UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(mark one)


☒			Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended July ~~30, 2022~~29, 2023


☐			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)


Delaware						04-2207613
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

770 Cochituate Road Framingham, Massachusetts						01701
(Address of principal executive offices)						(Zip Code)

(508) 390-1000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $1.00 per share	TJX	New York Stock Exchange

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 ☒ 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 ☒ No ☐

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 filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ☐ NO ☒

The number of shares of registrant’s common stock outstanding as of August ~~19, 2022: 1,161,052,961~~18, 2023: 1,144,080,554

The TJX Companies, Inc.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

THE TJX COMPANIES, INC.

CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

IN ~~THOUSANDS~~MILLIONS EXCEPT PER SHARE AMOUNTS


		Thirteen Weeks Ended				Twenty-Six Weeks Ended					Thirteen Weeks Ended				Twenty-Six Weeks Ended
		July 30, 2022		July 31, 2021		July 30, 2022		July 31, 2021			July 29, 2023		July 30, 2022		July 29, 2023		July 30, 2022
Net sales	Net sales	$	11,843,008	$	12,077,063	$	23,249,482	$	22,163,724	Net sales	$	12,758	$	11,843	$	24,541	$	23,249
Cost of sales, including buying and occupancy costs	Cost of sales, including buying and occupancy costs	8,571,550		8,528,130		16,794,763		15,783,765		Cost of sales, including buying and occupancy costs	8,910		8,571		17,284		16,794

Selling, general and administrative expenses	Selling, general and administrative expenses	2,174,861		2,223,692		4,269,443		4,288,684		Selling, general and administrative expenses	2,559		2,175		4,797		4,269
Impairment on equity investment	Impairment on equity investment	—		—		217,619		—		Impairment on equity investment	—		—		—		218
Loss on early extinguishment of debt		—		242,248		—		242,248

Interest expense, net		11,007		28,661		29,792		73,349

Interest (income) expense, net										Interest (income) expense, net	(38)		11		(75)		30
Income before income taxes	Income before income taxes	1,085,590		1,054,332		1,937,865		1,775,678		Income before income taxes	1,327		1,086		2,535		1,938
Provision for income taxes	Provision for income taxes	276,250		268,651		541,052		456,067		Provision for income taxes	338		276		655		541
Net income	Net income	$	809,340	$	785,681	$	1,396,813	$	1,319,611	Net income	$	989	$	810	$	1,880	$	1,397
Basic earnings per share	Basic earnings per share	$	0.69	$	0.65	$	1.19	$	1.09	Basic earnings per share	$	0.86	$	0.69	$	1.63	$	1.19
Weighted average common shares – basic	Weighted average common shares – basic	1,167,922		1,205,054		1,172,531		1,205,247		Weighted average common shares – basic	1,148		1,168		1,151		1,173
Diluted earnings per share	Diluted earnings per share	$	0.69	$	0.64	$	1.18	$	1.08	Diluted earnings per share	$	0.85	$	0.69	$	1.62	$	1.18
Weighted average common shares – diluted	Weighted average common shares – diluted	1,178,140		1,220,615		1,183,704		1,221,012		Weighted average common shares – diluted	1,161		1,178		1,163		1,184

The accompanying notes are an integral part of the unaudited consolidated financial statements.

THE TJX COMPANIES, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

IN ~~THOUSANDS~~MILLIONS

Thirteen Weeks Ended
July 30,
2022 July 31,
2021
Net income $ 809,340 $ 785,681
Additions to other comprehensive (loss) income:
Foreign currency translation adjustments, net of related tax provision of $409 in fiscal 2023 and tax benefit of $1,140 in fiscal 2022 (30,935) (876)
Reclassifications from other comprehensive (loss) to net income:
Amortization of prior service cost and deferred gains/losses, net of related tax provisions of $1,376 in fiscal 2023 and $1,590 in fiscal 2022 3,778 4,368
Other comprehensive (loss) income, net of tax (27,157) 3,492
Total comprehensive income $ 782,183 $ 789,173


	Thirteen Weeks Ended
	July 29, 2023		July 30, 2022
Net income	$	989	$	810
Additions to other comprehensive income (loss):
Foreign currency translation adjustments, net of related tax provisions of $1 in fiscal 2024 and $0.4 in fiscal 2023	40		(30)
Reclassifications from other comprehensive income (loss) to net income:

Amortization of prior service cost and deferred gains/losses, net of related tax provisions of $0.1 in fiscal 2024 and $2 in fiscal 2023	1		4

Other comprehensive income (loss), net of tax	41		(26)
Total comprehensive income	$	1,030	$	784

Twenty-Six Weeks Ended
July 30,
2022 July 31,
2021
Net income $ 1,396,813 $ 1,319,611
Additions to other comprehensive (loss) income:
Foreign currency translation adjustments, net of related tax benefit of $165 in fiscal 2023 and tax provision of $1,758 in fiscal 2022 (88,547) 21,373
Reclassifications from other comprehensive (loss) to net income:
Amortization of prior service cost and deferred gains/losses, net of related tax provisions of $2,751 in fiscal 2023 and $2,646 in fiscal 2022 7,556 7,269
Amortization of loss on cash flow hedge, net of related tax provision of $603 in fiscal 2022 — (263)
Other comprehensive (loss) income, net of tax (80,991) 28,379
Total comprehensive income $ 1,315,822 $ 1,347,990


	Twenty-Six Weeks Ended
	July 29, 2023		July 30, 2022
Net income	$	1,880	$	1,397
Additions to other comprehensive income (loss):
Foreign currency translation adjustments, net of related tax provision of $0.4 in fiscal 2024 and tax benefit of $0.2 in fiscal 2023	54		(89)


Reclassifications from other comprehensive income (loss) to net income:

Amortization of prior service cost and deferred gains/losses, net of related tax provisions of $0.2 in fiscal 2024 and $3 in fiscal 2023	1		8

Other comprehensive income (loss), net of tax	55		(81)
Total comprehensive income	$	1,935	$	1,316

The accompanying notes are an integral part of the unaudited consolidated financial statements.

THE TJX COMPANIES, INC.

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

IN ~~THOUSANDS,~~MILLIONS, EXCEPT SHARE DATA


		July 30, 2022		January 29, 2022		July 31, 2021			July 29, 2023		January 28, 2023		July 30, 2022
Assets	Assets							Assets
Current assets:	Current assets:							Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	3,531,212	$	6,226,765	$	7,106,016	Cash and cash equivalents	$	4,550	$	5,477	$	3,531

Accounts receivable, net	Accounts receivable, net	555,691		517,623		615,634		Accounts receivable, net	548		563		556
Merchandise inventories	Merchandise inventories	7,083,260		5,961,573		5,086,631		Merchandise inventories	6,585		5,819		7,083
Prepaid expenses and other current assets	Prepaid expenses and other current assets	552,480		438,099		459,046		Prepaid expenses and other current assets	507		478		553
Federal, state and foreign income taxes recoverable	Federal, state and foreign income taxes recoverable	112,122		114,537		121,703		Federal, state and foreign income taxes recoverable	148		119		112
Total current assets	Total current assets	11,834,765		13,258,597		13,389,030		Total current assets	12,338		12,456		11,835
Net property at cost	Net property at cost	5,389,735		5,270,827		5,107,346		Net property at cost	6,166		5,783		5,390
Non-current deferred income taxes, net	Non-current deferred income taxes, net	171,723		184,971		127,483		Non-current deferred income taxes, net	149		158		172
Operating lease right of use assets	Operating lease right of use assets	8,986,682		8,853,934		9,183,258		Operating lease right of use assets	9,406		9,086		8,987
Goodwill	Goodwill	96,648		96,662		97,972		Goodwill	95		97		97
Other assets	Other assets	611,053		796,467		878,357		Other assets	768		769		610
Total assets	Total assets	$	27,090,606	$	28,461,458	$	28,783,446	Total assets	$	28,922	$	28,349	$	27,091
Liabilities	Liabilities							Liabilities
Current liabilities:	Current liabilities:							Current liabilities:
Accounts payable	Accounts payable	$	4,085,478	$	4,465,427	$	4,413,316	Accounts payable	$	4,438	$	3,794	$	4,085
Accrued expenses and other current liabilities	Accrued expenses and other current liabilities	3,928,610		4,244,997		3,968,968		Accrued expenses and other current liabilities	4,244		4,346		3,928
Current portion of operating lease liabilities	Current portion of operating lease liabilities	1,571,508		1,576,561		1,612,603		Current portion of operating lease liabilities	1,618		1,610		1,572
Current portion of long-term debt	Current portion of long-term debt	499,646		—		—		Current portion of long-term debt	—		500		500
Federal, state and foreign income taxes payable	Federal, state and foreign income taxes payable	61,877		181,155		47,171		Federal, state and foreign income taxes payable	17		55		62
Total current liabilities	Total current liabilities	10,147,119		10,468,140		10,042,058		Total current liabilities	10,317		10,305		10,147
Other long-term liabilities	Other long-term liabilities	916,663		1,015,720		1,072,847		Other long-term liabilities	915		919		917
Non-current deferred income taxes, net	Non-current deferred income taxes, net	67,030		44,175		3,451		Non-current deferred income taxes, net	132		127		67
Long-term operating lease liabilities	Long-term operating lease liabilities	7,706,002		7,575,590		7,905,814		Long-term operating lease liabilities	8,089		7,775		7,706
Long-term debt	Long-term debt	2,857,143		3,354,841		3,352,892		Long-term debt	2,861		2,859		2,857
Commitments and contingencies (See Note K)	Commitments and contingencies (See Note K)	0						Commitments and contingencies (See Note K)
Shareholders’ equity	Shareholders’ equity							Shareholders’ equity
Preferred stock, authorized 5,000,000 shares, par value $1, no shares issued	Preferred stock, authorized 5,000,000 shares, par value $1, no shares issued	—		—		—		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 1,161,886,769; 1,181,188,731 and 1,202,980,524 respectively		1,161,887		1,181,189		1,202,981
Common stock, authorized 1,800,000,000 shares, par value $1, issued and outstanding 1,144,948,031; 1,155,437,908 and 1,161,886,769 respectively								Common stock, authorized 1,800,000,000 shares, par value $1, issued and outstanding 1,144,948,031; 1,155,437,908 and 1,161,886,769 respectively	1,145		1,155		1,162
Additional paid-in capital	Additional paid-in capital	—		—		117,603		Additional paid-in capital	—		—		—
Accumulated other comprehensive loss		(768,141)		(687,150)		(577,692)
Accumulated other comprehensive (loss) income								Accumulated other comprehensive (loss) income	(551)		(606)		(768)
Retained earnings	Retained earnings	5,002,903		5,508,953		5,663,492		Retained earnings	6,014		5,815		5,003
Total shareholders’ equity	Total shareholders’ equity	5,396,649		6,002,992		6,406,384		Total shareholders’ equity	6,608		6,364		5,397
Total liabilities and shareholders’ equity	Total liabilities and shareholders’ equity	$	27,090,606	$	28,461,458	$	28,783,446	Total liabilities and shareholders’ equity	$	28,922	$	28,349	$	27,091

The accompanying notes are an integral part of the unaudited consolidated financial statements.

