, Marmaxx from 2004 to 2005. Executive Vice President, Merchandising, Marmaxx from 2001 to 2004. Various merchandising positions with TJX since joining in 1989.
Carol Meyrowitz6568Executive Chairman of the Board since January 2016. Chairman of the Board from June 2015 to January 2016. Chief Executive Officer from January 2007 to January 2016. Director since 2006 and President from 2005 to January 2011. Consultant to TJX from January 2005 to October 2005. Senior Executive Vice President from March 2004 to January 2005. President, Marmaxx from 2001 to January 2005. Executive Vice President of TJX from 2001 to 2004. Various senior management and merchandising positions with Marmaxx and with Chadwick’s of Boston and Hit or Miss, former divisions of TJX, from 1983 to 2001.
Douglas Mizzi5962Senior Executive Vice President, Group President since February 2018. President, TJX Canada from October 2011 to February 2018. Managing Director T.K. Maxx, UK from April 2010 to October 2011. Executive Vice President, Chief Operating Officer, WMI from February 2006 to April 2010. Senior Vice President, Director of Store Operations, WMI from 2004 to 2006. Various store operations positions with TJX from 1988 to 2004.
Richard Sherr6265Senior Executive Vice President, Group President since January 2012. President, HomeGoods from 2010 to 2012. Chief Operating Officer, Marmaxx from 2007 until 2010. Various merchandising positions at TJX from 1992 to 2007.
The executive officers hold office until the next annual meeting of the Board in June 20192022 and until their successors are elected and qualified.

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ITEM 1A. Risk Factors
The statements in this section describe the major risks to our business and should be considered carefully, in connection with all of the other information set forth in this annual report on Form 10-K. The risks that follow are those that we think, individually or in the aggregate, are potentially material to our business and could cause our actual results to differ materially from those stated or implied in forward-looking statements.
OPERATIONAL AND STRATEGIC RISKS
Our business, financial condition and results of operations have been and are expected to continue to be adversely affected by the impact of the COVID-19 pandemic.
The COVID-19 pandemic has had, and is continuing to have, a significant impact on our business, financial condition and results of operations. Many governments and private entities have issued various restrictions at different points in time since the emergence and spread of COVID-19 worldwide, including, for example, travel restrictions, restrictions on public gatherings, limitations on business operations, mask mandates, vaccination requirements, stay at home orders and advisories and quarantining protocols. For a period in fiscal 2021 during the first major peak of the COVID-19 outbreak, all of our stores, online businesses and distribution centers were temporarily closed, during which time we were unable to generate sales, though we continued to incur expenses. In response to the COVID-19 pandemic we also implemented new practices and protocols in our operations, including enhanced cleaning protocols, occupancy limitations and additional health and safety protocols that resulted in additional payroll and continued or increased expenses while potentially impacting sales opportunities. Many stores have had, and in the future may again have, additional temporary closures or be subject to additional restrictions, further adversely impacting customer traffic and sales opportunities. For example, as of March 25, 2022, certain countries in Europe remained subject to COVID-19-related shopping restrictions. In addition, market conditions and the impact of the pandemic on the global economy and global supply chain have impacted and may continue to impact the financial viability or business operations of some of our suppliers and transportation or logistics providers, which has interrupted and increased costs for, and may in the future interrupt and further increase costs for, our supply chain, and could require additional changes to our operations. We expect that our operations will continue to be impacted by the effects of the COVID-19 pandemic as it continues to evolve. The extent of the impact will depend in part on future developments that are difficult to predict, including the continued severity and spread of the virus and the success of prevention, treatment and containment efforts globally. The COVID-19 pandemic has also required and may continue to require us to make decisions that may be considered controversial about precautionary measures, such as requiring vaccinations, proof of vaccinations and face coverings, that could impact our results, including by impacting our brand reputation, our Associate retention and satisfaction, and the willingness of customers to shop our stores.
Further, it remains difficult to predict with certainty the full impact of COVID-19 on the broader economy and how consumer behavior may change, and whether such changes are temporary or permanent (whether during the pandemic or possibly in a post-pandemic epidemic or endemic phase). Levels of our customers’ spending at our stores and consumer discretionary spending more generally may be impacted by the ongoing pandemic and its impact on the economy. Social distancing, telecommunicating and reductions in travel may become more typical and replace past patterns. In addition, the pandemic and related factors may have changed or change our Associates’ willingness or ability to staff our stores and distribution centers or otherwise continue employment as a result of health concerns, economic pressures or otherwise. All of these conditions could impact the way our Associates work, affect our company culture and reputation and could have continuing adverse effects on our business, financial condition and results of operations.
Failure to execute our opportunistic buying strategy and successfully manage our inventory management could adversely affect our results.
OpportunisticKey elements of our off-price business strategy, including opportunistic buying, operating with lean inventory levels and frequent inventory turns, are key elements of our off-price business strategy but subject us to risks related to the pricing, quantity, mix, nature, and timing of inventory flowing to our stores. Our merchants are in the marketplace frequently, as much of our merchandise is purchased for the current or immediately upcoming season, and our focus on buying opportunistically places considerable discretion with them. Our business model expects our merchants to effectively react to frequently changing opportunities and trends in the market, assess the desirability and value of merchandise and generally make determinations of how and what we source as well as when we source it.risks. If we do not obtain the right merchandise at the right times, in the right quantities, at the right prices and in the right mix, our customer traffic as well asand our sales, margins and margins,other financial results could be adversely affected.
Our opportunistic buying strategy places considerable discretion with our merchants. They typically buy throughout the year, with much of our merchandise purchased for the current or immediately upcoming season. Our merchants are expected to effectively react to rapidly changing opportunities and trends in the market, to assess the desirability and value of merchandise and to generally make determinations of how and what we source as well as when and from where we source it. If they do not make assessments accurately or otherwise cannot execute our strategy in an effective or timely way, our customer traffic and our sales, margins and other financial results could be adversely affected. If our merchandise is not generally purchased at prices sufficiently below prices paid by conventional retailers, we may not be able to maintain an adequate overall pricing differential to full-price retailers, including department, specialty and major online retailers, at various times or in some reporting segments, banners, product categories or geographies.
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In addition, to respond to customer demand and effectively manage pricing and markdowns, we need to appropriately allocate and deliver merchandise to our stores, maintain an appropriate mix and level of inventory in each store and be flexible in our allocation of floor space at our stores among product categories. We also base our inventory purchases, of inventory, in part, on our sales forecasts. If our sales forecasts do not match customer demand, we may experience higher inventory levels and need to take markdowns on excess or slow-moving inventory, or we may have insufficient inventory to meet customer demand, either of which could adversely affect our financial performance.
If we are unableThe ongoing COVID-19 pandemic has impacted, and may continue to generally purchaseimpact, execution of our opportunistic buying strategy and inventory at prices sufficiently below prices paid by conventional retailers, we may not be able to maintain a sufficient overall pricing differential to full-price retailers, including department, specialty, and major online retailers, and ourmanagement. Our ability to attract customers or sustainallocate, deliver and maintain our margins may be adversely affected. We may not achieve this pricing differential at various times or in some reporting segments, chains or geographies, which could adversely affect our results.
To respond to customer demand and effectively manage pricing and markdowns, we need to appropriately allocate and deliver merchandise to our stores, maintain an appropriatepreferred mix and level of inventory in eachhas been impacted by temporary store closures and be flexible in our allocation of floor space at our stores among product categories. If we are not able to do so, our ability to attractglobal supply chain disruptions, including, for example, by increasing competition for limited shipping capacity and retain customersby other operational and our results could be adversely affected.
Failure to continue to expand our business and operations successfully or to manage our substantial size and scale effectively could adversely affect our financial results.
Our growth strategy includes successfully expanding within our current markets and into new geographic regions, product lines, and channels and, as appropriate, adding new businesses, whether by development, investment or acquisition. Managing growth effectively can be difficult. If any aspect of our expansion strategy does not achieve the success we expect, in whole or in part, we may fail to meet our financial performance expectations and/or may be required to increase investments, slow our planned growth or close stores or operations. Various circumstances could adversely affect our expansion plans. For example, if we are not able to find and lease appropriate real estate on attractive terms in the locations where we seek to open stores, we may need to change our planned growth in those areas. Similarly, new stores may not achieve the same sales or profit levels as our existing stores, whether in current or new markets; our financial performance in new markets may not be the same as in existing markets; and adding stores or banners to existing markets may otherwise adversely affect our sales and profitability in those markets.
Further, our substantial size can make it challenging to manage our complex operations effectively and to maintain appropriate internal resources and third party providers to support our business effectively. These challenges increase as we grow our business, and may add pressure to management and to various functions across our business, including administration, systems, including information technology systems, merchandising, store operations, distribution, logistics, and compliance. Increasing our size and complexity may also put additional pressure on appropriately staffing and training Associates in these areas and/or managing appropriate third party providers that support these areas. The large size and scale of our operations, our multiple banners and locations across the U.S., Canada, Europe and Australia and the autonomy affordedmarket changes related to the banners in some aspects of the business also increases the risk that our systems, controls, practices and policies may not be implemented effectively or consistently throughout our Company and that information may not be appropriately shared across our operations. These risks may increase as we continue to grow, particularly if we expand into additional countries. If business information is not shared effectively, or if we are otherwise unable to manage our size or growth effectively, our business may be adversely affected or we may need to reduce the rate of expansion or otherwise curtail growth, which may adversely affect our business plans, sales and results.


global pandemic.
Failure to identify consumer trends and preferences, or to otherwise meet customer demand or expectations, in new or existing markets or channels could negatively impact our performance.
As our success depends on our ability to meet customer demand and expectations, we work to identify consumer trends and preferences on an ongoing basis and to offer inventory and shopping experiences that meet those trends and preferences. However, we may not do so effectively andand/or on a timely basis across our diverse merchandise categories and in each of the many markets in the U.S., Canada, Europe and Australia in which we do business. Trends and preferences in markets may differ from what we anticipate.anticipate and could change rapidly. Although our business model allows us greater flexibility than many traditional retailers to meet consumer product preferences and trends (for example, by expanding and contracting merchandise categories in response to consumers’ changing tastes), we may not successfully do so, which could impact inventory turns, customer traffic and sales and add difficulty in attracting new customers, retaining existing customers, and encouraging frequent customer visits, andwhich could adversely affect our results.
Customers may also have expectations about how they shop in stores or through e-commerce or more generally engage with businesses across different channels (for example, through various digital platforms), which. These expectations may vary both across and within demographics and geographies and may evolve rapidly.rapidly or be impacted by external factors, such as the COVID-19 pandemic’s impact on consumers’ shopping habits as well as their expectations for our stores, including health and safety protocols. Meeting these expectations effectively generally involves identifying the right opportunities and making the right investments at the right time and with the right speed, among other things, and failure to do so may impact our financial results.
We operate in highly competitive markets, and we may not be able to compete effectively.
The retail apparel and home fashion businesses are highly competitive. We compete on the basis of various factors affecting value (which we define as the combination of brand, fashion, price and quality), merchandise selection and freshness; banner name recognition and appeal; both in-store and online service and shopping experience; convenience; and store location. We compete with local, regional, national and international retailers that sell apparel, home fashions and other merchandise that we sell, including retailers that operate through stores, e-commerce and/or other media or channels. Some of our competitors are larger than we are or have more experience in selling certain product lines or through certain channels than we do. New competitors frequently enter the market. Additionally, existing competitors may enter or increase their presence in markets in which we operate, consolidate with other retailers, expand their merchandise offerings, expand their e-commerce capabilities and/or add new sales channels or change their pricing strategies. Consumer e-commerce spending has been increasing over the past few years. E-commerce may continue to increase, while our business is primarily in brick and mortar stores. If we fail to compete effectively, our sales and results of operations could be adversely affected.
If we fail to successfully implement our various marketing efforts and these marketing efforts are not successful in driving expected traffic to our stores or if our competitors’ marketing programs are more effective than ours, our revenue or results of operations may be adversely affected.
Customer traffic and demand for our merchandise may be influenced by our marketing efforts. Although we use marketing to drive customer traffic through various media including television, radio, print, outdoor, digital/social media, email, mobile and direct mail, some of our competitors may expend more for their marketing programs than we do, or use different approaches than we do, which may provide them with a competitive advantage. Further, we may not effectively develop or implement strategies with respect to rapidly evolving digital communication channels. Our programs mayIf our marketing efforts are not beas successful or remaincost effective or could require increased expenditures, which could have a significant adverse effect onas anticipated, our revenue and results of operations.
We operate in highly competitive markets, and we may not be able to compete effectively.
The retail apparel and home fashion businesses are highly competitive. We compete with local, regional, national and international retailers that sell apparel, home fashions and other merchandise that we sell, including retailers that operate through stores, e-commerce, catalogues and/or other media or channels. Some of our competitors are larger than we are or have more experience in selling certain product lines or through certain channels than we do. New competitors frequently enter the market. Existing competitors enter or increase their presence in markets in which we operate and may expand their merchandise offerings, add new sales channels or change their pricing strategies, all of which affect the competitive landscape. Consumer spending online has increased and may continue to increase, while our business is primarily in stores. We compete on the basis of various factors affecting value, meaning the combination of brand, fashion, price, and quality as well as merchandise selection and freshness; banner name recognition and appeal; both in-store and online service and shopping experience; convenience and store location. If we fail to compete effectively, our sales and results of operations could be adversely affected.
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Failure to employ quality Associates in appropriate numbers andcontinue to retain key Associates and managementexpand our business successfully could adversely affect our performance.financial results
Our growth strategy includes successfully expanding within our current markets and/or into new geographic regions, product lines and channels, including e-commerce, and, as appropriate, adding new businesses, whether by development, investment or acquisition. If any aspect of our expansion strategy does not achieve the success we expect, in whole or in part, we may fail to meet our financial performance dependsexpectations generally or within certain markets or divisions, and/or may be required to increase or decrease investments, slow our planned growth or close stores or operations. Even if a particular market has high commercial vacancies, if we are not able to find and lease appropriate real estate on recruiting, hiring, developing, trainingattractive terms in the locations where we seek to open brick and retaining talented Associates in key areas suchmortar stores, or, for example, if new stores do not perform as buying and management. We alsowell as we anticipated, we may need to hire capable, engaged Associateschange our planned growth in large numbers forthose markets.
Growth can add complexity to effective information sharing and requires significant attention from our storesmanagement and distribution centersother functions across our business. It also requires appropriately staffing and for other areas of our business, including information technology functions. We must constantly recruit new Associates to fill entry level and part-time positions with historically high rates of turnover and at times find seasonal talent in sufficient numbers. Availability and skilltraining an increased number of Associates and/or managing appropriate third-party providers. These risks may differ across markets in whichincrease with further growth, particularly if we do business and in new marketsexpand into additional countries. If we enter, and we may beare unable to manage our labor needs effectively. In addition, becausegrowth effectively, our business may be adversely affected or we may need to reduce the rate of expansion or otherwise curtail growth, which may adversely affect our business plans, sales and results.
Failure to effectively manage the large size and scale of our operations may adversely affect our financial results.
Our substantial size can make it challenging to run our complex operations effectively and to manage suitable internal resources and third-party providers with appropriate oversight to support our business effectively, including for administration, systems (including information technology systems), merchandising, sourcing, store operations, distribution, logistics and compliance. The large size and scale of our operations, our multiple banners and locations across the U.S., Canada, Europe and Australia, and the autonomy afforded to the banners in some aspects of the distinctive naturebusiness also increase the risk that our systems, controls, practices and policies may not be implemented effectively or consistently throughout our company, that information may not be appropriately shared across our operations, and that our marketing and communications strategies may lack cohesion. The size and scale of our off-price model, we must provide significant internal training and development for key Associates across the Company, including within our buying organization. Similar to other retailers, we facebusiness also creates challenges in securingeffectively managing, training, retaining and retaining sufficient talentengaging a large, disparate workforce. These challenges may be exacerbated if a portion of our workforce is working remotely for all or part of their time, as started to be the case during fiscal 2021, or is unable to work on site or is temporarily furloughed, as was the case in managementrecent years. If we are unable to manage our size and scale effectively, our results of operations may be adversely affected.
We source our merchandise globally, which subjects us to risks, including when moving merchandise internationally.
We are subject to various risks of sourcing merchandise, particularly from other countries, including risks related to moving merchandise internationally. Many of the products sold in our stores are sourced by our vendors and, to a lesser extent, by us, in locations, particularly China, India and southeastern Asia, different from the country in which they will be sold. Where we are the importer of record, we may be subject to regulatory or other requirements, including those similar to requirements imposed upon the manufacturer of such products. Risks related to sourcing merchandise include:
problems in third-party distribution and warehousing, logistics, transportation and other key areassupply chain interruptions;
potential disruptions in manufacturing and supply;
transport availability, capacity and costs;
information technology challenges;
changes in duties, tariffs, trade restrictions, sanctions, quotas and voluntary export restrictions on imported merchandise, including, for many reasons,example, additional trade requirements resulting from “Brexit,” the U.K.’s withdrawal from the European Union; tariffs and border adjustment taxes; changes to the United States Mexico Canada Agreement (the successor to the North American Free Trade Agreement) or successor or other trade agreements;
pandemics and epidemics (including the ongoing COVID-19 pandemic) affecting sourcing, including competition for talentmanufacturing, buying or delivery;
strikes, threats of strikes and other events affecting delivery;
consumer perceptions of the safety or quality of imported merchandise;
compliance with product laws and regulations of the destination country;
compliance with laws and regulations including changing labor, environmental, international trade and other laws in relevant countries and those concerning ethical business practices, such as the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act;
product liability claims from customers or investigations, enforcement or penalties from government agencies relating to products that are recalled, defective or otherwise noncompliant or alleged to be harmful;
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intellectual property enforcement and infringement issues;
concerns about human rights, working conditions and other labor rights and conditions in countries where merchandise is produced or materials are sourced, such as concerns related to treatment of the Uyghur population in the retail industryXinjiang province of China;
concerns about transparent sourcing and supply chains;
currency exchange rates and financial or economic instability; and
political, military, or other disruptions in various geographic markets. Ifcountries from, to or through which merchandise is imported, including in Ukraine and Russia.
These and other factors relating to sourcing, international trade and imported merchandise could affect the availability and the price of our inventory and our operating costs. Furthermore, although we have implemented policies and procedures designed to facilitate compliance with laws and regulations relating to production of merchandise, international operations and importing merchandise, there can be no assurance that our Associates and our contractors, agents, vendors or other third parties with whom we do business or to whom we outsource business operations will not effectively attract qualified individuals, train them inviolate such laws and regulations or our business model, support their developmentpolicies, which could subject us to liability and retain them in sufficient numberscould adversely affect our reputation, operations or operating results.
Our results and at appropriate levels of the organization, our growth could be limited and our performanceprofitability could be adversely affected.


Laboraffected by labor costs, including wage, pension, health and healthcareother costs, andor other challenges from our large workforce mayworkforce.
Our Associates are key to supporting our business and operations effectively, and increased labor costs put pressure on our operating expenses, which could adversely affect our results and profitability.
financial results. We have a large workforce, and our ability to meet our labor needs and control labor costs is subject to various external factors such as minimum wage laws and benefits requirements; market pressures, including prevailing wage rates and benefit levels, unemployment levels and unemployment levels;competition for labor from other industries; changing demographics;demographics and workforce trends; economic conditions;conditions, including inflation; interest rate changes; actuarial assumptions and methods; the costs of providing and managing retirement, health and other employee benefits, including health and insurance costs; and a dynamic regulatory and policy environment, including with respect to COVID-19 related mandates and protocols, health care, immigration, labor, employment, pension and other employee benefits, and taxes. Any of these factors could increase our labor costs.
costs (and the labor costs of our service providers, which could be passed on to us). Increased labor costs may adversely affect our results of operations. In addition, when wage rates or benefit levels increasehave increased in a market,particular markets, increasing our wages or benefits has and may negativelycontinue to increase expenses and impact our earnings (as they did during the past several fiscal years).earnings. Conversely, failing to offer competitive wages or benefits could adversely affect our ability to attract or retain sufficient or quality Associates, causing our customer service or performance to suffer, which could impact our results.suffer.
ManyAdditionally, many Associates in our distribution centers are members of unions, and therefore weunions. We are subject to the risk of labor actions of various kinds, including work stoppages, as well as risks and potential material expenses associated with multiemployer plans, including from pension plan underfunding, benefit cuts, increased contribution or funding requirements, changes in plan terms, withdrawal liability, increased premium costs, conditions imposed under any governmental assistance programs or insolvency of other participating employers or governmental insurance programs. OtherCertain of our Associates in Europe are members of works councils, which may subject us to additional requirements, actions or expense.
Failure to employ quality Associates in appropriate numbers and to retain key Associates and management could adversely affect our performance.
We need to employ capable, engaged Associates for our stores and distribution centers in large numbers, and for other areas of our business, including information technology functions. We must constantly recruit new Associates to fill entry level and part-time positions with high rates of turnover and at times find seasonal talent in sufficient numbers. The availability and skill of Associates may differ across markets in which we do business and in new markets we enter, and we may be unable to meet or manage our labor needs effectively. In addition, due to the ongoing COVID-19 pandemic and economic conditions, we have faced and may continue to face additional challenges in recruiting sufficient talent due to shifts in the labor market, wage pressures and competition, and health and safety concerns, among other factors, as well as the challenges in engaging, overseeing and training those Associates who would typically work from our offices, most of whom have worked primarily remotely since March 2020 and continue to work primarily remotely.
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Our performance also depends on recruiting, hiring, developing, training and retaining talented Associates in key areas such as buying and management. Similar to other retailers, we face challenges in securing and retaining sufficient talent in management and other key areas for many reasons, including competition for talent in the retail industry, from other industries, and in various geographic markets. In addition, because of the distinctive nature of our off-price model, we must provide significant internal training and development for key Associates across the Company, including within our buying organization, and continue to adapt to doing so remotely for the most part, and must effectively manage succession planning. If we do not effectively attract qualified individuals, train them in our business model, support their development, engage them in our business, and retain them in sufficient numbers and at appropriate levels of the organization, our growth could be limited, and the successful execution of our business model could be adversely affected.
Compromises of our data security, disruptions in our information technology systems, or failure to satisfy the information technology needs of our business could result in material loss or liability, materially impact our operating results or materially harm our reputation.
Our business depends on our information technology (“IT”) systems, which collect and process information of customers, Associates and other persons, as well as information of our business and of our suppliers, service providers and service providers.other third parties. We rely heavily on information technologyIT systems, including those ofoperated and maintained by our suppliers, and service providers and other third parties, to manage all key aspects of our business, including: planning; purchasing; sales, including planning, purchasing, sales,point-of-sale processing and e-commerce; supply chain management,management; inventory management, point-of-sale processing, e-commerce,management; human resources,resources; financial management, communications, safeguardingmanagement; communications; information security; and compliance with legal obligations.and regulatory compliance. This reliance requires us to accurately anticipate our current and future information technologyIT needs and successfully develop, implement and implementmaintain appropriate systems, that can provide the right support at the right time.as well as effective disaster recovery plans for such systems. Our ongoing operations and successful growth are dependent on the doing so, as well as on the ongoing integrity, security and consistent operations of these systems, including related back-up systems.
As is common in the retail industry, our information technologyIT systems, as well as those of our suppliers, and service providers and other third parties whose information technology systems we utilize directly or indirectly, are targeted by attempts to access or obtain personal or sensitive information, attempts to steal money,at monetary theft, and attempts to disrupt business. These attempts could include use of malware, ransomware, phishing, social engineering, denial-of-service attacks, exploitation of softwaresystem vulnerabilities or product vulnerabilities,misconfigurations, employee malfeasance, digital and physical payment card skimmers, and shimmers,account takeovers and other forms of cyber attacks.cyber-attacks. These attempts are becoming increasingly sophisticated,continue to increase in sophistication, heightening the risk of compromise or disruption. While certain of these attempts have resulted in data security incidents, the unauthorized intrusion into our network discovered late in 2006 is the only such data security incident to date that has been material to the results of our operations. Our IT systems and those of our suppliers’suppliers, service providers and service providers’ information technology systemsother third parties also may be damaged or disrupted, or personal or sensitive information compromised, from a number of other causes, including power outages, system failures, catastrophic events or employee inadvertence.Associate or contractor error. Such damage, disruption or interruptioncompromise could materially impair our ability to operate our business or otherwise result in material impacts on our operating results.
Changes in the business landscape and the increase of remote working for our Associates, service providers and other third parties have the potential to increase the likelihood of system damage or disruption and increase the risk of a data security compromise. These factors have led to additional mitigation strategies and investments across our IT Security workforce, technologies and processes. In addition, the global regulatory environment surrounding information security and privacy is increasingly demanding, and unauthorized access of personal or sensitive informationdata security compromises and disruptions in our IT systems could result in regulatory enforcement actions, class actions, contract liability or other forms of material legal liability. Any successful compromise or disruption of our IT systems, or other compromise of the information technology systemsof our customers, Associates or other persons that we collect, could result in material reputational harm and impact our customers’ willingness to shop in our stores or online and/or our suppliers’, service providers’ or other third parties’ willingness to do business with us.
We maintain policies, procedures and controls designed to reduce the riskrisks of data security compromises and information technologyIT failures or disruptions. While we have implemented measures designeddisruptions, but such controls cannot fully eliminate such risks and may fail to further strengthen theseoperate as intended or be circumvented. These policies, procedures and controls since the unauthorized intrusions into our network discovered late in 2006, we may suffer a similar event in the future. These measures also require costly and ongoing investment in technologies, hiring, training and compliance.
There is also a risk of material business disruption, liability and reputational damage associated with ongoing actions intended to update, enhance, modify or replace our systems and infrastructure, including from not accurately capturing and maintaining data, efficiently testing and implementing changes, realizing the expected benefit of the change and managing the potential disruption of the actions and diversion of internal teams’ attention as the changes are implemented.

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Economic conditions, on a global level or in particular markets, may adversely affect our financial performance.
Global financial markets can experience volatility, disruption and credit contraction, which could adversely affect global economic conditions. Turmoil in the financial, equity and credit markets or other changes in economic conditions could adversely affect sources of liquidity available to us or our costs of capital and could adversely affect plan asset values and investment performance, and increase our pension liabilities, expenses and funding requirements and other related financial exposure with respect to company-sponsored and multiemployer pension plans. Our strategies for managing these financial risks and exposures may not be effective or sufficient. Economic conditions, both on a global level and in particular markets, including unemployment levels; availability of disposable income and actual and perceived wealth; energy and health care costs; costs of oil, gas and other commodities; interest and tax rates and policies; weakness in the housing market; volatility in capital markets; credit availability; inflation and deflation, as well as political or other factors beyond our control such as threats or possibilities of war, terrorism, global or national unrest; actual or threatened epidemics; geopolitical instability or uncertainty; and regulatory volatility or uncertainty, including in areas such as international trade (for example, the ongoing discussions and uncertainty related to Brexit, the U.K.’s decision to withdraw from the European Union) may also have significant effects on consumer confidence and spending that would, in turn, affect our business or the retail industry generally. These conditions and factors could adversely affect discretionary consumer spending or shift trends in consumer spending and, although we believe our flexible off-price model helps us react, they may adversely affect our sales, cash flows and results of operations and performance.
Damage to our corporate reputation or those of our retail banners could adversely affect our sales and operating results.
We believe that building the brand reputation of our company and our retail banners is important to our continuing success. In the many different markets in which we do business, we work to buildOur relationships with our customers through our various marketing campaigns and other activities. These relationships and our reputation are based, in part, on perceptions of subjective qualities. Incidents involving us, our retail banners, our executives orand other Associates, our board of directors, our policies and practices, our third partythird-party providers, our vendors and others within our supply chain, the merchandise and brands, (includingincluding our licensed or owned brands)brands, that we carrysell, our investments, in regions where we have operations or investments, our partners and our industry more generally that erode trust or confidence could adversely affect our reputation and thereby impact our business, particularly if the incidents result in rapid or significant adverse publicity, protest, litigation or governmental inquiry. Information about us, our retail banners, our executives and other Associates, our board of directors, our policies and practices, our third party providers, our vendors, and the merchandise and brands we sell, including our licensed or owned brands,on such incidents that is publicized through traditional or digital media platforms, including social media, websites, blogs websites and other forums that facilitate rapid, broad communications to an audience of consumers and other interested persons, may adversely affect our reputation and brand, even if the information is inaccurate, incomplete or unverified. The reputation of our company and our retail banners may be damaged in a market or markets in which we do business by adverse events at the corporate level or at our retail banners, or by a director or an executive or other Associate acting outside of company policies and practices. Similarly, challenges or reactions to action (or inaction), or perceived action (or inaction), by our company to crises, including the Russian invasion of Ukraine or a public health crisis like the COVID-19 pandemic, or on issues like social policies,corporate responsibility, responsible sourcing, environmental sustainability, climate change, inclusion and diversity, racial justice and equity, human rights, politics and lobbying, privacy, merchandising, product safety, compensation and benefits, workplace environment, labor compliance, related to social, product, labor and environmental standardsworkforce reductions or other employment actions, or other sensitive topics, and any perceived lack of transparency about such matters, could harm our reputation, particularly as expectations of companiescorporate action and of companies’ corporate responsibility obligationsresponsibilities in areas related to environmental, social and governance (“ESG”) issues have changed and may continue to change.
This kind of reputational damage could occur locally or globally and could impact our company or our individual retail banners. Damage to the reputation of our company and our banners could result in declines in customer loyalty and sales; affect our vendor relationships and/or business development opportunities andopportunities; limit our ability to attract and retain quality Associates; divert the attention and resources fromof management, including to respond to inquiries or additional regulatory scrutiny; and otherwise adversely affect our results.


Quality, safety or other issues with merchandise we sell could damage our reputation, sales and financial results.
Various governmental authorities in the jurisdictions where we doWe depend upon strong cash flows from our operations to supply capital to fund our operations, growth, stock repurchases and dividends and interest and debt repayment.
Our business regulate the qualitydepends upon our operations continuing to generate strong cash flow to supply capital to support our general operating activities, to fund our growth and safetyour return of the merchandise we sellcash to consumers. Regulationsstockholders through our stock repurchase programs and standards in this area, including federal regulations relateddividends, and to the U.S. Consumer Product Safety Improvement Act of 2008pay our interest and the U.S. Food Safety Modernization Act, state regulations like California’s Proposition 65, and similar legislation in other countries in which we operate, impose restrictions and requirements on the merchandise we sell in our stores and through e-commerce. These regulations change from time to time and new federal, state, provincial or local regulations in the U.S. and other countries that may affect our business are contemplated and enacted with some regularity.debt repayments. If we or our merchandise vendors are unable to comply with regulatory requirements on a timely basis or at all,generate sufficient cash flows or to adequately monitor new regulationsrepatriate cash from our international operations in a manner that may apply to existing or new merchandise categories or in new geographies, we could incur significant fines or penalties or we could have to curtail some aspects ofis cost effective, our sales or operations, which could have an adverse effect on our financial results. We rely on our vendors to provide quality merchandise that complies with applicable product safety laws, labeling requirements and other applicable laws, but they may not comply with their obligations to do so. Although our arrangements with our vendors frequently provide for indemnification for product liabilities, the vendors may fail to honor those obligations to an extent we consider sufficient or at all. Concerns or issues with the quality and safety of merchandise raised publicly, particularly with products subject to increased levels of regulation, or the genuineness of merchandise, regardless of whether verified or our fault, could cause damage to our reputation and could result in lost sales; uninsured claims or losses; merchandise recalls and increased costs; and regulatory, civil or criminal fines or penalties, any of which could have an adverse effect on our financial results.
Failure to comply with laws, rules, regulations and orders and applicable accounting principles and interpretations could negatively affect our business operationsgrowth plans, capital expenditures, operating expenses and financial performance.
We are subject to federal, state, provincial, regionalperformance, including our earnings per share, could be adversely affected. Changes in the capital and local laws, rulescredit markets, including market disruptions, limited liquidity and regulations as well as government orders in various countries in which we operate. These legal, regulatory and administrative requirements collectively affect multiple aspects of our business, includinginterest rate fluctuations, may increase the cost of providing health carefinancing or restrict our access to these potential sources of liquidity. Our continued access to these liquidity sources on favorable terms depends on multiple factors, including our operating performance and retirement benefits, workforce management, logistics, marketing, import/export, sourcingmaintaining strong credit ratings. We borrow on occasion to finance our activities and manufacturing, tax, data protectionif financing were not available to us in adequate amounts and others. If we, or third parties that perform services on our behalf, fail to comply with applicable laws, rules, regulations and orders, we may be subject to judgments, fines or other costs or penalties, whichappropriate terms when needed, it could also adversely affect our operations and our financial results and condition.
Complying with applicable laws, rules, regulations, orders and our own internal policies may also require us to spend additional time and resources to implement new procedures and financial and other controls, conduct audits, train Associates and third parties on our compliance methods or take other actions, particularly as we continue to grow globally and enter new markets or countries, any of which could adversely impact our results.
We must also comply with new and changing laws, rules and regulations, evolving interpretations of existing laws by judicial and regulatory authorities, and reforms in jurisdictions where we do business. These changes could increase our costs of compliance or of doing business and could adversely affect our operating results, including such changes involving:
labor and employment practices and benefits, including for labor unions and works councils;
climate change, energy and waste;
supply chain, trade restrictions and logistics, including resulting from changes to requirements or policies from the outcome of Brexit discussions;
health and welfare regulations;
consumer protection and product safety;
financial regulations;
data protection and privacy, such as to comply with, or fines and penalties related to, the General Data Protection Regulation in Europe;
Internet regulations, including e-commerce, electronic communications and privacy; and
protection of intellectual property rights.
Particularly in a dynamic regulatory environment, anticipated changes to laws and regulations may require us to invest in compliance efforts or otherwise expend resources before changes are certain. For example, the ongoing uncertainty around Brexit, including relating to timing and the range of possible outcomes, has required us to consider and in some cases implement strategies for mitigating potential disruptions to our supply chain.performance.
Further applicable accounting principles and interpretations may change from time to time, and the changes could have material effects on our future or previously reported financial results.


Our results may be adversely affected by serious disruptions or catastrophic events, as well as adverse or unseasonable weather.
Natural or other disasters, such as hurricanes, tornadoes, floods, earthquakes and other extreme weather; climate conditions; unforeseen public health issues, such as pandemics and epidemics; or fires, explosions and acts of war or terrorism could disrupt our operations in a number of ways, including severely damaging or destroying one or moreexpansion of our stores, distribution facilities or data centers, or could disrupt the operations of one or more of our vendors or other parts of our supply chain located in the affected areas. Day-to-day operations, including our ability to receive products from our vendors or third party service providers or transport products to our stores or to our e-commerce customers could be adversely affected, transportation to and from our stores (by customers or Associates) could be limited, or we could be required to close stores or distribution centers in the affected areas or in areas served by affected distribution centers for a short or extended period of time (as we did in areas of the U.S., including Puerto Rico, after severe hurricanes during fiscal 2018).
Adverse weather can similarly affect our operations in impacted areas. Adverse or unseasonable weather, such as storms, severe cold or heat or unseasonable temperatures (even if not extreme) may also affect customers’ buying patterns and willingness to shop certain categories we offer or at all, and accordingly, can adversely affect the demand for the merchandise in our stores, particularly in apparel and seasonal merchandise, possibly impacting our sales, customer satisfaction with our stores and increasing markdowns. As a result, our business could be adversely affected.
Our expanding international operations could expose us to risks inherent in operating in new countries.
We have a significant retail presence in Canada and in countries in Europe and have expanded our retail operations intoin Canada and Australia. We also operate buying offices around the world. Our goal is to continue to expand our operations into other countries in the future. It can be costly and complex to identify appropriate store locations and establish, develop and maintain international operations and to promote business in new international jurisdictions, which may differ significantly from other countries in which we currently operate.
Just as with our current operations, there are risks inherent in opening and developing operations in new countries, such those related to compliance under the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act. Additional risks include, among others, understanding the local retail climate and trends, local customs and cultures, seasonal differences, business practices and competitive conditions; complying with relevant laws, rules and regulations; developing the appropriate infrastructure; identifying suitable partners for local operations and for integration with our global operations and effectively communicating and implementing company policies and practices in new, possibly remote, jurisdictions. There are also financial, regulatory and other risks associated with international operations, including currency exchange fluctuations; potentially adverse tax consequences; limitations on the repatriation and investment of funds outside of the country where earned; trade regulations; the risk of sudden policy or regulatory changes; the risk of political, economic and civil instability and labor unrest; and uncertainties regarding interpretation, application and enforceability of laws and agreements. Any of these risks could adversely impact our operations, profitability or liquidity.
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Our quarterly operating results fluctuate and may fall short of prior periods, our projections or the expectations of securities analysts or investors, which could adversely affect our stock price.
Our operating results have fluctuated from quarter to quarter at points in the past, including varying significantly from past quarters in recent years, and may do so again in the future. If we fail to increase our results over prior periods, to achieve our projected results or to meet the expectations of securities analysts or investors, our stock price may decline (as it did at times during fiscal 2021), and the decrease in the stock price may be disproportionate to the shortfall in our financial performance. Results may be affected by various factors, including those described in these risk factors. We maintain a forecasting process that seeks to plan sales and align expenses. If we do not control costs or appropriately adjust costs to actual results, or if actual results differ significantly from our forecast, our financial performance could be adversely affected. In addition, if we suspend our buyback program, as we did during fiscal 2021, or if we have an active buyback program and are repurchasing shares but do not repurchase the number of shares we contemplated pursuant to our stock repurchase programs, or if we reduce or suspend our dividend distributions, as we did for part of fiscal 2021, our earnings per share may be adversely affected.
If we engage in mergers or acquisitions or investments in new businesses, or divest, close or consolidate any of our current businesses, our business could be subject to additional risks.
We may acquire new businesses (as we have in the past with our Australia business and with Sierra), invest in other businesses (as we did with our minority investment interest in privately held Familia, a Russian off-price apparel and home fashions retailer, in fiscal 2020) or enter into joint ventures with other businesses, develop new businesses internally (as with Homesense, our additional U.S. home store concept launched in fiscal 2018), launch or expand e-commerce platforms (as we did in fiscal 2022 with homegoods.com, a HomeGoods e-commerce business), and divest (as we plan to do with our Familia interest), close or consolidate businesses. Furthermore, we may not be able to strategically divest certain assets or investments due to developments outside of our control. Failure to execute on mergers, acquisitions, investments, divestitures, closings and consolidations in a satisfactory manner could adversely affect our future results of operations and financial condition. Acquisition, investment or divestiture activities may divert attention of management from operating the existing businesses, and we may not effectively evaluate target companies, investments or investment partners or assess the risks, benefits and costs of buying, investing in or closing businesses or of the integration or attendant risks of acquired businesses or investments, all of which can be difficult, time-consuming and dilutive. These activities may not meet our performance and other expectations and may expose us to unexpected or greater-than-expected costs, liabilities and risks, including, for example, from changes in law, market conditions, the retail industry or political conditions. In addition, we recorded intangible assets and goodwill and the value of the tradenames in connection with our last acquisitions and may similarly do so in the future in connection with other acquisitions. If we are unable to realize the anticipated benefits from acquisitions or investments, we may be required to impair some or all of the goodwill associated with an acquisition or investment, which would adversely impact our results of operations and balance sheet, such as with an impairment charge. For example, in connection with the ongoing conflict between Russia and Ukraine, we announced our intention to divest our ownership interest in Familia. Depending on how and when that divestment occurs, we may not recover the full value of our investment. Divestitures, closings and consolidations could involve risks such as significant costs and obligations of closure, including exposure on leases, owned real estate and other contractual, employment, pension and severance obligations, and potential liabilities that may arise under law as a result of the disposition or as a result of the credit risk of an acquirer. We anticipate that we may recognize an investment loss or be required to record an impairment charge in connection with our planned divestiture of Familia.
Our large number of real estate leases, which generally obligate us for long periods, subject us to potential financial risk.
We lease virtually all of our store locations and either own or lease for long periods our primary distribution centers and administrative offices. Accordingly, we are subject to the risks associated with sourcing merchandise from others, particularly where sourcing fromleasing and owning real estate, which can adversely affect our financial results. While we have the right to terminate some of our leases under specified conditions, including by making specified payments, we may not be able to terminate most of our leases if or when we would like to do so. If we decide or are required to permanently close stores, we are typically required to continue to perform obligations under the applicable leases, which generally include, among other countriesthings, paying rent and moving merchandise internationally.
We are subject to various risks of sourcing merchandise from others, particularly other countries, including risks related to moving merchandise internationally. Manyoperating expenses for the balance of the products soldlease term or paying to exercise rights to terminate, and the performance of any of these obligations may be significant. When we assign leases to third parties, or if we sell or close a business, we can remain liable on the lease obligations for the balance of the term and we are contingently liable if the assignee does not perform (as was the case with some of our former operations). We also remain primarily liable if we sublease space to a third party. In addition, when the lease terms for the stores in our stores are sourced by our vendors and, to a lesser extent, by us, in locations, particularly southeastern Asia, which are outside of the country where they will be sold. Where we are the importer of record,ongoing operations expire, we may be subjectunable to regulatorynegotiate renewals, either on commercially reasonable terms or at all, which could cause us to permanently close stores or to relocate stores within a market on less favorable terms or in a less favorable location.
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Failure to protect our inventory or other requirements,assets from loss and theft may impact our financial results.
Risk of loss or theft of assets, including those similar to requirements imposed uponinventory shrinkage, is inherent in the manufacturerretail business. Loss may be caused by error or misconduct of such products. These risk include:
potential disruptions in manufacturing and supply;
changes in duties, tariffs, trade restrictions, sanctions, quotas and voluntary export restrictions on imported merchandise, including, for example, tariffs and border adjustment taxes; changes to the North American Free Trade Agreement or successor or other trade agreements; or changes to trade requirements resulting from Brexit;
transport capacity and costs;
information technology challenges;
problems in third-party distribution and warehousing, logistics, transportation and other supply chain interruptions;
strikes, threats of strikes and other events affecting delivery;
consumer perceptions of the safety or quality of imported merchandise;
product and international trade compliance with laws and regulations of the destination country;


compliance with laws and regulations including changing labor, environmental, international trade and other laws in those countries and those concerning ethical business practices, such as the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act;
product liability claims fromAssociates, customers, or penalties from government agencies relating to products that are recalled, defective or otherwise noncompliant or alleged to be harmful;
intellectual property enforcement and infringement issues;
concerns about human rights, working conditions and other labor rights and conditions in countries where merchandise is produced;
concerns about transparent sourcing and supply chains;
currency exchange rates, financial or economic instability; and
political or other disruptions in countries from, to or through which merchandise is imported.

These and other factors relating to sourcing, international trade and imported merchandise could affect the availability and the price of our inventory and our operating costs. Furthermore, although we have implemented policies and procedures designed to facilitate compliance with laws and regulations relating to production of merchandise, international operations and importing merchandise, there can be no assurance that our Associates and our contractors, agents, vendors or other third parties with whom we do businessincluding through organized retail crime and professional theft. Our inability to effectively prevent and/or minimize the loss or theft of assets, or to whom we outsource business operations will not violate such laws and regulations or our policies, which could subject us to liability andeffectively reduce the impact of those losses, could adversely affect our reputation,financial performance.
EXTERNAL AND ECONOMIC RISKS
Economic conditions on a global level or in particular markets, geopolitical uncertainty, and other factors creating uncertainty and instability may adversely affect consumer confidence and discretionary spending, which could affect our financial performance.
Consumer confidence and discretionary spending can be affected by various economic conditions, both on a global level and in particular markets, that can, in turn, affect our business or the retail industry generally. These factors include, among others, inflation and deflation; actual or perceived declines in consumer purchasing power; economic recession; unemployment levels; availability of disposable income and actual and perceived wealth; health care costs; costs of oil, gas and other commodities; interest rates and tax rates and related policies; weakness in the housing market and housing costs; volatility in capital markets; and credit availability.
Similarly, in addition to the impact of regulatory or policy changes, regulatory volatility or uncertainty, including in areas such as international trade, including U.S. tariff policies; challenges presented by implementation following Brexit, as well as threats or occurrences of war (including Russia’s invasion of Ukraine), terrorism, pandemics or epidemics (such as the ongoing COVID-19 pandemic), supply chain disruptions, geopolitical instability or uncertainty and political or social unrest and/or conflict (locally or across regions) may have significant effects on consumer confidence and spending that can in turn, affect our financial results and impact the retail industry generally. These conditions and factors also shift trends in consumer spending that could affect our business. Although we believe our flexible off-price model helps us react to such changes, they may adversely affect our sales, cash flows, merchandise orders and results of operations and performance.
Changes in economic conditions, on a global level or operating results.in particular markets, may adversely affect our sources of liquidity and costs of capital and increase our financial exposure, and our strategies for managing these financial risks may not be effective or sufficient.
Global financial markets can experience volatility, disruption and credit contraction, which could adversely affect global economic conditions. Changes in economic conditions could adversely affect sources of liquidity available to us or our costs of capital, including through capital markets. In particular, prolonged volatility or significant disruption of global financial markets due in part to the COVID-19 pandemic and Russia’s invasion of Ukraine could have a negative impact on our ability to access capital markets and other funding sources, on acceptable terms or at all, and impede our ability to comply with debt covenants. In addition, changes in economic conditions could adversely affect plan asset values and investment performance, and increase our pension liabilities, expenses and funding requirements and other related financial exposure with respect to company-sponsored and multiemployer pension plans. Our strategies for managing these financial risks and exposures may not be effective or sufficient or may expose us to risk.
Our results may be adversely affected by serious disruptions, catastrophic events or public health crises.
Natural or other disasters, such as hurricanes, tornadoes, floods, earthquakes and other extreme weather; climate conditions; public health issues, such as pandemics and epidemics (such as the ongoing COVID-19 pandemic); fires or explosions; acts of war (such as Russia’s invasion of Ukraine); domestic or foreign terrorism or other acts of violence, including riots or active shooter situations; or cyberterrorism, nation-state cyber-attacks, or other cyber events could disrupt our operations in a number of ways, including by causing injury or serious harm to our Associates, including when traveling on business, or customers; severely damaging or destroying one or more of our stores, distribution facilities, data centers or office facilities, or could disrupt the operations of, or require the closure of, one or more of our vendors or other parts of our supply chain located in the affected areas. Day-to-day operations, including our ability to receive products from our vendors or third-party service providers or transport products to our stores or to our e-commerce customers could be adversely affected, transportation to and from our stores (by customers or Associates) could be limited, or we could temporarily close stores or distribution centers in the affected areas or in areas served by affected distribution centers for a short or extended period of time (as with closures of our stores and other facilities at various times due to the COVID-19 pandemic).
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As our business is subject to seasonal influences, a decrease in sales or margins, a severe disruption or other significant event that impacts our business during the second half of the year could have a disproportionately adverse effect on our operating results.
Our business is subject to seasonal influences; we generally realize higher levels of sales and earnings in the second half of the year, which includes the back-to-school and year-end holiday seasons. Any decrease in sales or margins or any significant adverse event during this period, including those described in these risk factors, could have a disproportionately adverse effect on our results of operations.
Our results may be adversely affected by increased utility, transportation or logistics costs; reduced availability of, or increases in, the priceincreased cost of oil or other fuels,fuels; or increased costs of other commodities, or other increases in utility, transportation or logistics costs.commodities.
Energy and fuel costs can fluctuate dramatically and, at times, have resulted in significant cost increases, particularly for the price of oil and gasoline. An increase in the price of oil increases our transportation costs for distribution, utility costs for our retail stores and costs to purchase our products from suppliers. Although we typically enter into derivative instruments designed to manage a portion of our transportation costs (a hedging strategy), any such strategy may not be effective or sufficient and could result in increased operating costs. Increased regulation related to environmental costs, including cap and trade, carbon taxes or other emissions management systems could also adversely affect our costs of doing business, including utility, transportation and logistics costs, as could other shortagescosts. Shortages or disruptions, including from increased demand and other factors, impacting transportation such as those relating to trucking and freight hauling.within our supply chain also negatively impacts our cost of business. For example, in recent years, increased freight costcosts related to labor, equipment and equipmentcapacity shortages involving freight hauling, as well as other factors, had an adverse impact on our margins. In fiscal 2023, we anticipate that the conflict in Ukraine and related sanctions on Russia may impact fuel resources and operations of third parties along our supply chain such that our inventory flow and financial performance may be negatively impacted. Similarly, other commodity prices can fluctuate dramatically. Such increases can increaseimpact the cost of merchandise, which could adversely affect our performance through potentially reduced consumer demand or reduced margins.
Adverse or unseasonable weather may adversely affect our sales and operating results.
Adverse or unseasonable weather, such as storms, severe cold or heat or unseasonable temperatures (even if not extreme) may affect customers’ buying patterns and willingness to shop at all or in certain categories we offer, particularly in apparel and seasonal merchandise, which could impact our sales, customer satisfaction with our stores and our markdowns. As a result, our business could be adversely affected.
Fluctuations in currency exchange rates may lead to lower revenues and earnings.
Sales made by our stores outside the United StatesU.S. are denominated in the currency of the country in which the store is located, and changes in currency exchange rates affect the translation of the sales and earnings of these businesses into U.S. dollars for financial reporting purposes. Because of this, movements in currency exchange rates have had and are expected to continue to have a significant impact on our consolidated and segment results from time to time. Changes in currency exchange rates can also increase the cost of inventory purchases that are denominated in a currency other than the local currency of the business buying the merchandise. When exchange rates change significantly in a short period or move unfavorably over an extended period, as in recent years, it can be difficult for us to adjust retail prices accordingly, and gross margin can be adversely affected. In addition,For example, a significant amount of merchandise we offer for sale is made in China and accordingly, a revaluation of Chinese currency, or increased market flexibility in the exchange rate for that currency, increasing its value relative to the U.S. dollar or currencies in which our stores are located, could be significant.
Additionally, we routinely enter into inventory-related derivative instruments (a hedging strategy) to mitigate the impact of currency exchange rates on merchandise margins ofresulting from merchandise purchases by our segments denominated in currencies other than their local currencies. These mitigation strategies may not be effective or sufficient. In addition, in accordance with GAAP, we evaluate the fair value of these derivative instruments and make mark-to-market adjustments at the end of each accounting period. These adjustments are of a much greater magnitude when there is significant volatility in currency exchange rates and may have a significant impact on our earnings.
Although we implement foreign currency hedging and risk management strategies to reduce our exposure to fluctuations in earnings and cash flows associated with changes in currency exchange rates, weWe expect that currency exchange rate fluctuations could have a material adverse effect on our sales and results of operations from time to time. In addition, fluctuations in currency exchange rates may have a greater impact on our earnings and operating results if a counterparty to one of our hedging arrangements fails to perform.

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REGULATORY, LEGAL AND COMPLIANCE RISKS
Our quarterlyFailure to comply with laws, rules, regulations and orders and applicable accounting principles and interpretations could negatively affect our business operations and financial performance.
We are subject to national, state, provincial, regional and local laws, rules, regulations, mandates, accounting standards, principles and interpretations, as well as government orders in various countries in which we operate that collectively affect multiple aspects of our business. We are also subject to new and changing laws, rules and regulations, mandates, evolving interpretations of existing laws by judicial and regulatory authorities, changes in accounting standards or interpretations, and reforms in jurisdictions where we do business. These requirements, current or changing, could adversely affect our operating results, fluctuateincluding those involving:
labor and may fall shortemployment practices and benefits, including for labor unions and works councils;
health, welfare and safety requirements, including vaccination and/or testing requirements, such as those implemented and proposed in connection with the COVID-19 pandemic;
import/export, supply chain, social compliance, trade restrictions and logistics, including resulting from changes to requirements or policies from the outcome of prior periods, our projectionsBrexit or the expectationsUyghur Forced Labor Act;
climate change, energy and waste;
consumer protection, product safety and product compliance;
marketing;
financial regulations and reporting;
tax;
data protection and privacy, such as to comply with, or fines and penalties related to, General Data Protection Regulation in the European Union and the California Consumer Privacy Act;
Internet regulations, including e-commerce, electronic communications and privacy;
protection of securities analystsintellectual property rights; and
compliance with governmental assistance programs.
Complying with applicable laws, rules, regulations, standards, interpretations, orders and our own internal policies may require us to spend additional time and resources to implement new procedures and other controls, conduct audits, train Associates and third parties on our compliance methods or investors,take other actions, particularly as we continue to grow globally and enter new markets, countries or product categories, any of which could adversely impact our results. Particularly in a dynamic regulatory environment, anticipated changes to laws and regulations may require us to invest in compliance efforts or otherwise expend resources before changes are certain.
In addition, if we, or third parties that perform services on our behalf, fail to comply with applicable laws, rules, regulations, standards, interpretations and orders, we may be subject to judgments, fines or other costs or penalties, which could adversely affect our stock price.
Our operating results have fluctuated from quarter to quarter at points in the past,operations and they may do so in the future. If we fail to increase our results over prior periods, to achieve our projected results or to meet the expectations of securities analysts or investors, our stock price may decline, and the decrease in the stock price may be disproportionate to the shortfall in our financial performance. Results may be affected by various factors, including those described in these risk factors. We maintain a forecasting process that seeks to plan salesresults and align expenses. If we do not control costs or appropriately adjust costs to actual results, or if actual results differ significantly from our forecast, our financial performance could be adversely affected. In addition, if we do not repurchase the number of shares we contemplated pursuant to our stock repurchase programs, our earnings per share may be adversely affected.
If we engage in mergers or acquisitions or investments in new businesses, or divest, close or consolidate any of our current businesses, our business will be subject to additional risks.
We may acquire new businesses (as we did with our Australia business in fiscal 2016 and Sierra in fiscal 2013), invest in or enter into joint ventures with other businesses, develop new businesses internally (as with Homesense, our U.S. home store concept launched in fiscal 2018) and divest, close or consolidate businesses. Failure to execute on mergers, acquisitions, investments, divestitures, closings and consolidations in a satisfactory manner could adversely affect our future results of operations and financial condition. Acquisition, investment or divestiture activities may divert attention of management from operating the existing businesses, and we may not effectively evaluate target companies, investments or investment partners or assess the risks, benefits and costs of buying, investing in or closing businesses or of the integration of acquired businesses, all of which can be difficult, time-consuming and dilutive. These activities may not meet our performance and other expectations and may expose us to unexpected or greater-than-expected costs, liabilities and risks. In addition, we recorded intangible assets and goodwill and the value of the tradenames in connection with our last acquisitions and may similarly do so in the future in connection with other acquisitions. If we are unable to realize the anticipated benefits from acquisitions, we may be required to impair some or all of the goodwill associated with an acquisition, which would adversely impact our results of operations and balance sheet, such as with the impairment charge related to Sierra taken during fiscal 2018. Divestitures, closings and consolidations could involve risks such as significant costs and obligations of closure, including exposure on leases, owned real estate and other contractual, employment, pension and severance obligations, and potential liabilities that may arise under law as a result of the disposition or the subsequent failure of an acquirer.
Our results may be materially adversely affected by the outcomes of litigation, legal proceedings and other legal or regulatory matters.
We are involved, or may in the future become involved, in legal proceedings, regulatory reviews, audits and other legal matters. These may involve inquiries, investigations, lawsuits and other proceedings by local, provincial, state and federalnational governmental entities (in the United StatesU.S. and other countries) and private plaintiffs, including with respect to employment and employee benefits (such as classification, employment rights, discrimination, wage and hour and retaliation); whistle blowerwhistleblower claims; harassment claims; tax; securities; disclosure; real estate; environmental matters; hazardous materials and hazardous waste; tort; business practices; consumer protection; privacy/data security; product safety and compliance; advertising; and intellectual property. There continue to be employment-related and consumer protection lawsuits, including putative class actions, in the United States, and we are subject to these types of suits. We cannot predict the results of legal and regulatory proceedings with certainty, and actual results may differ from any reserves we establish estimating the probable outcome. Regardless of merit or outcome, these proceedings can be both time-consuming and disruptive to our operations and may cause significant expense and diversion of management attention. Legal, regulatory and other proceedings could expose us to significant defense costs, fines, penalties and liability to private parties and governmental entities for monetary recoveries and other amounts and attorneys’ fees and/or require us to change aspects of our operations, any of which could have a material adverse effect on our business and results of operations.

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Quality, safety or other issues with merchandise we buy and sell could impact our reputation, sales and financial results.
Various governmental authorities in the jurisdictions where we do business regulate the quality and safety of the merchandise we import, transport and sell to consumers. Regulations and standards in this area, including federal regulations related to the U.S. Consumer Product Safety Improvement Act of 2008 and the U.S. Food Safety Modernization Act, state regulations like California’s Proposition 65, and similar legislation in other countries in which we operate, impose restrictions and requirements on the merchandise we buy and sell. These regulations change from time to time, and new national, state, provincial or local regulations in the U.S. and other countries that may affect our business are contemplated and enacted with some regularity. We rely on our vendors to provide quality merchandise that complies with applicable laws, as well as our vendor code of conduct that requires our merchandise vendors to ensure the products they sell to us comply with all applicable laws and regulations. However, our vendors may not comply with such obligations. If we or our merchandise vendors are unable or fail to comply with regulatory requirements on a timely basis or at all, or to adequately monitor new regulations that may apply to existing or new merchandise categories or in new geographies, we could incur significant fines or penalties or we could have to curtail some aspects of our sales or operations, which could have an adverse effect on our financial results. Although our arrangements with our vendors frequently provide for indemnification for product liabilities, the vendors may fail to honor these obligations to an extent we consider sufficient or at all. In certain circumstances, we may bear some responsibility for compliance with applicable product safety laws, labeling requirements and other applicable laws. In addition, failure to comply with, or the perception that we have failed to comply with, other social compliance, product, labor and/or environmental standards or monitoring practices, which continue to evolve, related to the products we sell could subject us reputational harm and impact our financial results.
Concerns or issues with the quality, safety and sourcing of merchandise, particularly with products subject to increased levels of regulation or inquiry, or the authenticity of merchandise, regardless of whether unverified or not our fault, could result in regulatory, civil or criminal fines or penalties, litigation or reputational harm, any of which could have an adverse effect on our financial results.
Tax matters could adversely affect our results of operations and financial condition.
We are subject to income and other taxes in the United StatesU.S. and numerous foreign jurisdictions. Our effective income tax rate and future tax liability could be adversely affected by numerous factors including the results of tax audits and examinations, income before taxes being lower than anticipated in countries with lower statutory income tax rates and higher than anticipated in countries with higher statutory income tax rates, changes in income tax rates, changes in transfer pricing, changes in the valuation of deferred tax assets and liabilities, changes in applicable tax legislation (including proposed legislation in the Build Back Better Act), regulations, treaties and other guidance, and changes in accounting principles and interpretations relating to tax matters, any of which could adversely impact our results of operations and financial condition in future periods. The U.S. Tax CutCuts and Jobs Act of 2017 (the “2017 Tax Act”) significantly revised the previous federal income tax code. It is expected that additionalAdditional interpretive guidance has been and will continue to be issued with respect to the 2017 Tax Act, and such guidance may be different from our interpretation and thus adversely affect our results. In addition, it is uncertain if and to what extent various states will conform to the newly enacted federal tax law,2017 Tax Act, which could also impact our tax obligations. Significant judgment is required in evaluating and estimating our worldwide provision and accruals for taxes, and actual results may differ from our estimations.
In addition, we are subject to the continuous examination of our tax returns and reports by federal,national, state, provincial and local tax authorities in the U.S. and foreign countries, and the examining authorities may challenge positions we take. We are engaged in various proceedings, which are at various stages, with such authorities with respect to assessments, claims, deficiencies and refunds. We regularly assess the likely outcomes of these proceedings to determine the adequacy and appropriateness of our provision for income taxes, and we increase and decrease our provision as a result of these assessments. However, the developments in and actual results of proceedings, rulings or the result of rulingssettlements by or settlements with tax authorities andor courts or(including due to changes in facts, law or legal interpretations, expiration of applicable statutes of limitations or other resolutions of tax positionspositions) could result in amounts that differ from the amountsthose we have accrued for such proceedings in either a positive or a negative manner, which could materially affect our effective income tax rate in a given financial period, the amount of taxes we are required to pay and our results of operations. In addition, we are subject to tax audits and examinations for payroll, value added, sales-based and other taxes relating to our businesses.
As our business is subject to seasonal influences, a decrease in sales or margins, a severe disruption or other significant event that impacts our business during the second half of the year could have a disproportionately adverse effect on our operating results.
Our business is subject to seasonal influences; we generally realize higher levels of sales and earnings in the second half of the year, which includes the back-to-school and year-end holiday seasons. Any decrease in sales or margins or any significant adverse event during this period including those described in the factors in this section, could have a disproportionately adverse effect on our results of operations.
Our real estate leases generally obligate us for long periods, which subjects us to financial risks.
We lease virtually all of our store locations and either own or lease for long periods our primary distribution centers and administrative offices. Accordingly, we are subject to the risks associated with leasing and owning real estate, which can adversely affect our results. While we have the right to terminate some of our leases under specified conditions, including by making specified payments, we may not be able to terminate a particular lease if or when we would like to do so. If we decide to close stores, we are generally required to continue to perform obligations under the applicable leases, which generally include, among other things, paying rent and operating expenses for the balance of the lease term, or paying to exercise rights to terminate, and the performance of any of these obligations may be expensive. When we assign leases or sublease space to third parties, or if we sell a business, we can remain liable on the lease obligations if the assignee or sublessee does not perform (as was the case with some of our former operations). In addition, when the lease terms for the stores in our ongoing operations expire, we may be unable to negotiate renewals, either on commercially reasonable terms or at all,businesses, which could cause us to close stores or to relocate stores within a market on less favorable terms or in a less favorable location.
Failure to protect our inventory or other assets from loss and theft mayadversely impact our financial results.
Risk of loss or theft of assets, including inventory shrinkage, is inherent in the retail business. Loss may be caused by error or misconduct of Associates, customers, vendors or third parties. Our inability to effectively combat and/or minimize the loss or theft of assets, or to effectively reduce the impact of those losses, could adversely affect our financial performance.


We depend upon strong cash flows from our operations to supply capital to fund our operations, growth, stock repurchases and dividends and interest and debt repayment.
Our business depends upon our operations to continue to generate strong cash flow to supply capital to support our general operating activities, to fund our growth and our return of cash to stockholders through our stock repurchase programs and dividends, and to pay our interest and debt repayments. Our inability to continue to generate sufficient cash flows to support these activities or to repatriate cash from our international operations in a manner that is cost effective could adversely affect our growth plans and financial performance including our earnings per share. We borrow on occasion to finance our activities and if financing were not available to us in adequate amounts and on appropriate terms when needed, it could also adversely affect our financial performance.
ITEM 1B. Unresolved Staff Comments
None.
ITEM 2. Properties
We lease virtually all of our store locations. Leaseslocations, as well as some of our distribution centers and office space. Most of TJX's leases in the U.S. and Canada are store operating leases, generally for an initial term of ten years with options to extend the lease term for one or more five yearfive-year periods. LeasesStore operating leases in Europe generally have an initial term of ten to fifteen years and leases in Australia generally have an initial lease term of seven to ten years. Someyears, some of the leases in Europe and Australiawhich have options to extend. WeSome of the Company's leases have the rightoptions to terminate some of these leases beforeprior to the lease expiration date under specified circumstances and some with specified payments.date.

20



STORE LOCATIONS
Our chainsStores are operated stores in the following locations at the end of fiscal 2019; store2022 and counts below include both banners within a combo or a superstore:
United States
Marmaxx(a)
Sierra
HomeGoods(a)
Total
Alabama33 — 42 
Arizona37 — 14 51 
Arkansas18 — 23 
California269 — 96 365 
Colorado30 12 50 
Connecticut51 20 72 
Delaware— 14 
District of Columbia— — 
Florida196 — 75 271 
Georgia87 — 31 118 
Hawaii— — 
Idaho12 
Illinois99 33 136 
Indiana41 — 10 51 
Iowa17 — 23 
Kansas17 — 24 
Kentucky23 — 30 
Louisiana29 — 10 39 
Maine12 16 
Maryland56 24 81 
Massachusetts109 41 152 
Michigan71 22 97 
Minnesota35 15 57 
Mississippi16 — 21 
Missouri37 — 12 49 
Montana— 
Nebraska10 16 
Nevada20 28 
New Hampshire26 14 45 
New Jersey92 53 149 
New Mexico10 — 13 
New York169 63 234 
North Carolina66 — 23 89 
North Dakota— 
Ohio86 25 112 
Oklahoma19 — 24 
Oregon24 35 
Pennsylvania96 37 134 
Puerto Rico29 — 35 
Rhode Island12 — 18 
South Carolina36 — 12 48 
South Dakota— 
Tennessee48 — 16 64 
Texas170 — 61 231 
Utah19 29 
Vermont
Virginia68 30 100 
Washington41 17 60 
West Virginia11 — 15 
Wisconsin38 16 57 
Wyoming— 
Total Stores2,432 59 889 3,380 
United States(a)Marmaxx operates T.J. Maxx and Marshalls. HomeGoods operates HomeGoods and Homesense.
21


 T.J. Maxx
Marshalls
HomeGoods
Homesense
Sierra
Alabama25
6
6


Arizona17
18
14


Arkansas14
4
5


California121
145
89


Colorado17
11
10

5
Connecticut28
24
18

1
Delaware3
5
4


District of Columbia4
4



Florida95
94
67


Georgia50
34
27


Hawaii6




Idaho7
2
2

1
Illinois51
45
31

3
Indiana23
14
8


Iowa11
7
5


Kansas9
6
7


Kentucky16
5
5


Louisiana15
12
8


Maine9
3
3


Maryland25
29
20
2

Massachusetts52
57
37
4
2
Michigan41
27
19

3
Minnesota17
16
12

2
Mississippi10
5
4


Missouri19
17
10


Montana6

1


Nebraska5
4
4

1
Nevada9
11
7

1
New Hampshire16
10
10

1
New Jersey40
51
42
4
2
New Mexico5
4
2


New York80
83
49
3
2
North Carolina37
27
18


North Dakota5
1
1


Ohio47
35
22

1
Oklahoma12
6
3


Oregon12
9
8

3
Pennsylvania51
40
32
2

Puerto Rico8
21
6


Rhode Island6
6
6


South Carolina22
12
9


South Dakota2
1
1


Tennessee26
18
9


Texas70
91
50


Utah14
4
7

1
Vermont5
1
1

1
Virginia37
30
23
1

Washington19
21
13

2
West Virginia7
3
2


Wisconsin23
11
12

1
Wyoming3
1


2
Total Stores1,252
1,091
749
16
35
CanadaWinnersHomeSenseMarshallsTotal
Alberta42 21 17 80 
British Columbia40 22 71 
Manitoba19 
New Brunswick11 
Newfoundland
Nova Scotia11 16 
Ontario125 66 49 240 
Prince Edward Island— 
Quebec52 21 15 88 
Saskatchewan12 
Total Stores293 147 106 546 


Canada
 Winners
HomeSense
Marshalls
Alberta34
20
15
British Columbia36
18
7
Manitoba9
3
3
New Brunswick4
3
2
Newfoundland3
1
1
Nova Scotia11
2
2
Ontario118
55
42
Prince Edward Island1
1

Quebec49
19
14
Saskatchewan6
3
2
Total Stores271
125
88
Europe
 T.K. Maxx
Homesense
United Kingdom345
66
Republic of Ireland26
2
Germany131

Poland43

Austria12

The Netherlands10

Total Stores567
68
Australia
EuropeT.K. MaxxHomesenseTotal
United Kingdom352 75 427 
Republic of Ireland27 29 
Germany163 — 163 
Poland49 — 49 
Austria14 — 14 
The Netherlands13 — 13 
Total Stores618 77 695 
AustraliaT.K. Maxx
Australian Capital Territory2
New South Wales1521 
Queensland1824 
Victoria918 
South Australia
Total Stores4468 



DISTRIBUTION CENTERS
The following is a summary of our primary owned and leased distribution and fulfillment centers and primary administrative office locations as of February 2, 2019.January 29, 2022. Square footage information for the distribution and fulfillment centers represents total “ground cover” of the facility.
Square footage in thousandsOwned (sq/ft)CountLeased (sq/ft)CountTotal (sq/ft)Total Count
Marmaxx7,372 4,666 12,038 16 
HomeGoods4,518 1,626 6,144 
Sierra780 742 1,522 
TJX Canada— — 2,240 2,240 
TJX International— — 2,415 2,415 
Total12,670 14 11,689 24 24,359 38 
OFFICE SPACE
TJX has corporate headquarters in Massachusetts which consists of both owned and leased space. Additionally, we own and lease additional office space throughout the United States and in various countries. As of January 29, 2022, TJX owned and leased a combined 3.2 million square feet of office space, primarily within the United States. Square footage information for office space represents total space owned or leased.
22
Marmaxx
T.J. MaxxWorcester, Massachusetts494,000 s.f.—owned
Evansville, Indiana989,000 s.f.—owned
Las Vegas, Nevada1,110,000 s.f.—owned
Charlotte, North Carolina595,000 s.f.—owned
Pittston Township, Pennsylvania1,017,000 s.f.—owned
Memphis, Tennessee800,000 s.f.—leased
San Antonio, Texas1,215,000 s.f.—owned
MarshallsAtlanta, Georgia780,000 s.f.—owned
Woburn, Massachusetts472,000 s.f.—leased
Bridgewater, Virginia562,000 s.f.—leased
Philadelphia, Pennsylvania1,001,000 s.f.—leased
Phoenix, Arizona1,139,000 s.f.—owned
SierraCheyenne, Wyoming780,000 s.f.—owned
HomeGoodsBrownsburg, Indiana805,000 s.f.—owned
Bloomfield, Connecticut803,000 s.f.—owned
Jefferson, Georgia801,000 s.f.—owned
Tucson, Arizona858,000 s.f.—owned
Carteret, New Jersey460,000 s.f.—leased
TJX CanadaBrampton, Ontario506,000 s.f.—leased
Mississauga, Ontario679,000 s.f.—leased
Torbram, Ontario445,000 s.f.—leased
Delta, British Columbia432,000 s.f.—leased
TJX InternationalWakefield, England641,000 s.f.—leased
Stoke, England261,000 s.f.—leased
Walsall, England277,000 s.f.—leased
Bergheim, Germany322,000 s.f.—leased
Wroclaw, Poland303,000 s.f.—leased
Chullora, Australia154,000 s.f.—leased


OFFICE SPACE


Corporate, Marmaxx, HomeGoods, SierraFramingham and Marlborough, Massachusetts
1,958,000 s.f.—owned and
leased in several buildings
SierraCheyenne, Wyoming120,000 s.f. —owned
TJX CanadaMississauga, Ontario434,000 s.f.—leased
TJX InternationalWatford, England282,000 s.f.—owned and leased
Dusseldorf, Germany46,000 s. f.—leased
Mascot, Australia44,000 s. f.—leased
In addition to the office space listed above, we also occupy smaller office locations in various countries.
ITEM 3. Legal Proceedings
TJX is subjectSeeNote N—Contingent Obligations, Contingencies, and Commitments of Notes to certainConsolidated Financial Statements for information on legal proceedings, lawsuits, disputes and claims that arise from time to time in the ordinary course of our business. In addition, TJX is a defendant in several lawsuits filed in federal and state courts brought as putative class or collective actions on behalf of various groups of current and former salaried and hourly Associates in the U.S. The lawsuits allege violations of the Fair Labor Standards Act and of state wage and hour and other labor statutes. TJX is also a defendant in a putative class action on behalf of customers relating to compare at pricing. The lawsuits are in various procedural stages and seek monetary damages, injunctive relief and attorneys’ fees.proceedings.
ITEM 4. Mine Safety Disclosures
Not applicable.


PART II
ITEM 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
During fiscal 2019, we completed a two-for-one stock split in the form of a stock dividend, paid on November 6, 2018 to the shareholders of record at the close of business on October 30, 2018. All historical share and per share information, as well as basic and diluted earnings per share amounts, have been retroactively adjusted to reflect the two-for-one stock split. Our common stock is listed on the New York Stock Exchange (Symbol: TJX).
The approximate number of common shareholders of record at February 2, 2019January 29, 2022 was 2,196.1,984.
Information on Share Repurchases
INFORMATION ON SHARE REPURCHASES
The number of shares of common stock repurchased by TJX during the fourth quarter of fiscal 20192022 and the average price paid per share are as follows:
Total Number of Shares
Repurchased(a)
Average Price Paid Per Share(b)
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(c)
Approximate Dollar Value of Shares that
May Yet be Purchased Under the Plans or
Programs(c)
October 31, 2021 through
November 27, 2021
3,209,011 $70.12 3,209,011 $1,660,688,807 
November 28, 2021 through
January 1, 2022
6,520,102 $72.85 6,520,102 $1,185,686,217 
January 2, 2022 through
January 29, 2022
5,480,810 $71.50 5,480,810 $3,793,793,398 
Total15,209,923 15,209,923 
(a)Consists of shares repurchased under publicly announced stock repurchase programs.
(b)Includes commissions for the shares repurchased under stock repurchase programs.
(c)In February 2022, we announced that our Board of Directors had approved a new stock repurchase program that authorizes the repurchase of up to an additional $3.0 billion of our common stock from time to time. Under this program and previously announced programs, we had approximately $3.8 billion available for repurchase as of January 29, 2022.

 
Total Number of Shares
Repurchased(1)
Average Price Paid Per Share(2)
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(1)
Approximate Dollar Value of Shares that
May Yet be Purchased Under the Plans or
Programs(3)
November 4, 2018 through December 1, 20182,629,102$51.352,629,102$2,400,789,659
December 2, 2018 through January 5, 20193,594,376$45.913,594,376$2,235,789,672
January 6, 2019 through February 2, 201911,544,855$48.0711,544,855$3,180,789,706
Total:17,768,333 17,768,333 
(1)Consists of shares repurchased under publicly announced stock repurchase programs.
(2)Includes commissions for the shares repurchased under stock repurchase programs.
(3)In February 2018, TJX announced a stock repurchase program authorizing an additional $3.0 billion in repurchases, from time to time, under which approximately $1.7 billion remained available as of February 2, 2019. In February 2019, the Company announced that its Board of Directors had approved a new stock repurchase program that authorizes the repurchase of up to an additional $1.5 billion of TJX common stock from time to time.


ITEM 6. Selected Financial Data
Reserved
23
  Fiscal Year Ended
Amounts in millions, except per share amounts
February 2, 2019(1)
February 3,
2018(2)
January 28,
2017(1)
January 30,
2016
January 31,
2015
  (53 Weeks)   
Income statement and per share data:     
Net sales$38,973
$35,865
$33,184
$30,945
$29,078
Net income$3,060
$2,608
$2,298
$2,278
$2,215
Weighted average common shares for diluted earnings per share calculation (in thousands) (3)
1,259,252
1,292,209
1,328,864
1,366,502
1,407,090
Diluted earnings per share(3)
$2.43
$2.02
$1.73
$1.67
$1.57
Cash dividends declared per share(3)
$0.78
$0.625
$0.52
$0.42
$0.35
Balance sheet data:     
Cash and cash equivalents$3,030
$2,758
$2,930
$2,095
$2,494
Working capital$2,938
$3,360
$2,993
$2,370
$2,648
Total assets$14,326
$14,058
$12,884
$11,490
$10,978
Capital expenditures$1,125
$1,058
$1,025
$889
$912
Long-term obligations(4)
$2,234
$2,231
$2,228
$1,615
$1,613
Shareholders’ equity$5,049
$5,148
$4,511
$4,307
$4,264
Other financial data:     
After-tax return on average shareholders’ equity60.1%54.0%52.1%53.1%52.2%
Total debt as a percentage of total capitalization(5)
30.7%30.2%33.1%27.3%27.4%
Stores in operation4,306
4,070
3,812
3,614
3,395
Selling square footage (in thousands)91,075
87,548
83,798
80,480
76,537
(1)Fiscal 2019 and Fiscal 2017 include a pension settlement charge and Fiscal 2017 includes a loss on early extinguishment of debt.
(2)Fiscal 2018 includes an impairment charge of $99.3 million and a net benefit from the enactment of the 2017 Tax Act described in Item 7 under “Tax Cuts and Jobs Act of 2017.”
(3)Fiscal 2018 and prior periods have been restated to reflect the two-for-one stock split completed in November 2018.
(4)Defined as long-term debt, exclusive of current installments.
(5)Defined as shareholders’ equity, short-term debt, and long-term debt including current maturities.


ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
TJX provides projections and other forward-looking statements in the following discussions particularly relating to the Company’sour future financial performance. These forward-looking statements are estimates based on information currently available to the Company,us, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, and subject to the cautionary statements set forth on page 2 of this Form 10-K. The Company’sOur results are subject to risks and uncertainties including, but not limited to, those described in Part I, Item 1A, Risk Factors, and those identified from time to time in our other filings with the Securities and Exchange Commission. TJX undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future developments or otherwise.
The discussion that follows relates to our 52-week fiscal yearyears ended January 29, 2022 (fiscal 2022), January 30, 2021 (fiscal 2021), February 2, 20191, 2020 (fiscal 2019),2020) and January 28, 2023 (fiscal 2023).
The following is a discussion of our 53-weekconsolidated operating results, followed by a discussion of our segment operating results. Discussions of fiscal year ended February 3, 2018 (fiscal 2018),2020 items and year-to-year comparisons between fiscal 2021 and fiscal 2020 that are not included in this Form 10-K can be found in “Management's Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our 52-weekannual report on Form 10-K for the fiscal year ended January 28, 2017 (fiscal 2017).30, 2021.