THE TJX COMPANIES, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

IN ~~THOUSANDS~~MILLIONS


		Twenty-Six Weeks Ended					Twenty-Six Weeks Ended
		July 30, 2022		July 31, 2021			July 29, 2023		July 30, 2022
Cash flows from operating activities:	Cash flows from operating activities:					Cash flows from operating activities:
Net income	Net income	$	1,396,813	$	1,319,611	Net income	$	1,880	$	1,397
Adjustments to reconcile net income to cash provided by operating activities:
Adjustments to reconcile net income to net cash provided by operating activities:						Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	Depreciation and amortization	437,733		430,561		Depreciation and amortization	467		438
Loss on early extinguishment of debt		—		242,248

Impairment on equity investment	Impairment on equity investment	217,619		—		Impairment on equity investment	—		218
Loss on property disposals and impairment charges	Loss on property disposals and impairment charges	5,232		482		Loss on property disposals and impairment charges	21		5

Deferred income tax provision (benefit)		25,867		(39,258)
Deferred income tax provision						Deferred income tax provision	16		26
Share-based compensation	Share-based compensation	58,186		114,121		Share-based compensation	70		58
Changes in assets and liabilities:	Changes in assets and liabilities:					Changes in assets and liabilities:
(Increase) in accounts receivable		(47,758)		(154,350)
Decrease (increase) in accounts receivable						Decrease (increase) in accounts receivable	19		(48)
(Increase) in merchandise inventories	(Increase) in merchandise inventories	(1,206,761)		(733,035)		(Increase) in merchandise inventories	(734)		(1,207)
Decrease (increase) in income taxes recoverable		2,415		(85,441)
(Increase) decrease in prepaid expenses and other current assets		(49,755)		19,738
(Decrease) in accounts payable		(311,338)		(425,274)
(Decrease) increase in accrued expenses and other liabilities		(392,606)		468,039
(Increase) decrease in income taxes recoverable						(Increase) decrease in income taxes recoverable	(28)		2
(Increase) in prepaid expenses and other current assets						(Increase) in prepaid expenses and other current assets	(34)		(50)
Increase (decrease) in accounts payable						Increase (decrease) in accounts payable	619		(311)
(Decrease) in accrued expenses and other liabilities						(Decrease) in accrued expenses and other liabilities	(170)		(393)
(Decrease) in income taxes payable	(Decrease) in income taxes payable	(122,617)		(34,819)		(Decrease) in income taxes payable	(36)		(123)
Increase (decrease) in net operating lease liabilities		5,771		(96,648)
Increase in net operating lease liabilities						Increase in net operating lease liabilities	0		6
Other, net	Other, net	(12,564)		(79,096)		Other, net	(4)		(12)
Net cash provided by operating activities	Net cash provided by operating activities	6,237		946,879		Net cash provided by operating activities	2,086		6
Cash flows from investing activities:	Cash flows from investing activities:					Cash flows from investing activities:
Property additions	Property additions	(693,495)		(444,944)		Property additions	(820)		(693)

Purchases of investments	Purchases of investments	(20,901)		(12,182)		Purchases of investments	(17)		(21)
Sales and maturities of investments	Sales and maturities of investments	11,013		14,365		Sales and maturities of investments	18		11

Net cash (used in) investing activities	Net cash (used in) investing activities	(703,383)		(442,761)		Net cash (used in) investing activities	(819)		(703)
Cash flows from financing activities:	Cash flows from financing activities:					Cash flows from financing activities:
Payments on debt		—		(2,975,518)
Repayment of debt						Repayment of debt	(500)		—

Payments for repurchase of common stock	Payments for repurchase of common stock	(1,307,202)		(297,099)		Payments for repurchase of common stock	(1,041)		(1,307)
Cash dividends paid	Cash dividends paid	(655,213)		(628,859)		Cash dividends paid	(725)		(655)
Proceeds from issuance of common stock	Proceeds from issuance of common stock	49,982		62,510		Proceeds from issuance of common stock	81		50
Payments of employee tax withholdings for stock awards		(32,454)		(24,478)

Other						Other	(29)		(33)
Net cash (used in) financing activities	Net cash (used in) financing activities	(1,944,887)		(3,863,444)		Net cash (used in) financing activities	(2,214)		(1,945)
Effect of exchange rate changes on cash	Effect of exchange rate changes on cash	(53,520)		(4,228)		Effect of exchange rate changes on cash	20		(54)
Net (decrease) in cash and cash equivalents	Net (decrease) in cash and cash equivalents	(2,695,553)		(3,363,554)		Net (decrease) in cash and cash equivalents	(927)		(2,696)
Cash and cash equivalents at beginning of year	Cash and cash equivalents at beginning of year	6,226,765		10,469,570		Cash and cash equivalents at beginning of year	5,477		6,227
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	3,531,212	$	7,106,016	Cash and cash equivalents at end of period	$	4,550	$	3,531

The accompanying notes are an integral part of the unaudited consolidated financial statements.

THE TJX COMPANIES, INC.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(UNAUDITED)

IN ~~THOUSANDS~~MILLIONS


		Thirteen Weeks Ended												Thirteen Weeks Ended
		Common Stock												Common Stock
		Shares	Par Value $1		Additional Paid-In Capital		Accumulated Other Comprehensive Loss		Retained Earnings		Total			Shares	Par Value $1		Additional Paid-In Capital		Accumulated Other Comprehensive (Loss) Income		Retained Earnings		Total
Balance, April 30, 2022		1,172,711	$	1,172,711	$	—	$	(740,984)	$	5,163,713	$	5,595,440
Balance, April 29, 2023													Balance, April 29, 2023	1,150	$	1,150	$	—	$	(592)	$	5,864	$	6,422
Net income	Net income	—	—		—		—		809,340		809,340		Net income	—	—		—		—		989		989

Other comprehensive (loss), net of tax		—	—		—		(27,157)		—		(27,157)
Other comprehensive income, net of tax													Other comprehensive income, net of tax	—	—		—		41		—		41
Cash dividends declared on common stock	Cash dividends declared on common stock	—	—		—		—		(343,280)		(343,280)		Cash dividends declared on common stock	—	—		—		—		(381)		(381)
Recognition of share-based compensation	Recognition of share-based compensation	—	—		30,850		—		—		30,850		Recognition of share-based compensation	—	—		36		—		—		36
Issuance of common stock under stock incentive plan, and related tax effect		1,022	1,022		31,034		—		(599)		31,457
Issuance of common stock under stock incentive plan and related tax effect													Issuance of common stock under stock incentive plan and related tax effect	2	2		54		—		(1)		55
Common stock repurchased	Common stock repurchased	(11,846)	(11,846)		(61,884)		—		(626,271)		(700,001)		Common stock repurchased	(7)	(7)		(90)		—		(457)		(554)
Balance, July 30, 2022		1,161,887	$	1,161,887	$	—	$	(768,141)	$	5,002,903	$	5,396,649
Balance, July 29, 2023													Balance, July 29, 2023	1,145	$	1,145	$	—	$	(551)	$	6,014	$	6,608

Thirteen Weeks Ended
Common Stock
Shares
Par Value
$1
Additional Paid-In
Capital Accumulated Other Comprehensive
Loss Retained
Earnings Total
Balance, May 1, 2021 1,206,387 $ 1,206,387 $ 321,475 $ (581,184) $ 5,192,536 $ 6,139,214
Net income — — — — 785,681 785,681
Other comprehensive income, net of tax — — — 3,492 — 3,492
Cash dividends declared on common stock — — — — (314,378) (314,378)
Recognition of share-based compensation — — 63,585 — — 63,585
Issuance of common stock under stock incentive plan, and related tax effect 1,105 1,105 25,131 — (347) 25,889
Common stock repurchased and retired (4,511) (4,511) (292,588) — — (297,099)
Balance, July 31, 2021 1,202,981 $ 1,202,981 $ 117,603 $ (577,692) $ 5,663,492 $ 6,406,384


	Thirteen Weeks Ended
	Common Stock
	Shares	Par Value $1		Additional Paid-In Capital		Accumulated Other Comprehensive (Loss) Income		Retained Earnings		Total
Balance, April 30, 2022	1,173	$	1,173	$	—	$	(742)	$	5,164	$	5,595
Net income	—	—		—		—		810		810

Other comprehensive (loss), net of tax	—	—		—		(26)		—		(26)
Cash dividends declared on common stock	—	—		—		—		(343)		(343)
Recognition of share-based compensation	—	—		31		—		—		31
Issuance of common stock under stock incentive plan and related tax effect	0	0		31		—		(1)		30
Common stock repurchased	(11)	(11)		(62)		—		(627)		(700)
Balance, July 30, 2022	1,162	$	1,162	$	—	$	(768)	$	5,003	$	5,397

The accompanying notes are an integral part of the unaudited consolidated financial statements.