OVERVIEW
We are the leading off-price apparel and home fashions retailer in the U.S. and worldwide. Our mission is to deliver great value to our customers every day. We selldo this by selling a rapidly changing assortment of apparel, home fashions and other merchandise at prices generally 20% to 60% below full-price retailers’ (including department, specialty, and major online retailers) regular prices on comparable merchandise, every day.day through our stores and five distinctive branded e-commerce sites. We operate over 4,300nearly 4,700 stores through our four main segments: in the U.S., Marmaxx (which operates T.J. Maxx, Marshalls, tjmaxx.com and tjmaxx.com)marshalls.com) and HomeGoods (which operates HomeGoods, Homesense, and Homesense)homegoods.com); TJX Canada (which operates Winners, HomeSense and Marshalls in Canada); and TJX International (which operates T.K. Maxx, Homesense and tkmaxx.com in Europe, and T.K. Maxx in Australia). We also operateIn addition to our four main segments, Sierra formerly known as Sierra Trading Post that operates sierra.com and retail stores in the U.S. The results of Sierra are reportedincluded in the Marmaxx segment.
RESULTS OF OPERATIONS
Matters Affecting Comparability
The COVID-19 pandemic continued to impact the U.S. and other countries around the world in fiscal 2022. During fiscal 2022, while our stores in the U.S. and all of our e-commerce businesses remained open for the entire period, we did have government-mandated temporary store closures in Europe, Canada and Australia, resulting in our Marmaxx segment.
Duringstores being closed in the fourth quarteraggregate for approximately 4% of fiscal 2018,2022. Additionally, intermittently throughout the Tax Cuts and Jobs Actyear, we operated under government-mandated shopping restrictions, including capacity limitations. Stores were temporarily closed for approximately 24% of 2017 referredfiscal 2021 due to as “tax reform” or the “2017 Tax Act” was enacted. The 2017 Tax Act, along with the related reinvestments made by the Company, had a significant impact ontemporary closures across all geographies. Overall, our fiscal 20192022 results were significantly better than our fiscal 2021 results.
In addition to comparing current year results to fiscal 2021, we may, where meaningful, also compare these results to a comparable period in the fiscal year ended February 1, 2020, prior to the emergence of the pandemic. We believe this additional comparison provides insight into how we are managing the business and fiscal 2018 results (see “Tax Cuts and Jobs Act of 2017 below).
During fiscal 2019, we completed a two-for-one stock split ofperforming as compared to our common stock; as such, all share and related data, as well as basic and diluted earnings per share amounts have been adjusted to reflect the split.pre-pandemic results.
Highlights of our financial performance for fiscal 20192022 include the following:
Net sales increased to $39 billion for fiscal 2019, up 9% over fiscal 2018. At February 2, 2019, the number of stores in operation increased 6% and selling square footage increased 4% over the end of fiscal 2018.
Comp sales increased 6% in fiscal 2019 over an increase of 2% in fiscal 2018 and an increase of 5% in fiscal 2017. The fiscal 2019 increase was driven primarily by an increase in customer traffic at each of our four segments.
Diluted earnings per share for fiscal 2019 were $2.43 compared to $2.02 per share in fiscal 2018.
Our fiscal 2019 pre-tax margin (the ratio of pre-tax income to net sales) was 10.7%, a 0.1 percentage point decrease compared to 10.8% in fiscal 2018.
Our cost of sales, including buying and occupancy costs, ratio for fiscal 2019 was 71.4% a 0.3 percentage point increase compared to 71.1% in fiscal 2018.
Our selling, general and administrative (“SG&A”) expense ratio for fiscal 2019 was 17.8%, which was flat to fiscal 2018.
Our consolidated average per store inventories, including inventory on hand at our distribution centers (which excludes inventory in transit) and excluding our e-commerce businesses, increased 1% on a reported basis and increased 3% on a constant currency basis at the end of fiscal 2019 as compared to the prior year.
During fiscal 2019, we repurchased 51.8 million shares of our common stock for $2.5 billion, on a “trade date basis”. Earnings per share reflect the benefit of our stock repurchase programs. In February 2019, our Board of Directors approved a repurchase program that authorizes the repurchase of up to an additional $1.5 billion of TJX common stock.

Net sales were $48.5 billion, $32.1 billion, and $41.7 billion for fiscal 2022, fiscal 2021, and fiscal 2020, respectively. As of January 29, 2022, the number of stores in operation increased approximately 3% and selling square footage increased 2% compared to the end of fiscal 2021.
Diluted earnings per share were $2.70 for fiscal 2022, which included a debt extinguishment charge of $0.15 per share, compared to $0.07 for fiscal 2021, which included a debt extinguishment charge of $0.19 per share, and $2.67 for fiscal 2020.
Pre-tax margin (the ratio of pre-tax income to net sales) was 9.1%, 0.3%, and 10.6% for fiscal 2022, fiscal 2021, and fiscal 2020, respectively.
A debt extinguishment charge of $0.2 billion reduced fiscal 2022 pre-tax margin by 0.5 percentage points and a debt extinguishment charge of $0.3 billion reduced fiscal 2021 pre-tax margin by 1.0 percentage point.
Our cost of sales, including buying and occupancy costs, ratio was 71.5%, 76.3%, and 71.5% for fiscal 2022, fiscal 2021, and fiscal 2020, respectively.
24


Our selling, general and administrative (“SG&A”) expense ratio was 18.7%, 21.8%, and 17.9% for fiscal 2022, fiscal 2021, and fiscal 2020, respectively.
Our consolidated average per store inventories, including inventory on hand at our distribution centers (which excludes inventory in transit) and excluding our e-commerce sites and Sierra stores, were up 31% on a reported basis and 32% on a constant currency basis at the end of fiscal 2022 as compared to fiscal 2021, and we were up 3% on both a reported basis and constant currency basis at the end of fiscal 2022 as compared to fiscal 2020.
During fiscal 2022, we returned $3.4 billion to our shareholders through share repurchases and dividends. A dividend of $0.26 per share was declared in the fourth quarter of fiscal 2022 and paid in March of 2022.
Operating Results as a Percentage of Net Sales
The following is a discussion oftable sets forth our consolidated operating results followed byas a discussionpercentage of net sales.
  Percentage of Net Sales
  Fiscal 2022Fiscal 2021Fiscal 2020
Net sales100.0 %100.0 %100.0 %
Cost of sales, including buying and occupancy costs71.5 76.3 71.5 
Selling, general and administrative expenses18.7 21.8 17.9 
Loss on early extinguishment of debt0.5 1.0 — 
Interest expense, net0.2 0.6 — 
Income before income taxes*
9.1 %0.3 %10.6 %
*Figures may not foot due to rounding.
Recent Events and Trends
Divestiture of Equity Investment
Subsequent to the fiscal year ended January 29, 2022, given the recent Russian invasion of Ukraine, we committed to divesting our equity ownership in Familia. As of March 2, 2022, Douglas Mizzi and Scott Goldenberg have resigned from their director and observer positions, respectively, on Familia’s board of directors, effective immediately. As a result of this commitment to divest, we may recognize an investment loss of up to $225 million. Prior to divestiture, we may be required to record an impairment charge if the fair value of our segment operating results.investment in Familia declines below its carrying value on our Consolidated Balance Sheets.
Tax CutsIn fiscal 2020, we invested $225 million for a 25% non-controlling, minority interest in privately held Familia. Familia, domiciled in Luxembourg, is an off-price retailer of apparel and Jobs Acthome fashions with more than 400 stores in Russia. We account for our investment in Familia using the equity method of 2017
On December 22, 2017,accounting. As of January 29, 2022, the 2017 Tax Actcarrying value of our investment in Familia was enacted into law$186 million, which included a reductionreflects the revaluing of the investment from Russian rubles to the U.S. corporate income tax ratedollar, resulting in a cumulative translation loss and reducing the carrying value of our investment by approximately $40 million. See additional information on the Equity Investment in Note A—Basis of Presentation and Summary of Accounting Policies of Notes to 21 percent, effective January 1, 2018 and had aConsolidated Financial Statements.
COVID-19
The significant impact of the COVID-19 pandemic on our global retail operations that began during fiscal 20192021 continued to impact our business in fiscal 2022. We entered fiscal 2022 with significant ongoing global uncertainty related to the pandemic. The health and safety of our Associates and customers remained a top priority during fiscal 2018 operating results. 2022, and we continue to monitor developments, including government requirements and recommendations that could result in possible additional impacts to our operations.
The tax benefits recognizedbelow table represents total store days closed due to the 2017 Tax Act resultedCOVID-19 pandemic as a percentage of potential total store days open in a net benefit to net income of $0.34 per share for fiscal 2019. In2022 and fiscal 2018, the Company reinvested a portion of the tax benefits through a discretionary bonus to eligible non-bonus plan Associates globally and an incremental contribution to the Company’s defined contribution retirement plans for eligible Associates in the U.S. and internationally, as well as making contributions to the Company’s charitable foundations, collectively referred to as “incremental investments related to the 2017 Tax Act.” The tax benefits recognized due to the 2017 Tax Act, offset2021 by the after-tax impact of incremental investments we made related to the 2017 Tax Act, resulted in a net benefit to net income of $0.09 per share for fiscal 2018.segment.

Fiscal 2022Fiscal 2021
Marmaxx %20 %
HomeGoods %20 %
TJX Canada12 %29 %
TJX International19 %36 %
TJX Consolidated4 %24 %

25
Impact of Brexit

The U.K’s decision to leave the European Union (“EU”), commonly referred to as “Brexit”, remains unsettled. Should the U.K. exit the EU, there are several possible outcomes each of which creates risks for TJX, especially in our European operations. Our TJX Europe management team has evaluated a range of possible outcomes, sought to identify areas of concern and implemented strategies to mitigate them. Our current European operations benefit from the free movement of goods and labor between the U.K. and EU. As a result, we believe Brexit could have a negative impact on our ability to efficiently move merchandise between the U.K. and the EU. Brexit could also have a negative impact on our talent in the region, both by impacting current Associates, who are either EU citizens working in the U.K. or U.K. citizens working in the EU, and potentially impacting recruitment and retention for our European operations in the future.

If the U.K. does exit the EU, this would require additional regulatory and compliance requirements for merchandise that flows between the U.K. and the EU. We have developed a plan to realign our European division’s supply chain to reduce the volume of merchandise flowing between the U.K. and the EU and have established resources and systems to support this plan. In addition, we continue to communicate with our Associates about Brexit including by providing relevant information about additional procedures that may be required post-Brexit.
We believe these steps will help us mitigate the operational risks that we expect could result from Brexit. If, however, Brexit happens without a comprehensive withdrawal agreement between the U.K. and the EU and therefore, without a longer transitional period, our European operations could be significantly impacted, particularly in the short term. We believe that over time we would implement appropriate strategies to address that outcome.
Net Sales
Consolidated netNet sales totaled $48.5 billion, $32.1 billion, and $41.7 billion for fiscal 2019 totaled $39 billion, a 9% increase over $35.9 billion in2022, fiscal 2018. The increase reflected a 6% increase from comp stores2021 and a 3% increase from non-comp sales. Foreign currency had a neutral impact in fiscal 2019.2020, respectively. Net sales from our e-commerce businessessites combined amounted to approximately 2%less than 3% of total sales for each of fiscal 2022, fiscal 2021 and had an immaterial impact on fiscal 2019 sales growth.2020.
Consolidated net sales for fiscal 2018 totaled $35.9 billion, an 8% increase over $33.2 billion in fiscal 2017. The increase reflectedAs a 4% increase from non-comp sales, a 2% increase from comp sales, and a 2% increase from the impactresult of the 53rd weekextensive temporary store closures during fiscal 2021 due to the COVID-19 pandemic and our practice relating to the treatment of extended temporary store closures when calculating comp store sales, we had no stores classified as comp stores at the end of fiscal 2022 and fiscal 2021.
For fiscal 2022, we temporarily reported open-only comp store sales, as described below. For fiscal 2023, we intend to return to our historical definition of comparable store sales. While stores in the U.S. were open for all of fiscal 2022, a significant number of stores in TJX Canada and TJX International experienced COVID-19 related temporary store closures and government-mandated shopping restrictions during fiscal 2022. Therefore, we cannot measure year-over-year comparable store sales with fiscal 2022 in these geographies in a meaningful way. As a result, the comparable stores included in the fiscal 2018 calendar. Foreign currency had a neutral impact2023 measure will consist of U.S. stores only, which, we intend to refer to as U.S. comparable store sales and will be calculated against sales for the comparable periods in fiscal 2018.2022. Our historical definition of comp store sales is also presented below for reference.
Revenues by GeographyFiscal 2022 vs Fiscal 2021
The percentagesNet sales increased 51% in fiscal 2022 compared to fiscal 2021. Our stores in the U.S. and all of our consolidated revenues by geographye-commerce businesses remained open for the last threeentire period, while we had temporary closures in Europe, Canada, and Australia resulting in our stores being closed in the aggregate for approximately 4% of fiscal years are2022, as follows:compared to stores across all geographies being temporarily closed for approximately 24% for fiscal 2021. In addition to stores being open for more days in fiscal 2022, net sales further increased due to higher customer traffic and increased average basket.
Fiscal 2022 vs Fiscal 2020
 Fiscal 2019 Fiscal 2018 Fiscal 2017 
United States      
Northeast23% 24% 24% 
Midwest13
 12
 12
 
South (including Puerto Rico)25
 25
 25
 
West15
 15
 16
 
Subtotal76
 76
 77
 
Canada10
 10
 10
 
Europe13
 13
 13
 
Australia1
 1
              * 
Total100% 100% 100% 
Net sales increased 16% and open-only comp store sales were up 15% for fiscal 2022 compared to fiscal 2020. U.S. open-only comp store sales were up 17% for fiscal 2022 compared to fiscal 2020. This reflects an increase in average basket across all divisions. Customer traffic was up in the U.S., where stores were open for all of fiscal 2022, and was down in geographies where we had COVID-19 related temporary store closures and government-mandated shopping restrictions. Our open-only comp store sales increase in home fashions was significantly above our overall open-only comp increase. In apparel, we had strong open-only comp store sales growth during fiscal 2022 compared to the same period in fiscal 2020.
*Revenue from Australia was less than one percent during fiscal 2017.
Historical Comparable Store Sales
We defineHistorically, we defined comparable store sales, (“or comp sales”)sales, to be sales of stores that have been in operation for all or a portion of two consecutive fiscal years, or in other words, stores that are starting their third fiscal year of operation. We calculatecalculated comp sales on a 52-week basis by comparing the current and prior year weekly periods that are most closely aligned. Relocated stores and stores that have changed in size are generally classified in the same way as the original store, and we believe that the impact of these stores on the consolidated comp percentage is immaterial.
We define customer traffic to be the number of transactions in stores included in the comp sales calculation and average ticket to be the average retail price of the units sold. We define average transaction or average basket to be the average dollar value of transactions included in the comp sales calculation.


Sales excluded from comp sales (“non-comp sales”) consistsconsist of sales from:
New stores - stores that have not yet met the comp sales criteria, which represents a substantial majority of non-comp sales
Stores that are closed permanently or for an extended period of time
Sales from our e-commerce businesses, meaning Sierra (including stores), tjmaxx.com and tkmaxx.com
New stores - stores that have not yet met the comp sales criteria, which represents a substantial majority of non-comp sales
Stores that are closed permanently or for an extended period of time
Sales from our e-commerce sites, meaning sierra.com, tjmaxx.com, marshalls.com, homegoods.com and tkmaxx.com
We determine which stores are included in the comp sales calculation at the beginning of a fiscal year and the classification remains constant throughout that year unless a store is closed permanently or for an extended period during that fiscal year. InBeginning in fiscal 2020, Sierra stores that fit the third quarter of fiscal 2018, 37 storescomp store definition were significantly impacted by hurricanes, mostly in Puerto Rico, and were excluded from comp sales. These stores will be included in the comp sales measures once they again meet the comp sales criteria.stores in our Marmaxx segment.
Comp sales of our foreign segments are calculated by translating the current year’s comp sales of our foreign segments at the same exchange rates used inusing the prior year.year’s exchange rates. This removes the effect of changes in currency exchange rates, which we believe is a more accurate measure of segment operating performance.
Comp sales may be referred to as “same store” sales by other retail companies. The method for calculating comp sales varies across the retail industry, therefore our measure of comp sales may not be comparable to that of other retail companies.
Comp sales increases across all of our segments for fiscal 2019 were primarily dueWe define customer traffic to an increase in customer traffic. In fiscal 2019, home fashions and apparel both grew, with apparel outperforming home fashions. Geographically, in the U.S., the Southeast, Great Lakes and the Southwest regions reported the highest comp sales increases, and the Mid Atlantic was below the consolidated average. Comp sales increases for TJX Canada and TJX International were below the consolidated average.
Comp sales increases across all of our segments for fiscal 2018 were primarily due to an increase in customer traffic. We also had an increase inbe the number of transactions in stores and average ticket to be the average retail price of the units sold, which was more than offset bysold. We define average transaction or average basket to be the average dollar value of transactions.
26


Open-Only Comp Store Sales
Due to the temporary closing of stores as a reductionresult of the COVID-19 pandemic, our historical definition of comp store sales is not applicable for the reported periods. Since the second quarter of fiscal 2021, we temporarily reported open-only comp store sales. Open-only comp store sales includes stores initially classified as comp stores at the beginning of fiscal 2021 that had to temporarily close due to the COVID-19 pandemic. This measure reports the sales increase or decrease of these stores for the days the stores were open in the average ticket. Incurrent period against sales for the same days in fiscal 2018, home fashions and apparel both grew, with home fashions performing better than apparel. Geographically, in2020, prior to the U.S.,pandemic. Open-only comp store sales of our foreign segments are calculated by translating the Southeast and the Southwest regions reported the highest comp sales increases, and the Northeast was below the consolidated average. In Canada, comp sales increases were well above the consolidated average and TJX International was at the consolidated average.current year using fiscal 2020’s exchange rates.
Revenues by Geography
The following table sets forthpercentages of our consolidated operating resultsrevenues by geography for the last three fiscal years are as a percentage of net sales.follows:
Fiscal 2022Fiscal 2021Fiscal 2020
United States:
Northeast23 %23 %23 %
Midwest13 13 13 
South (including Puerto Rico)27 27 25 
West16 16 15 
Total United States79 %79 %76 %
Canada9 10 
Europe11 11 13 
Australia1 
Total TJX100 %100 %100 %
  Percentage of Net Sales
  Fiscal Year 2019Fiscal Year 2018Fiscal Year 2017
Net sales100.0%100.0%100.0%
Cost of sales, including buying and occupancy costs71.4
71.1
71.0
Selling, general and administrative expenses17.8
17.8
17.4
Impairment of goodwill and other long-lived assets
0.3

Loss on early extinguishment of debt

0.2
Pension settlement charge0.1

0.1
Interest expense, net
0.1
0.1
Income before provision for income taxes*10.7%10.8%11.2%
*Figures may not foot due to rounding.
Impact of foreign currency exchange ratesForeign Currency Exchange Rates
Our operating results are affected by foreign currency exchange rates as a result of changes in the value of the U.S. dollar or a division’s local currency in relation to other currencies. Two ways in whichWe specifically refer to “foreign currency” as the impact of translational foreign currency exchange rates affect our reported results areand mark-to-market of inventory derivatives, as follows:
Translation of foreign operating results into U.S. dollars: In our financial statements, we translate the operations of TJX Canada and TJX International from local currencies into U.S. dollars using currency rates in effect at different points in time. Significant changes in foreign exchange rates between comparable prior periods can result in meaningful variations in consolidated net sales, net income and earnings per share growth as well as the net sales and operating results of these segments. Currency translation generally does not affect operating margins, or affects them only slightly, as sales and expenses of the foreign operations are translated at approximately the same rates within a given period.


Inventory-related derivatives: We routinely enter into inventory-related hedging instruments to mitigate the impact on earnings of changes in foreign currency exchange rates on merchandise purchases denominated in currencies other than the local currencies of our divisions, principally TJX Canada and TJX International. As we have not elected “hedge accounting” for these instruments as defined by U.S. generally accepted accounting principles (“GAAP”), we record a mark-to-market gain or loss on the derivative instruments in our results of operations at the end of each reporting period. In subsequent periods, the income statement impact of the mark-to-market adjustment is effectively offset when the inventory being hedged is received and paid for. While these effects occur every reporting period, they are of much greater magnitude when there are sudden and significant changes in currency exchange rates during a short period of time. The mark-to-market adjustment on these derivatives does not affect net sales, but it does affect the cost of sales, operating margins and earnings we report.
We refer to the impact of the above two items throughout our discussion as “foreign currency.”described in detail below. This does not include the impact foreign currency exchange rates can have on various transactions that are denominated in a currency other than an operating division’s local currency. currency referred to as “transactional foreign exchange,” also described below.
Translation Foreign Exchange
In our consolidated financial statements, we translate the operations of TJX Canada and TJX International from local currencies into U.S. dollars using currency rates in effect at different points in time. Significant changes in foreign exchange rates between comparable prior periods can result in meaningful variations in assets, liabilities, net sales, net income and earnings per share growth as well as the net sales and operating results of these segments. Currency translation generally does not affect operating margins, or affects them only slightly, as sales and expenses of the foreign operations are translated at approximately the same rates within a given period.
Mark-to-Market Inventory Derivatives
We routinely enter into inventory-related hedging instruments to mitigate the impact on earnings of changes in foreign currency exchange rates on merchandise purchases denominated in currencies other than the local currencies of our divisions, principally TJX Canada and TJX International. As we have not elected “hedge accounting” for these instruments, as defined by U.S. generally accepted accounting principles (“GAAP”), we record a mark-to-market gain or loss on the derivative instruments in our results of operations at the end of each reporting period. In subsequent periods, the income statement impact of the mark-to-market adjustment is effectively offset when the inventory being hedged is received and paid for. While these effects occur every reporting period, they are of much greater magnitude when there are sudden and significant changes in currency exchange rates during a short period of time. The mark-to-market adjustment on these derivatives does not affect net sales, but it does affect the cost of sales, operating margins and earnings we report.
Transactional Foreign Exchange
When discussing the impact on our results of the effect of foreign currency exchange rates on suchcertain transactions, we refer to it as “transactional foreign exchange.”exchange”. This primarily includes the impact that foreign currency exchange rates may have on the year-over-year comparison of merchandise margin as well as “foreign currency gains and losses” on transactions that are denominated in a currency other than the operating division's local currency. These two items can impact segment margin comparison of our foreign divisions and we have highlighted them when they are meaningful to understanding operating trends.
27


Cost of Sales, Including Buying and Occupancy Costs
Cost of sales, including buying and occupancy costs, as a percentagewas $34.7 billion, or 71.5% of net sales, was 71.4% in$24.5 billion, or 76.3% of net sales, $29.8 billion, or 71.5% of net sales for fiscal 2019 compared to 71.1% in2022, fiscal 20182021 and 71.0% in fiscal 2017. 2020, respectively.
Fiscal 2022 vs Fiscal 2021
The increase in thisthe total cost of sales, including buying and occupancy costs, was primarily due to the additional cost of merchandise sold due to a higher level of sales in fiscal 2022 compared to fiscal 2021. Our stores were temporarily closed in the aggregate for approximately 4% of fiscal 2022 and approximately 24% of fiscal 2021. Merchandise margin improved during fiscal 2022, primarily driven by favorable markdowns, offset by increased freight costs. In addition, supply chain costs increased due to additional investments in distribution capacity and higher wages, which, along with freight costs, are expected to continue into the next fiscal year.
Cost of sales, including buying and occupancy costs, was favorably impacted by approximately $27 million and $78 million of government programs for fiscal 2022 and fiscal 2021, respectively, in regions where we had temporary store closures.
Fiscal 2022 vs Fiscal 2020
The expense ratio duringwas flat for fiscal 2019 was driven2022 compared to the fiscal 2020. The ratio reflects the leverage on our occupancy costs due to the strong open-only comp store sales growth. Within merchandise margin, strong markon and lower markdowns more than offset approximately 200 basis points of incremental freight costs in fiscal 2022. The occupancy and merchandise margin improvements were offset by higher supply chain costs as we continueprimarily due to invest in existingadditional investments to expand distribution capacity and open new distribution centers as well as the absence of the benefit of the 53rd week reflected in last year's expense ratio. Merchandise margin was essentially flat compared to fiscal 2018 despite significantly higher freightwage costs.
The increase in the fiscal 2018 expense ratio was driven by higher supply chain costs as we continue to invest and open new distribution centers. This was offset by the favorable impact of mark-to-market of inventory derivatives that benefited the expense ratio by approximately 0.1 percentage point as well as an estimated 0.1 percentage point benefit from the 53rd week in the Company’s fiscal 2018 calendar. Fiscal 2018 merchandise margin was essentially flat to fiscal 2017.
Selling, General and Administrative Expenses
SG&A expenses as a percentagewere $9.1 billion, or 18.7% of net sales, $7.0 billion, or 21.8% of net sales and $7.5 billion, or 17.9% of net sales for fiscal 2022, fiscal 2021 and fiscal 2020, respectively.
Fiscal 2022 vs Fiscal 2021
The increase in SG&A expense for fiscal 2022 was primarily driven by higher store payroll costs to support a higher sales volume. In addition to these costs, incentive compensation costs and other variable store costs, such as advertising spend and credit processing fees, were 17.8%higher in fiscal 20192022 as compared to fiscal 2021.
SG&A expense was favorably impacted by $214 million and $434 million from government programs for fiscal 2022 and fiscal 2018, and 17.4%2021, respectively, in fiscal 2017. regions where we had temporary store closures.
Fiscal 2022 vs Fiscal 2020
The fiscal 2019 expense ratio reflects anincreased 0.8% for fiscal 2022 compared to fiscal 2020. The increase in incentive compensation accrualswas driven by higher store payroll costs, primarily due to a stronger than expected operating performance as well as store wage increases, partially offset by leverage on strong comp sales. The fiscal 2018 expense ratio reflects the impact of the incremental investmentsCOVID-19 related to the 2017 Tax Act and higher employee payroll costs due to wage increases.costs.
Impairment of Goodwill and Other Long-lived Assets, Related to Sierra
During the fourth quarter of fiscal 2018, we recorded a $99.3 million impairment charge, primarily related to goodwill, as the estimated fair value of Sierra fell below the carrying value due to a decrease in projected revenue growth rates. The impairment charge is included in the Marmaxx segment.
Loss on Early Extinguishment of Debt
During the third quarterOn June 4, 2021, we completed make-whole calls for our $1.25 billion aggregate principal amount of fiscal 2017, we issued $1.0 billion3.50% Notes maturing in 2025 and our $750 million aggregate principal amount of 2.25% ten-year notes. We used3.75% Notes maturing in 2027. As a portionresult of the proceeds to redeem our $375 million 6.95% notes on October 12, 2016,these redemptions prior to their scheduled maturity of April 15, 2019 andmaturities, we recorded a pre-tax loss ondebt extinguishment charge of $242 million in the early extinguishment of debt of $51.8 million.
Pension Settlement Charge
During the thirdsecond quarter of fiscal 2019,2022. For additional information on the debt transactions, see Note J—Long-Term Debt and Credit Lines of Notes to Consolidated Financial Statements.
In fiscal 2021, we annuitizedcompleted the issuance and transferred current pension obligations forsale of certain U.S. retireesof our Notes and beneficiaries underused the qualified pension plan throughproceeds to partially fund the purchase of a group annuity contract with an insurance company. We transferred $207.4 million of pension plan assets to the insurance company, thereby reducing our pension benefit obligations. The transaction had no cash impact to TJX but did resultcertain Notes, resulting in a non-cash pre-tax pension settlementearly extinguishment debt charge of $36.1$312 million.
During the third quarter of fiscal 2017, we offered eligible former TJX Associates, who had not yet commenced receiving their qualified pension plan benefit, an opportunity to receive a lump sum payout of their vested pension benefit. As a result, TJX’s qualified pension plan paid $103.2 million from pension plan assets to those who accepted this offer. This transaction had no cash impact to TJX, but did result in a non-cash pre-tax pension settlement charge of $31.2 million.
28




Interest Expense, net
The components of interest expense, net for the last threetwo fiscal years are summarized below:
  Fiscal Year Ended
In millionsJanuary 29,
2022
January 30,
2021
Interest expense$123 $199 
Capitalized interest(4)(5)
Interest (income)(4)(13)
Interest expense, net$115 $181 
  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
Interest expense$69,102
$69,237
$69,219
Capitalized interest(4,263)(4,942)(7,548)
Interest (income)(55,979)(32,707)(18,137)
Interest expense, net$8,860
$31,588
$43,534
The decrease inNet interest expense netdecreased for fiscal 2019 and2022 compared to fiscal 2018 was driven by additional interest income,2021, primarily due to higher return rates.the prior year’s refinancing of certain notes in December 2020 as well as the $2.75 billion pay down of outstanding debt during fiscal 2022.
Provision (Benefit) for Income Taxes
OurThe effective annual income tax rate was 26.7% in25.4%, (1.4)%, and 25.7% for fiscal 2019, 32.4% in2022, fiscal 20182021, and 38.3% in fiscal 2017.2020, respectively. The decreaseincrease in the fiscal 20192022 effective income tax rate is primarily driven by the reduction of the U.S. federal statutory rate from 35% to 21%. The decrease in the effective income tax rate in fiscal 2018 was primarily due to the favorable effect of the 2017 Tax Act, excess tax benefit from share-based compensation attributablesignificant increase in profit in fiscal 2022 as compared to the adoption of ASU 2016-09-Compensation- Stock Compensation (Topic 718): Improvements to Employee Share-Based PaymentAccounting, and the jurisdictional mix of income.income and losses by jurisdictions in fiscal 2021.
The 2017 Tax Act made broad and complex changes to the U.S. tax code which impacted fiscal 2019 and fiscal 2018 including, but not limited to, reducing the U.S. federal corporate tax rate from 35% to 21%. In December 2017, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 118, which allows a measurement period, not to exceed one year, to finalize the accounting for the income tax impacts of the 2017 Tax Act. We completed our analysis in the fourth quarter of fiscal 2019 and determined there was no material adjustment to the income tax expense.
Net Income and Diluted Earnings Per Share
Net income was $3.1$3.3 billion, $0.1 billion, and $3.3 billion in fiscal 2019 compared to $2.6 billion in2022, fiscal 20182021, and $2.3 billion in fiscal 2017.2020, respectively. Diluted earnings per share were $2.43 in fiscal 2019, $2.02 in fiscal 2018 and $1.73 in fiscal 2017. Year over year results are impacted by numerous items that impact comparability as summarized below.
 Fiscal Year Ended
 February 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
Net benefit of 2017 Tax Act items(1)
$(0.34)$(0.09)$
Benefit of 53rd week in FY18
$
$(0.06)$
Sierra impairment charge$
$0.05
$
Pension settlement charge$0.02
$
$0.01
Loss on early extinguishment of debt$
$
$0.02
(1)Refer to the Tax Cuts and Jobs Act of 2017 section within this MD&A for further details on the net benefit of 2017 Tax Act items.

In addition, foreign currency exchange rates had a neutral impact on earnings per share in fiscal 2019 when compared to fiscal 2018, and2022 were $2.70, which included a $0.02 positive impactsecond quarter debt extinguishment charge of $0.15, $0.07 in fiscal 2018 when compared to2021, which included a debt extinguishment charge of $0.19, and $2.67 in fiscal 2017.2020.
Our stock repurchase programs, which reduce our weighted average diluted shares outstanding, benefited our earnings per share growth by approximately 3% in each fiscal year presented.


Segment Information
We operate four main business segments. Our Marmaxx segment (T.J. Maxx, Marshalls, tjmaxx.com and tjmaxx.com)marshalls.com) and theour HomeGoods segment (HomeGoods, Homesense and Homesense)homegoods.com) both operate in the United States. Our TJX Canada segment operates Winners, HomeSense and Marshalls in Canada, and our TJX International segment operates T.K. Maxx, Homesense and tkmaxx.com in Europe and T.K. Maxx in Australia. We also operateIn addition to our four main segments, Sierra formerly Sierra Trading Post that operates sierra.com and retail stores in the U.S. The results of Sierra are included in ourthe Marmaxx segment.
We evaluate the performance of our segments based on “segment profit or loss,” which we define as pre-tax income or loss before general corporate expense loss on early extinguishment of debt, the pension settlement charge and interest expense, net.net, and certain separately disclosed unusual or infrequent items. “Segment profit or loss,” as we define the term, may not be comparable to similarly titled measures used by other entities.companies. The terms “segment margin” or “segment profit margin” are used to describe segment profit or loss as a percentage of net sales. These measures of performance should not be considered an alternative to net income or cash flows from operating activities as an indicator of our performance or as a measure of liquidity.
When discussing current year segment results, in addition to comparing to fiscal 2021, we may, where meaningful, also compare these results to a comparable period in fiscal 2020, prior to the emergence of the pandemic.
Presented below is selected financial information related to our business segments.

29



U.S. SEGMENTS
Marmaxx
  Fiscal Year Ended
U.S. dollars in millionsJanuary 29,
2022
January 30,
2021
February 1,
2020
Net sales$29,483 $19,363 $25,665 
Segment profit$3,813 $891 $3,470 
Segment margin12.9 %4.6 %13.5 %
Stores in operation at end of period:
T.J. Maxx1,284 1,271 1,273 
Marshalls1,148 1,131 1,130 
Sierra59 48 46 
Total2,491 2,450 2,449 
Selling square footage at end of period (in thousands):
T.J. Maxx27,887 27,707 27,781 
Marshalls26,180 25,915 25,909 
Sierra960 796 766 
Total55,027 54,418 54,456 
  Fiscal Year Ended
In millionsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
Net sales$24,058.0
$22,249.1
$21,246.0
Segment profit$3,253.9
$2,949.4
$2,995.0
Segment profit as a percentage of net sales13.5%13.3%14.1%
Increase in comp sales7%1%5%
Stores in operation at end of period   
T.J. Maxx1,252
1,223
1,186
Marshalls1,091
1,062
1,035
Sierra35
27
12
Total2,378
2,312
2,233
Selling square footage at end of period (in thousands)   
T.J. Maxx27,484
27,077
26,614
Marshalls25,269
24,916
24,750
Sierra598
470
227
Total53,351
52,463
51,591
Net Sales
Net sales for Marmaxx increased 8%were $29.5 billion for fiscal 2022, an increase of 52% compared to $19.4 billion for fiscal 2021. The increase in net sales reflects stores remaining open for all of fiscal 2022. Stores were closed for approximately 20% of fiscal 2021 as a result of the COVID-19 pandemic. In addition to stores being open for more days in fiscal 2019 on top of a 5%2022, net sales further increased due to higher customer traffic and increased average basket.
Net sales increased 15% compared to $25.7 billion for fiscal 2020. Open-only comp store sales were up 13% compared to fiscal 2020. The increase in open-only comp store sales for fiscal 2018. The fiscal 20192022 was primarily driven by an increase reflects a 7% increase fromin average basket. In addition, customer traffic was up slightly. While our open-only comp sales and a 1% increase from non-comp sales. Thestore sales increase in home fashions continued to significantly exceed those of 5% in fiscal 2018 reflects a 2% increase from non-comp sales, a 2% increase from the 53rd week and a 1% increase fromapparel, we had strong open-only comp sales. Compstore sales growth in apparel for fiscal 2022. During fiscal 2022, we had strong sales at Marmaxx across all geographic regions.
Segment Profit
Fiscal 2022 vs Fiscal 2021
Segment profit was $3.8 billion for fiscal 20192022, an increase of $2.9 billion, compared to a segment profit of $0.9 billion for fiscal 2021. The increase was primarily driven by increased sales due to stores remaining open for all of fiscal 2022. Merchandise margin improved primarily due to lower markdowns, partially offset by incremental freight costs. Fiscal 2021 also benefited $171 million from government programs.
Fiscal 2022 vs Fiscal 2020
Segment profit increased by $0.3 billion compared to a 5%segment profit of $3.5 billion for fiscal 2020, primarily due to the increase in customer trafficsales. Segment profit margin decreased to 12.9% for fiscal 2022 compared to 13.5% for fiscal 2020. The decrease was primarily driven by incremental COVID-19 related store payroll costs and higher supply chain costs, partially offset by leverage on top of a 3% increase in customer traffic in fiscal 2018. Geographically,occupancy costs due to the strong open-only comp store sales weregrowth and improved merchandise margin. Within merchandise margin, strong throughout most of the country as all regions posted a 5% comp or greater. Apparel outperformed home fashions in fiscal 2019markon and lower markdowns collectively more than offset incremental freight costs.
Our Marmaxx e-commerce sites, tjmaxx.com and marshalls.com, together with both categories posting solid comp sales growth. Sales of our U.S. e-commerce businessessierra.com, represented approximatelyless than 3% of Marmaxx’s net sales.
Segment margin increased to 13.5% in fiscal 2019 compared to 13.3% in fiscal 2018. This comparison is impacted by items impacting the fiscal 2018 segment margin, primarily the Sierra impairment charge which reduced last year’s segment margin by 0.4 percentage points. Marmaxx resultssales for fiscal 2019 reflect an improvement due to expense leverage on the strong comp sales which was more than offset by higher incentive compensation accruals due to the stronger than expected operating performance2022, fiscal 2021 and an increase in distribution costsfiscal 2020 and store wages. Collectively these items reduced the fiscal 2019 segment margin by 0.7 percentage points. Merchandise margin was essentially flat for fiscal 2019 compared to fiscal 2018 despite a significant increase in freight costs. Our U.S. e-commerce businesses, excluding the fiscal 2018 impairment charge, did not have a significant impact on year-over-year segment margin comparisons.
Segment margin in fiscal 2018 was 13.3% compared to 14.1% in fiscal 2017. Marmaxx results for fiscal 2018 reflect a 0.4 percentage point negative impact from the Sierra impairment charge. In addition, higher store payroll costs, primarily due to wage increases, and higher distribution costs, primarily due to processing more units, collectively reduced segment margin by approximately 0.5 percentage points. The fiscal 2018 segment margin was also negatively impacted by expense deleverage on the 1% comp sales but was favorably impacted by approximately 0.1 percentage point due to the 53rd week. Merchandise margin was flat for fiscal 2018 compared to fiscal 2017. Our U.S. e-commerce businesses, excluding the impairment charge, did not have a significant impact on year-over-year segment margin comparisons.
In fiscal 2020,2023, we expect to open approximately 6055 Marmaxx stores and 1020 Sierra stores, which would increase selling square footage by approximately 2%.



HomeGoods
30
  Fiscal Year Ended
In millionsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
Net sales$5,787.4
$5,116.3
$4,404.6
Segment profit$671.9
$674.5
$613.8
Segment profit as a percentage of net sales11.6%13.2%13.9%
Increase in comp sales4%4%6%
Stores in operation at end of period   
HomeGoods749
667
579
Homesense16
4

Total765
671
579
Selling square footage at end of period (in thousands)   
HomeGoods13,775
12,448
11,119
Homesense343
81

Total14,118
12,529
11,119


HomeGoods’HomeGoods
  Fiscal Year Ended
U.S. dollars in millionsJanuary 29,
2022
January 30,
2021
February 1,
2020
Net sales$8,995 $6,096 $6,356 
Segment profit$907 $510 $681 
Segment margin10.1 %8.4 %10.7 %
Stores in operation at end of period:
HomeGoods850 821 809 
Homesense39 34 32 
Total889 855 841 
Selling square footage at end of period (in thousands):
HomeGoods15,550 15,034 14,831 
Homesense837 733 685 
Total16,387 15,767 15,516 
Net Sales
Net sales for HomeGoods were $9.0 billion for fiscal 2022, an increase of 48%, compared to $6.1 billion for fiscal 2021. The increase in net sales increased 13%reflects stores remaining open for all of fiscal 2022. Stores were temporarily closed for approximately 20% of fiscal 2021 as a result of the COVID-19 pandemic. In addition to stores being open for more days in fiscal 2019, on top of a 16% increase in2022, net sales further increased due to higher customer traffic and increased average basket.
Net sales increased 42% compared to $6.4 billion for fiscal 2018.2020. Open-only comp store sales were up 32% for fiscal 2022 compared to fiscal 2020. The increase in open-only comp store sales was driven by an increase in average basket and customer traffic. During fiscal 2019 reflects a 9% increase from non-comp2022, we had strong sales and a 4% increase from comp sales. The sales increase of 16% in fiscal 2018 reflects a 10% increase from non-comp sales, a 4% increase from comp sales and a 2% increase due to the 53rd week. Comp sales growth at HomeGoods for fiscal 2019 was due to a 5% increase in customer traffic on top of a 4% increase in customer traffic in fiscal 2018.and Homesense across all major categories and geographic regions.
Segment Profit
Fiscal 2022 vs Fiscal 2021
Segment profit margin decreased to 11.6%was $0.9 billion for fiscal 20192022, an increase of $0.4 billion, compared to 13.2%a segment profit of $0.5 billion for fiscal 2018.2021. The decrease in segment marginincrease was primarily driven by increased sales due to stores remaining open for all of fiscal 2019 includes a decline in2022, partially offset by lower merchandise margin due to increased freight costs. In addition,Fiscal 2021 also benefited $46 million from government programs.
Fiscal 2022 vs Fiscal 2020
Segment profit increased by $0.2 billion compared to a segment profit of $0.7 billion for fiscal 2020, primarily due to the increase in sales. Segment profit margin decreased to 10.1% for fiscal 2022 compared to 10.7% for fiscal 2020. The decrease in segment profit margin was primarily driven by higher distribution centersupply chain costs, lower merchandise margin, and incremental COVID-19 related store payroll costs and higher store wage costs as well as costs in connection with investing in more stores, collectively reduced segment margin by approximately 1.1 percentage points.
Segment profit margin for fiscal 2018 was 13.2% compared to 13.9% for fiscal 2017. The decrease in segment margin for fiscal 2018 includes a decline in merchandise margin of 0.5 percentage points, primarily as a result of increased freight costs. In addition, higher distribution center costs primarily due to opening a new distribution center, higher store payroll costs, primarily due to wage increases, as well as costs in connection with opening more stores as compared to fiscal 2017, including our first Homesense stores, collectively reduced segment margin by approximately 0.8 percentage points. These costs werewages, partially offset by the expense leverage on our occupancy and administrative costs due to the strong open-only comp store sales growth as well asgrowth. Within merchandise margin, incremental freight costs more than offset strong markon and lower markdowns.
During the benefitthird quarter of the 53rd week which lifted segment margin by approximately 0.2 percentage points.fiscal 2022, HomeGoods made online shopping available on www.homegoods.com.
In fiscal 2020,2023, we plan an increase ofexpect to open approximately 6560 HomeGoods stores, and 15including 10 Homesense stores, which would increase selling square footage by approximately 11%7%.

31




FOREIGN SEGMENTS
TJX Canada
  Fiscal Year Ended
U.S. dollars in millionsJanuary 29,
2022
January 30,
2021
February 1,
2020
Net sales$4,343 $2,836 $4,031 
Segment profit$485 $124 $516 
Segment margin11.2 %4.4 %12.8 %
Stores in operation at end of period:
Winners293 280 279 
HomeSense147 143 137 
Marshalls106 102 97 
Total546 525 513 
Selling square footage at end of period (in thousands):
Winners6,300 6,015 5,986 
HomeSense2,708 2,644 2,511 
Marshalls2,220 2,141 2,043 
Total11,228 10,800 10,540 
Net Sales
  Fiscal Year Ended
U.S. dollars in millionsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
Net sales$3,869.8
$3,642.3
$3,171.1
Segment profit$551.6
$530.1
$413.4
Segment profit as a percentage of net sales14.3%14.6%13.0%
Increase in comp sales4%5%8%
Stores in operation at end of period   
Winners271
264
255
HomeSense125
117
106
Marshalls88
73
57
Total484
454
418
Selling square footage at end of period (in thousands)   
Winners5,862
5,780
5,629
HomeSense2,323
2,179
1,984
Marshalls1,885
1,621
1,307
Total10,070
9,580
8,920
Net sales for TJX Canada were $4.3 billion for fiscal 2022, an increase of 53% compared to $2.8 billion for fiscal 2021. The increase in net sales reflected temporary store closures, which were closed for approximately 12% of fiscal 2022 and 29% of fiscal 2021, as a result of the COVID-19 pandemic. In addition to stores being open for more days in fiscal 2022, net sales further increased due to higher customer traffic and increased average basket.
Net sales for TJX Canada increased 6% in8% compared to $4.0 billion for fiscal 2019, on top of2020. On a 15% increase inconstant currency basis, net sales increased 2% for fiscal 2018.2022. Open-only comp store sales were up 8% for fiscal 2022 compared to fiscal 2020 and were negatively impacted by significant government-mandated shopping restrictions. The increase in open-only comp store sales was driven by an increase in average basket, partially offset by reduced customer traffic.
Segment Profit
Fiscal 2022 vs Fiscal 2021
Segment profit was $0.5 billion for fiscal 2019 reflects comp2022, an increase of $0.4 billion, compared to a segment profit of $0.1 billion for fiscal 2021. The increase for fiscal 2022 was primarily driven by increased sales growth of 4%due to having fewer temporary store closures in fiscal 2022 compared to fiscal 2021. Within merchandise margin, lower markdowns and a 4% increase from non-comp sales,higher markon were partially offset by a 2% negative impactincreased freight costs. Fiscal 2022 also reflected $84 million of foreign currency translation. The increase in salesgovernment programs compared to $148 million for fiscal 2018 reflects comp sales growth of 5%, a 5% increase from non-comp stores, a 3% positive impact of foreign currency translation and a 2% impact of the 53rd week. The comp sales increase in fiscal 2019 was due2021.
Fiscal 2022 vs Fiscal 2020
Segment profit decreased $31 million compared to a 5% increase in customer traffic on topsegment profit of a 5% increase in customer traffic in$516 million for fiscal 2018.
2020. Segment profit margin decreased to 14.3% in11.2% for fiscal 20192022 compared to 14.6% in12.8% for fiscal 2018.2020. The decrease in segment profit margin was primarily due to the combination of adriven by higher supply chain costs and higher store wage and freightpayroll, including incremental COVID-19 related costs, net of government programs. This was partially offset by expense leverage on the strong comp sales.
Segment profit margin increased 1.6 percentage points to 14.6% in fiscal 2018. The increase in segment margin was primarily due to the combination of an increase inimproved merchandise margin. Within merchandise margin, of 0.6 percentage points, which benefited from the year-over-year increase in the Canadian dollar,strong markon and expense leverage on the strong comp sales. The increase in the segment margin also included a favorable impact of 0.3 percentage points due to foreign currency, primarily the mark-to-market impact of the inventory derivatives. The fiscal 2018 segment margin also benefited from the 53rd week, which lifted the segment margin by approximately 0.1 percentage point.lower markdowns collectively more than offset incremental freight costs.
In fiscal 2020,2023, we plan an increase ofexpect to open approximately 3010 stores in Canada, which would increase selling square footage by approximately 5%1%.

32



TJX International
  Fiscal Year Ended
U.S. dollars in millionsJanuary 29,
2022
January 30,
2021
February 1,
2020
Net sales$5,729 $3,842 $5,665 
Segment profit (loss)$161 $(504)$307 
Segment margin2.8 %(13.1)%5.4 %
Stores in operation at end of period:
T.K. Maxx618 602 594 
Homesense77 78 78 
T.K. Maxx Australia68 62 54 
Total763 742 726 
Selling square footage at end of period (in thousands):
T.K. Maxx12,412 12,131 11,997 
Homesense1,126 1,142 1,149 
T.K. Maxx Australia1,198 1,109 990 
Total14,736 14,382 14,136 
Net Sales
  Fiscal Year Ended
U.S. dollars in millionsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
Net sales$5,257.8
$4,856.9
$4,362.0
Segment profit$285.8
$249.2
$235.5
Segment profit as a percentage of net sales5.4%5.1%5.4%
Increase in comp sales3%2%2%
Stores in operation at end of period   
T.K. Maxx567
540
503
Homesense68
55
44
T.K. Maxx Australia44
38
35
Total679
633
582
Selling square footage at end of period (in thousands)   
T.K. Maxx11,693
11,379
10,787
Homesense1,029
883
714
T.K. Maxx Australia814
714
667
Total13,536
12,976
12,168
Net sales for TJX International were $5.7 billion for fiscal 2022, an increase of 49% compared to $3.8 billion for fiscal 2021. The increase in net sales reflected temporary store closures, which were closed for approximately 19% of fiscal 2022 and 36% of fiscal 2021, as a result of the COVID-19 pandemic. In addition to stores being open for more days in fiscal 2022, net sales further increased due to higher customer traffic and increased average basket.
Net sales for TJX International increased 8% in1% compared to $5.7 billion for fiscal 2019 on top of an 11% increase in2020. On a constant currency basis, net sales decreased 5% for fiscal 2018.2022 compared to fiscal 2020. Open-only comp store sales were up 6% for fiscal 2022 compared to fiscal 2020 and were negatively impacted by significant government-mandated shopping restrictions. The increase in sales for fiscal 2019 reflects a 4% increase from non-comp sales,open-only comp store sales growth of 3%, and a 1% positive impact from foreign currency translation. The increase in comp sales for fiscal 2019 was driven by a 4%an increase in average basket, partially offset by reduced customer traffic.
E-commerce sales representat tkmaxx.com represented less than 3%6% of TJX International’s net sales infor fiscal 20192022, fiscal 2021, and fiscal 2018.2020, respectively.
Segment Profit/(Loss)
Fiscal 2022 vs Fiscal 2021
Segment profit was $0.2 billion for fiscal 2022, an increase of $0.7 billion, compared to a segment loss of $(0.5) billion for fiscal 2021. The increase in fiscal 2018 reflects a 7% increase from non-comp sales, comp sales growth of 2% and a 2% benefit from the 53rd week. Foreign currency translation had a neutral impact on fiscal 2018 sales growth. The increase in comp sales for fiscal 20182022 was primarily driven by anincreased sales due to having fewer temporary store closures in fiscal 2022 compared to fiscal 2021. The increase in customer traffic.segment profit includes improved merchandise margin primarily due to lower markdowns. Fiscal 2022 also reflected $157 million of government programs compared to $140 million for fiscal 2021.
Fiscal 2022 vs Fiscal 2020
Segment profit decreased $0.1 billion compared to a segment profit of $0.3 billion for fiscal 2020. Segment profit margin increaseddecreased to 2.8% for fiscal 2022 compared to 5.4% for fiscal 2019 compared to 5.1% for fiscal 2018.2020. The increasedecrease in segment marginprofit was primarily driven by favorable merchandise margins of 0.4 percentage points, primarily due to lower markdowns, along with the favorable reserve adjustment relating to a wage audit and expense leverage on occupancy costs. These improvements were partially offset byincremental store payroll, higher supply chain costs associated with the opening of a new distribution center in fiscal 2018 and higher store payroll, which collectively reduced segmentmerchandise margin. Within merchandise margin, by approximately 0.4 percentage points.
Segment profit margin decreased 0.3 percentage points to 5.1% in fiscal 2018 compared to 5.4% in fiscal 2017. The decrease in segment marginincreased freight expense was driven by higher supply chain costs associated with the opening of a new distribution center and higher store payroll, which collectively reduced segment margin by approximately 0.7 percentage points. Segment margin was also negatively impacted by expense deleverage on the 2% comp sales growth. These declines in segment margin were partially offset by a favorable impact of 0.4 percentage points due to foreign currency, primarilylower markdowns. Segment profit was favorably impacted by the mark-to-market impact of the inventory derivatives as well as the benefit of the 53rd week, which lifted the segment margin by approximately 0.2 percentage points.government programs received in fiscal 2022.
WeIn fiscal 2023, we expect to addopen approximately 5015 stores to TJX International in fiscal 2020,Europe and approximately 10 stores in Australia, which would increase selling square footage by approximately 5%3%.




33


GENERAL CORPORATE EXPENSE
  Fiscal Year Ended
In millionsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
General corporate expense$545.0
$515.0
$408.2
  Fiscal Year Ended
In millionsJanuary 29,
2022
January 30,
2021
General corporate expense$611 $439 
General corporate expense for segment reporting purposes represents those costs not specifically related to the operations of our business segments. General corporate expenses are primarily included in SG&A expenses. The mark-to-market adjustment of our fuel hedges is included in cost of sales, including buying and occupancy costs.
The increase in general corporate expense for fiscal 20192022 was primarily driven by incremental systemshigher share-based and technology costs, global IT restructuring costs, and higher incentive compensation accruals. Collectively these items increased general corporate expense by approximately $100 million. These increases were partially offset by the absence in fiscal 2019 of the Associate related investments of approximately $70 million incurred in fiscal 2018 associated with the 2017 Tax Act.costs.
The increase in general corporate expense for fiscal 2018 was primarily driven by the incremental investments related to the 2017 Tax Act. These investments include a discretionary bonus to eligible non-bonus plan Associates, additional retirement plan contributions
ANALYSIS OF FINANCIAL CONDITION
Liquidity and contributions to TJX’s charitable foundations, which totaled $100 million in fiscal 2018.
LIQUIDITY AND CAPITAL RESOURCESCapital Resources
Our liquidity requirements have traditionally been funded through cash generated from operations, supplemented, as needed, by short-term bank borrowings and the issuance of commercial paper. As of February 2, 2019,January 29, 2022, there were no short-term bank borrowings or commercial paper outstanding.
We believe our existing cash and cash equivalents, internally generated funds and our credit facilities, under which facilities we have $1.5 billion available as of the period ended January 29, 2022, as described in Note J – J—Long-Term Debt and Credit Lines of Notes to Consolidated Financial Statements, are more than adequate to meet our operating needs overfor the next fiscal year.foreseeable future.
As of February 2, 2019, TJXJanuary 29, 2022, we held $3.0$6.2 billion in cash. Approximately $1.2$1.4 billion of our cash was held by our foreign subsidiaries with $420.6 million$0.6 billion held in countries where we provisionally intend to indefinitely reinvest any undistributed earnings. TJX hasWe have provided for all applicable state and foreign withholding taxes on all undistributed earnings of itsour foreign subsidiaries in Canada, Puerto Rico, Italy, India, Hong Kong and Vietnam through February 2, 2019.January 29, 2022. If we repatriate cash from such subsidiaries, we should not incur additional tax expense and our cash would be reduced by the amount of withholding taxes paid.
We monitor debt financing markets on an ongoing basis and from time to time may incur additional long-term indebtedness depending on prevailing market conditions, liquidity requirements, existing economic conditions and other factors. During fiscal 2022 we have used, and in the future we may use, operating cash flow and cash on hand to repay portions of our indebtedness, depending on prevailing market conditions, liquidity requirements, existing economic conditions, contractual restrictions and other factors. As such, we may, from time to time, seek to retire, redeem, prepay or purchase our outstanding debt through redemptions, cash purchases, prepayments, refinancings and/or exchanges, in open market purchases, privately negotiated transactions, by tender offer or otherwise. If we use our operating cash flow and/or cash on hand to repay our debt, it will reduce the amount of cash available for additional capital expenditures.
Operating Activities
Net cash provided by operating activities was $4.1$3.1 billion in fiscal 2019, $3.02022 and $4.6 billion in fiscal 2018 and $3.6 billion in fiscal 2017. The cash generated from2021. Our operating activities in each of these fiscal years was largely due to operating earnings.
Operating cash flows for fiscal 2019 increaseddecreased by $1.1$1.5 billion compared to fiscal 2018. Net income, adjusted for non-cash items increased operating cash flows in fiscal 2019 as compared to fiscal 2018 by $0.5 billion. In addition there was a $0.6 billion increase in cash flows related to prepaid expenses and other current assets largely2021 due to the prefunding of certain service contracts$4.7 billion change in fiscal 2018.
Operating cash flows for fiscal 2018 decreased by $0.6 billion compared to fiscal 2017. Net income, adjusted for non-cash items increased operating cash flows in fiscal 2018 as compared to fiscal 2017 by $0.3 billion. This increase in cash flows was more than offset by a $0.3 billion decrease in cash flows related to merchandise inventories net of related accounts payable, a $0.3 billion decrease in cash flows related to accounts receivable and prepaid expenses and a $0.3 billion decrease in cash flows related to accrued expenses and other liabilities. Merchandise inventories, net of related accounts payable increaseddriven by rebuilding inventory levels in fiscal 2018 due in part to the lower inventory levels we carried at fiscal 2017 year end. The increase in accounts receivable was driven by credit card receivables. The increase in prepaid expenses and other current assets was primarily due to the prefunding of certain service contracts2022 as well as the timing of rentmerchandise payments which wasin fiscal 2021. In addition, operating cash flows were negatively impacted by the timing$0.3 billion decrease in ournet operating lease liabilities due to the repayment of many of the rent deferrals negotiated in fiscal year end dates.2021. The changedecrease in accrued expenses and other liabilitiesoperating cash flows was drivenpartially offset by a reduction$3.2 billion increase in sales taxes and income taxes payable, primarily due to timing of payments and benefits associated with the 2017 Tax Act, as well as a contribution of $100 million to the Company’s defined benefit pension plannet income. Temporary store closures in fiscal 2018, as2021 resulted in net income of $0.1 billion in fiscal 2021 compared to $50 millionnet income of $3.3 billion in fiscal 2017.


2022.
Investing Activities
Net cash used in investing activities resulted in net cash outflows of $1.0 billion in fiscal 2022 and $0.6 billion in fiscal 2019, $1.0 billion in fiscal 2018 and $1.2 billion in fiscal 2017.2021. The cash outflows for both periods were primarily driven by capital expenditures and in addition, the activitywere lower in fiscal 2019 reflects2021 due to the liquidation of short-term investments by TJX Canada as a result of a repatriation of earnings completed during the second quarter.COVID-19 pandemic.
34


Net cash used in investing activities include capital expenditures for the last threetwo fiscal years as set forth in the table below.below:
  Fiscal Year Ended
In millionsJanuary 29,
2022
January 30,
2021
New stores$79 $61 
Store renovations and improvements367 124 
Office and distribution centers599 383 
Total capital expenditures$1,045 $568 
  Fiscal Year Ended
In millions
February 2,
2019
February 3,
2018
January 28,
2017
New stores$201.2
$226.0
$191.2
Store renovations and improvements347.2
335.2
274.8
Office and distribution centers576.7
496.4
558.7
Total capital expenditures$1,125.1
$1,057.6
$1,024.7
We expect our capital expenditures in fiscal 20202023 will be in the range of approximately $1.5$1.7 billion to $1.9 billion, including approximately $900 million approximately $1.0 billion to $1.1 billion for our offices and distribution centers (including buying and merchandising systems and other information systems) to support growth, approximately $400 million $0.5 billion to $0.6 billion for store renovations and approximately $200 million $0.2 billion for new stores. We plan to fund these expenditures with our existing cash balances and through internally generated funds.
In fiscal 2019, we purchased $0.2 billion of investments, compared to $0.9 billion in fiscal 2018. Additionally, $0.6 billion of investments were sold or matured during fiscal 2019 compared to $0.9 billion in the prior year. This activity primarily relates to short-term investments which had initial maturities in excess of 90 days and, per our policy, are not classified as cash on the consolidated balance sheets presented.
Financing Activities
Net cash used in financing activities resulted in net cash outflows of $3.1$6.2 billion in fiscal 2019, $2.32022 compared to net cash inflows of $3.2 billion in fiscal 2018 and $1.6 billion in2021. In fiscal 2017. These2022, the cash outflows were primarily driven by debt repayments, equity repurchases partially offsetand dividend payments. In fiscal 2021, the cash inflows were primarily driven by issuances, dividend payments and debt transactions.
Debt
The cash outflows in fiscal 2022 were due to the completion of make-whole calls and the redemption at par of certain of our notes. The notes redeemed via make-whole calls were issued in the first quarter of fiscal 2021 in response to the COVID-19 pandemic. As a result of these redemptions prior to their scheduled maturities, we recorded a pre-tax debt extinguishment charge of $242 million in fiscal 2022. Additionally, in fiscal 2022 we redeemed at par $750 million principal outstanding, 2.75% Notes due June 15, 2021. The result of these debt redemptions resulted in a $2.75 billion reduction of outstanding debt since the beginning of fiscal 2022 and will result in more than $90 million of annualized interest expense savings. The cash inflows in fiscal 2021 were a result of completing the issuance and sale of $4 billion aggregate principal amount of notes. See Note J—Long-Term Debt and Credit Lines of Notes to Consolidated Financial Statements for additional information.
Equity
TJX repurchasedIn fiscal 2022, we lifted the temporary suspension of our repurchase program and retired 51.8 million shares of its common stock at a cost of $2.5 billion during fiscal 2019, on a “trade date basis.” TJX reflects stock repurchases in its financial statements on a “settlement date” or cash basis. Under our stock repurchase programs, we spent $2.4paid $2.2 billion to repurchase 50.8and retire 31.3 million shares of our stock in fiscal 2019, $1.6on a settlement basis under our previously authorized stock repurchase programs. Prior to the temporary suspension of our share repurchase program, we paid $0.2 billion to repurchase 44.4and retire 3.4 million shares of our stockon a settlement basis in fiscal 20182021. These outflows for both periods were partially offset by proceeds from the exercise of employee stock options, net of shares withheld for taxes, of $0.2 billion in both fiscal 2022 and $1.7 billion to repurchase 44.6 million shares of our stock in fiscal 2017.
For further information regarding equity repurchases, see Note D – Capital Stock and Earnings Per Share of Notes to Consolidated Financial Statements.2021.
In February 2019, ourJanuary 2022, the Board of Directors approved an additionala new stock repurchase program authorizingthat authorizes the repurchase of up to an additional $1.5$3.0 billion of TJX stock.our common stock from time to time. We currently plan to repurchase approximately $1.75$2.25 billion to $2.25$2.5 billion of stock under our stock repurchase programs in fiscal 2020.2023. We determine the timing and amount of repurchases based on our assessment of various factors including excess cash flow, liquidity, economic and market conditions, our assessment of prospects for our business, legal requirements, and other factors. The timing and amount of these purchases may change. As of January 29, 2022, approximately $3.8 billion remained available under our existing stock repurchase programs. For further information regarding equity repurchases, see Note D—Capital Stock and Earnings Per Share of Notes to Consolidated Financial Statements.
Dividends
We declared quarterly dividends on our common stock of $0.26 per share for each of the quarters in fiscal 2022 which totaled $0.78$1.04 per share in fiscal 2019, $0.625 per share2022. As a result of the uncertainty surrounding the COVID-19 pandemic, no dividends were declared in the first nine months of fiscal 2018 and $0.52 per share in fiscal 2017.2021. Cash payments for dividends on our common stock totaled $923 million in$1.3 billion for fiscal 2019, $764 million in2022 and $0.3 billion for fiscal 2018 and $651 million in fiscal 2017. We also received proceeds from the exercise of employee stock options of $255 million in fiscal 2019, $134 million in fiscal 2018 and $164 million in fiscal 2017.2021. We expect to pay quarterly dividends for fiscal 20202023 of $0.23$0.295 per share, or an annual dividend of $0.92$1.18 per share, subject to the declaration and approval ofby our Board of Directors. This would represent an 18%a 13% increase over the per share dividends declared and paid in fiscal 2019.2022.

35



Contractual Obligations
DebtSee the descriptions of our financing arrangements, commitments and contingencies, and contractual obligations outlined below and within the following Notes to Consolidated Financial Statements.
During the fiscal 2017 third quarter we received net proceeds of $992.5 million from the issuance of $1 billion of 2.25% ten-year notes. A portion of the proceeds were used to redeem our $375 million 6.95% notes prior to their scheduled maturity. The redemption of the notes, including the prepayment penalty, resulted in cash outflows of $426 million.
For further information regarding debt, seeSee Note J – J—Long-Term Debt and Credit Lines of Notes to Consolidated Financial Statements.
Contractual Obligations
As of February 2, 2019, we had known contractual obligationsStatements for future payments under long-term debt arrangements (including current installments),.
See Note L—Leases of Notes to Consolidated Financial Statements. Operating lease liabilities exclude legally binding minimum lease payments for approximately 170 leases signed but not yet commenced and include options to extend lease terms that are now deemed reasonably certain of being exercised according to our Lease Accounting Policy. The balances do not include variable costs for insurance, real estate taxes, other long-term obligations, operating leasesexpenses and, in some cases, rentals based on a percentage of sales; these items totaled approximately one-third of the total minimum rent for propertyfiscal 2022.
See Note M—Accrued Expenses and equipmentOther Liabilities, Current and purchase obligations as follows:
In thousandsPayments Due by Period
Tabular Disclosure of Contractual ObligationsTotalLess Than 1 Year1-3 Years3-5 YearsMore Than 5 Years
Long-term debt and other long-term obligations (1)
$2,537,813
$55,625
$850,938
$563,750
$1,067,500
Operating lease commitments (2)
9,791,971
1,676,700
3,044,822
2,295,604
2,774,845
Purchase obligations (3)
3,843,184
3,666,288
155,963
20,933

Total obligations$16,172,968
$5,398,613
$4,051,723
$2,880,287
$3,842,345
(1)Includes estimated interest costs.
(2)Reflects minimum rent. Does not include costsLong Term of Notes to Consolidated Financial Statements for insurance, real estate taxes, other operating expenses and, in some cases, rentals based on a percentage of sales; these items totaled approximately one-third of the total minimum rent for fiscal 2019.
(3)Includes estimated obligations under purchase orders for merchandise and under agreements for capital items, products and services used in our business, including executive employment and other agreements. Excludes agreements that can be canceled without penalty.
We also have long-term liabilities for which it is not reasonably possible for us to predict when they may be paid, which include $449.1 millionincludes $0.6 billion for employee compensation and benefits and $235.5 million$0.3 billion for uncertain tax positions.

We also have non-cancellable purchase obligations under purchase orders for merchandise and under agreements for capital items, products and services used in our business, including executive employment and other agreements.
CRITICAL ACCOUNTING POLICIESESTIMATES
We prepare our consolidated financial statements in accordance with GAAP which requirerequires us to make certain estimates and judgments that impact our reported results. These judgments and estimates are based on historical experience and other factors which we continually review and believe are reasonable. We consider our most critical accounting policies,estimates, involving uncertainty requiring management estimates and judgments,judgments, to be those relating to the areas described below.
Inventory Valuation
We use the retail method for valuing inventory for all our businesses except T.K. Maxx in Australia. The businesses that utilize the retail method have some inventory that is initially valued at cost before the retail method is applied as it has not been fully processed for sale (i.e. inventory in transit and unprocessed inventory in our distribution centers). Under the retail method, the cost value of inventory and gross margins are determined by calculating a cost-to-retail ratio and applying it to the retail value of inventory. It involves management estimates with regard to markdowns and inventory shrinkage. Under the retail method, permanent markdowns are reflected in inventory valuation when the price of an item is reduced. Typically, a significant area of judgment in the retail method is the amount and timing of permanent markdowns. However, as a normal business practice, weWe have a specific policy as to when and how markdowns are to be taken, greatly reducing management’s discretion and the need for management estimates as to markdowns. Inventory shrinkage requires estimating a shrinkage rate for interim periods, butperiods; however, we take a full physical inventory near the fiscal year end to determine shrinkage at year end. Historically, the variance between estimated shrinkage and actual shrinkage has not been material to our annual financial results. We do not generally enter into arrangements with vendors that provide for rebates and allowances that could ultimately affect the value of inventory.


Impairment of Long-lived Assets, Goodwill and Tradenames
We evaluate our long-lived assets, goodwill and tradenames for indicators of impairment at least annually in the fourth quarter of each fiscal year or whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Significant judgment is involved in projecting the cash flows of individual stores, as well as of our business units, which involve a number of factors including historical trends, recent performance and general economic assumptions. If we determine that an impairment of long-lived assets or tradenames has occurred, we record an impairment charge equal to the excess of the carrying value of those assets over the estimated fair value of the assets. If we determine that an impairment of goodwill has occurred, we record an impairment charge equal to the excess of the carrying value of the applicable reporting unit over the estimated fair value of the reporting unit, but not in excess of the carrying amount of goodwill. We determine the fair value of our business units using the discounted cash flow method which requires assumptions for the weighted average cost of capital (“WACC”) and revenue growth for the related business unit. The fair value of our business units exceeds their carrying value by a significant amount.
Reserves for Uncertain Tax Positions
LikeSimilar to many large corporations, our income and other tax returns and reports are regularly audited by federal, state and local tax authorities in the United States and in foreign jurisdictions where we operate, and such authorities may challenge positions we take. We are engaged in various administrative and judicial proceedings in multiple jurisdictions with respect to assessments, claims, deficiencies and refunds and other tax matters, which proceedings are in various stages of negotiation, assessment, examination, litigation and settlement. The outcomes of these proceedings are uncertain. In accordance with GAAP, we evaluate our uncertain tax positions based on our understanding of the facts, circumstances and information available at the reporting date, and we accrue for exposure when we believe that it is more likely than not, based on the technical merits, that the positions we have taken will not be sustained. However, in the next twelve months and in future periods, the amounts we accrue for uncertain tax positions from time to time or ultimately pay, as the result of the final resolutions of examinations, judicial or administrative proceedings, changes in facts, law, or legal interpretations, expirationsexpiration of applicable statute of limitations or other resolutions of, or changes in, tax positions may differ either positively or negatively from the amounts we have accrued, and may result in reductions to or additions to accruals, refund claims or payments for periods not currently under examination or for which no claims have been made, such as the recently enacted 2017 Tax Act.made. Final resolutions of our tax positions or changes in accruals for uncertain tax positions could result in additional tax expense or benefit and could have a material impact on our results of operations of the period in which an examination or proceeding is resolved or in the period in which a changed outcome becomes probable and reasonably estimable.
The 2017 Tax Act significantly changes how corporations are taxed, requiring complex computations to be performed that were not previously required in U.S. tax law, significant judgments to be made in interpretation of the provisions and significant estimates in calculations, and the preparation and analysis of information not previously relevant or regularly produced. The U.S. Treasury Department, the IRS, and other standard-setting bodies could interpret or issue guidance on how provisions of the 2017 Tax Act will be applied or otherwise administered that is different from our interpretation. As we continue our analysis of the 2017 Tax Act, collect and prepare necessary data, and interpret any additional guidance, we may make adjustments to amounts that we have recorded that may materially impact our provision for income taxes in the period in which the adjustments are made.
36


Loss Contingencies
Certain conditions may exist as of the date the consolidated financial statements are issued that may result in a loss to us but will not be resolved until one or more future events occur or fail to occur. Our management, with the assistance of our legal counsel, assesses such contingent liabilities. Such assessments inherently involve the exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against us or claims that may result in such proceedings, our legal counsel assists us in evaluating the perceived merits of any legal proceedings or claims as well as the perceived merits of the relief sought or expected to be sought therein.
If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be reasonably estimated, we will accrue for the estimated liability in the consolidated financial statements. If the assessment indicates that a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be reasonably estimated, we will disclose the nature of the contingent liability, together with an estimate of the range of the possible loss or a statement that such loss is not reasonably estimable.
RECENT ACCOUNTING PRONOUNCEMENTS
For a discussion of any new accounting pronouncements, see Note A- A—Basis of Presentation and Summary of Accounting Policies of Notes to Consolidated Financial Statements included in this annual report on Form 10-K, including the dates of adoption and estimated effects10-K. We do not expect any recently issued accounting pronouncements will have a material effect on our results of operations,consolidated financial position or cash flows.

statements.

ITEM 7A. Quantitative and Qualitative Disclosure about Market Risk
TJX isWe are exposed to market risks in the ordinary course of business. Some potential market risks are discussed below:
FOREIGN CURRENCY EXCHANGE RISK
We are exposed to foreign currency exchange rate risk on the translation of our foreign operations into the U.S. dollar and on purchases of goods in currencies that are not the local currencies of stores where the goods are sold and on intercompany debt and interest payable between and among our domestic and international operations. Our currency risk primarily relates to our activity in the Canadian dollar, British pound and Euro. As more fully described in Note E- E—Financial Instruments of Notes to Consolidated Financial Statements, we use derivative financial instruments to hedge a portion of certain merchandise purchase commitments, primarily at our international operations, and a portion of our intercompany transactions with and within our international operations. We enter into derivative contracts only for the purpose of hedging the underlying economic exposure. We utilize currency forward and swap contracts, designed to offset the gains or losses on the underlying exposures. The contracts are executed with banks we believe are creditworthy and are denominated in currencies of major industrial countries. Our foreign exchange risk management policy prohibits us from using derivative financial instruments for trading or other speculative purposes and we do not use any leveraged derivative financial instruments. We have performed a sensitivity analysis assuming a hypothetical 10% adverse movement in foreign currency exchange rates applied to the hedging contracts and the underlying exposures described above as well as the translation of our foreign operations into our reporting currency. As of February 2, 2019 and February 3, 2018, theThe analysis indicated that such an adverse movement would not have a material effectpotential impact of approximately $65 million on our consolidated financial position but could have reduced our pre-tax income byin fiscal 2022 and approximately $84 million and $78$38 million in fiscal years 2019 and 2018, respectively.2021.
EQUITY PRICE AND OTHER MARKET RISK
The assets of our funded qualified pension plan, a portion of which are equity securities, are subject to the risks and uncertainties of the financial markets. We invest the pension assets (described further in Note I- I—Pension Plans and Other Retirement Benefits of Notes to Consolidated Financial Statements) in a manner that attempts to minimize and controlmanage our exposure to market uncertainties. Investments, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility risks. A significant decline in the financial markets could adversely affect the value of our pension plan assets and the funded status of our pension plan, resulting in increased required contributions to the plan or other plan-related liabilities. Our pension plan investment policy prohibits the use of derivatives for speculative purposes.
ITEM 8. Financial Statements and Supplementary Data
The information required by this item may be found on pages F-1 through F-38F-34 of this annual report on Form 10-K.
ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Not applicable.

37



ITEM 9A. Controls and Procedures
(a) Evaluation of Disclosure Controls and Procedures
We have carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this report pursuant to Rules 13a-15 and 15d-15 of the Exchange Act. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective at a reasonable assurance level in ensuring that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms; and (ii) accumulated and communicated to our management, including our principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosures. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of implementing controls and procedures.
(b) Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fourth quarter of fiscal 20192022 identified in connection with our Chief Executive Officer’s and Chief Financial Officer’s evaluation that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
(c) Management’s Annual Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) promulgated under the Exchange Act as a process designed by, or under the supervision of, our principal executive and principal financial officers, or persons performing similar functions, and effected by our Board of Directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP and includes those policies and procedures that:
Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of TJX;
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures of TJX are being made only in accordance with authorizations of management and directors of TJX; and
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of TJX’s assets that could have a material effect on the financial statements.
Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of TJX;
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures of TJX are being made only in accordance with authorizations of management and directors of TJX; and
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of TJX’s assets that could have a material effect on the consolidated financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of February 2, 2019January 29, 2022 based on criteria established in Internal Control—Integrated Framework 2013 issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO)(“COSO”). Based on that evaluation, management concluded that its internal control over financial reporting was effective as of February 2, 2019.
(d)    Attestation Report of the Independent Registered Public Accounting FirmJanuary 29, 2022.
PricewaterhouseCoopers LLP, the independent registered public accounting firm that audited and reported on ourthe consolidated financial statements contained herein, has audited the effectiveness of our internal control over financial reporting as of February 2, 2019,January 29, 2022, and has issued an attestation report on the effectiveness of our internal controlcontrols over financial reporting included herein.
ITEM 9B. Other Information
Not applicable.


ITEM 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.

38


PART III
ITEM 10. Directors, Executive Officers and Corporate Governance
The information concerning our executive officers is set forth under the heading “Executive Officers of the Registrant”“Information about our Executive Officers” in Part I of this report. TJX will file with the Securities and Exchange Commission (SEC) a definitive proxy statement no later than 120 days after the close of its fiscal year ended February 2, 2019 (Proxy Statement)January 29, 2022 (“Proxy Statement”). The other information required by this Item and not given in this Item will appear under the headings “Election of Directors” and “Corporate Governance,” including in “Board CommitteesLeadership and Meetings,Committees,” and “Audit Committee Report” and, inif applicable, “Beneficial Ownership” in “Sectionand “Delinquent Section 16(a) Beneficial Ownership Reporting Compliance”Reports” in our Proxy Statement, which sections are incorporated herein by reference.
In addition to our Global Code of Conduct, TJX has a Code of Ethics for TJX Executives governing its Executive Chairman, Chief Executive Officer and President, Chief Financial Officer, Principal Accounting Officer and other senior operating, financial and legal executives. The Code of Ethics for TJX Executives is designed to ensure integrity in TJX’s financial reports and public disclosures. TJX also has a Directors Code of Business Conduct and Ethics which promotes honest and ethical conduct, compliance with applicable laws, rules and regulations and the avoidance of conflicts of interest. Both of these codes of conduct are published at tjx.com. We intend to disclose any future amendments to, or waivers from, the Code of Ethics for TJX Executives or the Directors Code of Business Conduct and Ethics within four business days of the waiver or amendment through a website posting or by filing a Current Report on Form 8-K with the SEC.
ITEM 11. Executive Compensation
The information required by this Item will appear under the headings “Compensation Discussion and Analysis,” “Compensation Tables,” “Director Compensation” and “Compensation Program Risk Assessment” in our Proxy Statement, which sections are incorporated herein by reference.
ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information required by this Item will appear under the headings “Equity Compensation Plan Information” and “Beneficial Ownership” in our Proxy Statement, which sections are incorporated herein by reference.
ITEM 13. Certain Relationships and Related Transactions, and Director Independence
The information required by this Item will appear under the heading “Corporate Governance,” including in “Transactions with Related Persons” and “Board Independence,” in our Proxy Statement, which section is incorporated herein by reference.
ITEM 14. Principal Accountant Fees and Services
The information required by this Item will appear under the headings “Audit Committee Report” and “Auditor Fees” in our Proxy Statement, which sections are incorporated herein by reference.


PART IV
ITEM 15. Exhibits, Financial Statement SchedulesSchedule
(a) FINANCIAL STATEMENT SCHEDULESSCHEDULE
For a list of the consolidated financial information included`included herein, see Index to the Consolidated Financial Statements on page F-1.
Schedule II – Valuation and Qualifying Accounts
In millionsBalance Beginning of PeriodAmounts Charged to Net IncomeWrite-Offs Against ReserveBalance End of
Period
Sales Return Reserve:
Fiscal Year Ended January 29, 2022$168 $5,627 $5,653 $142 
Fiscal Year Ended January 30, 2021$109 $3,530 $3,471 $168 
Fiscal Year Ended February 1, 2020$104 $4,862 $4,857 $109 
39
In thousandsBalance Beginning of PeriodAmounts Charged to Net IncomeWrite-Offs Against Reserve
Balance End of
Period
Sales Return Reserve:    
Fiscal Year Ended February 2, 2019(1)
$103,243
$4,861,960
$4,861,703
$103,500
Fiscal Year Ended February 3, 2018(2)
$43,236
$2,073,146
$2,071,237
$45,145
Fiscal Year Ended January 28, 2017(2)
$41,723
$1,926,489
$1,924,976
$43,236
(1)Upon adoption of Revenue Recognition (Topic 606) in the first quarter of fiscal 2019, the sales return reserve balance now reflects the gross sales amount whereas prior years' reflect the sales net of estimated value of merchandise to be returned.
(2)During fiscal 2019, the Company identified that while the net sales return reserve balances recorded on our balance sheets and in this schedule for fiscal 2018 and 2017 were properly stated, the amounts disclosed as “Amounts Charged to Net Income” and “Write Offs Against Reserve” were understated by $0.5 billion and $0.4 billion in fiscal 2018 and fiscal 2017, respectively. The Company concluded these errors are not material to prior periods, however, the amounts disclosed in the above schedule have been revised to reflect the correct activity.