THE TJX COMPANIES, INC.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(UNAUDITED)

IN ~~THOUSANDS~~MILLIONS


		Twenty-Six Weeks Ended												Twenty-Six Weeks Ended
		Common Stock												Common Stock
		Shares	Par Value $1		Additional Paid-In Capital		Accumulated Other Comprehensive Loss		Retained Earnings		Total			Shares	Par Value $1		Additional Paid-In Capital		Accumulated Other Comprehensive (Loss) Income		Retained Earnings		Total
Balance, January 29, 2022		1,181,189	$	1,181,189	$	—	$	(687,150)	$	5,508,953	$	6,002,992
Balance, January 28, 2023													Balance, January 28, 2023	1,155	$	1,155	$	—	$	(606)	$	5,815	$	6,364
Net income	Net income								1,396,813		1,396,813		Net income	—	—		—		—		1,880		1,880

Other comprehensive (loss), net of tax		—	—		—		(80,991)				(80,991)
Other comprehensive income, net of tax													Other comprehensive income, net of tax	—	—		—		55		—		55
Cash dividends declared on common stock	Cash dividends declared on common stock	—	—		—		—		(690,202)		(690,202)		Cash dividends declared on common stock	—	—		—		—		(764)		(764)
Recognition of share-based compensation	Recognition of share-based compensation	—	—		58,186		—		—		58,186		Recognition of share-based compensation	—	—		70		—		—		70
Issuance of common stock under stock incentive plan, net of shares used to pay tax withholdings		2,167	2,167		15,485		—		(599)		17,053
Issuance of common stock under stock incentive plan and related tax effect													Issuance of common stock under stock incentive plan and related tax effect	3	3		51		—		(1)		53
Common stock repurchased and retired	Common stock repurchased and retired	(21,469)	(21,469)		(73,671)		—		(1,212,062)		(1,307,202)		Common stock repurchased and retired	(13)	(13)		(121)		—		(916)		(1,050)
Balance, July 30, 2022		1,161,887	$	1,161,887	$	—	$	(768,141)	$	5,002,903	$	5,396,649
Balance, July 29, 2023													Balance, July 29, 2023	1,145	$	1,145	$	—	$	(551)	$	6,014	$	6,608

Twenty-Six Weeks Ended
Common Stock
Shares
Par Value
$1
Additional Paid-In
Capital Accumulated Other Comprehensive
Loss Retained
Earnings Total
Balance, January 30, 2021 1,204,698 $ 1,204,698 $ 260,515 $ (606,071) $ 4,973,542 $ 5,832,684
Net income — — — — 1,319,611 1,319,611
Other comprehensive income, net of tax — — — 28,379 28,379
Cash dividends declared on common stock — — — — (629,314) (629,314)
Recognition of share-based compensation — — 114,121 — — 114,121
Issuance of common stock under stock incentive plan, net of shares used to pay tax withholdings 2,794 2,794 35,555 — (347) 38,002
Common stock repurchased (4,511) (4,511) (292,588) — — (297,099)
Balance, July 31, 2021 1,202,981 $ 1,202,981 $ 117,603 $ (577,692) $ 5,663,492 $ 6,406,384


	Twenty-Six Weeks Ended
	Common Stock
	Shares	Par Value $1		Additional Paid-In Capital		Accumulated Other Comprehensive (Loss) Income		Retained Earnings		Total
Balance, January 29, 2022	1,181	$	1,181	$	—	$	(687)	$	5,509	$	6,003
Net income								1,397		1,397

Other comprehensive (loss), net of tax	—	—		—		(81)				(81)
Cash dividends declared on common stock	—	—		—		—		(690)		(690)
Recognition of share-based compensation	—	—		58		—		—		58
Issuance of common stock under stock incentive plan and related tax effect	2	2		16		—		(1)		17
Common stock repurchased and retired	(21)	(21)		(74)		—		(1,212)		(1,307)
Balance, July 30, 2022	1,162	$	1,162	$	—	$	(768)	$	5,003	$	5,397

The accompanying notes are an integral part of the unaudited consolidated financial statements.

THE TJX COMPANIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note A. Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation

The Consolidated Financial Statements and Notes thereto have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. These Consolidated Financial Statements and Notes thereto are unaudited and, in the opinion of management, reflect all normal recurring adjustments, accruals and deferrals among periods required to match costs properly with the related revenue or activity, considered necessary by The TJX Companies, Inc. (together with its subsidiaries, “TJX”) for a fair statement of its Consolidated Financial Statements for the periods reported, all in conformity with GAAP consistently applied. ~~Investments for which the Company exercises significant influence but does not have control are accounted for under the equity method.~~ The Consolidated Financial Statements and Notes thereto should be read in conjunction with the audited Consolidated Financial Statements, including the related notes, contained in TJX’s Annual Report on Form 10-K for the fiscal year ended January ~~29, 2022~~28, 2023 (“fiscal ~~2022”~~2023”).

These interim results are not necessarily indicative of results for the full fiscal year. TJX’s business, in common with the businesses of retailers generally, is subject to seasonal influences, with higher levels of sales and income generally realized in the second half of the year.

The January ~~29, 2022~~28, 2023 balance sheet data was derived from audited Consolidated Financial Statements and does not include all disclosures required by GAAP.

Fiscal Year

TJX’s fiscal year ends on the Saturday nearest to the last day of January of each year. The current fiscal year ends ~~January 28, 2023~~February 3, 2024 (“fiscal ~~2023”~~2024”) and is a 53-week fiscal year. Fiscal 2023 was a 52-week fiscal year. Fiscal ~~2022 was also a 52-week fiscal year. Fiscal 2024~~2025 will be a ~~53-week~~52-week fiscal year and will end February ~~3, 2024.~~1, 2025.

Use of Estimates

The preparation of 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, 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 these estimates, and such differences could be material.

Equity Investment

In fiscal 2020, the Company acquired a minority ownership stake in privately held Familia, an off-price retailer of apparel and home fashions domiciled in Luxembourg that operates stores throughout Russia. During the first quarter ~~ended April 30, 2022,~~of fiscal 2023, the Company announced that it had committed to divesting its minority investment, and as a result, the Company performed an impairment analysis of this investment. Based on this analysis the Company concluded that there was an other-than-temporary impairment of this investment and recordedresulting in an impairment charge of $218 million representing the ~~entirety~~entire carrying value of the Company’s investment. Additionally, the Company realized a $54 million tax benefit when the Company completed the divestiture of this investment during the third quarter of fiscal 2023. See Note F—Fair Value Measurements for additional information.

Deferred Gift Card Revenue

The following table presents deferred gift card revenue activity:
In thousands July 30,
2022 July 31,
2021
Balance, beginning of year $ 685,202 $ 576,187
Deferred revenue 852,192 769,970
Effect of exchange rates changes on deferred revenue (3,288) 2,041
Revenue recognized (905,519) (802,194)
Balance, end of period $ 628,587 $ 546,004


In millions	July 29, 2023		July 30, 2022
Balance, beginning of year	$	721	$	685
Deferred revenue	858		852
Effect of exchange rates changes on deferred revenue	1		(3)
Revenue recognized	(916)		(905)
Balance, end of period	$	664	$	629

TJX recognized ~~$462~~$472 million in gift card revenue for the three months ended July ~~30, 2022~~29, 2023 and ~~$436~~$462 million ~~in gift card revenue~~ for the three months ended July ~~31, 2021.~~30, 2022. 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.

Leases

Supplemental cash flow information related to leases is as follows:


		Twenty-Six Weeks Ended					Twenty-Six Weeks Ended
In thousands		July 30, 2022		July 31, 2021
In millions						In millions	July 29, 2023		July 30, 2022
Operating cash flows paid for operating leases	Operating cash flows paid for operating leases	$	972,062	$	1,061,163	Operating cash flows paid for operating leases	$	999	$	972
Lease liabilities arising from obtaining right of use assets	Lease liabilities arising from obtaining right of use assets	$	1,151,045	$	1,016,813	Lease liabilities arising from obtaining right of use assets	$	1,148	$	1,151

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”). The Company has reviewed the new guidance and has determined that it will either not apply to TJX or is not expected to be material to its Consolidated Financial Statements upon adoption, and, therefore, the guidance is not disclosed.

Note B. Property at Cost

The following table presents the components of property at cost:


In thousands		July 30, 2022		January 29, 2022		July 31, 2021
In millions								In millions	July 29, 2023		January 28, 2023		July 30, 2022
Land and buildings	Land and buildings	$	1,960,479	$	1,911,569	$	1,771,907	Land and buildings	$	2,086	$	2,043	$	1,960
Leasehold costs and improvements	Leasehold costs and improvements	3,666,573		3,652,280		3,634,959		Leasehold costs and improvements	4,147		3,874		3,667
Furniture, fixtures and equipment	Furniture, fixtures and equipment	7,080,322		6,871,777		6,692,117		Furniture, fixtures and equipment	7,797		7,400		7,080
Total property at cost	Total property at cost	$	12,707,374	$	12,435,626	$	12,098,983	Total property at cost	$	14,030	$	13,317	$	12,707
Less: accumulated depreciation and amortization	Less: accumulated depreciation and amortization	7,317,639		7,164,799		6,991,637		Less: accumulated depreciation and amortization	7,864		7,534		7,317
Net property at cost	Net property at cost	$	5,389,735	$	5,270,827	$	5,107,346	Net property at cost	$	6,166	$	5,783	$	5,390

Depreciation expense was $234 million for the three months ended July 29, 2023 and $216 million for the three months ended July 30, ~~2022 and $213~~2022. Depreciation expense was $464 million for the ~~three~~six months ended July ~~31, 2021. Depreciation expense was~~29, 2023 and $434 million for the six months ended July 30, ~~2022 and $425 million for the six months ended July 31, 2021.~~2022.

Non-cash investing activities in the cash flows consist of accrued capital additions of ~~$145~~$192 million and ~~$126~~$145 million as of the periods ended July 29, 2023 and July 30, 2022, ~~and July 31, 2021,~~ respectively.

Note C. Accumulated Other Comprehensive (Loss) Income

Amounts included in Accumulated other comprehensive ~~loss~~(loss) income are recorded net of taxes. The following table details the changes in Accumulated other comprehensive loss for the twelve months ended January ~~29, 2022~~28, 2023 and the six months ended July ~~30, 2022:~~29, 2023:

In thousands Foreign
Currency
Translation Deferred
Benefit
Costs Cash
Flow
Hedge
on Debt Accumulated
Other
Comprehensive
(Loss) Income
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)
Additions to other comprehensive loss:
Foreign currency translation adjustments (net of taxes of $165) (88,547) (88,547)
Reclassifications from other comprehensive loss to net income:
Amortization of prior service cost and deferred gains/losses (net of taxes of $2,751) — 7,556 — 7,556
Balance, July 30, 2022 $ (576,794) $ (191,347) $ — $ (768,141)


In millions and net of immaterial taxes	Foreign Currency Translation		Deferred Benefit Costs		Accumulated Other Comprehensive (Loss) Income
Balance, January 29, 2022	$	(488)	$	(199)	$	(687)
Additions to other comprehensive loss:
Foreign currency translation adjustments, net of taxes	(56)		—		(56)

Recognition of net gains/losses on benefit obligations, net of taxes	—		121		121

Reclassifications from other comprehensive loss to net income:

Amortization of prior service cost and deferred gains/losses, net of taxes	—		16		16
Balance, January 28, 2023	$	(544)	$	(62)	$	(606)
Additions to other comprehensive loss:
Foreign currency translation adjustments, net of taxes	54		—		54
Reclassifications from other comprehensive loss to net income:


Amortization of prior service cost and deferred gains/losses, net of taxes	—		1		1
Balance, July 29, 2023	$	(490)	$	(61)	$	(551)

Note D. Capital Stock and Earnings Per Share

Capital Stock

TJX repurchased and retired ~~11.8~~6.7 million shares of its common stock at a cost of approximately ~~$0.7 billion~~$555 million, including applicable excise tax, during the quarter ended July ~~30, 2022,~~29, 2023, on a “trade date” basis. During the six months ended July ~~30, 2022,~~29, 2023, TJX repurchased and retired ~~21.4~~13.2 million shares of its common stock at a cost of approximately ~~$1.3~~$1.1 billion, on a “trade date” basis. TJX reflects stock repurchases in its consolidated financial statements on a “settlement date” or cash basis. TJX had cash expenditures under repurchase programs of $1 billion for the six months ended July 29, 2023 and $1.3 billion for the six months ended July 30, ~~2022 and $0.3 billion for the six months ended July 31, 2021.~~2022. These expenditures were funded by cash on hand and cash generated from current and prior period operations.