(b) EXHIBITS 
Listed below are all exhibits filed as part of this report. Some exhibits are filed by the Registrant with the Securities and Exchange Commission pursuant to Rule 12b-32 under the Exchange Act.
Incorporate by Reference
Exhibit No.DescriptionFormExhibit No.Filing
 Date
3(i).110-K3(i).14/3/2019
3(ii).18-K3.12/5/2018
4.01S-34.14/2/2009
4.028-K4.25/2/2013
4.038-K4.26/5/2014
4.048-K4.19/12/2016
4.058-K4.29/12/2016
4.068-K4.14/1/2020
4.078-K4.24/1/2020
4.088-K4.34/1/2020
4.098-K4.44/1/2020
4.108-K4.54/1/2020
4.118-K4.112/3/2020
4.128-K4.212/3/2020
4.1310-K4.063/27/2020
10.0110-Q10.212/4/2018
10.0210-Q10.312/4/2018
10.0310-K10.034/3/2019
10.04
10.0510-Q10.412/4/2018
10.0610-K10.054/3/2019
10.07
10.0810-K10.44/4/2018
10.0910-Q10.612/4/2018
10.1010-K10.104/3/2019
10.1110-K10.093/31/2021
40


  Incorporate by Reference
Exhibit No.DescriptionFormExhibit No.
Filing
 Date
3(i).1   
3(ii).18-K3.12/5/2018
4.01S-34.14/2/2009
4.028-K4.25/2/2013
4.038-K4.26/5/2014
4.048-K4.19/12/2016
4.058-K4.29/12/2016
10.0110-Q10.212/4/2018
10.0210-Q10.312/4/2018
10.03   
10.0410-Q10.412/4/2018
10.05   
10.0610-K10.43/28/2017
10.0710-K10.34/4/2018


Incorporate by Reference
Exhibit No.DescriptionFormExhibit No.Filing
 Date
10.1210-K10.54/4/2018
10.1310-Q10.512/4/2018
10.1410-K10.134/3/2019
10.1510-K10.133/31/2021
10.1610-K10.64/4/2018
10.1710-Q10.712/4/2018
10.1810-K10.164/3/2019
10.1910-K10.173/31/2021
10.2010-Q10.15/31/2013
10.2110-Q10.18/26/2016
10.2210-K10.83/28/2017
10.2310-K10.234/3/2019
10.2410-Q10.112/4/2018
10.2510-Q10.111/29/2012
10.2610-Q10.211/29/2012
10.2710-Q10.112/3/2013
10.2810-Q10.212/3/2013
10.2910-Q10.412/2/2014
10.3010-Q10.512/2/2014
10.3110-Q10.112/1/2015
10.3210-Q10.212/1/2015
10.3310-K10.193/29/2016
10.3410-Q10.015/31/2019
10.3510-Q10.025/31/2019
10.3610-Q10.15/28/2021
10.3710-Q10.25/28/2021
10.3810-K10.203/31/2015
10.3910-Q10.28/26/2016
10.4010-K10.224/2/2013
10.4110-K10.94/29/1999
10.4210-K10.104/28/2000
41


  Incorporate by Reference
Exhibit No.DescriptionFormExhibit No.
Filing
 Date
10.0810-K10.44/4/2018
10.0910-Q10.612/4/2018
10.10   
10.1110-K10.54/4/2018
10.1210-Q10.512/4/2018
10.13   
10.1410-K10.64/4/2018
10.1510-Q10.712/4/2018
10.16   
10.1710-K10.74/4/2018
10.1810-Q10.812/4/2018
10.19   
10.2010-Q10.15/31/2013
10.2110-Q10.18/26/2016
10.2210-K10.83/28/2017
10.23   
10.2410-Q10.112/4/2018
10.2510-Q12.112/1/2009
10.2610-Q12.212/1/2009
10.2710-Q10.211/24/2010
10.2810-K10.193/27/2012
10.2910-Q10.111/29/2012
10.3010-Q10.211/29/2012
10.3110-Q10.112/3/2013
10.3210-Q10.212/3/2013
10.3310-Q10.412/2/2014
10.3410-Q10.512/2/2014
10.3510-Q10.112/1/2015
10.3610-Q10.212/1/2015
10.3710-Q10.15/27/2016
10.3810-Q10.15/26/2017


Incorporate by Reference
Exhibit No.DescriptionFormExhibit No.Filing
 Date
10.4310-K10.173/29/2006
10.4410-K10.173/31/2009
10.4510-Q10.35/29/2015
10.46
10.47The Form of TJX Indemnification Agreement for its executive officers and directors*(p)10-K10(r)4/27/1990
10.48The Trust Agreement dated as of April 8, 1988 between TJX and State Street Bank and Trust Company*(p)10-K10(y)4/28/1988
10.49The Trust Agreement dated as of April 8, 1988 between TJX and Fleet Bank (formerly Shawmut Bank of Boston, N.A.)*(p)10-K10(z)4/28/1988
10.5010-Q10.510/31/2015
10.5110-K10.553/27/2020
10.528-K10.15/21/2020
10.5310-K10.583/31/2021
10.5410-K10.563/27/2020
10.558-K10.25/21/2020
10.5610-K10.613/31/2021
10.578-K10.18/11/2020
10.5810-K10.633/31/2021
10.598-K10.16/29/2021
21
23
24
31.1
31.2
32.1
42


  Incorporate by Reference
Exhibit No.DescriptionFormExhibit No.
Filing
 Date
10.3910-K10.183/29/2016
10.4010-K10.193/29/2016
10.4110-Q10.16/1/2018
10.4210-Q10.26/1/2018
10.4310-K10.203/31/2015
10.4410-Q10.28/26/2016
10.45   
10.4610-K10.224/2/2013
10.4710-K10.94/29/1999
10.4810-K10.104/28/2000
10.4910-K10.173/29/2006
10.5010-K10.173/31/2009
10.5110-Q10.35/29/2015
10.5210-K10.253/31/2015
10.5310-K10.253/29/2016
10.54The Form of TJX Indemnification Agreement for its executive officers and directors*(p)10-K10(r)4/27/1990
10.55The Trust Agreement dated as of April 8, 1988 between TJX and State Street Bank and Trust Company*(p)10-K10(y)4/28/1988
10.56The Trust Agreement dated as of April 8, 1988 between TJX and Fleet Bank (formerly Shawmut Bank of Boston, N.A.)*(p)10-K10(z)4/28/1988
10.5710-Q10.510/31/2015
21   
23   
24   
31.1   
31.2   
32.1   
32.2   
101The following materials from The TJX Companies, Inc.’s Annual Report on Form 10-K for the fiscal year ended February 2, 2019, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Statements of Income, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Shareholders’ Equity, and (vi) Notes to Consolidated Financial Statements   
Incorporate by Reference
Exhibit No.DescriptionFormExhibit No.Filing
 Date
32.2
101The following materials from The TJX Companies, Inc.’s Annual Report on Form 10-K for the fiscal year ended January 29, 2022, formatted in Inline Extensible Business Reporting Language (iXBRL): (i) the Consolidated Statements of Income, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Shareholders’ Equity, and (vi) Notes to Consolidated Financial Statements
104The cover page from The TJX Companies, Inc.'s Annual Report on Form 10-K for the fiscal year ended January 29, 2022, formatted in iXBRL (included in Exhibit 101)
* Management contract or compensatory plan or arrangement.
(p)Paper filing.
(p)    Paper filing.
Unless otherwise indicated, exhibits incorporated by reference were filed under Commission File Number 001-04908.
ITEM 16. Form 10-K Summary
Not applicable.

43



SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
THE TJX COMPANIES, INC.
/s/ SCOTT GOLDENBERG
Dated:April 3, 2019March 30, 2022Scott Goldenberg, Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.
/s/ ERNIE HERRMAN/s/ SCOTT GOLDENBERG
Ernie Herrman, Chief Executive Officer, President and Director (Principal Executive Officer)
Scott Goldenberg, Chief Financial Officer

(Principal Financial and Accounting Officer)
ZEIN ABDALLA*MICHAEL F. HINES*
Zein Abdalla, DirectorMichael F. Hines, Director
JOSÉ B. ALVAREZ*AMY B. LANE*
Zein Abdalla,José B. Alvarez, DirectorAmy B. Lane, Director
ALAN M. BENNETT*CAROL MEYROWITZ*
Alan M. Bennett, DirectorCarol Meyrowitz, Executive Chairman of the Board of Directors
ROSEMARY T. BERKERY*JACKWYN L. NEMEROV*
Rosemary T. Berkery, DirectorJackwyn L. Nemerov, Director
DAVID T. CHING*JOHN F. O’BRIEN*
David T. Ching, DirectorJohn F. O’Brien, Director
MICHAEL F. HINES*C. KIM GOODWIN*WILLOW B. SHIRE*
Michael F. Hines,C. Kim Goodwin, DirectorWillow B. Shire, Director
 



*BY/s/ SCOTT GOLDENBERG
Dated:April 3, 2019March 30, 2022
Scott Goldenberg,

as attorney-in-fact



44




The TJX Companies, Inc.
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
For Fiscal Years Ended January 29, 2022, January 30, 2021 and February 2, 2019, February 3, 2018 and January 28, 2017.1, 2020.




F-1


Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholders of The TJX Companies, Inc.:


Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of The TJX Companies, Inc. and its subsidiaries (the “Company”) as of February 2, 2019January 29, 2022 and February 3, 2018,January 30, 2021 and the related consolidated statements of income, of comprehensive income, shareholders’of shareholders' equity and of cash flows for each of the three years in the period ended February 2, 2019,January 29, 2022 including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended February 2, 2019January 29, 2022 appearing under Item 15 (a)15(a) (collectively referred to as the “consolidated financial statements”). We also have audited the Company’sCompany's internal control over financial reporting as of February 2, 2019,January 29, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of February 2, 2019January 29, 2022 and February 3, 2018,January 30, 2021, and the results of its operations and its cash flows for each of the three years in the period ended February 2, 2019January 29, 2022 in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of February 2, 2019,January 29, 2022 based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Change in Accounting Principle
As discussed in Note A to the consolidated financial statements, the Company changed the manner in which it accounts for leases as of February 3, 2019.
Basis for Opinions
The Company’sCompany's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Annual Report on Internal Control overOver Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company’sCompany's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

F-2



Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Income Tax Provision (Benefit)
As described in Note K to the consolidated financial statements, the Company recorded a provision for income taxes of $1.1 billion for the year ended January 29, 2022, has a deferred tax asset net of deferred tax liability of $141 million, including a valuation allowance of $85 million, as of January 29, 2022 and total gross unrecognized tax benefits of $280 million as of January 29, 2022, of which $260 million would affect the Company’s effective tax rate if recognized in a future period. The Company is subject to taxation in the United States, as well as multiple state, local and foreign jurisdictions. The use of estimates and judgments, as well as the interpretation and application of complex tax laws is required by management to determine its provision (benefit) for income taxes.
The principal considerations for our determination that performing procedures relating to the provision (benefit) for income taxes is a critical audit matter are the (i) the significant judgment by management when determining the provision (benefit) for income taxes, which led to (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures relating to the provision (benefit) for income taxes.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the provision (benefit) for income taxes. These procedures also included, among others (i) testing the provision (benefit) for income taxes, including the rate reconciliation and current and deferred tax provision (benefit), and (ii) evaluating the completeness of uncertain tax positions, including application of foreign and domestic tax laws and regulations.


/s/PricewaterhouseCoopers LLP
Boston, Massachusetts
April 3, 2019March 30, 2022


We have served as the Company’s auditor since 1962.

F-3



TheTHE TJX Companies, Inc.COMPANIES, INC.
CONSOLIDATED STATEMENTS OF INCOME
IN THOUSANDS EXCEPT PER SHARE AMOUNTS
 Fiscal Year Ended
Amounts in thousands except per share amountsFebruary 2
2019
February 3
2018
January 28
2017
  (53 weeks) 
Net sales$38,972,934
$35,864,664
$33,183,744
Cost of sales, including buying and occupancy costs27,831,177
25,502,167
23,565,754
Selling, general and administrative expenses6,923,564
6,375,071
5,768,467
Impairment of goodwill and other long-lived assets, related to Sierra
99,250

Loss on early extinguishment of debt

51,773
Pension settlement charge36,122

31,173
Interest expense, net8,860
31,588
43,534
Income before provision for income taxes4,173,211
3,856,588
3,723,043
Provision for income taxes1,113,413
1,248,640
1,424,809
Net income$3,059,798
$2,607,948
$2,298,234
Basic earnings per share:   
Net income$2.47
$2.05
$1.75
Weighted average common shares – basic1,241,153
1,273,654
1,311,294
Diluted earnings per share:   
Net income$2.43
$2.02
$1.73
Weighted average common shares – diluted1,259,252
1,292,209
1,328,864
















 Fiscal Year Ended
January 29,
2022
January 30,
2021
February 1,
2020
Net sales$48,549,982 $32,136,962 $41,716,977 
Cost of sales, including buying and occupancy costs34,713,812 24,533,815 29,845,780 
Selling, general and administrative expenses9,081,238 7,020,917 7,454,988 
Loss on early extinguishment of debt242,248 312,233 — 
Interest expense, net115,076 180,734 10,026 
Income before income taxes4,397,608 89,263 4,406,183 
Provision (benefit) for income taxes1,114,793 (1,207)1,133,990 
Net income$3,282,815 $90,470 $3,272,193 
Basic earnings per share$2.74 $0.08 $2.71 
Weighted average common shares – basic1,199,990 1,199,927 1,208,163 
Diluted earnings per share$2.70 $0.07 $2.67 
Weighted average common shares – diluted1,215,591 1,214,703 1,226,519 
The accompanying notes are an integral part of the consolidated financial statements.

F-4



TheTHE TJX Companies, Inc.COMPANIES, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
IN THOUSANDS
 Fiscal Year Ended
In thousandsFebruary 2
2019
February 3
2018
January 28
2017
  (53 weeks) 
Net income$3,059,798
$2,607,948
$2,298,234
Additions to other comprehensive income:   
Foreign currency translation adjustments, net of related tax benefit of $8,233 in fiscal 2019, and provisions of $36,929 and $25,656 in fiscal 2018 and fiscal 2017, respectively(192,664)211,752
(52,611)
Gain on net investment hedges, net of related tax provision of $7,113 in fiscal 201919,538


Recognition of net gains/losses on benefit obligations, net of related tax benefit of $19,813 in fiscal 2019, provision of $8,989 in fiscal 2018 and benefit of $7,394 in fiscal 2017(54,420)24,691
(11,239)
Reclassifications from other comprehensive income to net income:   
Pension settlement charge, net of related tax provision of $9,641 in fiscal 2019 and $12,369 in fiscal 201726,481

18,804
Amortization of loss on cash flow hedge, net of related tax provisions of $304, $438 and $450 in fiscal 2019, 2018 and 2017, respectively847
696
684
Amortization of prior service cost and deferred gains/losses, net of related tax provisions of $4,280, $9,592, and $11,584 in fiscal 2019, 2018 and 2017, respectively11,756
15,228
17,608
Other comprehensive (loss) income, net of tax(188,462)252,367
(26,754)
Total comprehensive income$2,871,336
$2,860,315
$2,271,480















 Fiscal Year Ended
January 29,
2022
January 30,
2021
February 1,
2020
Net income$3,282,815 $90,470 $3,272,193 
Additions to other comprehensive (loss) income:
Foreign currency translation adjustments, net of related tax provisions of $207 and $2,442 in fiscal 2022 and 2021, respectively and tax benefit of $1,189 in fiscal 2020(46,715)15,588 (3,943)
Recognition of net gains/losses on benefit obligations, net of related tax benefit of $17,659 in fiscal 2022, tax provision of $9,974 in fiscal 2021 and tax benefit of $20,489 in fiscal 2020(48,504)30,635 (56,275)
Reclassifications from other comprehensive loss to net income:
Amortization of loss on cash flow hedge, net of related tax provisions of $603, $303, and $303 in fiscal 2022, 2021 and 2020, respectively(263)831 831 
Amortization of prior service cost and deferred gains/losses, net of related tax provisions of $4,588, $7,298, and $6,019, in fiscal 2022, 2021 and 2020, respectively14,403 20,046 16,537 
Other comprehensive (loss) income, net of tax(81,079)67,100 (42,850)
Total comprehensive income$3,201,736 $157,570 $3,229,343 
The accompanying notes are an integral part of the consolidated financial statements.

F-5



TheTHE TJX Companies, Inc.COMPANIES, INC.
CONSOLIDATED BALANCE SHEETS
IN THOUSANDS EXCEPT PER SHARE AMOUNTS
 Fiscal Year Ended
Amounts in thousands except share amountsFebruary 2,
2019
February 3,
2018
ASSETS  
Current assets:  
Cash and cash equivalents$3,030,229
$2,758,477
Short-term investments
506,165
Accounts receivable, net346,298
327,166
Merchandise inventories4,579,033
4,187,243
Prepaid expenses and other current assets513,662
706,676
Total current assets8,469,222
8,485,727
Net property at cost5,255,208
5,006,053
Non-current deferred income taxes, net6,467
6,558
Goodwill97,552
100,069
Other assets497,580
459,608
TOTAL ASSETS$14,326,029
$14,058,015
LIABILITIES  
Current liabilities:  
Accounts payable$2,644,143
$2,488,373
Accrued expenses and other current liabilities2,733,076
2,522,961
Federal, state and foreign income taxes payable154,155
114,203
Total current liabilities5,531,374
5,125,537
Other long-term liabilities1,354,242
1,320,505
Non-current deferred income taxes, net158,191
233,057
Long-term debt2,233,616
2,230,607
Commitments and contingencies (See Note L and Note N)

SHAREHOLDERS’ EQUITY  
Preferred stock, authorized 5,000,000 shares, par value $1, no shares issued

Common stock, authorized 1,800,000,000 shares, par value $1, issued and outstanding 1,217,182,508 and 1,256,018,044, respectively1,217,183
1,256,018
Additional paid-in capital

Accumulated other comprehensive (loss) income(630,321)(441,859)
Retained earnings4,461,744
4,334,150
Total shareholders’ equity5,048,606
5,148,309
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY$14,326,029
$14,058,015







 Fiscal Year Ended
January 29,
2022
January 30,
2021
Assets
Current assets:
Cash and cash equivalents$6,226,765 $10,469,570 
Accounts receivable, net517,623 461,139 
Merchandise inventories5,961,573 4,337,389 
Prepaid expenses and other current assets438,099 434,977 
Federal, state and foreign income taxes recoverable114,537 36,262 
Total current assets13,258,597 15,739,337 
Net property at cost5,270,827 5,036,096 
Non-current deferred income taxes, net184,971 127,191 
Operating lease right of use assets8,853,934 8,989,998 
Goodwill96,662 98,998 
Other assets796,467 821,935 
Total assets$28,461,458 $30,813,555 
Liabilities
Current liabilities:
Accounts payable$4,465,427 $4,823,397 
Accrued expenses and other current liabilities4,244,997 3,471,459 
Current portion of operating lease liabilities1,576,561 1,677,605 
Current portion of long-term debt 749,684 
Federal, state and foreign income taxes payable181,155 81,523 
Total current liabilities10,468,140 10,803,668 
Other long-term liabilities1,015,720 1,063,902 
Non-current deferred income taxes, net44,175 37,164 
Long-term operating lease liabilities7,575,590 7,743,216 
Long-term debt3,354,841 5,332,921 
Commitments and contingencies (See Note N)00
Shareholders’ equity
Preferred stock, authorized 5,000,000 shares, par value $1, no shares issued — 
Common stock, authorized 1,800,000,000 shares, par value $1, issued and outstanding 1,181,188,731 and 1,204,698,124 shares, respectively1,181,189 1,204,698 
Additional paid-in capital 260,515 
Accumulated other comprehensive (loss) income(687,150)(606,071)
Retained earnings5,508,953 4,973,542 
Total shareholders’ equity6,002,992 5,832,684 
Total liabilities and shareholders’ equity$28,461,458 $30,813,555 
The accompanying notes are an integral part of the consolidated financial statements.

F-6



TheTHE TJX Companies, Inc.COMPANIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
 Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
Cash flows from operating activities:   
Net income$3,059,798
$2,607,948
$2,298,234
Adjustments to reconcile net income to net cash provided by operating activities:   
Depreciation and amortization819,655
725,957
658,796
Loss on property disposals and impairment charges17,653
8,871
5,207
Deferred income tax (benefit)(88,594)(137,440)(5,503)
Share-based compensation103,557
101,362
102,251
Impairment of goodwill and long-lived assets, related to Sierra
99,250

Loss on early extinguishment of debt

51,773
Pension settlement charge36,122

31,173
Excess tax benefits from share-based compensation

(70,999)
Changes in assets and liabilities:   
(Increase) in accounts receivable(23,532)(62,358)(23,235)
(Increase) decrease in merchandise inventories(465,429)(450,377)11,862
Decrease (increase) in prepaid expenses and other current assets236,342
(317,850)(9,600)
Increase in accounts payable198,212
205,111
48,253
Increase in accrued expenses and other liabilities169,418
334,522
389,399
Increase (decrease) in income taxes payable40,965
(94,492)146,766
Other(15,708)5,120
(7,518)
Net cash provided by operating activities4,088,459
3,025,624
3,626,859
Cash flows from investing activities:   
Property additions(1,125,139)(1,057,617)(1,024,747)
Purchases of investments(161,625)(861,256)(716,953)
Sales and maturities of investments636,560
906,137
529,146
Other26,652

(2,324)
Net cash (used in) investing activities(623,552)(1,012,736)(1,214,878)
Cash flows from financing activities:   
Proceeds from issuance of long-term debt

992,540
Cash payments for extinguishment of debt

(425,584)
Cash payments for debt issuance expenses

(9,921)
Cash payments on build to suit leases(7,115)(3,138)
Cash payments for rate lock agreement

(3,150)
Cash payments for repurchase of common stock(2,406,997)(1,644,581)(1,699,998)
Proceeds from issuance of common stock255,241
133,687
164,190
Cash payments of employee tax withholdings for performance based stock awards(16,014)(19,274)(24,965)
Excess tax benefits from share-based compensation

70,999
Cash dividends paid(922,596)(764,040)(650,988)
Net cash (used in) financing activities(3,097,481)(2,297,346)(1,586,877)
Effect of exchange rate changes on cash(95,674)113,086
9,272
Net increase (decrease) in cash and cash equivalents271,752
(171,372)834,376
Cash and cash equivalents at beginning of year2,758,477
2,929,849
2,095,473
Cash and cash equivalents at end of year$3,030,229
$2,758,477
$2,929,849
IN THOUSANDS
 Fiscal Year Ended
January 29,
2022
January 30,
2021
February 1,
2020
Cash flows from operating activities:
Net income$3,282,815 $90,470 $3,272,193 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization868,002 870,758 867,303 
Loss on early extinguishment of debt242,248 312,233 — 
Loss on property disposals and impairment charges8,601 83,794 16,054 
Deferred income tax (benefit)(44,450)(230,690)(6,233)
Share-based compensation189,048 58,519 124,957 
Changes in assets and liabilities:
(Increase) in accounts receivable(61,452)(71,091)(42,998)
(Increase) decrease in merchandise inventories(1,657,753)588,756 (296,541)
(Increase) decrease in income taxes recoverable(78,275)10,707 (34,177)
Decrease (increase) in prepaid expenses and other current assets32,563 (57,450)(17,084)
(Decrease) increase in accounts payable(338,091)2,111,189 29,338 
Increase in accrued expenses and other liabilities658,817 584,502 345,745 
Increase (decrease) in income taxes payable99,682 52,791 (128,342)
(Decrease) increase in net operating lease liabilities(129,062)200,243 29,617 
Other, net(15,208)(42,842)(93,292)
Net cash provided by operating activities3,057,485 4,561,889 4,066,540 
Cash flows from investing activities:
Property additions(1,044,794)(568,021)(1,223,116)
Investment in Familia — (230,156)
Purchases of investments(21,888)(29,100)(28,838)
Sales and maturities of investments20,296 18,524 12,720 
Other — 7,419 
Net cash (used in) investing activities(1,046,386)(578,597)(1,461,971)
Cash flows from financing activities:
Payments on revolving credit facilities (1,000,000)— 
Proceeds from long-term debt including revolving credit facilities 5,986,873 — 
Payments of long-term debt and extinguishment expenses(2,975,518)(1,418,358)— 
Payments for debt issuance expenses (42,377)— 
Payments for repurchase of common stock(2,176,298)(201,500)(1,551,992)
Proceeds from issuance of common stock229,439 211,189 232,106 
Payments of employee tax withholdings for performance based stock awards(25,548)(29,309)(23,423)
Cash dividends paid(1,251,833)(278,256)(1,071,562)
Net cash (used in) provided by financing activities(6,199,758)3,228,262 (2,414,871)
Effect of exchange rate changes on cash(54,146)41,264 (3,175)
Net (decrease) increase in cash and cash equivalents(4,242,805)7,252,818 186,523 
Cash and cash equivalents at beginning of year10,469,570 3,216,752 3,030,229 
Cash and cash equivalents at end of year$6,226,765 $10,469,570 $3,216,752 
The accompanying notes are an integral part of the consolidated financial statements.

F-7



TheTHE TJX Companies, Inc.COMPANIES, INC.
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’SHAREHOLDERS' EQUITY
IN THOUSANDS
 Common Stock
Additional
Paid-In
Capital
Accumulated
Other
Comprehensive(Loss) Income
Retained
Earnings
Total
In thousandsShares
Par Value
$1
Balance, January 30, 20161,326,992
$1,326,992
$
$(667,472)$3,647,555
$4,307,075
Net income



2,298,234
2,298,234
Other comprehensive (loss), net of tax


(26,754)
(26,754)
Cash dividends declared on common stock



(680,183)(680,183)
Recognition of share-based compensation

102,251


102,251
Issuance of common stock under stock incentive plan and related tax effect10,202
10,202
204,873

(5,101)209,974
Common stock repurchased(44,556)(44,556)(307,124)
(1,348,318)(1,699,998)
Balance, January 28, 20171,292,638
1,292,638

(694,226)3,912,187
4,510,599
Net income



2,607,948
2,607,948
Other comprehensive income, net of tax


252,367

252,367
Cash dividends declared on common stock



(793,878)(793,878)
Recognition of share-based compensation

101,362


101,362
Issuance of common stock under stock incentive plan and related tax effect7,790
7,790
110,597

(3,895)114,492
Common stock repurchased(44,410)(44,410)(211,959)
(1,388,212)(1,644,581)
Balance, February 3, 20181,256,018
1,256,018

(441,859)4,334,150
5,148,309
Net income



3,059,798
3,059,798
Cumulative effect of accounting change (See Note A)



58,712
58,712
Other comprehensive (loss), net of tax


(188,462)
(188,462)
Cash dividends declared on common stock



(965,539)(965,539)
Recognition of share-based compensation

103,557


103,557
Issuance of common stock under stock incentive plan and related tax effect11,988
11,988
227,240


239,228
Common stock repurchased(50,823)(50,823)(330,797)
(2,025,377)(2,406,997)
Balance, February 2, 20191,217,183
$1,217,183
$
$(630,321)4,461,744
$5,048,606



 Common StockAdditional
Paid-In
Capital
Accumulated
Other
Comprehensive (Loss) Income
Retained
Earnings
Total
Shares
Par Value
$1
Balance, February 2, 20191,217,183 $1,217,183 $ $(630,321)$4,461,744 $5,048,606 
Net income— — — — 3,272,193 3,272,193 
Cumulative effect of accounting change— — — — 403 403 
Other comprehensive (loss), net of tax— — — (42,850)— (42,850)
Cash dividends declared on common stock— — — — (1,111,788)(1,111,788)
Recognition of share-based compensation— — 124,957 — — 124,957 
Issuance of common stock under stock incentive plan and related tax effect10,067 10,067 198,616 — — 208,683 
Common stock repurchased(28,150)(28,150)(323,573)— (1,200,269)(1,551,992)
Balance, February 1, 20201,199,100 $1,199,100 $ $(673,171)$5,422,283 $5,948,212 
Net income— — — — 90,470 90,470 
Other comprehensive income, net of tax— — — 67,100 — 67,100 
Cash dividends declared on common stock— — — — (311,970)(311,970)
Recognition (reversal) of share-based compensation— — 112,923 — (54,404)58,519 
Issuance of common stock under stock incentive plan and related tax effect8,985 8,985 173,307 — (439)181,853 
Common stock repurchased(3,387)(3,387)(25,715)— (172,398)(201,500)
Balance, January 30, 20211,204,698 $1,204,698 $260,515 $(606,071)$4,973,542 $5,832,684 
Net income    3,282,815 3,282,815 
Other comprehensive (loss), net of tax   (81,079) (81,079)
Cash dividends declared on common stock    (1,248,037)(1,248,037)
Recognition of share-based compensation  189,048   189,048 
Issuance of common stock under stock incentive plan and related tax effect7,780 7,780 196,426  (347)203,859 
Common stock repurchased(31,289)(31,289)(645,989) (1,499,020)(2,176,298)
Balance, January 29, 20221,181,189 $1,181,189 $ $(687,150)$5,508,953 $6,002,992 
The accompanying notes are an integral part of the consolidated financial statements.

F-8



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note A. Basis of Presentation and Summary of Accounting Policies
Basis of Presentation
The Consolidated Financial Statements and Notes thereto of The TJX Companies, Inc. (referred to as “TJX,” “we” or “the Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the consolidated financial statements of all of TJX’s subsidiaries, all of which are wholly owned. All of itsthe Company's activities are conducted by TJX or its subsidiaries and are consolidated in these consolidated financial statements. All intercompany transactions have been eliminated in consolidation. Investments for which the Company exercises significant influence but does not have control are accounted for under the equity method.
Fiscal Year
TJX’s fiscal year ends on the Saturday nearest to the last day of January of each year. The fiscal yearyears ended February 2, 2019January 29, 2022 (“fiscal 2019”2022”), January 30, 2021 (“fiscal 2021”) was aand February 1, 2020 (“fiscal 2020”) were 52-week fiscal year. Fiscal 2018 was a 53-week year and fiscal 2017 was a 52-week fiscal year.years.
Use of Estimates
The preparation of TJX’s financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. TJX considers its accounting policies relating to inventory valuation, impairment of long-lived assets, goodwill and tradenames, reserves for uncertain tax positions and loss contingencies to be the most significant accounting policies that involve management estimates and judgments. Actual amounts could differ from thosethese estimates, and such differences could be material.
COVID-19 Pandemic
The COVID-19 pandemic continued to impact the U.S. and other countries around the world in fiscal 2022. During fiscal 2022, while the Company's stores in the U. S. and all of the Company’s e-commerce businesses remained open for the entire period, the Company had government-mandated temporary store closures in Europe, Canada, and Australia, and intermittently throughout the year, stores operated under government-mandated shopping restrictions, including capacity limitations. The Company continues to monitor developments, including government requirements and recommendations at the national, state, and local level that could result in possible additional impacts to our operations. The Company cannot reasonably estimate with certainty the duration and severity of this pandemic which has had, and may continue to have, a material impact on its business, results of operations, financial position and cash flows.
Summary of Accounting Policies
Revenue Recognition
TJX adopted Revenue from Contracts with Customers (referred to as “ASC 606”), on February 4, 2018 (“the adoption date”). The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. TJX adopted the new guidance under the modified retrospective approach which resulted in a $59 million cumulative adjustment to increase retained earnings. The cumulative adjustment primarily related to revenue recognized on the value of unredeemed rewards certificates issued to customers as part of the Company’s U.S. co-branded credit card loyalty program. We now recognize the estimated unredeemed awards when they are earned, rather than when merchandise credits expire or when the likelihood of redemption becomes remote. In addition, online sales are now recognized at the shipping point rather than receipt by the customer. Other changes relate to the presentation of revenue as certain expenses previously presented as a reduction of revenue are now classified as selling, general and administrative expenses (“SG&A”). The new standard required a change in the presentation of our sales return reserve on the balance sheet, which we previously recorded net of the value of returned merchandise and now is presented at gross sales value with an asset established for the value of the merchandise returned. There was no change in the timing or amount of revenue recognized under the new standard as it related to revenue from point of sale at the registers in our stores, which constitutes more than 98% of our revenue. Financial results for fiscal periods after the adoption date are presented under ASC 606 while results from prior periods are not adjusted and continue to be reported under the accounting standards in effect for the prior period. We applied ASC 606 only to contracts that were not completed prior to fiscal 2019.


Net Sales
Net sales consist primarily of merchandise sales, which are recorded net of a reserve for estimated returns, any discounts and sales taxes, for the sales of merchandise both within our stores and online. Net sales also include an immaterial amount of other revenues that represent less than 1.0%1% of total revenues, primarily generated from TJX’s co-branded loyalty rewards credit card program offered in the United States only.shipping fee revenue on our online sales. In addition, certain customers may receive discounts that are accounted for as consideration reducing the transaction price. Merchandise sales from our stores are recognized at the point of sale when TJX provides the merchandise to the customer. The performance obligation is fulfilled at this point when the customer has obtained control by paying for and leaving with the merchandise. Merchandise sales made online are recognized when the product has been shipped, which is when legal title has passed and when TJX is entitled to payment, and the customer has obtained the ability to direct the use of and obtain substantially all of the remaining benefits from the goods. Shipping and handling activities related to online sales occur after the customer obtains control of the goods. TJX’s policy is to treat shipping costs as part of our fulfillment center costs within our operating expenditures. As a result, shipping fee revenues received isare recognized when control of the goods transfer to the customer and isare recorded as net sales. Shipping and handling costs incurred by TJX are included in cost of sales, including buying and occupancy costs. TJX disaggregates revenue by operating segment, see Note G—Segment Information of Notes to Consolidated Financial Statements.Information.
Deferred Gift Card Revenue
Proceeds from the sale of gift cards as well as the value of store cards issued to customers as a result of a return or exchange are deferred until the customers use the cards to acquire merchandise, as TJX does not fulfill its performance obligation until the gift card has been redeemed. While gift cards have an indefinite life, substantially all are redeemed in the first year of issuance.
F-9


   Fiscal Period
In thousands  February 2,
2019
Balance, February 3, 2018  $406,506
Deferred revenue  1,677,251
Effect of exchange rates changes on deferred revenue  (6,279)
Revenue recognized  (1,627,176)
Balance, February 2, 2019  $450,302
The following table presents deferred gift card revenue activity:
In thousandsJanuary 29,
2022
January 30,
2021
Balance, beginning of year$576,187 $500,844 
Deferred revenue1,832,107 1,159,242 
Effect of exchange rates changes on deferred revenue(1,680)3,758 
Revenue recognized(1,721,412)(1,087,657)
Balance, end of year$685,202 $576,187 
TJX recognized $1.6$1.7 billion in gift card revenue forin fiscal 2022 and $1.1 billion in fiscal 2021 and $1.6 billion in fiscal 2020. The increase in fiscal 2022 in both deferred revenue and revenue recognized versus the prior year reflects the impact of lower customer traffic and temporary store and e-commerce closures in fiscal period 2019.2021 due to the COVID-19 pandemic. Gift cards are combined in one homogeneous pool and are not separately identifiable. As such, the revenue recognized consists of gift cards that were part of the deferred revenue balance at the beginning of the period as well as gift cards that were issued during the period. Based on historical experience, we estimatethe Company estimates the amount of gift cards and store cards that will not be redeemed (referred to as breakage) and, to the extent allowed by local law, these amounts are amortized into income over the estimated redemption period. Revenue recognized from breakage was $20.6$21 million in fiscal 2019, $21.12022, $14 million in fiscal 20182021 and $20.5$20 million in fiscal 2017.2020.
Sales Return Reserve
OurThe Company's products are generally sold with a right of return and wethe Company may provide other credits or incentives, which are accounted for as variable consideration when estimating the amount of revenue to recognize. We haveThe Company has elected to apply the portfolio practical expedient. We estimateThe Company estimates the variable consideration using the expected value method when calculating the returns reserve because the difference in applying it to the individual contract would not differ materially. Returns are estimated based on historical experience and are required to be established and presented at the gross sales value with an asset established for the estimated value of the merchandise returned separateseparately from the refund liability. Liabilities for return allowances are included in “Accrued expenses and other current liabilities” and the estimated value of the merchandise to be returned is included in “Prepaid expenses and other current assets” on ourthe Company’s Consolidated Balance Sheets.
Consolidated Statements of Income Classifications
Cost of sales, including buying and occupancy costs, includes the cost of merchandise sold including foreign currency gains and losses on merchandise purchases denominated in other currencies; gains and losses on inventory and fuel-related derivative contracts; asset retirement obligation costs; divisional occupancy costs (including real estate taxes, utility and maintenance costs and fixed asset depreciation); the costs of operating distribution centers; payroll, benefits and travel costs directly associated with buying inventory; and systems costs related to the buying and tracking of inventory.


Selling, general and administrative expenses include store payroll and benefit costs; communication costs; credit and check expenses; advertising; administrative and field management payroll, benefits and travel costs; corporate administrative costs and depreciation; gains and losses on non-inventory related foreign currency exchange contracts; and other miscellaneous income and expense items.
Cash and Cash Equivalents
TJX generally considers highly liquid investments with a maturity of 90 days or less at the date of purchase to be cash equivalents. InvestmentsIf applicable, investments with maturities greater than 90 days but less than one year at the date of purchase are included in short-term investments. These investments are classified as trading securities and are stated at fair value. Investments are classified as either short-short - or long-term based on their original maturities. TJX’s investments are primarily high-grade commercial paper, institutional money market funds and time deposits with major banks.
As of February 2, 2019,January 29, 2022, TJX’s cash and cash equivalents held outside the U.S. were $1.2$1.4 billion, of which $420.6 million$0.6 billion was held in countries where TJX has the intention to reinvest any undistributed earnings indefinitely.
F-10


Merchandise Inventories
Inventories are stated at the lower of cost or market. TJX uses the retail method for valuing inventories at all of its businesses, except T.K. Maxx in Australia.Australia which is immaterial. The businesses that utilize the retail method have some inventory that is initially valued at cost before the retail method is applied as that inventory has not been fully processed for sale (e.g.(i.. inventory in transit and unprocessed inventory in ourthe Company’s distribution centers). Under the retail method, TJX utilizes a permanent markdown strategy and lowers the cost value of the inventory that is subject to markdown at the time the retail prices are lowered in the stores. TJX records inventory at the time title transfers, which is typically at the time when inventory is shipped. As a result, merchandise inventories on TJX’s balance sheetConsolidated Balance Sheets include in-transit inventory of $832.1 million$1.7 billion at February 2, 2019January 29, 2022 and $755.4 million$1.2 billion at February 3, 2018.January 30, 2021. Comparable amounts were reflected in accountsAccounts payable at those dates.
Common Stock and Equity
In fiscal 2019, we completed a two-for-one stock split of the Company’s common stock in the form of a stock dividend. For additional information see Note D - Capital Stock and Earnings Per Share of Notes to Consolidated Financial Statements.
Equity transactions consist primarily of the repurchase by TJX of its common stock under its stock repurchase programs and the recognition of compensation expense and issuance of common stock under TJX’s Stock Incentive Plan. Under TJX’s stock repurchase programs, the Company repurchases its common stock on the open market. The par value of the shares repurchased is charged to common stock with the excess of the purchase price over par first charged against any available additional paid-in capital (“APIC”) and the balance charged to retained earnings. Due to the high volume of share repurchases over the past several years,under previous programs, TJX has historically had no remaining balance in APIC at the end of any of the years presented.APIC. All shares repurchased have been retired.
Shares issued under TJX’s Stock Incentive Plan are issued from authorized but unissued shares, and proceeds received are recorded by increasing common stock for the par value of the shares with the excess over par added to APIC. Income tax benefits upon the expensing of options result in the creation of a deferred tax asset, while income tax benefits due to the exercise of stock options reduce deferred tax assets up to the amount that an asset for the related grant has been created. Prior to fiscal 2018, any tax benefits greater than the deferred tax assets created at the time of expensing the options were credited to APIC; any deficiencies in the tax benefits were debited to APIC to the extent a pool for such deficiencies existed. In the absence of a pool, any deficiencies were realized in the related periods’ statements of income through the provision for income taxes. Beginning in fiscal 2018, upon adoption of ASU 2016-9-Compensation-Stock compensation (Topic 718): Improvements to employee share-based payment accounting, anyAny excess tax benefits or deficiencies are included in the provision for income taxes. The par value of performance-based deferred stock awards, performance share units and restricted stock units is added to common stock when shares are delivered following vesting. The par value of performance-based restricted stock awards is addedperformance measurement date or service period to common stock when the stock is issued, generally at grant date.extent vesting requirements have been achieved. The fair value of stock awards and units in excess of any par value isare added to APIC as the awards are amortized into earnings over the related requisite service periods.