In February ~~2022,~~2023, the Company announced that its Board of Directors had approved a new stock repurchase program that authorizes the repurchase of up to an additional ~~$3.0~~$2 billion of TJX common stock from time to time. Under this program and previously announced programs, TJX had approximately $2.5 billion available for repurchase as of July ~~30, 2022.~~29, 2023.

All shares repurchased under the stock repurchase programs have been retired.

Earnings Per Share

The following table presents the calculation of basic and diluted earnings per share:


		Thirteen Weeks Ended				Twenty-Six Weeks Ended					Thirteen Weeks Ended				Twenty-Six Weeks Ended
Amounts in thousands, except per share amounts		July 30, 2022		July 31, 2021		July 30, 2022		July 31, 2021
Amounts in millions, except per share amounts										Amounts in millions, except per share amounts	July 29, 2023		July 30, 2022		July 29, 2023		July 30, 2022
Basic earnings per share:	Basic earnings per share:									Basic earnings per share:
Net income	Net income	$	809,340	$	785,681	$	1,396,813	$	1,319,611	Net income	$	989	$	810	$	1,880	$	1,397
Weighted average common shares outstanding for basic earnings per share calculation	Weighted average common shares outstanding for basic earnings per share calculation	1,167,922		1,205,054		1,172,531		1,205,247		Weighted average common shares outstanding for basic earnings per share calculation	1,148		1,168		1,151		1,173
Basic earnings per share	Basic earnings per share	$	0.69	$	0.65	$	1.19	$	1.09	Basic earnings per share	$	0.86	$	0.69	$	1.63	$	1.19
Diluted earnings per share:	Diluted earnings per share:									Diluted earnings per share:
Net income	Net income	$	809,340	$	785,681	$	1,396,813	$	1,319,611	Net income	$	989	$	810	$	1,880	$	1,397

Weighted average common shares outstanding for basic earnings per share calculation	Weighted average common shares outstanding for basic earnings per share calculation	1,167,922		1,205,054		1,172,531		1,205,247		Weighted average common shares outstanding for basic earnings per share calculation	1,148		1,168		1,151		1,173
Assumed exercise / vesting of stock options and awards		10,218		15,561		11,173		15,765
Assumed exercise/vesting of stock options and awards										Assumed exercise/vesting of stock options and awards	13		10		12		11
Weighted average common shares outstanding for diluted earnings per share calculation	Weighted average common shares outstanding for diluted earnings per share calculation	1,178,140		1,220,615		1,183,704		1,221,012		Weighted average common shares outstanding for diluted earnings per share calculation	1,161		1,178		1,163		1,184
Diluted earnings per share	Diluted earnings per share	$	0.69	$	0.64	$	1.18	$	1.08	Diluted earnings per share	$	0.85	$	0.69	$	1.62	$	1.18
Cash dividends declared per share	Cash dividends declared per share	$	0.295	$	0.26	$	0.59	$	0.52	Cash dividends declared per share	$	0.3325	$	0.295	$	0.665	$	0.59

The weighted average common shares for the diluted earnings per share calculation excludes 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 ~~period.~~periods. Such options are excluded because they would have an antidilutive effect. There were no such options excluded for the thirteen weeks and twenty-six weeks ended July 29, 2023. There were 5.1 million such options excluded for the thirteen weeks and twenty-six weeks ended July 30, 2022. ~~There were no such options excluded for the thirteen weeks and twenty-six weeks ended July 31, 2021.~~

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 Consolidated 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 ~~loss~~(loss) income or are recognized currently in earnings, along with an offsetting adjustment against the basis of the item being hedged.

Diesel Fuel Contracts

TJX hedges portions of its estimated notional diesel fuel 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 ~~2022, TJX entered into agreements to hedge a portion of its estimated notional diesel requirements for fiscal 2023, and during the first six months of fiscal~~ 2023, TJX entered into agreements to hedge a portion of its estimated notional diesel fuel requirements for fiscal 2024, and during the first six months of fiscal 2024, TJX entered into agreements to hedge a portion of its estimated notional diesel fuel requirements for the first six months of fiscal ~~2024.~~2025. The hedge agreements outstanding at July ~~30, 2022~~29, 2023 relate to approximately ~~54%~~50% of TJX’s estimated notional diesel fuel requirements for the remainder of fiscal ~~2023~~2024 and ~~approximately 47% of TJX’s estimated notional diesel requirements for~~ the first six months of fiscal ~~2024.~~2025. These diesel fuel hedge agreements will settle throughout fiscal ~~2023~~2024 and throughout the first seven months of fiscal ~~2024.~~2025. TJX elected not to apply hedge accounting 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. The contracts outstanding at July ~~30, 2022~~29, 2023 cover merchandise purchases the Company is committed to over the next several ~~months.~~months in fiscal 2024. Additionally, TJX’s operations in Europe are subject to foreign currency exposure as a result of their buying function being centralized in the U.K. ~~All merchandise~~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. A portion of the inflows of Euros to the central buying entity provides a natural hedge for Euro denominated merchandise ~~purchased~~purchases from third-party ~~vendors that is denominated in Euros.~~vendors. TJX calculates any excess Euro exposure each month and enters into forward contracts of approximately 30 days' duration to mitigate this exposure.

TJX also enters into derivative contracts, generally designated as fair value hedges, to hedge intercompany debt. The changes in fair value of these contracts are recorded in 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, general and administrative expenses.

The following is a summary of TJX’s derivative financial instruments, related fair value and balance sheet classification at July ~~30, 2022:~~29, 2023:


In thousands			Pay	Receive		Blended Contract Rate	Balance Sheet Location	Current Asset U.S.$		Current (Liability) U.S.$		Net Fair Value in U.S.$ at July 30, 2022
In millions														In millions		Pay	Receive		Blended Contract Rate	Balance Sheet Location	Current Asset U.S.$		Current (Liability) U.S.$		Net Fair Value in U.S.$ at July 29, 2023
Fair value hedges:	Fair value hedges:													Fair value hedges:
Intercompany balances, primarily debt related:
Intercompany balances, primarily debt:														Intercompany balances, primarily debt:

		€	60,000	£	50,568	0.8428	Prepaid Exp	$	343	$	—	$	343		€	60	£	52	0.8738	Prepaid Exp	$	0.6	$	—	$	0.6
		A$	170,000	U.S.$	119,579	0.7034	Prepaid Exp / (Accrued Exp)	810		(1,040)		(230)			A$	162	U.S.$	112	0.6926	Prepaid Exp	3.5		—		3.5
		U.S.$	74,646	£	55,000	0.7368	(Accrued Exp)	—		(6,831)		(6,831)			U.S.$	69	£	55	0.8010	Prepaid Exp	2.0		—		2.0
		£	150,000	U.S.$	203,667	1.3578	Prepaid Exp	19,059		—		19,059			£	200	U.S.$	244	1.2191	(Accrued Exp)	—		(13.4)		(13.4)
		€	200,000	U.S.$	223,126	1.1156	Prepaid Exp / (Accrued Exp)	14,663		(117)		14,546			€	200	U.S.$	219	1.0964	Prepaid Exp / (Accrued Exp)	0.3		(3.3)		(3.0)

Economic hedges for which hedge accounting was not elected:	Economic hedges for which hedge accounting was not elected:													Economic hedges for which hedge accounting was not elected:
		Diesel fuel contracts	Fixed on 2.6M – 3.9M gal per month		Float on 2.6M – 3.9M gal per month	N/A	Prepaid Exp	38,234		—		38,234			Diesel fuel contracts	Fixed on 3.0M – 3.8M gal per month	Float on 3.0M – 3.8M gal per month		N/A	(Accrued Exp)	—		(2.0)		(2.0)
Intercompany billings in TJX International, primarily merchandise related:
Intercompany billings in TJX International, primarily merchandise:														Intercompany billings in TJX International, primarily merchandise:
		€	205,500	£	173,888	0.8462	Prepaid Exp	2,145		—		2,145			€	107	£	91	0.8526	(Accrued Exp)	—		(0.8)		(0.8)
Merchandise purchase commitments:	Merchandise purchase commitments:													Merchandise purchase commitments:
		C$	807,155	U.S.$	635,000	0.7867	Prepaid Exp / (Accrued Exp)	6,657		(984)		5,673			C$	876	U.S.$	655	0.7473	Prepaid Exp / (Accrued Exp)	0.2		(9.0)		(8.8)
		C$	25,978	€	19,000	0.7314	(Accrued Exp)	—		(685)		(685)			C$	28	€	19	0.6799	Prepaid Exp / (Accrued Exp)	0.1		(0.3)		(0.2)
		£	439,682	U.S.$	569,000	1.2941	Prepaid Exp / (Accrued Exp)	29,989		(2,151)		27,838			£	376	U.S.$	468	1.2462	Prepaid Exp / (Accrued Exp)	0.5		(15.5)		(15.0)
		A$	71,070	U.S.$	50,750	0.7141	Prepaid Exp / (Accrued Exp)	1,055		(364)		691			A$	96	U.S.$	65	0.6810	Prepaid Exp	1.3		—		1.3
		zł	701,000	£	124,092	0.1770	Prepaid Exp / (Accrued Exp)	2,215		(34)		2,181			zł	605	£	114	0.1878	(Accrued Exp)	—		(4.4)		(4.4)