Share-Based Compensation
TJX accounts for share-based compensation by estimating the fair value of each award on the date of grant. TJX uses the Black-Scholes option pricing model for options awarded and the market price on the grant date for stock awards. Performance-based awards are evaluated quarterly for probability of vesting and performance achievement levels. See Note H – H—Stock Incentive Plan of Notes to Consolidated Financial Statements for a detailed discussion of share-based compensation.
Interest
TJX’s interest expense is presented net of capitalized interest and interest income. The following is a summary of interest expense, net:
  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
Interest expense$69,102
$69,237
$69,219
Capitalized interest(4,263)(4,942)(7,548)
Interest (income)(55,979)(32,707)(18,137)
Interest expense, net$8,860
$31,588
$43,534
  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
February 1,
2020
Interest expense$123,196 $199,038 $61,400 
Capitalized interest(3,684)(5,384)(2,314)
Interest (income)(4,436)(12,920)(49,060)
Interest expense, net$115,076 $180,734 $10,026 
TJX capitalizes interest during the active construction period of major capital projects. Capitalizedprojects and adds the interest is added to the cost of the related assets. Capitalized interest in fiscal 2019, 2018
Property and 2017 relates to costs on owned real estate projects and development costs on a merchandising system.Equipment
Depreciation and Amortization
For financial reporting purposes, TJX provides for depreciation and amortization of property using the straight-line method over the estimated useful lives of the assets. Buildings are depreciated over 33 years. Leasehold costs and improvements are generally amortized over their useful life or the committed lease term (typically 10 years to 15 years), whichever is shorter. Furniture, fixtures and equipment are depreciated over 3 to 10 years. Depreciation and amortization expense for property was $818.9$858 million in fiscal 2019, $727.2 million in2022, fiscal 20182021 and $664.5 million in fiscal 2017.2020. TJX had no property held under capitalfinance leases during fiscal 2019, 2018,2022, fiscal 2021 or 2017.fiscal 2020. Maintenance and repairs are charged to expense as incurred. Significant costs incurred for internally developed software are capitalized and amortized, generally over 5 years. Upon retirement or sale, the cost of disposed assets and the related accumulated depreciation are eliminated, and any gain or loss is included in income. Pre-opening costs, including rent, are expensed as incurred.
F-11


Lease Accounting
The Company generallyadopted ASU No. 2016-02, Leases (Topic 842), as of February 3, 2019, using the modified retrospective method under ASU 2018-11. The Company elected the transition package of three practical expedients, which among other things, allowed it to carry forward the historical lease classification. The Company has elected the practical expedient to not separate non-lease components from the lease components to which they relate and instead to combine them and account for them as a single lease component. The Company also made the accounting policy election to keep leases stores, distribution centerswith a term of twelve months or less off the Consolidated Balance Sheets and office space under operating leases. Storerecognizes these lease agreements generally include rent holidays, rent escalation clauses and contingent rent provisions for percentage of sales in excess of specified levels. We recognize rentpayments on a straight-line basis over the lease term.
Operating leases are included in “Operating lease right of use assets,” “Current portion of operating lease liabilities,” and “Long-term operating lease liabilities” on the Company’s Consolidated Balance Sheets. Right of use assets (“ROU”) assets represent TJX’s right to use an underlying asset for the lease term and lease liabilities represent TJX’s obligation to make lease payments arising from the lease. At the inception of the arrangement, the Company determines if an arrangement is a lease including rent holiday periodsbased on assessment of the terms and scheduled rent increases. We begin recording rent expense when we takeconditions of the contract. Operating lease ROU assets and lease liabilities are recognized at possession date based on the present value of alease payments over the lease term. The majority of the Company’s leases are retail store whichlocations, and the possession date is typically 30 to 60 days prior to the opening of the store and generally occurs before the commencement of the lease term, as specified in the lease.
Asset Retirement Obligations
TJX’s lessors do not provide an implicit rate, nor is one readily available, therefore the Company uses its incremental borrowing rate based on the information available at possession date in determining the present value of future lease payments. The Company establishes an asset retirement obligation,incremental borrowing rate is calculated based on the US Consumer Discretionary yield curve and related asset,adjusted for leases of property that require us to return the property to its original condition (commonly referred to as a reinstatement provision) ifcollateralization and when we exit the facility. These reinstatement provisions are primarily applicable to ourforeign currency impact for TJX International locations.and Canada leases. The income statement impact of our asset retirement obligationoperating lease ROU assets also include any acquisition costs offset by lease incentives. The Company’s lease terms include options to extend the lease when it is recorded in general corporate expenses and our operating divisions are charged the actual costs incurred when a retirement takes place.


Build-to-Suit Accounting
Lease agreements involving property built to our specifications are reviewed to determine if our involvement in the construction project requiresreasonably certain that we account for the project costs as if we were the owner for accounting purposes. We have entered into several lease agreements where we are deemed the owner of a construction project for accounting purposes. Thus, during construction of the facility the construction costs incurred by us as the lessor are included as a construction in progress asset along with a related liability of the same amount on our balance sheet. Upon completion of the project, a sale-leaseback analysis is performed to determine if the Company should record a sale to remove the related asset and related obligation and record the lease as either an operating or capital lease obligation. If the Company is precluded from derecognizing the asset when construction is complete, due to continuing involvement beyond a normal leaseback, the lease is accountedwill exercise that option. Lease expense for as a financing transaction and the recorded asset and related financing obligation remain on the Consolidated Balance Sheets. Accordingly, the asset is depreciated over its estimated useful life in accordance with the Company’s policy and a portion of the lease payments is allocated to ground rent and treated as an operating lease. The portion ofrecognized on a straight-line basis over the lease payment allocated to ground rental expense is based on the fair valueterm within “Cost of the land at the commencementsales, including buying and occupancy costs”. See Note L—Leases for a detailed discussion of construction. Lease payments allocated to the non-land asset are recognized as reductions to the financing obligation and interest expense. As disclosed in “Future Adoption of New Accounting Standards,” our accounting for build-to-suit leases will change upon adoption of the new lease accounting standard.accounting.
Goodwill and Tradenames
Goodwill includes the excess of the purchase price paid over the carrying value of the minority interest acquired in fiscal 1990 in TJX’s former 83%-owned subsidiary and represents goodwill associated with the T.J. Maxx chain, and the purchase of Sierra Trading Post in fiscal 2013, which was rebranded as well asSierra in fiscal 2019, both of which are included in Marmaxx. The Company fully impaired the Sierra goodwill, recording an impairment charge of $97 million in fiscal 2018. The Company’s goodwill also includes the excess of cost over the estimated fair market value of the net assets acquired by TJX in the purchase of Winners in fiscal 1991, the purchase of Sierra Trading Postincluded in fiscal 2013, rebrandedTJX Canada, as Sierra in fiscal 2019, andwell as the purchase of Trade Secret in fiscal 2016, which was re-branded under the T.K. Maxx name during fiscal 2018. 2018 and is included in TJX International.
The following is a roll forward of goodwill by component:
In thousandsMarmaxxWinnersSierra
T.K.
Maxx in
Australia
Total
Balance, January 28, 201770,027
1,686
97,254
26,904
195,871
Impairment

(97,254)
(97,254)
Effect of exchange rate changes on goodwill
98

1,354
1,452
Balance, February 3, 201870,027
1,784

28,258
100,069
Effect of exchange rate changes on goodwill

(92)

(2,425)(2,517)
Balance, February 2, 2019$70,027
$1,692
$
$25,833
$97,552
segment:
In thousandsMarmaxxTJX CanadaTJX InternationalTotal
Balance, February 1, 2020$70,027 $1,675 $23,844 $95,546 
Effect of exchange rate changes on goodwill— 61 3,391 3,452 
Balance, January 30, 2021$70,027 $1,736 $27,235 $98,998 
Effect of exchange rate changes on goodwill— — (2,336)(2,336)
Balance, January 29, 2022$70,027 $1,736 $24,899 $96,662 
Goodwill is considered to have an indefinite life and accordingly is not amortized. In fiscal 2018, the Company recorded an impairment charge of $99.3 million which included $97.3 million of Sierra goodwill and $2.0 million for certain long-lived assets of Sierra as the estimated fair value of this business fell below the carrying value due to a decrease in projected revenue growth rates. The impairment charge is included within the Marmaxx segment results.


Tradenames, which are included in other assets, are the value assigned to the name “Marshalls,” acquired by TJX in fiscal 1996 as part of the acquisition of the Marshalls chain, the value assigned to the name “Sierra Trading Post,” acquired by TJX in fiscal 2013 and the value assigned to the name “Trade Secret,” acquired by TJX in fiscal 2016. The tradenames were valued by calculatingutilizing the relief from royalty method, which calculates the discounted present value of assumed after-tax royalty payments. The Marshalls tradename is considered to have an indefinite life and accordingly is not amortized. The Sierra Trading Post tradename is being amortized over 15 years. TheDuring the first quarter of fiscal 2021, the Company fully impaired the Trade Secret tradename, is being amortized over 7 years. recording an impairment charge of $5 million.
F-12


The following is a roll forward of tradenames.
 Fiscal Year Ended
 February 2, 2019  February 3, 2018
In thousandsGross Carrying AmountAccumulated AmortizationImpact of FXNet Carrying Value Gross Carrying AmountAccumulated AmortizationImpact of FXNet Carrying Value
Definite-lived intangible assets        
Sierra Trading Post$38,500
$(15,614)$
$22,886
 $38,500
$(13,029)$
$25,471
Trade Secret$12,541
$(4,117)$(1,048)$7,376
 $12,541
$(2,899)$2,072
$11,714
Indefinite-lived intangible asset     
  
Marshalls$107,695
$
$
$107,695
 $107,695
$
$
$107,695
tradenames:
Fiscal Year Ended
January 29, 2022January 30, 2021
In thousandsGross Carrying AmountAccumulated AmortizationNet Carrying ValueGross Carrying AmountAccumulated AmortizationImpact of FXNet Carrying Value
Definite-lived intangible assets:
Sierra Trading Post$38,500 $(23,314)$15,186 $38,500 $(20,747)$— $17,753 
Trade Secret$12,541 $(12,541)$ $12,541 $(10,247)$(2,294)$— 
Indefinite-lived intangible asset:
Marshalls$107,695 $ $107,695 $107,695 $— $— $107,695 
TJX occasionally acquires or licenses other trademarks to be used in connection with private label merchandise. Such trademarks are included in other assets and are amortized to cost of sales, including buying and occupancy costs, over their useful life, generally from 7 to 10 years.
Goodwill, tradenames and trademarks, and the related accumulated amortization or impairment if any, are included in the respective operating segment to which they relate.
Impairment of Long-Lived Assets, Goodwill and Tradenames
TJX evaluates its long-lived assets, goodwillincluding tradenames that are amortized and tradenamesoperating lease right of use assets, for indicators of impairment at least annually in the fourth quarter of each fiscal year or whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable.
The This evaluation for long-lived assets including tradenames that are amortized, is performed at the lowest level of identifiable cash flows which are largely independent of other groups of assets, generally at the individual store level for fixed assets and operating lease right of use assets, and at the reporting unit for tradenames that are amortized. If indicators of impairment are identified, an undiscounted cash flow analysis is performed to determine if the carrying value of the asset or asset group is recoverable. If the cash flow is less than the carrying value then an impairment charge will be recorded to the extent the fair value of an asset or asset group is less than the carrying value of that asset or asset group. This analysis resulted in immaterial impairment charges on operating lease right of use assets and store fixed assets in fiscal 20192022, fiscal 2021 and fiscal 2018. The store-by-store evaluations did not indicate any recoverability issues2020. In fiscal 2021, the Company fully impaired the Trade Secret tradename. There were no impairments related to tradenames in fiscal 2017.2022 or fiscal 2020.
Goodwill and tradenames with an indefinite life tradenames are tested for impairment whenever events or changes in circumstances indicate that an impairment may have occurred and at least annually in the fourth quarter of each fiscal year. The carrying value of tradenames with an indefinite life is compared to its fair value determined by calculating the discounted present value of assumed after-tax royalty payments to the carrying value of the tradename. There was no impairment related to tradenames in fiscal 2019, 2018 or 2017. Goodwill is tested for impairment by using a quantitative assessment by comparing the carrying value of the related reporting unit to its fair value. An impairment exists when this analysis, using typical valuation models such as the discounted cash flow method, shows that the fair value of the reporting unit is less than the carrying cost of the reporting unit. WeThe Company may assess qualitative factors to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. The assessment of qualitative factors is optional and at the Company’s discretion. Indefinite life tradenames are tested for impairment by comparing their carrying value to their fair value, which is determined by calculating the discounted present value of assumed after-tax royalty payments. In fiscal 20192022, fiscal 2021 and fiscal 2018, we2020, the Company bypassed the qualitative assessment and performed the first step of the quantitative goodwill impairment test. In fiscal 2018 the Company recorded an impairment charge of $97.3 million for Sierra goodwill as the estimated fair value of this business fell below the carrying value due to a decrease in projected revenue growth rates. There were no impairments related to ourthe Company’s goodwill or indefinite life tradenames in fiscal 20192022, fiscal 2021, or 2017.fiscal 2020.
Advertising Costs
TJX expenses advertising costs as incurred. Advertising expense was $446.3$506 million for fiscal 2019, $412.42022, $296 million for fiscal 20182021 and $402.6$452 million for fiscal 2017.2020.


Foreign Currency Translation
TJX’s foreign assets and liabilities are translated into U.S. dollars at fiscal year-end exchange rates with resulting translation gains and losses included in shareholders’ equity as a component of accumulatedAccumulated other comprehensive (loss) income. Activity of the foreign operations that affect the statementsConsolidated Statements of incomeIncome and cash flowsCash Flows is translated at average exchange rates prevailing during the fiscal year.
Loss Contingencies
TJX records a reserve for loss contingencies when it is both probable that a loss will be incurred and the amount of the loss is reasonably estimable. TJX evaluates pending litigation and other contingencies at least quarterly and adjusts the reserve for such contingencies for changes in probable and reasonably estimable losses. TJX includes an estimate for related legal costs at the time such costs are both probable and reasonably estimable.
F-13


Equity Investment
In fiscal 2020, the Company acquired a 25% ownership stake in privately held Familia, an established, off-price apparel and home fashions retailer operating stores throughout Russia. The Company accounts for its equity investment in Familia using the equity method of accounting, with the investment recorded in Other assets on the Company’s Consolidated Balance Sheets, and the Company’s share of Familia’s results recorded in Selling, general and administrative expenses in the Company’s Consolidated Statements of Income. Due to the timing and availability of financial information of Familia, the Company accounts for this equity method investment on a one-quarter lag.
As of fiscal 2022 and fiscal 2021, the carrying value of the Company’s equity investment in Familia was $186 million and $196 million, respectively, which exceeded its share of Familia’s net assets by approximately $167 million and $186 million, respectively. Substantially all of this difference is comprised of goodwill. Other indefinite-lived intangible assets consisting of tradename and customer relationships are amortized straight line over their useful lives of 10 years for the tradename and 7 years for customer relationships. Revaluing the investment from Russian rubles to the U.S. dollar as of January 29, 2022 resulted in a cumulative translation loss, which reduced the carrying value of TJX’s investment by approximately $40 million. The cumulative translation loss has been recorded in the Company’s Consolidated Balance Sheets as a component of Accumulated other comprehensive loss.
This investment is evaluated for indicators of impairment on a periodic basis or whenever events or circumstances indicate the carrying amount may be other-than-temporarily impaired. If the Company concludes that there is an other-than-temporary impairment of this equity investment, it will adjust the carrying amount of the investment to the current fair value. As of fiscal year ended 2022, 2021 and 2020, the Company determined that no impairment of its equity method investment existed.
Subsequent to the fiscal year ended January 29, 2022, given the recent Russian invasion of Ukraine, the Company has committed to divesting its equity ownership in Familia. As a result of this commitment to divest, the Company may recognize an investment loss of up to $225 million. Prior to divestiture, the Company may be required to record an impairment charge if the fair value of its investment in Familia declines below the carrying value on the Consolidated Balance Sheets.
Future Adoption of New Accounting Standards
From time to time, the Financial Accounting Standards Board (“FASB”) or other standard setting bodies issue new accounting pronouncements. Updates to the FASB Accounting Standards Codification are communicated through issuance of an Accounting Standards Update (“ASU”). Unless otherwise discussed, we haveThe Company has reviewed the new guidance and havehas determined that theyit will either not apply to TJX or areis not expected to be material to ourits Consolidated Financial Statements upon adoption and therefore, they are not disclosed.
Leases
In February 2016, the Financial Accounting Standards Board issued updated guidance on leases to increase transparency and comparability among organizations by requiring lessees to recognize right of use assets and lease liabilities on the balance sheet and requiring disclosure of key information about leasing arrangements. The new standard is effective for annual periods beginning after December 15, 2018, and interim periods within those annual periods; early adoption is permitted. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which allows entities to apply the transition requirements at the effective date rather than at the beginning of the earliest comparative period presented as previously required. The effect of initially applying the standard can be recognized as a cumulative-effect adjustment to retained earnings in the period of adoption and an entity’s reporting for the comparative periods presented in the year of adoption would continue to be in accordance with ASC 840, Leases (Topic 840) (“ASC 840”), including the disclosure requirements of ASC 840. If the new transition method in ASU 2018-11 is not elected, the new standard must be adopted using a modified retrospective transition and requires application of the new guidance for leases that exist or are entered into after the beginning of the earliest comparative period presented. We will adopt this standard on February 3, 2019 using the optional transition method under ASU 2018-11.

The Company implemented a new lease accounting system and evaluated our lease portfolio to assess the impact this standard will have on our Consolidated Financial Statements and Notes thereto. The Company has determined that the initial lease term will not differ under the new standard versus current accounting practice, and therefore the income statement impact of the new standard will not be material. Any impact to the income statement will be the result of the timing of expense recognition and will not be incremental over the term of the lease. For example, under ASC 842 certain initial direct costs will no longer be capitalized and amortized over the lease term and will be expensed as incurred. In addition, in certain instances, the cost of our renewal options may be recognized earlier in the life of the lease than under the existing lease accounting rules. On adoption of this standard we will recognize an operating lease liability of approximately $9 billion on our statement of financial condition as of February 3, 2019 with corresponding right of use assets based on the present value of the remaining minimum rental payments associated with our more than 4,300 leased locations. This impact includes the derecognition of build-to-suit lease assets and liabilities when we do not control the building during the construction period. We do not believe the new standard will have a notable impact on our liquidity and we do not believe it will have an impact on our debt-covenant compliance under our current agreements. We will implement the transition package of three practical expedients permitted within the standard, which among other things, allows for the carryforward of historical lease classifications. As our leases do not provide an implicit rate, nor is one readily available, we will use our incremental borrowing rate based on information available at commencement date to determine the present value of future payments.


Income Statement - Reporting Comprehensive Income
In February 2018, the FASB issued updated guidance related to reporting comprehensive income. The amendments in the update allow for a one-time reclassification from accumulated other comprehensive income (“AOCI”) to retained earnings for stranded tax effect as a result from the enactment of the Tax Cuts and Jobs Act of 2017 (“2017 Tax Act”). The updated guidance is effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted, including adoption in any interim period for reporting periods for which financial statements have not yet been issued. The updated guidance should be applied either in the period of adoption or retrospectively to each period (or periods) in which the effect of the change in the 2017 Tax Act is recognized. The Company will adopt the standard in the first quarter of fiscal 2020 and plans on electing not to reclassify the stranded tax effects as of result of the 2017 Tax Act to retained earnings. The Company is still evaluating the impact of the adoption on its consolidated disclosures.
Intangibles-Goodwill and Other-Internal-Use Software
In August 2018, the FASB issued guidance related to accounting for implementation costs incurred in a cloud computing
arrangement that is a service contract. The standard allows entities who are customers in hosting arrangements that are service
contracts to apply the existing internal-use software guidance to determine which implementation costs to capitalize as an asset
related to the service contract and which costs to expense. The guidance specifies classification for capitalizing implementation
costs and related amortization expense within the financial statements and requires additional disclosures. The guidance will be
effective for annual reporting periods, including interim reporting within those periods, beginning after December 15, 2019. Early adoption is permitted and can be applied either retrospectively or prospectively. The Company is currently evaluating the
transition methods and the impact of the adoption of this standard on its consolidated financial statements.
Recently Adopted Accounting Standards
Revenue Recognition
See Revenue Recognition in this Note A for the impact upon adoption.
Cash Flows
In the first quarter of fiscal 2019, TJX adopted a pronouncement that addresses differences in the way certain cash receipts and
cash payments are presented in the statement of cash flows. The new guidance provides clarity around the cash flow
classification for eight specific issues in an effort to reduce the current and potential future differences in practice. The standard
did not have a material impact on our consolidated statements of cash flows.
Retirement Benefits
In the first quarter of fiscal 2019, TJX adopted a pronouncement related to retirement benefits, which requires that an employer report the service cost component of net periodic pension and net periodic post retirement cost in the same line item as other compensation costs arising from services rendered by the employees during the period. It also requires the other components of net periodic pension and net periodic postretirement benefit cost to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if such a subtotal is presented. The amendments in this update were applied retrospectively for the presentation of the service cost component and the other components of net periodic pension cost and net periodic postretirement benefit cost in the income statement. The impact to prior periods was immaterial. As a result of the adoption, for all periods presented, service costs are recorded in the same line items as other compensation costs and non-service costs are recorded in SG&A in our income statement.
Income Taxes
In the first quarter of fiscal 2019, TJX adopted Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118, which provides guidance on accounting for the tax effects of the 2017 Tax Act. This guidance allows a company to record a provisional amount when it does not have the necessary information available, prepared, or analyzed in reasonable detail to complete its accounting for the change in the tax law during the measurement period. The measurement period ends when the company has obtained, prepared, and analyzed the information necessary to finalize its accounting, but cannot extend beyond one year. We completed our analysis in the fourth quarter of fiscal 2019 and determined there is no material adjustment to the income tax expense.
Compensation Retirement Defined Benefit Plans Disclosure Framework
In the fourth quarter of fiscal 2019, TJX early adopted Compensation - Retirement Benefits - Defined Benefit Plans (Subtopic 715-20): Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans, which this new pronouncement removes certain disclosures that are not considered cost beneficial, clarifies certain required disclosures and requires certain additional disclosures. Adopting the pronouncement did not result in any change to TJX disclosures.


Note B. Property at Cost
Presented below areThe following table presents the components of property at cost:
  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
Land and buildings$1,911,569 $1,668,381 
Leasehold costs and improvements3,652,280 3,568,829 
Furniture, fixtures and equipment6,871,777 6,525,615 
Total property at cost$12,435,626 $11,762,825 
Less accumulated depreciation and amortization7,164,799 6,726,729 
Net property at cost$5,270,827 $5,036,096 
  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
Land and buildings$1,457,835
$1,355,777
Leasehold costs and improvements3,377,045
3,254,830
Furniture, fixtures and equipment5,894,239
5,357,701
Total property at cost$10,729,119
$9,968,308
Less accumulated depreciation and amortization5,473,911
4,962,255
Net property at cost$5,255,208
$5,006,053
Presented below is information related to carrying values of TJX’s long-lived tangible assets by geographic location:
  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
United States$4,040,955 $3,844,711 
Canada247,511 241,086 
Europe927,020 898,518 
Australia55,341 51,781 
Total long-lived tangible assets$5,270,827 $5,036,096 
F-14
  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
United States$3,756,929
$3,514,628
Canada303,414
308,259
Europe1,154,564
1,151,972
Australia40,301
31,194
Total long-lived assets$5,255,208
$5,006,053




Note C. Accumulated Other Comprehensive (Loss) Income
Amounts included in accumulatedAccumulated other comprehensive (loss) income relate to the Company’s foreign currency translation adjustments, deferred gains/losses on pension and other post-retirement obligations and a cash flow hedge on issued debt, all of which are recorded net of the related income tax effects. The following table details the changes in accumulatedAccumulated other comprehensive (loss) income for fiscal 2019,2022, fiscal 20182021 and fiscal 2017:2020:
In thousandsForeign
Currency
Translation
Deferred
Benefit Costs
Cash Flow
Hedge on Debt
Accumulated
Other
Comprehensive (Loss) Income
Balance, February 2, 2019$(453,177)$(175,745)$(1,399)$(630,321)
Additions to other comprehensive loss:
Foreign currency translation adjustments (net of taxes of $1,189)(3,943)— — (3,943)
Recognition of net gains/losses on benefit obligations (net of taxes of $20,489)— (56,275)— (56,275)
Reclassifications from other comprehensive loss to net income:
Amortization of loss on cash flow hedge (net of taxes of $303)— — 831 831 
Amortization of prior service cost and deferred gains/losses (net of taxes of $6,019)— 16,537 — 16,537 
Balance, February 1, 2020$(457,120)$(215,483)$(568)$(673,171)
Additions to other comprehensive loss:
Foreign currency translation adjustments (net of taxes of $2,442)15,588 — — 15,588 
Recognition of net gains/losses on benefit obligations (net of taxes of $9,974)— 30,635 — 30,635 
Reclassifications from other comprehensive loss to net income:
Amortization of loss on cash flow hedge (net of taxes of $303)— — 831 831 
Amortization of prior service cost and deferred gains/losses (net of taxes of $7,298)— 20,046 — 20,046 
Balance, January 30, 2021$(441,532)$(164,802)$263 $(606,071)
Additions to other comprehensive loss:
Foreign currency translation adjustments (net of taxes of $207)(46,715)  (46,715)
Recognition of net gains/losses on benefit obligations (net of taxes of $17,659) (48,504) (48,504)
Reclassifications from other comprehensive loss to net income:
Amortization of loss on cash flow hedge (net of taxes of $603)  (263)(263)
Amortization of prior service cost and deferred gains/losses (net of taxes of $4,588) 14,403  14,403 
Balance, January 29, 2022$(488,247)$(198,903)$ $(687,150)
In thousands
Foreign
Currency
Translation
Deferred
Benefit Costs
Cash Flow
Hedge on Debt
Accumulated
Other
Comprehensive(Loss) Income
Balance, January 30, 2016

$(439,192)$(224,654)$(3,626)$(667,472)
Foreign currency translation adjustments (net of taxes of $25,656)(52,611)

(52,611)
Recognition of net gains/losses on benefit obligations (net of taxes of $7,394)
(11,239)
(11,239)
Pension settlement charge (net of taxes of $12,369)
18,804

18,804
Amortization of loss on cash flow hedge (net of taxes of $450)

684
684
Amortization of prior service cost and deferred gains/losses (net of taxes of $11,584)
17,608

17,608
Balance, January 28, 2017

(491,803)(199,481)(2,942)(694,226)
Foreign currency translation adjustments (net of taxes of $36,929)211,752


211,752
Recognition of net gains/losses on benefit obligations (net of taxes of $8,989)
24,691

24,691
Amortization of loss on cash flow hedge (net of taxes of $438)

696
696
Amortization of prior service cost and deferred gains/losses (net of taxes of $9,592)
15,228

15,228
Balance, February 3, 2018(280,051)(159,562)(2,246)(441,859)
Foreign currency translation adjustments (net of taxes of $8,233)(192,664)

(192,664)
Recognition of net gains/losses on investment hedges (net of taxes $7,113)19,538


19,538
Recognition of net gains/losses on benefit obligations (net of taxes of $19,813)
(54,420)
(54,420)
Pension settlement charge (net of taxes of $9,641)
26,481

26,481
Amortization of loss on cash flow hedge (net of taxes of $304)

847
847
Amortization of prior service cost and deferred gains/losses (net of taxes of $4,280)
11,756

11,756
Balance, February 2, 2019$(453,177)$(175,745)$(1,399)$(630,321)
Note D. Capital Stock and Earnings Per Share
Capital Stock
InDuring the second quarter of fiscal 2019, we completed a two-for-one2022, the Company lifted the temporary suspension of its previously authorized stock split of the Company’s common stock in the form of a stock dividend. One additional share was paid for each share held by holders of record as of the close of business on October 30, 2018. The shares were distributed on November 6, 2018 and resulted in the issuance of 617 million shares of common stock. In connection with our stock split, the shareholders approved an increase in the number of authorized shares of common stock of 0.6 billion to 1.8 billion shares. As a result, the Consolidated Balance Sheets and the Consolidated Statements of Shareholders' Equity have been adjusted to retroactively present the two-for-one stock split. In addition, all historical per share amounts and references to common stock activity, as well as basic and diluted share amounts utilized in the calculation of earnings per share in these notes to the consolidated financial statements, have been adjusted to reflect this stock split.


repurchase programs. TJX repurchased and retired 51.832 million shares of its common stock at a cost of $2.5approximately $2.2 billion during fiscal 2019,2022, on a “trade datedate” basis. Prior to the suspension of the Company’s share repurchase program, during the first quarter of fiscal 2021, TJX repurchased and retired 3 million shares of its common stock at a cost of $0.2 billion on a “trade date” basis, and no shares were repurchased during the second quarter of fiscal 2021 through the first quarter of fiscal 2022.
F-15


TJX reflects stock repurchases in its consolidated financial statements on a “settlement date” or cash basis. TJX had cash expenditures under repurchase programs of $2.4$2.2 billion in fiscal 2019,2022, $0.2 billion in fiscal 2021 and $1.6 billion in fiscal 2018 and $1.7 billion in fiscal 2017,2020 and repurchased 50.831 million shares in fiscal 2019, 44.42022, 3 million shares in fiscal 20182021 and 44.628 million shares in fiscal 2017.2020. These expenditures were funded primarily by cash generated from operations.
As of February 2, 2019 TJX had approximately $1.7 billion available under previously announced stock repurchase programs. In February 2019, our2022, the Company announced that its Board of Directors had approved a new stock repurchase program that authorizes the repurchase of up to an additional $1.5$3.0 billion of TJX common stock from time to time. Under this program and previously announced programs, TJX had approximately $3.8 billion available for repurchase as of January 29, 2022.
All shares repurchased under the stock repurchase programs have been retired.
TJX has five million5000000 shares of authorized but unissued preferred stock, $1 par value.
Earnings Per Share
The following table presents the calculation of basic and diluted earnings per share:
  Fiscal Year Ended
In thousands except per share amountsJanuary 29,
2022
January 30,
2021
February 1,
2020
Basic earnings per share:
Net income$3,282,815 $90,470 $3,272,193 
Weighted average common stock outstanding for basic earnings per share calculation1,199,990 1,199,927 1,208,163 
Basic earnings per share$2.74 $0.08 $2.71 
Diluted earnings per share:
Net income$3,282,815 $90,470 $3,272,193 
Weighted average common stock outstanding for basic earnings per share calculation1,199,990 1,199,927 1,208,163 
Assumed exercise/vesting of:
Stock options and awards15,601 14,776 18,356 
Weighted average common stock outstanding for diluted earnings per share calculation1,215,591 1,214,703 1,226,519 
Diluted earnings per share$2.70 $0.07 $2.67 
Cash dividends declared per share(a)
$1.04 $0.26 $0.92 
(a)There were no dividends declared during the first three quarters of fiscal 2021. The Company declared a dividend of $0.26 per share for net income:
  Fiscal Year Ended
Amounts in thousands except per share amountsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
Basic earnings per share: 
Net income$3,059,798
$2,607,948
$2,298,234
Weighted average common stock outstanding for basic earnings per share calculation1,241,153
1,273,654
1,311,294
Basic earnings per share$2.47
$2.05
$1.75
Diluted earnings per share: 
Net income$3,059,798
$2,607,948
$2,298,234
Weighted average common stock outstanding for basic earnings per share calculation1,241,153
1,273,654
1,311,294
Assumed exercise / vesting of: 
Stock options and awards18,099
18,555
17,570
Weighted average common stock outstanding for diluted earnings per share calculation1,259,252
1,292,209
1,328,864
Diluted earnings per share$2.43
$2.02
$1.73
Cash dividends declared per share$0.78
$0.63
$0.52
in the fourth quarter of fiscal 2021.
The weighted average common shares for the diluted earnings per share calculation excludeexcludes the impact of outstanding stock options if the assumed proceeds per share of the option is in excess of the average price of TJX’s common stock for the related fiscal periods. Such options are excluded because they would have an antidilutive effect. There were 6.15.2 million, 24.96.2 million and 16.311.8 million such options excluded at the end of fiscal 2019,2022, fiscal 20182021 and fiscal 2017,2020, respectively.
Note E. Financial Instruments
As a result of its operating and financing activities, TJX is exposed to market risks from changes in interest and foreign currency exchange rates and fuel costs. These market risks may adversely affect TJX’s operating results and financial position. TJX seeks to minimize risk from changes in interest and foreign currency exchange rates and fuel costs through the use of derivative financial instruments when and to the extent deemed appropriate. TJX does not use derivative financial instruments for trading or other speculative purposes and does not use any leveraged derivative financial instruments. TJX recognizes all derivative instruments as either assets or liabilities in the statements of financial positionConsolidated Balance Sheet and measures those instruments at fair value. The fair values of the derivatives are classified as assets or liabilities, current or non-current, based upon valuation results and settlement dates of the individual contracts. Changes to the fair value of derivative contracts that do not qualify for hedge accounting are reported in earnings in the period of the change. For derivatives that qualify for hedge accounting, changes in the fair value of the derivatives are either recorded in shareholders’ equity as a component of accumulated other comprehensive income(loss) or are recognized currently in earnings, along with an offsetting adjustment against the basis of the item being hedged.

F-16



Diesel Fuel Contracts
TJX hedges portions of its estimated notional diesel requirements based on the diesel fuel expected to be consumed by independent freight carriers transporting TJX’s inventory. Independent freight carriers transporting TJX’s inventory charge TJX a mileage surcharge based on the price of diesel fuel. The hedge agreements are designed to mitigate the volatility of diesel fuel pricing (and the resulting per mile surcharges payable by TJX) by setting a fixed price per gallon for the period being hedged. During fiscal 2019,2022, TJX entered into agreements to hedge a portion of its estimated notional diesel requirements for fiscal 2020.2023. The hedge agreements outstanding at February 2, 2019January 29, 2022 relate to approximately 50% of TJX’s estimated notional diesel requirements for fiscal 2020.2023. These diesel fuel hedge agreements will settle throughout fiscal 20202023 and throughout the first month of fiscal 2021.2024. TJX elected not to apply hedge accounting rules to these contracts.
Foreign Currency Contracts
TJX enters into forward foreign currency exchange contracts to obtain economic hedges on portions of merchandise purchases made and anticipated to be made by the Company’s operations in currencies other than their respective functional currencies, primarily in TJX International and TJX Canada. These contracts typically have a term of twelve months or less.currencies. The contracts outstanding at February 2, 2019January 29, 2022 cover a portion of such actual and anticipated merchandise purchases throughout fiscal 2020.the Company is committed to over the next several months. Additionally, TJX’s operations in Europe are subject to foreign currency exposure as a result of their buying function being centralized in the United Kingdom.U.K. All merchandise is purchased centrally in the U.K. and then shipped and billed to the retail entities in other countries. This intercompany billing to TJX’s European businesses’ Euro denominated operations creates exposure to the central buying entity for changes in the exchange rate between the Euro and British Pound. The inflowA portion of the inflows of Euros to the central buying entity provides a natural hedge for merchandise purchased from third-party vendors that is denominated in Euros. However, with the growth of TJX’s Euro denominated retail operations, the intercompany billings committed to the Euro denominated operations is generating Euros in excess of those needed to meet merchandise commitments to outside vendors. TJX calculates thisany excess Euro exposure each month and enters into forward contracts of approximately 30 daysdays’ duration to mitigate thethis exposure. TJX elected not to apply hedge accounting rules to these contracts.
TJX also enters into derivative contracts, generally designated as fair value hedges, to hedge intercompany debt and intercompany interest payable.debt. The changes in fair value of these contracts are recorded in selling,Selling, general and administrative expenses and are offset by marking the underlying item to fair value in the same period. Upon settlement, the realized gains and losses on these contracts are offset by the realized gains and losses of the underlying item in selling,Selling, general and administrative expenses.
TJX periodically reviews its net investments in foreign subsidiaries. During the fiscal quarter ended May 5, 2018, TJX entered
into net investment hedge contracts related to a portion of its investment in TJX Canada. During the fiscal quarter ended
August 4, 2018, TJX de-designated the net investment hedge contracts. The remaining life of the foreign currency contracts
provided a natural hedge to the declared cash dividend from TJX Canada. The contracts settled during the second quarter of
fiscal 2019 resulting in a pre-tax gain of $27 million while designated as a net investment hedge and subsequent to de-designation, a pre-tax gain of $19 million. The $27 million gain is reflected in shareholders equity as a component of other
comprehensive income. The $19 million gain subsequent to de-designation is reflected in the income statement offsetting a
foreign currency loss of $18 million on the declared dividends.