		U.S.$	113,734	€	104,500	0.9188	Prepaid Exp / (Accrued Exp)	110		(5,970)		(5,860)			U.S.$	110	€	101	0.9139	Prepaid Exp / (Accrued Exp)	1.3		(0.3)		1.0
Total fair value of derivative financial instruments	Total fair value of derivative financial instruments							$	115,280	$	(18,176)	$	97,104	Total fair value of derivative financial instruments							$	9.8	$	(49.0)	$	(39.2)

The following is a summary of TJX’s derivative financial instruments, related fair value and balance sheet classification at January ~~29, 2022:~~28, 2023:


In thousands			Pay	Receive		Blended Contract Rate	Balance Sheet Location	Current Asset U.S.$		Current (Liability) U.S.$		Net Fair Value in U.S.$ at January 29, 2022
In millions														In millions		Pay	Receive		Blended Contract Rate	Balance Sheet Location	Current Asset U.S.$		Current (Liability) U.S.$		Net Fair Value in U.S.$ at January 28, 2023
Fair value hedges:	Fair value hedges:													Fair value hedges:
Intercompany balances, primarily debt related:
Intercompany balances, primarily debt:														Intercompany balances, primarily debt:

		zł	25,000	£	4,541	0.1816	Prepaid Exp	$	72	$	—	$	72		€	60	£	53	0.8807	(Accrued Exp)	$	—	$	(0.3)	$	(0.3)
		€	60,000	£	50,568	0.8428	Prepaid Exp	111		—		111			A$	150	U.S.$	105	0.7003	(Accrued Exp)	—		(2.6)		(2.6)
		A$	170,000	U.S.$	122,061	0.7180	Prepaid Exp	2,047		—		2,047			U.S.$	69	£	55	0.8010	(Accrued Exp)	—		(0.3)		(0.3)
		U.S.$	74,646	£	55,000	0.7368	(Accrued Exp)	—		(918)		(918)			£	200	U.S.$	244	1.2191	(Accrued Exp)	—		(5.5)		(5.5)
		€	200,000	U.S.$	230,319	1.1516	Prepaid Exp	4,535		—		4,535			€	200	U.S.$	213	1.0652	Prepaid Exp / (Accrued Exp)	0.8		(7.0)		(6.2)
Economic hedges for which hedge accounting was not elected:	Economic hedges for which hedge accounting was not elected:													Economic hedges for which hedge accounting was not elected:
		Diesel fuel contracts	Fixed on 3.6M – 4.0M gal per month		Float on 3.6M– 4.0M gal per month	N/A	Prepaid Exp	23,649		—		23,649			Diesel fuel contracts	Fixed on 3.2M – 3.6M gal per month	Float on 3.2M– 3.6M gal per month		N/A	Prepaid Exp	3.9		—		3.9
Intercompany billings in TJX International, primarily merchandise related:
Intercompany billings in TJX International, primarily merchandise:														Intercompany billings in TJX International, primarily merchandise:
		€	91,000	£	75,894	0.8340	(Accrued Exp)	—		(145)		(145)			€	146	£	129	0.8834	Prepaid Exp	0.8		—		0.8
Merchandise purchase commitments:	Merchandise purchase commitments:													Merchandise purchase commitments:
		C$	987,756	U.S.$	783,000	0.7927	Prepaid Exp / (Accrued Exp)	6,641		(80)		6,561			C$	705	U.S.$	525	0.7449	Prepaid Exp / (Accrued Exp)	2.2		(7.1)		(4.9)
		C$	38,138	€	26,500	0.6948	(Accrued Exp)	—		(248)		(248)			C$	23	€	16	0.7064	Prepaid Exp / (Accrued Exp)	0.4		(0.0)		0.4
		£	325,482	U.S.$	442,100	1.3583	Prepaid Exp / (Accrued Exp)	6,023		(632)		5,391			£	299	U.S.$	356	1.1916	Prepaid Exp / (Accrued Exp)	0.1		(15.4)		(15.3)
		zł	453,000	£	82,112	0.1813	Prepaid Exp / (Accrued Exp)	744		(449)		295			zł	507	£	91	0.1788	(Accrued Exp)	—		(3.6)		(3.6)
		A$	65,551	U.S.$	47,500	0.7246	Prepaid Exp	1,270		—		1,270			A$	104	U.S.$	71	0.6819	(Accrued Exp)	—		(3.3)		(3.3)
		U.S.$	66,989	€	59,000	0.8807	(Accrued Exp)	—		(820)		(820)			U.S.$	85	€	82	0.9634	Prepaid Exp	4.3		—		4.3
Total fair value of derivative financial instruments	Total fair value of derivative financial instruments							$	45,092	$	(3,292)	$	41,800	Total fair value of derivative financial instruments							$	12.5	$	(45.1)	$	(32.6)

The following is a summary of TJX’s derivative financial instruments, related fair value and balance sheet classification at July ~~31, 2021:~~30, 2022:


In thousands			Pay	Receive		Blended Contract Rate	Balance Sheet Location	Current Asset U.S.$		Current (Liability) U.S.$		Net Fair Value in U.S.$ at July 31, 2021
In millions														In millions		Pay	Receive		Blended Contract Rate	Balance Sheet Location	Current Asset U.S.$		Current (Liability) U.S.$		Net Fair Value in U.S.$ at July 30, 2022
Fair value hedges:	Fair value hedges:													Fair value hedges:
Intercompany balances, primarily debt related:
Intercompany balances, primarily debt:														Intercompany balances, primarily debt:
		zł	45,000	£	8,846	0.1966	Prepaid Exp	$	562	$	—	$	562
															€	60	£	51	0.8428	Prepaid Exp	$	0.3	$	—	$	0.3
		A$	110,000	U.S.$	84,198	0.7654	Prepaid Exp	3,100		—		3,100			A$	170	U.S.$	120	0.7034	Prepaid Exp / (Accrued Exp)	0.8		(1.0)		(0.2)
		U.S.$	75,102	£	55,000	0.7323	Prepaid Exp	1,351		—		1,351			U.S.$	75	£	55	0.7368	(Accrued Exp)	—		(6.8)		(6.8)
		£	250,000	U.S.$	346,344	1.3854	Prepaid Exp / (Accrued Exp)	426		(1,504)		(1,078)			£	150	U.S.$	204	1.3578	Prepaid Exp	19.1		—		19.1
		€	170,000	U.S.$	207,623	1.2213	Prepaid Exp / (Accrued Exp)	5,169		(143)		5,026			€	200	U.S.$	223	1.1156	Prepaid Exp / (Accrued Exp)	14.7		(0.1)		14.6
		C$	150,000	U.S.$	124,009	0.8267	Prepaid Exp	3,698		—		3,698
Economic hedges for which hedge accounting was not elected:	Economic hedges for which hedge accounting was not elected:													Economic hedges for which hedge accounting was not elected:
		Diesel fuel contracts	Fixed on 3.3M – 4.0M gal per month		Float on 3.3M – 4.0M gal per month	N/A	Prepaid Exp	21,805		—		21,805			Diesel fuel contracts	Fixed on 2.6M – 3.9M gal per month	Float on 2.6M – 3.9M gal per month		N/A	Prepaid Exp	38.2		—		38.2
Intercompany billings in TJX International, primarily merchandise related:
Intercompany billings in TJX International, primarily merchandise:														Intercompany billings in TJX International, primarily merchandise:
		€	98,000	£	84,053	0.8577	Prepaid Exp	343		—		343			€	206	£	174	0.8462	Prepaid Exp	2.1		—		2.1

Merchandise purchase commitments:	Merchandise purchase commitments:													Merchandise purchase commitments:
		C$	630,947	U.S.$	512,000	0.8115	Prepaid Exp / (Accrued Exp)	7,066		(1,132)		5,934			C$	807	U.S.$	635	0.7867	Prepaid Exp / (Accrued Exp)	6.7		(1.0)		5.7
		C$	34,928	€	23,500	0.6728	Prepaid Exp / (Accrued Exp)	93		(161)		(68)			C$	26	€	19	0.7314	(Accrued Exp)	—		(0.7)		(0.7)
		£	396,740	U.S.$	555,900	1.4012	Prepaid Exp / (Accrued Exp)	5,202		(678)		4,524			£	440	U.S.$	569	1.2941	Prepaid Exp / (Accrued Exp)	30.0		(2.2)		27.8
		A$	52,396	U.S.$	39,225	0.7486	Prepaid Exp / (Accrued Exp)	656		(36)		620			A$	71	U.S.$	51	0.7141	Prepaid Exp / (Accrued Exp)	1.1		(0.4)		0.7
		zł	400,100	£	75,659	0.1891	Prepaid Exp / (Accrued Exp)	961		(126)		835			zł	701	£	124	0.1770	Prepaid Exp / (Accrued Exp)	2.2		(0.0)		2.2

		U.S.$	55,198	€	45,000	0.8152	(Accrued Exp)	—		(1,713)		(1,713)			U.S.$	114	€	105	0.9188	Prepaid Exp / (Accrued Exp)	0.1		(6.0)		(5.9)
Total fair value of derivative financial instruments	Total fair value of derivative financial instruments							$	50,432	$	(5,492)	$	44,940	Total fair value of derivative financial instruments							$	115.3	$	(18.2)	$	97.1

The impact of derivative financial instruments on the Consolidated Statements of Income is presented below:


			Amount of Gain (Loss) Recognized in Income by Derivative										Amount of (Loss) Gain Recognized in Income by Derivative
		Location of Gain (Loss) Recognized in Income by Derivative	Thirteen Weeks Ended				Twenty-Six Weeks Ended					Location of (Loss) Gain Recognized in Income by Derivative	Thirteen Weeks Ended				Twenty-Six Weeks Ended
In thousands			July 30, 2022		July 31, 2021		July 30, 2022		July 31, 2021
In millions											In millions		Location of (Loss) Gain Recognized in Income by Derivative		July 29, 2023		July 30, 2022		July 29, 2023		July 30, 2022
Fair value hedges:	Fair value hedges:										Fair value hedges:
Intercompany balances, primarily debt related		Selling, general and administrative expenses	$	8,961	$	15,417	$	33,356	$	12,553
Intercompany balances, primarily debt											Intercompany balances, primarily debt	Selling, general and administrative expenses			$	(3)	$	9	$	3	$	33
Economic hedges for which hedge accounting was not elected:	Economic hedges for which hedge accounting was not elected:										Economic hedges for which hedge accounting was not elected:

Diesel fuel contracts	Diesel fuel contracts	Cost of sales, including buying and occupancy costs	9,356		7,276		53,529		20,846		Diesel fuel contracts	Cost of sales, including buying and occupancy costs	10		10		(8)		54
Intercompany billings in TJX International, primarily merchandise related		Cost of sales, including buying and occupancy costs	252		3,427		(118)		3,545
Intercompany billings in TJX International, primarily merchandise											Intercompany billings in TJX International, primarily merchandise	Cost of sales, including buying and occupancy costs	4		0		4		0

Merchandise purchase commitments	Merchandise purchase commitments	Cost of sales, including buying and occupancy costs	7,465		11,710		48,394		(4,259)		Merchandise purchase commitments	Cost of sales, including buying and occupancy costs	(30)		7		(22)		48
Gain recognized in income			$	26,034	$	37,830	$	135,161	$	32,685
(Loss) gain recognized in income											(Loss) gain recognized in income		$	(19)	$	26	$	(23)	$	135

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”. 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:


In thousands		July 30, 2022		January 29, 2022		July 31, 2021
In millions								In millions	July 29, 2023		January 28, 2023		July 30, 2022
Level 1	Level 1							Level 1
Assets:	Assets:							Assets:
Executive Savings Plan investments	Executive Savings Plan investments	$	364,333	$	387,666	$	394,078	Executive Savings Plan investments	$	394.8	$	371.6	$	364.3
Level 2	Level 2							Level 2
Assets:	Assets:							Assets:

Foreign currency exchange contracts	Foreign currency exchange contracts	$	77,046	$	21,443	$	28,627	Foreign currency exchange contracts	$	9.8	$	8.6	$	77.1
Diesel fuel contracts	Diesel fuel contracts	38,234		23,649		21,805		Diesel fuel contracts	—		3.9		38.2
Liabilities:	Liabilities:							Liabilities:
Foreign currency exchange contracts	Foreign currency exchange contracts	$	18,176	$	3,292	$	5,492	Foreign currency exchange contracts	$	47.0	$	45.1	$	18.2
Diesel fuel contracts								Diesel fuel contracts	2.0		—		—

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.

Foreign currency exchange contracts and diesel fuel contracts are valued using broker quotations, which include observable market information. 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 2.2 inputs. The fair value of long-term debt as of July 29, 2023 was $2.6 billion compared to a carrying value of $2.9 billion primarily due to the recent increase in interest rates. The fair value of long-term debt as of January 28, 2023 was $2.6 billion compared to a carrying value of $2.9 billion. The fair value of the current portion of long-term debt as of January 28, 2023 was $497 million compared to a carrying value of $500 million. The fair value of long-term debt as of July 30, 2022 was $2.7 billion compared to a carrying value of $2.9 billion. The fair value of the current portion of long-term debt as of July 30, 2022 was ~~$0.5 billion~~$497 million compared to a carrying value of $0.5 billion. The fair value of long-term debt as of January 29, 2022 was $3.5 billion compared to a carrying value of $3.4 billion. The fair value of long-term debt as of July 31, 2021 was $3.7 billion compared to a carrying value of $3.4 billion.$500 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 I—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 periods ended July ~~30, 2022,~~29, 2023, January ~~29, 2022~~28, 2023 and July ~~31, 2021,~~30, 2022, the Company did not record any material impairments to long-lived assets.

During the first quarter of fiscal 2023, the Company announced its intention to divest from its position in its minority investment in Familia and re-characterized this investment as held-for-sale valued as a Level 3 position. Given the lack of an active market or observable inputs, the Company derived an exit price which indicated that this investment had no market value. ~~The~~As a result, the Company recorded a $218 million charge in the first quarter of fiscal 2023, which ~~represents~~represented the entirety of its investment. See Note A—Basis of Presentation and Summary of Significant Accounting Policies for additional information.

Note G. Segment Information

TJX operates 4four main business segments. ~~The~~In the United States, the Marmaxx segment ~~(T.J.~~operates T.J. Maxx, Marshalls, tjmaxx.com and ~~marshalls.com)~~marshalls.com and the HomeGoods segment ~~(HomeGoods,~~operates HomeGoods, Homesense, and ~~homegoods.com) both operate in the United States, the~~homegoods.com. The TJX Canada segment operates Winners, HomeSense and Marshalls in Canada, and the TJX International segment operates T.K. Maxx and Homesense, as well as tkmaxx.com, tkmaxx.de, and ~~tkmaxx.com~~tkmaxx.at in Europe and T.K. Maxx in Australia. In addition to the Company’s 4four main business segments, Sierra operates ~~sierra.com~~retail stores and ~~retail stores~~sierra.com 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,~~HomeSense/Homesense, sell family apparel and home fashions. HomeGoods and ~~HomeSense~~HomeSense/Homesense offer home fashions.

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, interest (income) expense, 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. This measure of performance should not be considered an 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:


		Thirteen Weeks Ended				Twenty-Six Weeks Ended					Thirteen Weeks Ended				Twenty-Six Weeks Ended
In thousands		July 30, 2022		July 31, 2021		July 30, 2022		July 31, 2021
In millions										In millions	July 29, 2023		July 30, 2022		July 29, 2023		July 30, 2022
Net sales:	Net sales:									Net sales:
In the United States:	In the United States:									In the United States:
Marmaxx	Marmaxx	$	7,235,219	$	7,348,931	$	14,107,489	$	13,989,417	Marmaxx	$	7,903	$	7,236	$	15,269	$	14,107
HomeGoods	HomeGoods	1,856,313		2,083,261		3,892,098		4,225,017		HomeGoods	2,011		1,856		3,977		3,892
TJX Canada	TJX Canada	1,248,706		1,021,549		2,330,234		1,787,085		TJX Canada	1,223		1,248		2,261		2,330
TJX International	TJX International	1,502,770		1,623,322		2,919,661		2,162,205		TJX International	1,621		1,503		3,034		2,920
Total net sales	Total net sales	$	11,843,008	$	12,077,063	$	23,249,482	$	22,163,724	Total net sales	$	12,758	$	11,843	$	24,541	$	23,249
Segment profit (loss):
Segment profit:										Segment profit:
In the United States:	In the United States:									In the United States:
Marmaxx	Marmaxx	$	933,177	$	1,014,175	$	1,837,399	$	1,839,030	Marmaxx	$	1,084	$	933	$	2,112	$	1,837
HomeGoods	HomeGoods	49,616		182,526		171,601		434,128		HomeGoods	175		50		319		172
TJX Canada	TJX Canada	197,772		118,686		324,390		190,263		TJX Canada	192		197		309		324
TJX International	TJX International	104,615		173,456		117,847		(48,102)		TJX International	32		105		70		118
Total segment profit	Total segment profit	1,285,180		1,488,843		2,451,237		2,415,319		Total segment profit	1,483		1,285		2,810		2,451
General corporate expense	General corporate expense	188,583		163,602		265,961		324,044		General corporate expense	194		188		350		265

Impairment on equity investment	Impairment on equity investment	—		—		217,619		—		Impairment on equity investment	—		—		—		218
Loss on early extinguishment of debt		—		242,248		—		242,248
Interest expense, net		11,007		28,661		29,792		73,349

Interest (income) expense, net										Interest (income) expense, net	(38)		11		(75)		30
Income before income taxes	Income before income taxes	$	1,085,590	$	1,054,332	$	1,937,865	$	1,775,678	Income before income taxes	$	1,327	$	1,086	$	2,535	$	1,938

Note H. Pension Plans and Other Retirement Benefits

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 periods shown:


		Funded Plan				Unfunded Plan					Funded Plan				Unfunded Plan
		Thirteen Weeks Ended									Thirteen Weeks Ended
In thousands		July 30, 2022		July 31, 2021		July 30, 2022		July 31, 2021
In millions										In millions	July 29, 2023		July 30, 2022		July 29, 2023		July 30, 2022
Service cost	Service cost	$	12,168	$	12,718	$	728	$	755	Service cost	$	9	$	11	$	0	$	0
Interest cost	Interest cost	14,426		13,188		931		780		Interest cost	18		14		2		1
Expected return on plan assets	Expected return on plan assets	(22,229)		(23,992)		—		—		Expected return on plan assets	(20)		(22)		—		—
Amortization of net actuarial loss and prior service cost	Amortization of net actuarial loss and prior service cost	4,276		4,697		878		1,155		Amortization of net actuarial loss and prior service cost	0		5		1		1

Total expense	Total expense	$	8,641	$	6,611	$	2,537	$	2,690	Total expense	$	7	$	8	$	3	$	2

		Funded Plan				Unfunded Plan					Funded Plan				Unfunded Plan
		Twenty-Six Weeks Ended									Twenty-Six Weeks Ended
In thousands		July 30, 2022		July 31, 2021		July 30, 2022		July 31, 2021
In millions										In millions	July 29, 2023		July 30, 2022		July 29, 2023		July 30, 2022
Service cost	Service cost	$	24,336	$	24,937	$	1,455	$	1,510	Service cost	$	17	$	23	$	1	$	1
Interest cost	Interest cost	28,852		26,000		1,862		1,560		Interest cost	36		29		3		2
Expected return on plan assets	Expected return on plan assets	(44,457)		(47,984)		—		—		Expected return on plan assets	(40)		(44)		—		—
Amortization of net actuarial loss and prior service cost	Amortization of net actuarial loss and prior service cost	8,550		7,500		1,757		2,309		Amortization of net actuarial loss and prior service cost	0		9		1		2

Total expense	Total expense	$	17,281	$	10,453	$	5,074	$	5,379	Total expense	$	13	$	17	$	5	$	5

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. The Company does not anticipate any required funding in fiscal ~~2023~~2024 for the funded plan. The Company anticipates making contributions of $4 million to provide current benefits coming due under the unfunded plan in fiscal ~~2023.~~2024.

The amounts included in ~~amortization~~Amortization of net actuarial loss and prior service cost in the table above have been reclassified in their entirety from Accumulated other comprehensive ~~loss~~(loss) income to the Consolidated Statements of Income, net of related tax effects, for the periods presented.

The Company has offered eligible former TJX Associates who have not yet commenced their qualified pension plan benefit an opportunity to receive a voluntary lump sum payout of their vested pension plan benefit. As a result, the Company anticipates an immaterial non-cash settlement charge. This potential non-cash settlement charge is expected to be incurred in the third quarter of fiscal 2024 and would impact the Company’s pretax profit margin and earnings per share results.