The following is a summary of TJX’s derivative financial instruments, related fair value and balance sheet classification at February 2, 2019:January 29, 2022:
In thousandsPayReceiveBlended
Contract
Rate
Balance Sheet
Location
Current
Asset
U.S.$
Current
(Liability)
U.S.$
Net Fair Value
in U.S.$ at
January 29, 2022
Fair value hedges:
Intercompany balances, primarily debt and related interest:
25,000 £4,541 0.1816 Prepaid Exp$72 $ $72 
60,000 £50,568 0.8428 Prepaid Exp111  111 
A$170,000 U.S.$122,061 0.7180 Prepaid Exp2,047  2,047 
U.S.$74,646 £55,000 0.7368 (Accrued Exp) (918)(918)
200,000 U.S.$230,319 1.1516 Prepaid Exp4,535 04,535 
Economic hedges for which hedge accounting was not elected:
Diesel contractsDiesel fuel contracts
Fixed on
3.6M - 4.0M
gal per month
Float on
3.6M - 4.0M
gal per month
N/APrepaid Exp23,649  23,649 
Intercompany billings in TJX International, primarily merchandise related:
91,000 £75,894 0.8340 (Accrued Exp) (145)(145)
Merchandise purchase commitments:
C$987,756 U.S.$783,000 0.7927 Prepaid Exp / (Accrued Exp)6,641 (80)6,561 
C$38,138 26,500 0.6948 (Accrued Exp) (248)(248)
£325,482 U.S.$442,100 1.3583 Prepaid Exp / (Accrued Exp)6,023 (632)5,391 
453,000 £82,112 0.1813 Prepaid Exp / (Accrued Exp)744 (449)295 
A$65,551 U.S.$47,500 0.7246 Prepaid Exp1,270  1,270 
 U.S.$66,989 59,000 0.8807 (Accrued Exp) (820)(820)
Total fair value of financial instruments�� $45,092 $(3,292)$41,800 
F-17


In thousands PayReceive
Blended
Contract
Rate
Balance Sheet
Location
Current
Asset
U.S.$
Current
(Liability)
U.S.$
Net Fair
Value in
U.S.$ at
February 2,
2019
Fair value hedges:        
Intercompany balances, primarily debt and related interest:    
 59,000
£12,021
0.2037
Prepaid Exp$56
$
$56
 55,950
£49,560
0.8858
Prepaid Exp /
(Accrued Exp)
126
(140)(14)
 A$30,000
U.S.$21,483
0.7161
(Accrued Exp)
(314)(314)
 U.S.$72,020
£55,000
0.7637
Prepaid Exp1,037

1,037
Economic hedges for which hedge accounting was not elected:    
Diesel contracts Fixed on 2.7M - 3.3M gal per month Float on 2.7M - 3.3M gal per monthN/A
(Accrued Exp)
(3,786)(3,786)
Intercompany billings in TJX International, primarily merchandise related:   
 46,600
£41,835
0.8977
Prepaid Exp1,300

1,300
Merchandise purchase commitments:    
 C$546,083
U.S.$414,100
0.7583
Prepaid Exp /
(Accrued Exp)
1,239
(4,741)(3,502)
 C$31,455
20,700
0.6581
(Accrued Exp)
(248)(248)
 £173,624
U.S.$230,000
1.3247
Prepaid Exp /
(Accrued Exp)
3,459
(1,466)1,993
 280,167
£57,586
0.2055
Prepaid Exp /
(Accrued Exp)
707
(86)621
 A$51,043
U.S.$36,961
0.7241
Prepaid Exp /
(Accrued Exp)
97
(213)(116)
 U.S.$56,847
49,355
0.8682
Prepaid Exp /
(Accrued Exp)
115
(207)(92)
Total fair value of financial instruments  $8,136
$(11,201)$(3,065)


The following is a summary of TJX’s derivative financial instruments, related fair value and balance sheet classification at February 3, 2018:January 30, 2021:
In thousandsPayReceiveBlended
Contract
Rate
Balance Sheet
Location
Current
Asset
U.S.$
Current
(Liability)
U.S.$
Net Fair Value
in U.S.$ at
January 30, 2021
Fair value hedges:
Intercompany balances, primarily debt and related interest:
45,000 £8,846 0.1966 Prepaid Exp$11 $— $11 
A$80,000 U.S.$62,032 0.7754 Prepaid Exp738 — 738 
U.S.$75,102 £55,000 0.7323 Prepaid Exp357 — 357 
£200,000 U.S.$274,853 1.3743 Prepaid Exp32 — 32 
200,000 U.S.$244,699 1.2235 Prepaid Exp / (Accrued Exp)427 (182)245 
Economic hedges for which hedge accounting was not elected:
Diesel fuel contracts
Fixed on
1.5M - 3.8M
gal per month
Float on
1.5M - 3.8M
gal per month
N/APrepaid Exp4,880 — 4,880 
Merchandise purchase commitments:
C$384,679 U.S.$296,000 0.7695 Prepaid Exp / (Accrued Exp)430 (5,627)(5,197)
C$5,391 3,500 0.6492 Prepaid Exp24 — 24 
£203,264 U.S.$263,950 1.2986 (Accrued Exp)— (15,086)(15,086)
30,000 £5,865 0.1955 (Accrued Exp)— (29)(29)
 A$46,985 U.S.$35,250 0.7502 Prepaid Exp / (Accrued Exp)144 (837)(693)
U.S.$99,810 83,700 0.8386 Prepaid Exp / (Accrued Exp)1,986 (160)1,826 
Total fair value of financial instruments  $9,029 $(21,921)$(12,892)
In thousands PayReceive
Blended
Contract
Rate
Balance Sheet
Location
Current
Asset
U.S.$
Current
(Liability)
U.S.$
Net Fair
Value in
U.S.$ at
February 3,
2018
Fair value hedges:        
Intercompany balances, primarily debt and related interest:    
 67,000
£14,035
0.2095
(Accrued Exp)$
$(45)$(45)
 51,950
£46,095
0.8873
(Accrued Exp)
(318)(318)
 U.S.$77,079
£55,000
0.7136
Prepaid Exp1,636

1,636
Economic hedges for which hedge accounting was not elected:    
Diesel contractsFixed on 2.2M – 3.0M gal per month Float on 2.2M – 3.0M gal per month N/A
Prepaid Exp7,854

7,854
Intercompany billings in TJX International, primarily merchandise related:   
 26,000
£22,948
0.8826
(Accrued Exp)
(2)(2)
Merchandise purchase commitments:    
 C$462,464
U.S.$367,200
0.7940
Prepaid Exp /
(Accrued Exp)
49
(5,478)(5,429)
 C$22,562
15,000
0.6648
Prepaid Exp557

557
 £176,911
U.S.$238,000
1.3453
Prepaid Exp /
(Accrued Exp)
173
(12,838)(12,665)
 288,646
£60,023
0.2079
(Accrued Exp)
(1,303)(1,303)
 A$28,635
U.S.$22,230
0.7763
Prepaid Exp / (Accrued Exp)$43
$(573)$(530)
 U.S.$44,223
36,950
0.8355
Prepaid Exp1,905

1,905
Total fair value of financial instruments  $12,217
$(20,557)$(8,340)
The impact of derivative financial instruments on the statementsConsolidated Statement of incomeIncome during fiscal 2019,2022, fiscal 20182021 and fiscal 2017 are as follows:
    
Amount of Gain (Loss) Recognized in
Income by Derivative
In thousands
Location of Gain (Loss) Recognized in
Income by Derivative
February 2,
2019
February 3,
2018
January 28,
2017
  
(53 weeks) 
Fair value hedges:    
Intercompany balances, primarily debt and related interestSelling, general and administrative expenses$(2,674)$1,207
$(17,250)
Economic hedges for which hedge accounting was not elected:    
Intercompany receivableSelling, general and administrative expenses18,823


Diesel contractsCost of sales, including buying and occupancy costs1,373
7,946
3,906
Intercompany billings in TJX International, primarily merchandise relatedCost of sales, including buying and occupancy costs1,137
(3,042)(8,684)
Merchandise purchase commitmentsCost of sales, including buying and occupancy costs60,407
(45,886)5,626
Gain (loss) recognized in income$79,066
$(39,775)$(16,402)
2020 is presented below:
  Location of Gain (Loss) Recognized in Income by DerivativeAmount of Gain (Loss) Recognized in
Income by Derivative
In thousandsJanuary 29,
2022
January 30,
2021
February 1,
2020
Fair value hedges:
Intercompany balances, primarily debt and related interestSelling, general and administrative expenses$36,033 $(59,829)$4,788 
Economic hedges for which hedge accounting was not elected:
Intercompany receivableSelling, general and administrative expenses — 3,257 
Diesel fuel contractsCost of sales, including buying and occupancy costs43,306 (5,638)(9,780)
Intercompany billings in TJX International, primarily merchandise relatedCost of sales, including buying and occupancy costs5,021 (4,249)2,652 
International lease liabilitiesCost of sales, including buying and occupancy costs — (1,113)
Merchandise purchase commitmentsCost of sales, including buying and occupancy costs23,952 (4,468)10,484 
Gain (loss) recognized in income$108,312 $(74,184)$10,288 
Included in the table above are a realized gaingains of $73.8$54 million in fiscal 2019, and2022, realized losses of $30.5$74 million in fiscal 20182021 and $6.1realized gains of $20 million in fiscal 2017,2020, all of which were largely offset by gains and losses on the underlying hedged item.

F-18



Note F. Fair Value Measurements
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date or “exit price.”price”. The inputs used to measure fair value are generally classified into the following hierarchy:
Level 1:Unadjusted quoted prices in active markets for identical assets or liabilities
Level 2:Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability
Level 3:Unobservable inputs for the asset or liability
The following table sets forth TJX’s financial assets and liabilities that are accounted for at fair value on a recurring basis:
  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
Level 1  
Assets:  
Executive Savings Plan investments$253,215
$249,045
Level 2  
Assets:  
Short-term investments$
$506,165
Foreign currency exchange contracts8,136
4,363
Diesel fuel contracts
7,854
Liabilities:  
Foreign currency exchange contracts$7,415
$20,557
Diesel fuel contracts3,786

  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
Level 1
Assets:
Executive Savings Plan investments$387,666 $363,729 
Level 2
Assets:
Foreign currency exchange contracts$21,443 $4,149 
Diesel fuel contracts23,649 4,880 
Liabilities:
Foreign currency exchange contracts$3,292 $21,921 
Investments designed to meet obligations under the Executive Savings Plan are invested in registered investment companies traded in active markets and are recorded at unadjusted quoted prices.
Short-term investments, foreignForeign currency exchange contracts and diesel fuel contracts are valued using broker quotations, which include observable market information. TJX’s investments are primarily high-grade commercial paper, institutional money market funds and time deposits with major banks. TJX does not make adjustments to quotes or prices obtained from brokers or pricing services but does assess the credit risk of counterparties and will adjust final valuations when appropriate. Where independent pricing services provide fair values, TJX obtains an understanding of the methods used in pricing. As such, these instruments are classified within Level 2.
The fair value of TJX’s general corporate debt was estimated by obtaining market quotes given the trading levels of other bonds of the same general issuer type and market perceived credit quality. These inputs are considered to be Level 2. The fair value of long-term debt at February 2, 2019January 29, 2022 was $2.17$3.5 billion compared to a carrying value of $2.23$3.4 billion. The fair value of long-term debt at February 3, 2018January 30, 2021 was $2.16$5.9 billion compared to a carrying value of $2.23$5.3 billion. The fair value of the current portion of long-term debt as of January 30, 2021 was $754 million compared to a carrying value of $750 million. These estimates do not necessarily reflect provisions or restrictions in the various debt agreements that might affect TJX’s ability to settle these obligations. For additional information on long-term debt, see Note J—Long-Term Debt and Credit Lines.
TJX’s cash equivalents are stated at cost, which approximates fair value due to the short maturities of these instruments.

Certain assets and liabilities are measured at fair value on a nonrecurring basis, whereas the majority of assets and liabilities are not measured at fair value on an ongoing basis, but are subject to fair value adjustments in certain circumstances, such as when there is evidence of an impairment. For the years ended January 29, 2022, January 30, 2021 and February 1,
2020, the Company did not record any material impairments to long-lived assets.

F-19


Note G. Segment Information
TJX operates four4 main business segments. The Marmaxx segment (T.J. Maxx, Marshalls, tjmaxx.com and tjmaxx.com)marshalls.com) and the HomeGoods segment (HomeGoods, Homesense and Homesense)homegoods.com) both operate in the United States, the TJX Canada segment operates Winners, HomeSense and Marshalls in Canada, and the TJX International segment operates T.K. Maxx, Homesense and tkmaxx.com in Europe and T.K. Maxx in Australia. In addition to our fourthe Company’s 4 main business segments, Sierra operates sierra.com and retail stores in the U.S. The results of Sierra are included in the Marmaxx segment.
All of TJX’s stores, with the exception of HomeGoods and HomeSense, sell family apparel and home fashions. HomeGoods and HomeSense offer home fashions. The percentages of ourthe Company’s consolidated revenues by major product category for the last three fiscal years are as follows:
 Fiscal
2019
Fiscal
2018
Fiscal
2017
Apparel   
Clothing including footwear52%52%54%
Jewelry and accessories15
15
15
Home fashions33
33
31
Total100%100%100%
Fiscal 2022Fiscal 2021Fiscal 2020
Apparel:
Clothing including footwear47 %46 %51 %
Jewelry and accessories15 15 16 
Home fashions38 39 33 
Total100 %100 %100 %
TJX evaluates the performance of its segments based on “segment profit or loss,” which it defines as pre-tax income or loss before general corporate expense, loss on early extinguishment of debt, pension settlement charge and interest expense, net.net and certain separately disclosed unusual or infrequent items. “Segment profit or loss,” as defined by TJX, may not be comparable to similarly titled measures used by other entities. These measuresThis measure of performance should not be considered alternativesan alternative to net income or cash flows from operating activities as an indicator of TJX’s performance or as a measure of liquidity.
Presented below is financial information with respect to TJX’s business segments:
  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
February 1,
2020
Net sales:
In the United States:
Marmaxx$29,483,073 $19,362,573 $25,664,805 
HomeGoods8,995,140 6,096,237 6,355,770 
TJX Canada4,342,538 2,836,088 4,031,406 
TJX International5,729,231 3,842,064 5,664,996 
Total net sales$48,549,982 $32,136,962 $41,716,977 
Segment profit (loss):
In the United States:
Marmaxx$3,812,847 $891,180 $3,469,794 
HomeGoods907,391 509,562 680,520 
TJX Canada484,585 124,143 515,559 
TJX International161,199 (503,618)307,081 
Total segment profit$5,366,022 $1,021,267 $4,972,954 
General corporate expense611,090 439,037 556,745 
Loss on early extinguishment of debt242,248 312,233 — 
Interest expense, net115,076 180,734 10,026 
Income before income taxes$4,397,608 $89,263 $4,406,183 
F-20


  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
Net sales:   
In the United States   
Marmaxx$24,057,970
$22,249,105
$21,246,034
HomeGoods5,787,365
5,116,328
4,404,607
TJX Canada3,869,779
3,642,282
3,171,127
TJX International5,257,820
4,856,949
4,361,976
 $38,972,934
$35,864,664
$33,183,744
Segment profit:   
In the United States   
Marmaxx(1)
$3,253,949
$2,949,358
$2,995,045
HomeGoods671,871
674,511
613,778
TJX Canada551,617
530,113
413,417
TJX International285,790
249,226
235,519
 4,763,227
$4,403,208
$4,257,759
General corporate expense545,034
515,032
408,236
Loss on early extinguishment of debt

51,773
Pension settlement charge36,122

31,173
Interest expense, net8,860
31,588
43,534
Income before provision for income taxes$4,173,211
$3,856,588
$3,723,043
(1)Fiscal 2018 amount includes an impairment charge of $99.3 million for goodwill and certain long-lived assets of Sierra.


Business segment information (continued):
  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
February 1,
2020
Identifiable assets:
In the United States:
Marmaxx$11,230,232 $10,220,441 $11,162,890 
HomeGoods3,460,830 2,851,131 2,785,006 
TJX Canada2,196,895 2,035,341 1,889,679 
TJX International4,280,596 4,389,261 4,284,385 
Corporate(a)
7,292,905 11,317,381 4,023,043 
Total identifiable assets$28,461,458 $30,813,555 $24,145,003 
Capital expenditures:
In the United States:
Marmaxx$514,141 $216,186 $614,624 
HomeGoods243,551 162,200 251,864 
TJX Canada68,585 43,879 101,862 
TJX International218,517 145,756 254,766 
Total capital expenditures(b)
$1,044,794 $568,021 $1,223,116 
Depreciation and amortization:
In the United States:
Marmaxx$464,660 $478,963 $473,908 
HomeGoods149,130 135,205 124,360 
TJX Canada72,507 70,777 66,693 
TJX International174,216 175,824 197,262 
Corporate(c)
7,489 9,989 5,080 
Total depreciation and amortization$868,002 $870,758 $867,303 
(a)Corporate identifiable assets consist primarily of cash, the trust assets in connection with the Executive Savings Plan and the investment in Familia. Consolidated cash, including cash held in the Company’s foreign entities, is included with corporate assets for consistency with the reporting of cash for the Company’s segments in the U.S.
  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
January 28,
2017
Identifiable assets:   
In the United States   
Marmaxx$6,223,110
$5,676,464
$5,440,448
HomeGoods1,416,687
1,237,811
1,086,947
TJX Canada914,789
1,459,924
1,345,003
TJX International2,344,033
2,321,001
1,789,140
Corporate(1)
3,427,410
3,362,815
3,222,270
Total identifiable assets$14,326,029
$14,058,015
$12,883,808
Capital expenditures:   
In the United States   
Marmaxx$598,955
$532,348
$449,169
HomeGoods170,978
149,505
173,979
TJX Canada82,333
88,761
100,437
TJX International272,873
287,003
301,162
Total capital expenditures$1,125,139
$1,057,617
$1,024,747
Depreciation and amortization:   
In the United States   
Marmaxx$456,420
$399,014
$385,007
HomeGoods110,978
94,709
77,287
TJX Canada66,365
68,033
62,427
TJX International180,631
159,010
129,376
Corporate(2)
5,261
5,191
4,699
Total depreciation and amortization$819,655
$725,957
$658,796
(1)Corporate identifiable assets consist primarily of cash, receivables, prepaid insurance, prepaid service contracts and the trust assets in connection with the Executive Savings Plan. Consolidated cash, including cash held in our foreign entities, is included with corporate assets for consistency with the reporting of cash for our segments in the U.S.
(2)Includes debt discount accretion and debt expense amortization.

(b)Fiscal 2022 increase in capital spending due to the COVID-19 pandemic impacts in fiscal 2021.
(c)Includes debt discount accretion and debt expense amortization.
Note H. Stock Incentive Plan
TJX has a Stock Incentive Plan under which options and other share-based awards may be granted to its directors, officers and key employees. ThisThe number of shares authorized for issuance under this plan has been approved by TJX’s shareholders, and all share-based compensation awards are made under this plan. The Stock Incentive Plan, as amended with shareholder approval, has provided for the issuance of up to 695.7696 million shares with 46.328 million shares available for future grants as of February 2, 2019.January 29, 2022. TJX issues shares under the plan from authorized but unissued common stock. All share amounts and per share data presented have been adjusted to reflect the two-for-one stock split completed on November 6, 2018.
Total compensation cost related to share-based compensation was $103.6$189 million, $101.4$59 million and $102.3$125 million in fiscal 2019, 20182022, 2021 and 2017,2020, respectively. As of February 2, 2019,January 29, 2022, there was $146.5$160 million of total unrecognized compensation cost related to nonvestednon-vested share-based compensation arrangements granted under the plan. That cost is expected to be recognized over a weighted-average period of 2 years.
Stock Options
Options for the purchase of common stock are granted with an exercise price that is 100% of market price on the grant date, generally vest in thirds over a 3-year period starting 1 year after the grant, and have a 10-year maximum term. When options are granted with other vesting terms, the vesting information is reflected in the valuation.

F-21




The fair value of options is estimated as of the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:
  Fiscal Year Ended
  January 29,
2022
January 30,
2021
February 1,
2020
Risk-free interest rate0.84 %0.28 %1.65 %
Dividend yield(a)
1.5 %1.4 %1.6 %
Expected volatility factor23.8 %26.5 %23.4 %
Expected option life5.0 years5.0 years4.9 years
Weighted average fair value of options issued$12.85 $11.29 $10.84 
  Fiscal Year Ended
  February 2,
2019
February 3,
2018
January 28,
2017
Risk-free interest rate2.88%1.75%1.20%
Dividend yield1.4%1.5%1.2%
Expected volatility factor23.5%23.5%23.8%
Expected option life in years4.9
4.8
4.8
Weighted average fair value of options issued$11.85
$7.16
$7.28
(a)The reduction in the yield in fiscal 2021 reflected the temporary suspension of dividends due to the COVID-19 pandemic. TJX calculated an implied dividend yield of 1.4% by anticipating dividends to resume. The decrease in expected dividend yield reflected the suspension of dividend payments during the first nine months of fiscal 2021.
The risk-free interest rate is for periods within the contractual life of the option based on the U.S. Treasury yield curve in effect at the time of grant. We useThe Company uses historical data to estimate option exercises, employee termination behavior and dividend yield within the valuation model. Expected volatility is based on a combination of implied volatility from traded options on ourthe Company’s stock, and historical volatility during a term approximating the expected life of the option granted. The expected option life represents an estimate of the period of time options are expected to remain outstanding based upon historical exercise trends. Employee groups and option characteristics are considered separately for valuation purposes when applicable.
A summary of the status of TJX’s stock options and related weighted average exercise prices (“WAEP”) is presented below:
  Fiscal Year Ended
Shares in thousandsFebruary 2,
2019
February 3,
2018
January 28,
2017
  OptionsWAEPOptionsWAEPOptionsWAEP
Outstanding at beginning of year55,260
$27.52
54,706
$24.35
57,372
$20.84
Granted6,143
53.98
9,404
36.61
8,610
37.52
Exercised(11,670)21.88
(8,192)16.12
(10,530)15.42
Forfeitures(680)38.59
(658)35.70
(746)33.08
Outstanding at end of year49,053
$32.02
55,260
$27.52
54,706
$24.35
Options exercisable at end of year34,344
$26.95
37,952
$23.28
37,960
$19.35
  Fiscal Year Ended
Shares in thousandsJanuary 29,
2022
January 30,
2021
February 1,
2020
  OptionsWAEPOptionsWAEPOptionsWAEP
Outstanding at beginning of year42,604 $41.79 45,065 $36.81 49,053 $32.02 
Granted5,324 70.48 6,268 57.32 6,150 56.74 
Exercised(7,160)32.04 (8,239)25.68 (9,518)24.40 
Forfeitures(535)57.55 (490)52.96 (620)46.37 
Outstanding at end of year40,233 $47.11 42,604 $41.79 45,065 $36.81 
Options exercisable at end of year29,159 $40.93 30,659 $36.05 32,276 $31.04 
The total intrinsic value of options exercised was $284.4$275 million in fiscal 2019, $176.72022, $279 million in fiscal 20182021 and $239.7$293 million in fiscal 2017.2020.
The following table summarizes information about stock options outstanding that were expected to vest and stock options outstanding that were exercisable as of February 2, 2019:January 29, 2022:
Shares
(in thousands)
Aggregate
Intrinsic
Value
(in thousands)
Weighted
Average
Remaining
Contract Life
WAEP
Options outstanding expected to vest(a)
10,281 $83,586 8.9 years$63.25 
Options exercisable29,159 $887,932 5.0 years$40.93 
Total outstanding options vested and expected to vest39,440 $971,518 6.0 years$46.75 
(a)Reflects 11 million unvested options, net of anticipated forfeitures.
F-22

Shares in thousandsShares
Aggregate
Intrinsic
Value
Weighted
Average
Remaining
Contract Life
WAEP
Options outstanding expected to vest (1)
13,672
$98,458
8.8 years$43.73
Options exercisable34,344
$754,018
5.0 years$26.95
Total outstanding options vested and expected to vest48,016
$852,476
6.1 years$31.72

(1)Reflects 14.6 million unvested options, net of anticipated forfeitures.


Stock Awards
TJX grantedgrants restricted stock units and performance share units under the Stock Incentive Plan during fiscal 2019.Plan. Restricted stock units and performance share units and previously-granted performance-based stock awards are collectively referred to as stock awards. These awards were granted without a purchase price to the recipient and are subject to vesting conditions. Vesting conditions for performance share units and performance-based stock awards include specified performance criteria, generally for a period of three fiscal years. The grant date fair value of the stock awards is charged to income over the requisite service period during which the recipient must remain employed. The fair value of the stock awards is determined at date of grant in accordance with ASC Topic 718 and, for performance share units, and performance-based stock awards, assumes that performance goals will be achieved at target. Performance share units performance-based stock awards and related compensation costs recognized are adjusted, as applicable, for performance above or below the target specified in the award.
During fiscal 2022 and fiscal 2021, modifications were approved to previously-granted nonvested performance share unit awards. Under ASC Topic 718 these modifications required that the fair value of these awards be adjusted to reflect the fair value on the date of the modification and resulted in a share-based compensation charge of $37 million in fiscal 2022 and $16 million in fiscal 2021.
A summary of the status of our nonvestedthe Company’s non-vested stock awards and changes during fiscal 20192022 is presented below:
Shares in thousandsStock Awards
Weighted
Average
Grant Date
Fair Value
Nonvested at beginning of year3,045
$38.68
Granted1,268
41.17
Vested(859)35.03
Forfeited(32)39.93
Nonvested at end of year3,422
$40.51
In thousands except grant date fair valueRestricted Stock UnitsPerformance Share UnitsTotal Stock AwardsWeighted
Average
Grant Date
Fair Value
Nonvested at beginning of year1,799 1,122 2,921 $51.36 
Granted513 307 820 65.53 
Vested(460)(378)(838)52.77 
Forfeited(16)(4)(20)60.24 
Modification— (115)(115)54.99 
Nonvested at end of year1,836 932 2,768 58.91 
There were 1,267,802 shares of restricted stock unit and performance share unit awards,819,587 units with a weighted average grant date fair value of $41.17,$65.53, granted in fiscal 2019, 1,124,012 shares of performance-based stock awards,2022, 857,216 units, with a weighted average grant date fair value of $38.36,$56.24, granted in fiscal 2018,2021, and 1,027,146 shares of performance-based stock awards,1,001,849 units, with a weighted average grant date fair value of $39.25,$53.20, granted in fiscal 2017.2020. The fair value of performance-based stock awards that vested was $30.1$44 million in fiscal 2019, $35.22022, $57 million in fiscal 2018,2021, and $38.5$38 million in fiscal 2017.2020.
The nonvested performance share units are based on the target level of performance achievement under the awards. The actual payout of performance share units will depend on performance results for the award cycle.
Other Awards
TJX also awards deferred shares to its outside directors under the Stock Incentive Plan. As of the end of fiscal 2019,2022, a total of 607,552557,241 of these deferred shares were outstanding under the plan.
Note I. Pension Plans and Other Retirement Benefits
Pension
TJX has a funded defined benefit retirement plan that covers eligible U.S. employees hired prior to February 1, 2006. No employee contributions are required, or permitted, and benefits are based principally on compensation earned in each year of service. TJX’s funded defined benefit retirement plan assets are invested in domestic and international equity and fixed income securities, both directly and through investment funds. The plan does not invest in TJX securities. TJX also has an unfunded supplemental retirement plan that covers certain key employees and provides additional retirement benefits based on final average compensation for certain of those employees (the “primary benefit”) or, alternatively, based on benefits that would be provided under the funded retirement plan absent Internal Revenue Code limitations (the “alternative benefit”).
F-23


Presented below is financial information relating to TJX’s funded defined benefit pension plan (“qualified pension plan” or “funded plan”) and its unfunded supplemental pension plan (“unfunded plan”) for the fiscal years indicated. The Company has elected the practical expedient pursuant to ASU 2015-4– Compensation-retirement benefits (Topic 715) and has selected the measurement date of January 31, the calendar month end closest to the Company’s fiscal year end.
  Funded Plan
Fiscal Year Ended
Unfunded Plan
Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
January 29,
2022
January 30,
2021
Change in projected benefit obligation:
Projected benefit obligation at beginning of year$1,619,274 $1,532,416 $113,478 $104,823 
Service cost49,116 50,123 2,426 2,430 
Interest cost52,097 50,210 3,099 3,283 
Actuarial losses29,350 13,758 233 8,229 
Benefits paid(29,548)(24,527)(4,447)(5,287)
Expenses paid(3,034)(2,706) — 
Projected benefit obligation at end of year$1,717,255 $1,619,274 $114,789 $113,478 
Accumulated benefit obligation at end of year$1,560,239 $1,481,505 $100,108 $97,451 


  
Funded Plan
Fiscal Year Ended
Unfunded Plan
Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
February 2,
2019
February 3,
2018
Change in projected benefit obligation:    
Projected benefit obligation at beginning of year$1,404,089
$1,269,010
$91,047
$86,309
Service cost45,342
46,845
2,391
1,888
Interest cost54,355
55,301
3,600
3,316
Actuarial (gains)/losses(38,304)67,232
5,955
4,580
Settlements(207,369)


Benefits paid(33,226)(30,993)(6,234)(5,046)
Expenses paid(3,717)(3,306)

Projected benefit obligation at end of year$1,221,170
$1,404,089
$96,759
$91,047
Accumulated benefit obligation at end of year$1,100,358
$1,277,216
$80,166
$77,668
Funded Plan
Fiscal Year Ended
Unfunded Plan
Fiscal Year Ended
Funded Plan
Fiscal Year Ended
Unfunded Plan
Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
February 2,
2019
February 3,
2018
In thousandsJanuary 29,
2022
January 30,
2021
January 29,
2022
January 30,
2021
Change in plan assets: Change in plan assets:
Fair value of plan assets at beginning of year$1,417,531
$1,176,960
$
$
Fair value of plan assets at beginning of year$1,686,735 $1,562,274 $ $— 
Actual return on plan assets(27,884)174,870


Actual return on plan assets59,422 151,594  — 
Employer contribution100,000
100,000
6,234
5,046
Employer contribution100 100 4,447 5,287 
Settlements(207,369)


Benefits paid(33,226)(30,993)(6,234)(5,046)Benefits paid(29,548)(24,527)(4,447)(5,287)
Expenses paid(3,717)(3,306)

Expenses paid(3,034)(2,706) — 
Fair value of plan assets at end of year$1,245,335
$1,417,531
$
$
Fair value of plan assets at end of year$1,713,675 $1,686,735 $ $— 
Reconciliation of funded status: Reconciliation of funded status:
Projected benefit obligation at end of year$1,221,170
$1,404,089
$96,759
$91,047
Projected benefit obligation at end of year$1,717,255 $1,619,274 $114,789 $113,478 
Fair value of plan assets at end of year1,245,335
1,417,531


Fair value of plan assets at end of year1,713,675 1,686,735  — 
Funded status – excess (asset) obligation$(24,165)$(13,442)$96,759
$91,047
Net (asset) liability recognized on consolidated balance sheets$(24,165)$(13,442)$96,759
$91,047
Amounts not yet reflected in net periodic benefit cost and included in accumulated other comprehensive income (loss): 
Funded status – excess obligation (asset)Funded status – excess obligation (asset)$3,580 $(67,461)$114,789 $113,478 
Net liability (asset) recognized on Consolidated Balance SheetsNet liability (asset) recognized on Consolidated Balance Sheets$3,580 $(67,461)$114,789 $113,478 
Amounts not yet reflected in net periodic benefit cost and included in Accumulated other comprehensive income (loss):Amounts not yet reflected in net periodic benefit cost and included in Accumulated other comprehensive income (loss):
Prior service cost$1,558
$1,935
$
$
Prior service cost$426 $803 $ $— 
Accumulated actuarial losses264,160
243,761
30,709
28,164
Accumulated actuarial losses297,336 245,506 31,599 35,880 
Amounts included in accumulated other comprehensive income (loss)$265,718
$245,696
$30,709
$28,164
Amounts included in Accumulated other comprehensive income (loss)Amounts included in Accumulated other comprehensive income (loss)$297,762 $246,309 $31,599 $35,880 
The Consolidated Balance Sheets reflect the funded status of the plans with any unrecognized prior service cost and actuarial gains and losses recorded in accumulatedAccumulated other comprehensive income (loss). The combined net accrued liability of $72.6$118 million at February 2, 2019January 29, 2022 is reflected on the balance sheetConsolidate Balance Sheets as of that date as a current liability of $4.7$4 million and a long-term liability of $92.1 million, and a long-term asset of $24.2$114 million. The combined net accrued liability of $77.6$46 million at February 3, 2018January 30, 2021 is reflected on the balance sheetConsolidated Balance Sheets as of that date as a current liability of $2.4$7 million, a long-term liability of $88.6$106 million, and a long-term asset of $13.4$67 million.
The estimated prior service cost that will be amortized from accumulatedincrease in the actuarial losses included in Accumulated other comprehensive income (loss) into net periodic benefit cost in fiscal 2020 for the funded plan is $0.4 million. Thefor fiscal 2022 was driven by the actual return on assets which was $37 million less than the Company’s estimated net actuarial loss that will be amortized from accumulated other comprehensive income (loss) into net periodic benefit cost in fiscal 2020 is $17.7 million for the funded plan and $3.7 million for the unfunded plan.return.

F-24



TJX determined the assumed discount rate using the BOND: Link model in fiscal 20192022 and fiscal 2018.2021. TJX uses the BOND: Link model as this model allows for the selection of specific bonds resulting in better matches in timing of the plans’ expected cash flows. Presented below are weighted average assumptions for measurement purposes for determining the obligation at the year-end measurement date:
  Funded Plan
Fiscal Year Ended
Unfunded Plan
Fiscal Year Ended
  January 29,
2022
January 30,
2021
January 29,
2022
January 30,
2021
Discount rate3.40 %3.20 %3.30 %2.80 %
Rate of compensation increase(a)
4.00 %4.00 %4.00 %4.00 %
  
Funded Plan
Fiscal Year Ended
Unfunded Plan
Fiscal Year Ended
  February 2,
2019
February 3,
2018
February 2,
2019
February 3,
2018
Discount rate4.30%4.00%4.10%3.80%
Rate of compensation increase4.00%4.00%6.00%6.00%
(a)As of fiscal 2020, the rate of compensation increase for the Unfunded Plan, reflects the rate for participants eligible for the alternative benefit as the participants eligible for the primary benefit no longer accrue benefits under this plan.
TJX made aggregate cash contributions of $106.2$5 million in fiscal 2019, $105.02022, $5 million in fiscal 20182021 and $54.6$102 million in fiscal 20172020 to the funded plan and to fund current benefit and expense payments under the unfunded plan. TJX’s policy with respect to the funded plan is to fund, at a minimum, the amount required to maintain a funded status of 80% of the applicable pension liability (the Funding Target pursuant to the Internal Revenue Code section 430) or such other amount as is sufficient to avoid restrictions with respect to the funding of nonqualified plans under the Internal Revenue Code. We doThe Company does not anticipate any required funding in fiscal 20202023 for the funded plan. We anticipateThe Company anticipates making contributions of $4.8$4 million to provide current benefits coming due under the unfunded plan in fiscal 2020.2023.
The following are the components of net periodic benefit cost and other amounts recognized in other comprehensive income (loss) related to our pension plans:
  
Funded Plan
Fiscal Year Ended
Unfunded Plan
Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
January 28,
2017
February 2,
2019
February 3,
2018
January 28,
2017
Net periodic pension cost:      
Service cost$45,342
$46,845
$45,440
$2,391
$1,888
$1,835
Interest cost54,355
55,301
56,094
3,600
3,316
3,391
Expected return on plan assets(79,190)(69,345)(70,535)


Amortization of prior service cost377
377
377



Amortization of net actuarial loss12,250
21,557
31,397
3,409
2,852
3,349
Settlement charge36,122

31,173



Total expense$69,256
$54,735
$93,946
$9,400
$8,056
$8,575
Other changes in plan assets and benefit obligations recognized in other comprehensive income:      
Net (gain) loss$68,770
$(38,293)$17,894
$5,955
$4,580
$740
Amortization of net (loss)(12,250)(21,557)(31,397)(3,409)(2,852)(3,349)
Settlement charge(36,122)
(31,173)


Amortization of prior service cost(377)(377)(377)


Total recognized in other comprehensive income (loss)$20,021
$(60,227)$(45,053)$2,546
$1,728
$(2,609)
Total recognized in net periodic benefit cost and other comprehensive income (loss)$89,277
$(5,492)$48,893
$11,946
$9,784
$5,966
Weighted average assumptions for expense purposes:      
Discount rate4.00%/4.40%4.40%4.80%/3.80%3.80%4.00%4.20%
Expected rate of return on plan assets6.00%/6.00%6.00%6.50%/6.00%N/AN/AN/A
Rate of compensation increase4.00%4.00%4.00%6.00%6.00%6.00%


During the third quarter of fiscal 2019, TJX annuitized and transferred current pension obligations for certain U.S. retirees and beneficiaries under the funded plan through the purchase of a group annuity contract with an insurance company. TJX transferred $207.4 million of pension plan assets to the insurance company, thereby reducing its pension benefit obligations. The transaction had no cash impact on TJX but did result in a non-cash pre-tax pension settlement charge of $36.1 million, which is reported separately on the Consolidated Statements of Income. As a result of the annuity purchase the Company re-measured the funded status of its pension plan as of September 30, 2018. The assumptions for pension expense presented above includes a discount rate of 4.00% through the measurement date and 4.40% thereafter. The expected rate of return on plan assets is 6.00% through the measurement date and 6.00% thereafter. The discount rate for determining the obligation at the measurement date is 4.40%.
During the third quarter of fiscal 2017, TJX offered eligible former TJX Associates, who had not yet commenced receiving their pension benefit, an opportunity to receive a lump sum payout of their vested pension benefit. On October 21, 2016, the Company’s pension plan paid $103.2 million from pension plan assets to those who accepted this offer, thereby reducing its pension benefit obligations. The transaction had no cash impact on TJX but did result in a non-cash pre-tax pension settlement charge of $31.2 million, which is reported separately onplans:  
  Funded Plan
Fiscal Year Ended
Unfunded Plan
Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
February 1,
2020
January 29,
2022
January 30,
2021
February 1,
2020
Net periodic pension cost:
Service cost$49,116 $50,123 $44,685 $2,426 $2,430 $2,059 
Interest cost52,097 50,210 52,172 3,099 3,283 3,740 
Expected return on plan assets(96,002)(88,997)(74,141) — — 
Amortization of prior service cost377 377 377  — — 
Amortization of net actuarial loss14,101 22,351 19,055 4,513 4,616 3,124 
Total expense$19,689 $34,064 $42,148 $10,038 $10,329 $8,923 
Other changes in plan assets and benefit obligations recognized in other comprehensive income:
Net loss (gain)$65,930 $(48,838)$71,590 $233 $8,229 $4,682 
Amortization of net (loss)(14,101)(22,351)(19,055)(4,513)(4,616)(3,124)
Amortization of prior service cost(377)(377)(377) — — 
Total recognized in other comprehensive income (loss)$51,452 $(71,566)$52,158 $(4,280)$3,613 $1,558 
Total recognized in net periodic benefit cost and other comprehensive income (loss)$71,141 $(37,502)$94,306 $5,758 $13,942 $10,481 
Weighted average assumptions for expense purposes:
Discount rate3.20 %3.30 %4.30 %2.80 %3.10 %4.10 %
Expected rate of return on plan assets5.75 %5.75 %6.00 %N/AN/AN/A
Rate of compensation increase(a)
4.00 %4.00 %4.00 %4.00 %4.00 %6.00 %
(a)For fiscal 2020, the Consolidated Statements of Income. As a result of the lump sum payout the Company re-measured the funded status of its pension plan as of September 30, 2016. The assumptions for pension expense presented above includes a discount rate of 4.80% through the measurement date and 3.80% thereafter. The expected rate of return on plan assets is 6.50% through the measurement date and 6.00% thereafter.
The rate of compensation increase presented for the unfunded plan (for measurement purposes and expense purposes) is the rate assumed for participants eligible for the primary benefit.benefit under the unfunded plan is 6.00%. The assumed rate of compensation increase for participants eligible for the alternative benefit under the unfunded plan is the same rate as assumed for the funded plan.4.00%.
TJX develops its long-term rate of return assumption by evaluating input from professional advisors taking into account the asset allocation of the portfolio and long-term asset class return expectations, as well as long-term inflation assumptions.
The unrecognized gains and losses in excess of 10% of the projected benefit obligation are amortized over the average remaining service life of participants.
F-25


The following is a schedule of the benefits expected to be paid in each of the next five fiscal years and in the aggregate for the five fiscal years thereafter:
In thousandsFunded Plan
Expected Benefit Payments
Unfunded Plan
Expected Benefit Payments
Fiscal Year:
2023$40,162 $3,888 
202446,253 5,042 
202552,352 6,363 
202658,390 52,601 
202764,463 8,424 
2028 through 2032408,023 41,209 
In thousands
Funded Plan
Expected Benefit Payments
Unfunded Plan
Expected Benefit Payments
Fiscal Year  
2020$25,557
$4,799
202130,134
3,684
202235,072
4,625
202340,515
47,780
202446,200
6,104
2025 through 2029313,971
32,706
The following table presentstables present the fair value hierarchy (See Note F – F—Fair Value Measurements of Notes to Consolidated Financial Statements)Measurements) for pension assets measured at fair value on a recurring basis as of February 2, 2019January 29, 2022 and February 3, 2018:January 30, 2021:
  Funded Plan at January 29, 2022
In thousandsLevel 1Level 2Total
Asset category:
Short-term investments$8,537 $ $8,537 
Equity Securities178,336  178,336 
Fixed Income Securities:
Corporate and government bond funds 1,021,612 1,021,612 
Futures Contracts 2,806 2,806 
Total assets in the fair value hierarchy$186,873 $1,024,418 $1,211,291 
Assets measured at net asset value(a)
  502,384 
Fair value of assets$186,873 $1,024,418 $1,713,675 
  Funded Plan at January 30, 2021
In thousandsLevel 1Level 2Total
Asset category:
Short-term investments$8,598 $— $8,598 
Equity Securities174,691 — 174,691 
Fixed Income Securities:
Corporate and government bond funds— 548,667 548,667 
Futures Contracts— 4,896 4,896 
Total assets in the fair value hierarchy$183,289 $553,563 $736,852 
Assets measured at net asset value(a)
— — 949,883 
Fair value of assets$183,289 $553,563 $1,686,735 
  Funded Plan at February 2, 2019
In thousandsLevel 1Level 2Total
Asset category:   
Short-term investments$111,803
$
$111,803
Equity Securities226,042

226,042
Fixed Income Securities:   
Corporate and government bond funds
376,438
376,438
Futures Contracts
1,029
1,029
Total assets in the fair value hierarchy$337,845
$377,467
$715,312
Assets measured at net asset value*

530,023
Fair value of assets$337,845
$377,467
$1,245,335


  Funded Plan at February 3, 2018
In thousandsLevel 1Level 2Total
Asset category:   
Short-term investments$109,183
$
$109,183
Equity Securities279,635

279,635
Fixed Income Securities:   
Corporate and government bond funds
420,117
420,117
Futures Contracts
337
337
Total assets in the fair value hierarchy$388,818
$420,454
$809,272
Assets measured at net asset value*

608,259
Fair value of assets$388,818
$420,454
$1,417,531
*In accordance with Subtopic 820-10, certain investments that were measured using net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the fair value of assets presented above.
(a)In accordance with Subtopic 820-10, certain investments that were measured using net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the fair value of assets presented above.
Pension plan assets are reported at fair value. Investments in equity securities traded on a national securities exchange are valued at the composite close price, as reported in the Wall Street Journal, as of the financial statement date. This information is provided by the independent pricing sources.
Short-term investments are primarily cash related to funding of the plan which had yet to be invested as of balance sheet dates.
Certain corporate and government bonds are valued at the closing price reported in the active market in which the bond is traded. Other bonds are valued based on yields currently available on comparable securities of issuers with similar credit ratings. When quoted prices are not available for identical or similar bonds, the bond is valued under a discounted cash flow approach that maximizes observable inputs, such as current yields of similar instruments, but includes adjustments for certain risks that may not be observable, such as credit and liquidity risks. All bonds are priced by independent pricing sources.
F-26


Assets measured at net asset value include investments in limited partnerships which are stated at the fair value of the plan’s partnership interest based on information supplied by the partnerships as compared to financial statements of the limited partnership or other fair value information as determined by management. Cash equivalents or short-term investments are stated at cost which approximates fair value, and the fair value of common/collective trusts is determined based on net asset value as reported by their fund managers.
The followingFollowing is a summary of TJX’s targetthe asset allocation guidelines forunder the qualified pension plan assets as of February 2, 2019 along with the actual allocation of qualified pension plan assets as of the valuation date for the fiscal years presented:
  Target AllocationFebruary 2,
2019
February 3,
2018
Return-seeking assets50%43%47%
Liability-hedging assets50%49%46%
All other – primarily cash—%8%7%
  January 29,
2022
January 30,
2021
Return-seeking assets45%48%
Liability-hedging assets55%51%
All other – primarily cash—%1%
Under TJX’s investment policy, qualified pension plan assets are to be invested with the objective of generating investment returns that, in combination with funding contributions, provide adequate assets to meet all current and reasonably anticipated future benefit obligations under the plan. The investment policy includes a dynamic asset allocation strategy, whereby, over time, in connection with any improvements in the plan’s funded status, the target allocation of return-seeking assets (generally, equities and other instruments with similar risk profile) may decline and the target allocation of liability-hedging assets (generally, fixed income and other instruments with a similar risk profile) may increase. Under the investment policy guidelines, the target asset allocation of return-seeking assets and liability-hedging assets was 44% and 56%, respectively, as of January 29, 2022. Risks are sought to be mitigated through asset diversification and the use of multiple investment managers. Investment risk is measured and monitored on an ongoing basis through quarterly investment portfolio reviews, annual liability measurements and periodic asset/liability studies.