Note I. Long-Term Debt and Credit Lines

The table below presents long-term debt as of July ~~30, 2022,~~29, 2023, January ~~29, 2022~~28, 2023 and July ~~31, 2021.~~30, 2022. All amounts are net of unamortized debt discounts.
In thousands July 30,
2022 January 29,
2022 July 31,
2021
General corporate debt:
2.500% senior unsecured notes, maturing May 15, 2023 (effective interest rate of 2.51% after reduction of unamortized debt discount of $33 at July 30, 2022, $56 at January 29, 2022 and $78 at July 31, 2021) $ 499,967 $ 499,944 $ 499,922
2.250% senior unsecured notes, maturing September 15, 2026 (effective interest rate of 2.32% after reduction of unamortized debt discount of $3,046 at July 30, 2022, $3,419 at January 29, 2022 and $3,792 at July 31, 2021) 996,954 996,581 996,208
1.150% senior unsecured notes, maturing May 15, 2028 (effective interest rate of 1.18% after reduction of unamortized debt discount of $747 at July 30, 2022, $811 at January 29, 2022, and $875 at July 31, 2021) 499,253 499,189 499,125
3.875% senior unsecured notes, maturing April 15, 2030 (effective interest rate of 3.89% after reduction of unamortized debt discount of $475 at July 30, 2022, $506 at January 29, 2022 and $537 at July 31, 2021) 495,375 495,344 495,313
1.600% senior unsecured notes, maturing May 15, 2031 (effective interest rate of 1.61% after reduction of unamortized debt discount of $521 at July 30, 2022, $551 at January 29, 2022, and $581 at July 31, 2021) 499,479 499,449 499,419
4.500% senior unsecured notes, maturing April 15, 2050 (effective interest rate of 4.52% after reduction of unamortized debt discount of $2,094 at July 30, 2022, $2,132 at January 29, 2022 and $2,170 at July 31, 2021) 383,405 383,367 383,329
Total debt 3,374,433 3,373,874 3,373,316
Current maturities of long-term debt, net of debt issuance costs (499,646) — —
Debt issuance costs (17,644) (19,033) (20,424)
Long-term debt $ 2,857,143 $ 3,354,841 $ 3,352,892


In millions and net of immaterial unamortized debt discounts	July 29, 2023		January 28, 2023		July 30, 2022
General corporate debt:
2.500% senior unsecured notes, maturing May 15, 2023 (effective interest rate of 2.51% after reduction of unamortized debt discount)	$	—	$	500	$	500
2.250% senior unsecured notes, maturing September 15, 2026 (effective interest rate of 2.32% after reduction of unamortized debt discount)	998		997		997
1.150% senior unsecured notes, maturing May 15, 2028 (effective interest rate of 1.18% after reduction of unamortized debt discount)	499		499		499
3.875% senior unsecured notes, maturing April 15, 2030 (effective interest rate of 3.89% after reduction of unamortized debt discount)	496		496		495
1.600% senior unsecured notes, maturing May 15, 2031 (effective interest rate of 1.61% after reduction of unamortized debt discount)	500		500		500
4.500% senior unsecured notes, maturing April 15, 2050 (effective interest rate of 4.52% after reduction of unamortized debt discount)	383		383		383
Total debt	2,876		3,375		3,374
Current maturities of long-term debt, net of debt issuance costs	—		(500)		(500)
Debt issuance costs	(15)		(16)		(17)
Long-term debt	$	2,861	$	2,859	$	2,857

Senior Unsecured Notes

During the second quarter of fiscal 2024, the Company repaid its 2.500% ten-year Notes due May 2023 at maturity.

Credit Facilities

~~The Company~~TJX has 2two revolving credit facilities, a $1 billion senior unsecured revolving credit facility maturing in June 2026 (the “2026 Revolving Credit Facility”) and a $500 million revolving credit facility that ~~matures~~was set to mature in May 2024 (the “2024 Revolving Credit Facility”). On May 8, 2023, the Company amended the 2024 Revolving Credit Facility to (i) extend the maturity to May 8, 2028 and (ii) replace the London Interbank Offered Rate (“LIBOR”) with a term secured overnight financing rate plus a 0.10% credit spread adjustment (“Adjusted Term SOFR”). Term SOFR borrowings under the “2028 Revolving Credit Facility”, as amended, bear interest at the Adjusted Term SOFR plus a margin of 45.0 - 87.5 basis points and a quarterly facility fee payment of 5.0 - 12.5 basis points on the total commitments under the 2028 Revolving Credit Facility, in each case, based on the Company’s long-term debt ratings. All other material terms and conditions of the 2028 Revolving Credit Facility were unchanged.

Additionally, on May 8, 2023, the Company amended its 2026 Revolving Credit Facility to replace the LIBOR with Adjusted Term SOFR. Term SOFR borrowings under the 2026 Revolving Credit Facility, as amended, bear interest at the Adjusted Term SOFR plus a variable margin based on the Company’s long-term debt ratings. All other material terms and conditions of the 2026 Revolving Credit Facility were unchanged.

Under these credit facilities, the Company has maintained a borrowing capacity of $1.5 billion. The terms of these revolving credit facilities require quarterly payments on the committed amount and payment of interest on borrowings at rates based on LIBOR or a base rate plus a variable margin, in each case based on the Company’s long-term debt ratings. The 2024 Revolving Credit Facility requires usage fees based on total credit extensions under the facility. AsAs of July ~~30, 2022,~~29, 2023, January ~~29, 2022~~28, 2023 and July ~~31, 2021,~~30, 2022, there were no amounts outstanding under ~~any of the Company’s~~these facilities. Each of these facilities require TJX to maintain a ratio of funded debt to earnings before interest, taxes, depreciation and amortization and rentals (EBITDAR) of not more than 3.50 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 July ~~30, 2022,~~29, 2023, January ~~29, 2022~~28, 2023 and July ~~31, 2021,~~30, 2022, TJX Canada had ~~2 uncommitted~~two credit lines, a C$10 million facility for operating expenses and a C$10 million letter of credit facility. As of July ~~30, 2022,~~29, 2023, January ~~29, 2022~~28, 2023 and July ~~31, 2021,~~30, 2022, and during the quarters and year then ended, there were no amounts outstanding on the Canadian credit ~~lines~~line for operating expenses. As of July ~~30, 2022,~~29, 2023, January ~~29, 2022~~28, 2023 and July ~~31, 2021,~~30, 2022, the Company’s European business at TJX International had ~~an uncommitted~~a credit line of £5 million. As of July ~~30, 2022,~~29, 2023, January ~~29, 2022~~28, 2023 and July ~~31, 2021,~~30, 2022, and during the quarters and year then ended, there were no amounts outstanding on the European credit line.

Note J. Income Taxes

In August 2022, the Inflation Reduction Act of 2022 (“IRA”), was signed into law. Among other things, the IRA imposes a 15% corporate alternative minimum tax (the “Corporate AMT”) for tax years beginning after December 31, 2022 and levies a 1% excise tax on net stock repurchases after December 31, 2022. The excise tax on the net stock repurchase, Corporate AMT, or other provisions of the IRA did not have a material impact on our results of operations or financial position for the first six months of fiscal 2024.

The effective income tax rate was 25.5% for the second quarter of fiscal 2024 and 25.4% for the second quarter of fiscal ~~2023 and 25.5% for the second quarter of fiscal 2022.~~ 2023. The ~~effective~~effective income tax rate was 25.8% for the first six months of fiscal 2024 and 27.9% for the first six months of fiscal ~~2023 and 25.7% for the first six months of fiscal 2022.~~2023. The ~~increase~~decrease in the effective income tax rate for the first six months of fiscal ~~2023~~2024 was primarily due to the first six months of fiscal 2023 reflecting the impairment of ~~the Company’s~~our minority investment in Familia ~~which as of July 30, 2022, did not have an associated~~with no estimated tax benefit and ~~a reduction of~~the increase in excess tax ~~benefits~~benefit from share-based compensation in fiscal 2024, partially offset by ~~the change of jurisdictional mix of profits and losses and~~ the resolution of various tax ~~matters.~~matters in fiscal 2024.

TJX had net unrecognized tax benefits of $264 million as of July 29, 2023, $265 million as of January 28, 2023 and $272 million as of July 30, ~~2022, $288 million as of January 29, 2022 and $280 million as of July 31, 2021.~~2022.

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 India, fiscal years through 2010 are no longer subject to examination. In all other jurisdictions, fiscal years through 2011 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 accrued amounts for interest and penalties on the Consolidated Balance Sheets was $39 million as of July ~~30, 2022, $43~~29, 2023, $37 million as of January ~~29, 2022~~28, 2023 and ~~$40~~$39 million as of July ~~31, 2021.~~30, 2022.

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 July ~~30, 2022.~~29, 2023. During the next 12 months, it is reasonably possible that tax audit resolutions may reduce unrecognized tax benefits by up to ~~$40~~$51 million, which would reduce the provision for taxes on earnings.

Note K. Contingent Obligations, Contingencies, and Commitments

Contingent Contractual Obligations

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 matters including title to assets sold, specified environmental matters or certain income taxes. These obligations are sometimes limited in time or amount. There are no amounts reflected in the 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 its business. ~~TJX has accrued immaterial amounts in the accompanying Consolidated Financial Statements for certain of its legal proceedings.~~

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The Thirteen Weeks (second quarter) and Twenty-Six Weeks (six months) Ended July ~~30, 2022~~29, 2023

Compared to

The Thirteen Weeks (second quarter) and Twenty-Six Weeks (six months) Ended July ~~31, 2021~~30, 2022

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 do 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 through our stores and ~~five distinctive branded~~seven e-commerce sites. We operate ~~over 4,700~~nearly 4,900 stores through our four main segments: in the U.S., Marmaxx (which operates T.J. Maxx, Marshalls, tjmaxx.com and marshalls.com) and HomeGoods (which operates HomeGoods, Homesense and homegoods.com); TJX Canada (which operates Winners, HomeSense and Marshalls in Canada); and TJX International (which operates T.K. Maxx, Homesense, tkmaxx.com, tkmaxx.de, and ~~tkmaxx.com~~tkmaxx.at in Europe, and T.K. Maxx in Australia). In addition to our four main segments, Sierra operates ~~sierra.com~~retail stores and ~~retail stores~~sierra.com in the U.S. The results of Sierra are included in the Marmaxx segment.