Other Retirement Benefits
TJX also sponsors an employee savings plan under Section 401(k) of the Internal Revenue Code for all eligible U.S. employees and a similar type of plan for eligible employees in Puerto Rico. Employees may contribute up to 50% of eligible pay, subject to limitations. TJX matches employee contributions, up to 5% of eligible pay, including a basic match at rates of 25% or 75% (based upon date of hire and other eligibility criteria) plus a discretionary match, generally up to 25%, based on TJX’s performance. TJX may also make additional discretionary contributions. Eligible employees are automatically enrolled in the U.S. Plan and, effective February 1, 2022, the Puerto Rico savings plan at a 2% deferral rate, unless the employee elects otherwise. The total cost toof TJX forcontributions to these plans was $60.8$83 million in fiscal 2019, $54.52022, $61 million in fiscal 20182021 and $45.6$59 million in fiscal 2017. The plans previously included a TJX stock fund in which participants could invest a portion of TJX’s matching contribution. The TJX stock fund was closed to new investments, other than reinvestment of dividends, at the end of calendar 2015 and was eliminated from the plans during fiscal 2019. The TJX stock fund represented 3.9% of plan assets at December 31, 2017.2020.
TJX also has a nonqualified savings plan (the Executive Savings Plan) for certain U.S. employees. TJX matches employee deferrals at various rates which amounted to $6.0$7 million in fiscal 2019, $6.32022, $3 million in fiscal 20182021 and $5.8$7 million in fiscal 2017.2020. Although the plan is unfunded, in order to help meet its future obligations TJX transfers an amount generally equal to employee deferrals and the related company match to a separate “rabbi” trust. The trust assets, which are invested in a variety of mutual funds, are included in other assets on the balance sheets.
In addition to the plans described above, TJX also contributes to retirement/deferred savings plansprograms for eligible Associates at certain of its foreign subsidiaries. WeThe Company contributed $15.3$26 million for these plansprograms in fiscal 2019, $12.62022, $22 million for these plansprograms in fiscal 20182021 and $10.2$20 million in fiscal 2017.2020.
Multiemployer Pension Plans
TJX contributes to certain multiemployer defined benefit pension plans under the terms of collective-bargaining agreements that cover union-represented employees. TJX contributed $18.5$25 million in fiscal 2019, $16.32022, $19 million in fiscal 20182021 and $14.5$20 million in fiscal 20172020 to the Legacy Plan of the National Retirement Fund (EIN #13-6130178, plan #1), the Adjustable Plan of the National Retirement Fund (EIN #13-6130178, plan #2), the Legacy Plan of the UNITE HERE Retirement Fund (EIN #82-0994119, plan #1) and their respective successor funds described below.the Adjustable Plan of the UNITE HERE Retirement Fund (EIN #82-0994119, plan #2). TJX was listed in the Form 5500 for the Legacy Plan of the National Retirement Fund and the Adjustable Plan of the National Retirement Fund as providing more than 5% of the total contributions for the plan year ending December 31, 2017. Based on information available to TJX, effective January 1, 2018 a portion of each of the Legacy Plan of the National Retirement Fund and the Adjustable Plan of the National Retirement Fund was transferred to the Legacy Plan of the UNITE HERE Retirement Fund (EIN #82-0994119, plan #1) and the Adjustable Plan of the UNITE HERE Retirement Fund (EIN #82-0994119, plan #2), respectively, two newly established multiemployer defined benefit pension plans.2020. In addition, based on information available to TJX, the Pension Protection Act Zone Statusstatus for each of the Legacy Plan of the National Retirement Fund is critical and for the Legacy Plan of the UNITE HERE Retirement Fund is Criticalcritical and declining, and rehabilitation plans have been implemented.adopted by these plans.

F-27


The risks of participating in multiemployer pension plans are different from the risks of single-employer pension plans in certain respects, including the following: (a) assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers; (b) if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers; (c) if we ceaseTJX ceases to have an obligation to contribute to a multiemployer plan in which wethe Company had been a contributing employer, or in certain other circumstances, wethe Company may be required to pay to the plan an amount based on ourthe Company’s allocable share of the underfunded status of the plan, referred to as a withdrawal liability.


Note J. Long-Term Debt and Credit Lines
The table below presents long-term debt, exclusive of current installments, as of February 2, 2019January 29, 2022 and February 3, 2018.January 30, 2021. All amounts are net of unamortized debt discounts.
In thousandsJanuary 29,
2022
January 30,
2021
General corporate debt:
2.750% senior unsecured notes, redeemed on April 15, 2021 (effective interest rate of 2.76% after reduction of unamortized debt discount of $25 in fiscal 2021)$ $749,975 
2.500% senior unsecured notes, maturing May 15, 2023 (effective interest rate of 2.51% after reduction of unamortized debt discount of $56 and $100 in fiscal 2022 and 2021, respectively)499,944 499,900 
3.500% senior unsecured notes, redeemed on June 4, 2021 (effective interest rate of 3.58% after reduction of unamortized debt discount of $4,208 in fiscal 2021) 1,245,792 
2.250% senior unsecured notes, maturing September 15, 2026 (effective interest rate of 2.32% after reduction of unamortized debt discount of $3,419 and $4,165 in fiscal 2022 and 2021, respectively)996,581 995,835 
3.750% senior unsecured notes, redeemed on June 4, 2021 (effective interest rate of 3.76% after reduction of unamortized debt discount of $456 in fiscal 2021) 749,544 
1.150% senior unsecured notes, maturing May 15, 2028 (effective interest rate of 1.18% after reduction of unamortized debt discount of $811 and $939 in fiscal 2022 and 2021, respectively)499,189 499,061 
3.875% senior unsecured notes, maturing April 15, 2030; see tender offer details below (effective interest rate of 3.89% after reduction of unamortized debt discount of $506 and $568 in fiscal 2022 and 2021, respectively)495,344 495,282 
1.600% senior unsecured notes, maturing May 15, 2031 (effective interest rate of 1.61% after reduction of unamortized debt discount of $551 and $610 in fiscal 2022 and 2021, respectively)499,449 499,390 
4.500% senior unsecured notes, maturing April 15, 2050; see tender offer details below (effective interest rate of 4.52% after reduction of unamortized debt discount of $2,132 and $2,208 in fiscal 2022 and 2021, respectively)383,367 383,291 
Total debt3,373,874 6,118,070 
Current maturities of long-term debt, net of debt issuance costs (749,684)
Debt issuance costs(19,033)(35,465)
Long-term debt$3,354,841 $5,332,921 
In thousandsFebruary 2,
2019
February 3,
2018
General corporate debt:  
2.50% senior unsecured notes, maturing May 15, 2023 (effective interest rate of 2.51% after reduction of unamortized debt discount of $189 and $234 in fiscal 2019 and 2018, respectively)$499,811
$499,766
2.75% senior unsecured notes, maturing June 15, 2021 (effective interest rate of 2.76% after reduction of unamortized debt discount of $174 and $250 in fiscal 2019 and 2018, respectively)$749,826
$749,750
2.25% senior unsecured notes, maturing September 15, 2026 (effective interest rate of 2.32% after reduction of unamortized debt discount of $5,657 and $6,403 in fiscal 2019 and 2018, respectively)$994,343
$993,597
Debt issuance cost$(10,364)$(12,506)
Total long-term debt$2,233,616
$2,230,607
The aggregate maturities of long-term debt, inclusive of current installments at February 2, 2019January 29, 2022 are as follows:
In thousandsLong-Term
Debt
Fiscal Year:
2023$— 
2024500,000 
2025— 
2026— 
20271,000,000 
Later years1,881,349 
Unamortized debt discount(7,475)
Debt issuance costs(19,033)
Aggregate maturities of long-term debt$3,354,841 
F-28


In thousands
Long-Term
Debt
Fiscal Year 2020$
2021
2022750,000
2023
2024500,000
Later years1,000,000
Less amount representing unamortized debt discount(6,020)
Less amount representing debt issuance cost(10,364)
Aggregate maturities of long-term debt$2,233,616
Senior Unsecured Notes
On September 12, 2016, TJX issued $1.0June 4, 2021, the Company completed make-whole calls for its $1.25 billion aggregate principal amount of 2.25%3.500% Notes maturing in 2025, and its $750 million aggregate principal amount of 3.750% Notes maturing in 2027, which 3.500% Notes and 3.750% Notes were originally issued and sold on April 1, 2020. The Notes redeemed via make-whole calls were issued in the first quarter of fiscal 2021 in response to the COVID-19 pandemic. As a result of these redemptions prior to their scheduled maturities, the Company recorded a pre-tax debt extinguishment charge of $242 million in the second quarter of fiscal 2022.
On April 15, 2021, the Company redeemed all of the outstanding $750 million in aggregate principal amount of its 2.750% Notes due June 15, 2021 at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to the redemption date.
On April 1, 2020, in response to the COVID-19 pandemic, the Company issued and sold $1.25 billion aggregate principal amount of 3.875% Notes due 2030 and $750 million aggregate principal amount of 4.500% Notes due 2050, portions of which were subsequently repurchased pursuant to cash tender offers completed by the Company in December 2020, reducing the aggregate principal amount outstanding to $495.5 million and $385.0 million, respectively. Interest on these notes is payable semi-annually. In November 2020, TJX completed the issuance of (a) $500 million aggregate principal amount of 1.150% Notes due 2028 and (b) $500 million aggregate principal amount of 1.600% Notes due 2031. Interest on these notes is payable semi-annually.
As of January 29, 2022, TJX had outstanding $1 billion aggregate principal amount of 2.250% ten-year notesNotes due September 2026.2026 and $500 million aggregate principal amount of 2.500% ten-year Notes due May 2023. TJX entered into a rate-lock agreement to hedge $700 million of the 2.25% notes.2.250% notes and $250 million of the 2.500% notes prior to their issuance. The cost of these agreements areis being amortized to interest expense over the term of the notes resulting in an effective fixed rate of 2.36%. On October 12, 2016, TJX used a portion of the proceeds from for the 2.25% ten-year notes to redeem all outstanding 6.95% ten-year notes and recorded a pre-tax loss on the early extinguishment of debt of $51.8 million, which includes $50.6 million of redemption premium and $1.2 million to write off unamortized debt expenses and discount.
At February 2, 2019, TJX also had outstanding $500 million aggregate principal amount of 2.50% ten-year notes due May 2023 and $750 million aggregate principal amount of 2.75% seven-year notes due June 2021. TJX entered into rate-lock agreements to hedge the underlying treasury rate of $250 million of the 2.50% notes. The costs of these agreements are being amortized to interest expense over the term of the respective notes, resulting in an effective fixed interest rate of 2.57% for the 2.50% notes. TJX also
Credit Facilities
On June 25, 2021, the Company entered into rate-lock agreements to hedge the underlying treasury rate of all of the 2.75% notes prior to their issuance. The agreements were accounted for as cash flow hedges and the pre-tax realized loss of $7.9 million was recorded as a component of other comprehensive income and is being amortized to interest expense over the term of the notes, resulting in an effective fixed interest rate of 2.91%.
At February 2, 2019, TJX had two $500 million revolving credit facilities, one which matures in March 2020 and one which matures in March 2022. The $500 millionagreement providing for a $1 billion senior unsecured revolving credit facilitiesfacility maturing in March 2020 and March 2022 were also outstanding at February 3, 2018. In March 2017,on June 25, 2026 (the “2026 Revolving Credit Facility”). The 2026 Revolving Credit Facility replaced the maturity of theCompany's $500 million revolving credit facility that was scheduled to mature in March 2022 (the “2022 Revolving Credit Facility”), and the $500 million 364 revolving credit facility that was scheduled to mature in August 2021 was extended to March 2022. No other(the “364-Day Revolving Credit Facility”). Each of the 2022 Revolving Credit Facility and the 364-Day Revolving Credit Facility were terminated on June 25, 2021. With the 2026 Revolving Credit Facility and the Company’s existing $500 million revolving credit facility that matures in May 2024 (the “2024 Revolving Credit Facility”), the Company maintained borrowing capacity of $1.5 billion. The terms of the facility were modified at that time.


The terms and covenants under thethese revolving credit facilities require quarterly payments of 6.0 basis points per annum on the committed amounts for both agreements. Thisamount and payment of interest on borrowings at rates based on LIBOR or a base rate isplus a variable margin, in each case based on the credit ratings of TJX’sCompany’s long-term debt ratings. The 2024 Revolving Credit Facility requires usage fees based on total credit extensions under the facility. As of January 29, 2022 and will vary with specified changes in the credit ratings. These agreements haveJanuary 30, 2021, there were no compensating balance requirements and have various covenants.amounts outstanding under these facilities. Each of these facilities require TJX to maintain a ratio of funded debt and four-times consolidated rentals to consolidated earnings before interest, taxes, consolidated rentals, depreciation and amortization and rentals (EBITDAR) of not more than 2.753.50 to 1.00 on a rolling four-quarter basis. TJX was in compliance with all covenants related to its credit facilities at the end of all periods presented. As of February 2, 2019 and February 3, 2018, and during the years then ended, there were no amounts outstanding under these facilities.
As of February 2, 2019January 29, 2022 and February 3, 2018,January 30, 2021, TJX Canada had two2 uncommitted credit lines, a C$10 million facility for operating expenses and a C$10 million letter of credit facility. As of February 2, 2019January 29, 2022 and February 3, 2018,January 30, 2021, and during the years then ended, there were no amounts outstanding on the Canadian credit line for operating expenses. As of February 2, 2019January 29, 2022 and February 3, 2018, ourJanuary 30, 2021, and during the years then ended, the Company’s European business at TJX International had an uncommitted credit line of £5 million. As of February 2, 2019January 29, 2022 and February 3, 2018, and during the years then ended,January 30, 2021, there were no amounts outstanding on the European credit line.
Note K. Income Taxes
The 2017 Tax Act made broad and complex changes to the U.S. tax code which had a significant impact on our fiscal 2018 and fiscal 2019 tax expense, including reducing the U.S. federal corporate tax rate from 35% to 21%, expanded rules regarding expensing of fixed assets, and required one-time transition tax on certain undistributed earnings of foreign subsidiaries. Other provisions that became effective in Fiscal 2019 impacting income taxes include: an exemption from U.S. tax on dividends of future foreign earnings, expanded limitations on executive compensation, a minimum tax on certain foreign earnings in excess of 10% of the foreign subsidiaries tangible assets (i.e. global intangible low-taxed income or “GILTI”), and allows a benefit for foreign derived intangible income (FDII).
In December 2017, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 118, which allows a measurement period, not to exceed one year, to finalize the accounting for the income tax impacts of the 2017 Tax Act. We have completed our analysis in the fourth quarter of fiscal 2019 and determined there is no material adjustment to the income tax expense. We have recorded current tax on GILTI relative to fiscal 2019 operations and will continue to account for GILTI as a period cost when incurred.
For financial reporting purposes, components of income before income taxes are as follows:
  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
February 1,
2020
United States$3,934,151 $642,482 $3,742,227 
Foreign463,457 (553,219)663,956 
Income before income taxes$4,397,608 $89,263 $4,406,183 
F-29


  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
United States$3,463,785
$3,255,057
$3,196,370
Foreign$709,426
$601,531
$526,673
Income before provision for income taxes$4,173,211
$3,856,588
$3,723,043
The provision (benefit) for income taxes includes the following:
  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
February 1,
2020
Current:
Federal$766,200 $189,854 $708,508 
State270,480 36,246 250,830 
Foreign122,325 4,985 181,061 
Deferred:
Federal(32,562)(97,705)9,409 
State(25,723)(25,406)(8,203)
Foreign14,073 (109,181)(7,615)
Provision (benefit) provision for income taxes$1,114,793 $(1,207)$1,133,990 
  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
Current:   
Federal$711,369
$1,063,141
$1,068,778
State251,187
160,650
213,505
Foreign238,692
161,974
148,367
Deferred:   
Federal(62,278)(164,523)(3,107)
State(27,831)27,595
(10,583)
Foreign2,274
(197)7,849
Provision for income taxes$1,113,413
$1,248,640
$1,424,809


TJX had net deferred tax assets (liabilities) assets as follows:
  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
Deferred tax assets:  
Net operating loss carryforward$49,489
$40,088
Reserves for lease obligations2,799
3,637
Pension, stock compensation, postretirement and employee benefits273,482
232,887
Leases45,740
42,999
Accruals and reserves42,709
51,281
Other65,776
25,599
Total gross deferred tax assets$479,995
$396,491
Valuation allowance(51,711)(42,332)
Net deferred tax asset$428,284
$354,159
Deferred tax liabilities:  
Property, plant and equipment$497,906
$437,621
Capitalized inventory42,981
45,125
Tradename/intangibles14,019
12,628
Undistributed foreign earnings1,856
65,013
Other23,246
20,271
Total deferred tax liabilities$580,008
$580,658
Net deferred tax (liability)$(151,724)$(226,499)
Non-current asset$6,467
$6,558
Non-current liability(158,191)(233,057)
Total$(151,724)$(226,499)
  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
Deferred tax assets:
Net operating loss carryforward$159,154 $171,568 
Pension, stock compensation, postretirement and employee benefits368,060 272,872 
Operating lease liabilities2,379,024 2,409,392 
Accruals and reserves236,642 239,696 
Other13,253 14,750 
Total gross deferred tax assets$3,156,133 $3,108,278 
Valuation allowance(85,497)(76,682)
Total deferred tax asset$3,070,636 $3,031,596 
Deferred tax liabilities:
Property, plant and equipment$553,138 $530,675 
Capitalized inventory48,413 47,769 
Operating lease right of use assets2,288,985 2,321,733 
Tradename/intangibles19,077 17,391 
Undistributed foreign earnings8,718 4,789 
Other11,509 19,212 
Total deferred tax liabilities$2,929,840 $2,941,569 
Net deferred tax asset$140,796 $90,027 
Non-current asset$184,971 $127,191 
Non-current liability(44,175)(37,164)
Total$140,796 $90,027 
TJX has provided for all applicable state and foreign withholding taxes on all undistributed earnings of its foreign subsidiaries in Canada, Puerto Rico, Italy, India, Hong Kong and Vietnam through February 2, 2019. We haveJanuary 29, 2022. The Company has not provided for federal, state, andor foreign withholding taxes on the approximately $1.4$1 billion of undistributed earnings related to all other foreign subsidiaries as such earnings are considered to be indefinitely reinvested in the business. The net amount of unrecognized state and foreign withholding tax liabilities related to the undistributed earnings is approximately $1 million.not material.
As of February 2, 2019January 29, 2022 and February 3, 2018,January 30, 2021, for state income tax purposes, TJX had net operating loss carryforwards of $133.2$291 million and $113.9$224 million respectively, which expire, if unused, in the years 20202023 through 2038.2042. TJX has analyzed the realization of the state net operating loss carryforwards on an individual state basis. For those states where the Company has determined that it is more likely than not that the state net operating loss carryforwards will not be realized, a valuation allowance of $10$14 million has been provided for the deferred tax asset as of February 2, 2019January 29, 2022 and $8.9$14 million as of February 3, 2018.January 30, 2021.
As of February 2, 2019 and February 3, 2018, the
F-30


The Company had available for foreign income tax purposes (related to Australia, Austria, Germany, the Netherlands, Poland and the Netherlands)U.K.) net operating loss carryforwards of $138.8$534 million as of January 29, 2022, and $111$626 million respectively,as of which $18.3January 30, 2021. Of the net operating loss carryforwards as of January 29, 2022, $5 million will expire, if unused, in fiscal years 2025 through 2028.year 2026. The remaining loss carryforwards do not expire. For the deferred tax assets associated with the net operating loss carryforwards for which management has determined it is more likely than not that the deferred tax assets will not be realized, TJX had valuation allowances recorded of approximately $41.7$71 million as of February 2, 2019,January 29, 2022, and approximately $33.4$62 million as of February 3, 2018.January 30, 2021.


The difference between the U.S. federal statutory income tax rate and TJX’s worldwide effective income tax rate is reconciled below:
  Fiscal Year Ended
  February 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
U.S. federal statutory income tax rate21.0 %33.7 %35.0 %
Effective state income tax rate4.5
3.6
3.5
Impact of foreign operations1.2
(0.1)(0.2)
Excess share-based compensation(1.2)(1.3)
Impact of 2017 Tax Act1.5
(2.3)
All other(0.3)(1.2)
Worldwide effective income tax rate26.7 %32.4 %38.3 %
  Fiscal Year Ended
  January 29,
2022
January 30,
2021
February 1,
2020
U.S. federal statutory income tax rate21.0 %21.0 %21.0 %
Effective state income tax rate4.6 28.1 4.6 
Impact of foreign operations0.9 21.4 0.8 
Excess share-based compensation(1.2)(59.4)(1.3)
Tax credits(0.3)(8.9)— 
Nondeductible/nontaxable items0.2 (3.3)— 
All other0.2 (0.3)0.6 
Worldwide effective income tax rate25.4 %(1.4)%25.7 %
TJX’s effective income tax rate decreasedincreased for fiscal 20192022 as compared to fiscal 2018.2021. The decreaseincrease in the fiscal 2022 effective income tax rate is primarily drivendue to the significant increase in profit in fiscal 2022 as compared to the mix of income and losses by the decreasejurisdictions in the U.S. federal statutory rate to 21%. The reduced tax rates per the 2017 Tax Act were applicable for all of fiscal 2019 versus only a portion of fiscal 2018.2021.
TJX had net unrecognized tax benefits of $233.4$288 million as of January 29, 2022, $272 million as of January 30, 2021 and $255 million as of February 2, 2019, $57.3 million as of February 3, 2018 and $38.5 million as of January 28, 2017.1, 2020.
A reconciliation of the beginning and ending gross amount of unrecognized tax benefits is as follows:
  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
January 28,
2017
Balance at beginning of year$61,704
$49,092
$43,326
Additions for uncertain tax positions taken in current year7,406
6,504
7,018
Additions for uncertain tax positions taken in prior years177,741
7,990
327
Reductions for uncertain tax positions taken in prior years
(587)(334)
Reductions resulting from lapse of statute of limitations(1,388)(1,295)(1,245)
Settlements with tax authorities(1,268)

Balance at end of year$244,195
$61,704
$49,092
  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
February 1,
2020
Balance, beginning of year$269,371 $259,359 $244,195 
Additions for uncertain tax positions taken in current year9,272 11,751 21,559 
Additions for uncertain tax positions taken in prior years3,032 834 722 
Reductions resulting from lapse of statute of limitations(1,989)(2,352)(4,022)
Settlements with tax authorities (221)(3,095)
Balance, end of year$279,686 $269,371 $259,359 
Included in the gross amount of unrecognized tax benefits are items that will impact future effective tax rates upon recognition. These items amounted to $222$260 million as of January 29, 2022, $250 million as of January 30, 2021 and $240 million as of February 2, 2019, $55.8 million as of February 3, 2018 and $43.8 million as of January 28, 2017.1, 2020.
TJX is subject to U.S. federal income tax as well as income tax in multiple state, local and foreign jurisdictions. In the U.S. and in Canada,India, fiscal years through 2010 are no longer subject to examination. In all other jurisdictions, fiscal years through 20092011 are no longer subject to examination.
TJX’s accounting policy is to classify interest and penalties related to income tax matters as part of income tax expense. The amount of interest and penalties expensed was $11.9$7 million for the year ended January 29, 2022, $8 million for the year ended January 30, 2021 and $5 million for the year ended February 2, 2019, $1.9 million for the year ended February 3, 2018 and $1.4 million for the year ended January 28, 2017.1, 2020. The accrued amounts for interest and penalties are $23.6$43 million as of January 29, 2022, $36 million as of January 30, 2021 and $28 million as of February 2, 2019, $11.9 million as of February 3, 2018 and $8.0 million as of January 28, 2017.


1, 2020.
Based on the final resolution of tax examinations, judicial or administrative proceedings, changes in facts or law, expirations of statutes of limitations in specific jurisdictions or other resolutions of, or changes in, tax positions, it is reasonably possible that unrecognized tax benefits for certain tax positions taken on previously filed tax returns may change materially from those represented on the consolidated financial statements as of February 2, 2019.January 29, 2022. During the next twelve months, it is reasonably possible that state tax audit resolutions may reduce unrecognized tax benefits by $0up to $30$45 million, which would reduce the provision for taxes on earnings. The US Treasury issued several proposed regulations supplementing the 2017 Tax Act in 2018, including detailed guidance clarifying the calculation of the mandatory tax on previously unrepatriated earnings, expansion of existing foreign tax credit rules to newly created categories, and various other guidance. These proposed regulations are intended to be applied retroactively. As a result, the Company will monitor their impact to the Company's filing positions and will record any impacts as a discrete event in the period that the guidance is finalized.
F-31


Note L. CommitmentsLeases
TJX is committed under long-term leases related to its continuing operations for the rental of real estate and fixturescertain service contracts containing embedded leases, all of which are operating leases. Real estate leases represent virtually all of the Company’s store locations as well as some of its distribution centers and equipment.office space. Most of TJX’s leases in the U.S. and Canada are store operating leases with initial ten yearten-year terms and options to extend for one1 or more five year periodsfive-year periods. Leases in the U.S. and Canada;Europe generally have an initial term of ten to fifteen year termsyears and leases in Europe andAustralia generally have an initial lease term of primarily seven to ten year terms in Australia,years, some of which have options to extend. Many of the Company’sCompany's leases contain escalation clauses and we have the rightoptions to terminate someprior to the lease expiration date. The exercise of both lease renewal and termination options is at the Company’s sole discretion and is not reasonably certain at lease commencement. The Company has deemed that the expense of store renovations makes the renewal of the next lease option reasonably certain to be exercised after these renovations occur.
While the overwhelming majority of leases before the expiration date under specified circumstances andhave fixed payment schedules, some with specified payments.leases have variable lease payments based on market indices adjusted periodically for inflation, or include rental payments based on a percentage of retail sales over contractual levels. In addition, for real estate leases, TJX is generally required to pay insurance, real estate taxes and other operating expenses including in some cases, rentalscommon area maintenance based on a percentageproportionate share of sales. These expensespremises, and some of these costs are based on a market index, primarily in Canada. For leases with these payments based on a market index, the initial lease payment amount is used in the aggregate were approximately one-thirdcalculation of the total minimumoperating lease liability and corresponding operating lease assets included on the Consolidated Balance Sheets. Future payment changes to these market index rate leases are not reflected in the operating lease liability and are instead included in variable lease cost. Variable lease cost also includes variable operating expenses for third party service centers and dedicated transportation contracts that are deemed embedded leases. The operating lease ROU assets also includes any lease payments made in advance of the assets use and is reduced by lease incentives received. Lease expense for lease payments is recognized on a straight-line basis over the lease term.
Supplemental balance sheet information related to leases is as follows:
Fiscal Year Ended
January 29,
2022
January 30,
2021
Weighted-average remaining lease term6.6 years6.8 years
Weighted-average discount rate2.4 %2.6 %
The following table is a summary of the Company’s components of net lease cost for the fiscal years ended:
Fiscal Year Ended
In thousandsClassificationJanuary 29,
2022
January 30,
2021
February 1,
2020
Operating lease costCost of sales, including buying and occupancy costs$1,906,320 $1,820,396 $1,752,122 
Variable and short term lease costCost of sales, including buying and occupancy costs1,386,059 1,162,971 1,226,716 
Total lease cost$3,292,379 $2,983,367 $2,978,838 
Supplemental cash flow information related to leases is as follows:
Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
February 1,
2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows paid for operating leases$2,079,564 $1,663,005 $1,736,403 
Lease liabilities arising from obtaining right of use assets$1,658,240 $1,380,402 $1,786,212 
During fiscal 2022, the Company repaid the rent deferrals that had been negotiated due to the COVID-19 pandemic in fiscal 2019, fiscal 2018 and fiscal 2017 and are not included in the table below.2021 for a significant number of its stores.
F-32


The following is a scheduletable summarizes the maturity of futurelease liabilities under operating leases as of January 29, 2022:
In thousandsJanuary 29,
2022
Fiscal Year:
2022$1,911,459 
20231,765,056 
20241,551,319 
20251,329,031 
20261,076,816 
Later years2,250,758 
Total lease payments(a)
9,884,439 
Less: imputed interest(b)
732,288 
Total lease liabilities(c)
$9,152,151 
(a)Operating lease payments exclude legally binding minimum lease payments for continuing operations asleases signed but not yet commenced and include options to extend lease terms that are now deemed reasonably certain of February 2, 2019:being exercised according to the Company’s Lease Accounting Policy.
(b)Calculated using the incremental borrowing rate for each lease.
In thousands
Operating
Leases
Fiscal Year 2020$1,676,700
20211,603,378
20221,441,444
20231,253,420
20241,042,184
Later years2,774,845
Total future minimum lease payments$9,791,971
(c)Total lease liabilities are broken out on the Consolidated Balance Sheets between Current portion of operating lease liabilities and Long-term operating lease liabilities.
Rental expense under operating leases for continuing operations amounted to $1.7 billion for fiscal 2019, $1.6 billion for fiscal 2018 and $1.4 billion for fiscal 2017. Rental expense includes contingent rent and is reported net of sublease income. Contingent rent paid was $22.8 million in fiscal 2019, $18.4 million in fiscal 2018 and $14.7 million in fiscal 2017. Sublease income was $1.2 million in fiscal 2019, $1.3 million in fiscal 2018 and $1.2 million in fiscal 2017.
As of February 2, 2019 we have a number of lease agreements for facilities and stores that resulted in TJX being considered the owner of the property for accounting purposes. The build-to-suit lease assets related to these properties are included in “land and buildings” and the related liabilities of $243.3 million are included as build-to-suit lease obligations in “other long-term liabilities.”
TJX had outstanding letters of credit totaling $41.9 million as of February 2, 2019 and $40.2 million as of February 3, 2018. Letters of credit are issued by TJX primarily for the purchase of inventory.


Note M. Accrued Expenses and Other Liabilities, Current and Long-TermLong Term
The major components of accrued expenses and other current liabilities are as follows:
  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
Employee compensation and benefits, current$737,920
$686,294
Dividends payable241,972
199,029
Accrued capital additions119,172
90,336
Rent, utilities and occupancy, including real estate taxes243,192
234,183
Merchandise credits and gift certificates450,302
399,482
Sales tax collections and V.A.T. taxes170,249
200,005
All other current liabilities770,269
713,632
Total accrued expenses and other current liabilities$2,733,076
$2,522,961
  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
Employee compensation and benefits, current$1,116,529 $946,229 
Merchandise credits and gift certificates685,202 576,187 
Occupancy costs, including rent, utilities and real estate taxes399,015 314,850 
Dividends payable311,808 315,604 
Sales tax collections and V.A.T. taxes267,867 115,409 
Accrued capital additions185,695 89,110 
All other current liabilities1,278,881 1,114,070 
Total accrued expenses and other current liabilities$4,244,997 $3,471,459 
All other current liabilities include accruals for advertising,expense payables, insurance, customer rewards liability, interest, insurance, reserve for sales returns, reserve for taxes, advertising, interest, fair value of derivatives expense payables and other items, each of which is individually less than 5% of current liabilities.
The major components of other long-term liabilities are as follows:
  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
Employee compensation and benefits, long-term$647,214 $679,661 
Tax reserve, long-term277,076 264,104 
Asset retirement obligation66,292 58,385 
All other long-term liabilities25,138 61,752 
Total other long-term liabilities$1,015,720 $1,063,902 
F-33
  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
Employee compensation and benefits, long-term$449,065
$442,624
Accrued rent269,057
263,178
Landlord allowances80,425
88,747
Income taxes payable
176,772
Tax reserve, long-term235,467
44,753
Build-to-suit lease obligations243,258
221,917
Asset retirement obligation49,692
49,266
All other long-term liabilities27,278
33,248
Total other long-term liabilities$1,354,242
$1,320,505


Note N. Contingent Obligations, Contingencies, and ContingenciesCommitments
Contingent Contractual Obligations
TJX has contingent obligations on leases, for which it was a lessee or guarantor, which were assigned to third parties without TJX being released by the landlords. Over many years, TJX has assigned numerous leases that it had originally leased or guaranteed to a significant number of third parties. With the exception of leases of former businesses for which TJX has reserved, the Company has rarely had a claim with respect to assigned leases, and accordingly, the Company does not expect that such leases will have a material adverse impact on our financial condition, results of operations or cash flows. TJX does not generally have sufficient information about these leases to estimate our potential contingent obligations under them, which could be triggered in the event that one or more of the current tenants does not fulfill their obligations related to one or more of these leases.
TJX may also be contingently liable on up to eight leases of former TJX businesses, for which we believe the likelihood of future liability to TJX is remote, and has contingent obligations in connection with certain assigned or sublet properties that TJX is able to estimate. We estimate that the undiscounted obligations of (i) leases of former operations not included in our reserve for former operations and (ii) properties of our former operations if the subtenants or assignees do not fulfill their obligations, are approximately $37.1 million as of February 2, 2019. We believe that most or all of these contingent obligations will not revert to us and, to the extent they do, will be resolved for substantially less due to mitigating factors including our expectation to further sublet.


TJX is a party to various agreements under which it may be obligated to indemnify the other party with respect to certain losses related to such matters asincluding title to assets sold, specified environmental matters or certain income taxes. These obligations are oftensometimes limited in time andor amount. There are no amounts reflected in our balance sheetsthe Company’s Consolidated Balance Sheets with respect to these contingent obligations.
Legal Contingencies
TJX is subject to certain legal proceedings, lawsuits, disputes and claims that arise from time to time in the ordinary course of ourits business. In addition, TJX is a defendant in several lawsuits filed in federal and state courts brought as putative class or collective actions on behalf of various groups of current and former salaried and hourly Associateshas accrued immaterial amounts in the U.S. The lawsuits allege violationsaccompanying Consolidated Financial Statements for certain of its legal proceedings.
Letters of Credit
TJX had outstanding letters of credit totaling $53 million as of January 29, 2022 and $28 million as of January 30, 2021. Letters of credit are issued by TJX primarily for the Fair Labor Standards Act andpurchase of state wage and hour and other labor statutes. TJX is also a defendant in a putative class action on behalf of customers relating to compare at pricing. The lawsuits are in various procedural stages and seek monetary damages, injunctive relief and attorneys’ fees.inventory.
Note O. Supplemental Cash FlowsFlow Information
TJX’s cash payments for interest and income taxes and non-cash investing and financing activities are as follows:
  Fiscal Year Ended
In thousandsJanuary 29,
2022
January 30,
2021
February 1,
2020
Cash paid for:
Interest on debt(a)
$138,733 $153,045 $56,322 
Income taxes(b)
1,118,879 146,008 1,280,680 
Non-cash investing and financing activity:
Dividends payable$(3,796)$33,714 $40,226 
Property additions96,585 (36,251)6,189 
  Fiscal Year Ended
In thousandsFebruary 2,
2019
February 3,
2018
January 28,
2017
  (53 weeks) 
Cash paid for:   
Interest on debt$64,007
$64,308
$72,619
Income taxes1,147,511
1,289,964
1,282,172
Non-cash investing and financing activity:   
Build-to-suit construction in progress$(40,911)$(27,207)$(94,291)
Build-to-suit lease obligation40,911
27,207
94,291
Dividends payable42,943
29,836
29,195
Property additions28,836
(21,627)(20,908)
Note P. Selected Quarterly Financial Data (Unaudited)
Presented below is selected quarterly consolidated financial data(a)Decreased interest for fiscal 2019 and2022 was due to the refinancing of certain notes in fiscal 2018 which was prepared on the same basis2021 as well as the audited consolidated financial statementspay down of outstanding debt during fiscal 2022.
(b)Increased income taxes for fiscal 2022 was primarily due to increase in profits in fiscal 2022 as compared to the mix of income and includes all adjustments necessary to present fairly,losses by jurisdictions in all material respects, the information set forth therein on a consistent basis.fiscal 2021.
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Amounts in thousands except per share amounts
First
Quarter
Second
Quarter
Third
Quarter(2)
Fourth
Quarter(3)
Fiscal Year Ended February 2, 2019 (52 weeks)    
Net sales$8,688,720
$9,331,115
$9,825,759
$11,127,340
Gross earnings(1)
2,510,481
2,695,300
2,842,276
3,093,700
Net income716,381
739,626
762,253
841,538
Basic earnings per share(4)
0.57
0.59
0.62
0.69
Diluted earnings per share(4)
0.56
0.58
0.61
0.68
Fiscal Year Ended February 3, 2018 (53 weeks)    
Net sales$7,784,024
$8,357,700
$8,762,220
$10,960,720
Gross earnings(1)
2,253,952
2,385,025
2,612,200
3,111,320
Net income536,279
552,957
641,436
877,276
Basic earnings per share(4)
0.41
0.43
0.51
0.70
Diluted earnings per share(4)
0.41
0.42
0.50
0.69
(1)Gross earnings equal net sales less cost of sales, including buying and occupancy costs.
(2)The third quarter of fiscal 2019 includes a $36.1 million pension settlement charge.
(3)
The fourth quarter of fiscal 2018 includes 14 weeks, a $99.3 million impairment charge and a net benefit related to the 2017 Tax Act.
(4)Adjusted for two-for-one stock split completed in November 2018. See Note D - Capital Stock and Earnings Per Share.

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