RESULTS OF OPERATIONS

As an overview of our financial performance, results for the quarter ended July ~~30, 2022~~29, 2023 include the following:

–Net sales ~~decreased 2%~~increased 8% to ~~$11.8~~$12.8 billion for the second quarter of fiscal ~~2023~~2024 versus last year’s second quarter sales of ~~$12.1~~$11.8 billion. As of July ~~30, 2022,~~29, 2023, both the number of stores in operation ~~increased 2%~~ and the selling square footage increased 1%3% compared to the end of the second quarter of fiscal ~~2022.~~2023.

–~~U.S.~~Consolidated comp store sales ~~decreased~~5%increased 6% for the second quarter of fiscal ~~2023. The U.S. open-only comp store sales increase was 21% for the second quarter of fiscal 2022.~~2024. See Net Sales below for definition of ~~both U.S. comp store sales and U.S. open-only~~ comp store sales.

–Net sales decreased 7% for TJX International and increased 22% for TJX Canada for the second quarter of fiscal 2023. On a constant currency basis, net sales increased 6% and 28% for TJX International and TJX Canada, respectively.

–Diluted earnings per share for the second quarter of fiscal ~~2023~~2024 were ~~$0.69~~$0.85 versus ~~$0.64~~$0.69 in the second quarter of fiscal ~~2022. The second quarter of fiscal 2022 included a $0.15 negative impact due to a debt extinguishment charge.~~2023.

–Pre-tax profit margin (the ratio of pre-tax income to net sales) for the second quarter of fiscal ~~2023~~2024 was ~~9.2%~~10.4%, ~~which was~~ a ~~0.5~~1.2 percentage point increase compared with ~~8.7%~~9.2% in the second quarter of fiscal ~~2022. The second quarter of fiscal 2022 included a 2 percentage point negative impact due to a debt extinguishment charge.~~2023.

–Our cost of sales, ~~ratio,~~ including buying and occupancy costs, ratio for the second quarter of fiscal ~~2023~~2024 was ~~72.4%~~69.8%, a ~~1.8~~2.6 percentage point ~~increase~~decrease compared with ~~70.6%~~72.4% in the second quarter of fiscal ~~2022.~~2023.

–Our selling, general and administrative (“SG&A”) expense ratio for the second quarter of fiscal ~~2023~~2024 was ~~18.4%~~20.1%, ~~which was flat versus~~a 1.7 percentage point increase compared with 18.4% in the second quarter of fiscal ~~2022.~~2023.

–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 33%~~down 6% on both a reported basis and ~~35% on a~~ constant currency basis at the end of the second quarter of fiscal ~~2023.~~2024.

–During the second quarter of fiscal ~~2023,~~2024, we returned ~~over $1 billion~~$932 million to our shareholders through share repurchases and dividends.

Operating Results as a Percentage of Net Sales

The following table sets forth our consolidated operating results as a percentage of net sales:


		Thirteen Weeks Ended				Twenty-Six Weeks Ended				Thirteen Weeks Ended		Twenty-Six Weeks Ended
		July 30, 2022		July 31, 2021			July 30, 2022		July 31, 2021			July 29, 2023		July 30, 2022		July 29, 2023		July 30, 2022
Net sales	Net sales	100.0	%	100.0	%		100.0	%	100.0	%	Net sales	100.0	%	100.0	%	100.0	%	100.0	%
Cost of sales, including buying and occupancy costs	Cost of sales, including buying and occupancy costs	72.4		70.6			72.2		71.2		Cost of sales, including buying and occupancy costs	69.8		72.4		70.4		72.2
Selling, general and administrative expenses	Selling, general and administrative expenses	18.4		18.4			18.4		19.4		Selling, general and administrative expenses	20.1		18.4		19.5		18.4
Impairment on equity investment	Impairment on equity investment	—		—			0.9		—		Impairment on equity investment	—		—		—		0.9
Loss on early extinguishment of debt		—		2.0			—		1.1
Interest expense, net		0.1		0.2			0.1		0.3
Income before provision for income taxes*		9.2	%	8.7	%		8.3	%	8.0	%

Interest (income) expense, net											Interest (income) expense, net	(0.3)		0.1		(0.3)		0.1
Income before income taxes*											Income before income taxes*	10.4	%	9.2	%	10.3	%	8.3	%

*Figures may not foot due to rounding.

Net Sales

Net sales for the quarter ended July ~~30, 2022~~29, 2023 totaled ~~$11.8~~$12.8 billion, ~~a 2% decrease~~an 8% increase versus second quarter fiscal ~~2022~~2023 net sales of ~~$12.1~~$11.8 billion. The ~~decrease~~increase reflects a ~~5% decrease~~6% increase in ~~U.S.~~ comp store sales and a 2% negative impact from foreign currency exchange rates. This decrease was partially offset by a fully open store base for the second quarter compared to having temporary store closures in the second quarter of fiscal 2022, as well as an increase from non-comp store sales. Net sales from our e-commerce sites combined amounted to less than 2% of total sales for each of the second quarters of fiscal ~~2023~~2024 and fiscal ~~2022.~~2023.

Net sales for the six months ended July ~~30, 2022~~29, 2023 totaled ~~$23.2~~$24.5 billion, a 5%6% increase versus ~~the first six months of fiscal 2022~~ net sales of ~~$22.2 billion. The increase reflects a fully open store base for the six-month period compared to having temporary store closures~~$23.2 billion for the first six months of fiscal ~~2022, as well as an~~2023. The increase ~~from non-comp store sales. This was partially offset by~~reflects a ~~2% decrease~~4% increase in ~~U.S.~~ comp store sales and a 2% ~~negative impact~~increase from ~~foreign currency exchange rates.~~non-comp store sales. Net sales from our e-commerce sites combined amounted to less than 3%2% of total sales for each of the first six months of ~~both~~ fiscal ~~2023~~2024 and fiscal ~~2022.~~2023.

~~For fiscal 2023, we~~We have returned to our historical definition of comparable store ~~sales.~~sales (as defined below). 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~~COVID-related temporary store closures and government-mandated shopping restrictions during fiscal 2022. Therefore, in fiscal 2023, we ~~cannot~~could not 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 2023 measure ~~consist~~consisted of U.S. stores only, which we ~~refer~~referred to as U.S. comparable store sales (“U.S. comp store sales”), and ~~are~~were calculated against sales for the comparable ~~periods~~period in fiscal 2022.

Comp store sales increased 6% for the second quarter of fiscal 2024. U.S. comp store sales decreased 5% for the second quarter ~~and~~of fiscal 2023. Apparel comp store sales (as defined below) growth outperformed home fashions comp store sales (as defined below) growth for the second quarter of fiscal 2024.

Comp store sales increased 4% for the first six months of fiscal 2024. U.S. comp store sales decreased 2% for the first six months of fiscal ~~2023 compared to a 21% open-only~~2023. Apparel comp store sales ~~increase~~growth outperformed a decline in ~~the second quarter and a 19% open-only~~home fashions comp store ~~increase in~~sales for the first six months ~~of fiscal 2022. U.S. comp~~ended July 29, 2023.

Comp store sales for both periods ~~reflect a decrease~~were driven by an increase in customer traffic, partially offset by ~~an increase~~a decrease in average ~~basket driven by higher average ticket. Positive apparel comp sales outperformed a decline in home fashions sales for the second quarter and first six months ended July 30, 2022.~~

There remains significant uncertainty in the current macro-economic environment, driven by inflationary pressures, as well as ongoing industry-wide supply chain issues. These factors have impacted, and are expected to continue to impact, consumer discretionary spending and many of the costs in our business.basket.

As of July ~~30, 2022,~~29, 2023, both our store count ~~increased 2%~~ and selling square footage increased 1%3% compared to the end of the second quarter last year.

Definition of ~~Comp~~Comparable Store Sales

We define comparable store sales, or comp store 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 calculate comp store 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.

Sales excluded from comp store sales (“non-comp store sales”) consist of sales from:

–New stores - stores that have not yet met the comp store sales criteria, which represents a substantial majority of non-comp store sales

–Stores that are closed permanently or for an extended period of time

–Sales from our e-commerce sites

We determine which stores are included in the comp store 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.

Comp store sales of our foreign segments are calculated by translating the current year’s comp store sales using the prior 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 store sales may be referred to as “same store” sales by other retail companies. The method for calculating comp store sales varies across the retail ~~industry,~~industry; therefore, our measure of comp store sales may not be comparable to that of other retail companies. Comparable store sales for a category such as home fashions or apparel include sales from merchandise within such category combined across all divisions at the stores that fall within the Company’s definition of comparable stores for such period.

We define customer traffic to be the number of transactions in stores 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.

~~Open-Only Comp Store Sales~~

Due to the temporary closing of stores as a result of the COVID-19 pandemic, our historical definition of comp store sales was not applicable for fiscal 2022. In order to provide a performance indicator for its stores, during fiscal 2022, we temporarily reported open-only comp store sales. Open-only comp store sales included stores initially classified as comp stores at the beginning of fiscal 2021. This measure reported the sales increase or decrease of these stores for the days the stores were open in fiscal 2022 against sales for the same days in fiscal 2020, prior to the emergence of the global pandemic.

Impact of Foreign 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. We specifically refer to “foreign currency” as the impact of translational foreign currency exchange and mark-to-market of inventory derivatives, as 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, which ~~are~~is referred to as “transactional foreign exchange,” and 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 certain transactions, we refer to it as “transactional foreign 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.

Cost of Sales, Including Buying and Occupancy Costs

Cost of sales, including buying and occupancy costs, as a percentage of net sales was 69.8% for the second quarter of fiscal 2024, a decrease of 2.6 percentage points over 72.4% for the second quarter of fiscal ~~2023, an increase~~2023. The decrease in the cost of ~~1.8 percentage points from 70.6%~~sales ratio, including buying and occupancy costs, for the second quarter of fiscal ~~of 2022.~~2024 was primarily attributable to higher merchandise margin and the favorable impact on the mark-to-market adjustments on fuel and inventory hedges. Merchandise margin reflects favorable freight costs, partially offset by higher shrink accrual rates in the current year.

Cost of sales, including buying and occupancy costs, as a percentage of net sales was 70.4% for the first six months of fiscal 2024, a decrease of 1.8 percentage points over 72.2% for the first six months of fiscal ~~2023, an increase of 1.0 percentage point from 71.2% for the first six months of fiscal of 2022.~~

2023. The ~~increase~~decrease in the cost of sales ratio, including buying and occupancy costs, for the second quarter and six-month period was primarily attributable to lower merchandise margin and investments in supply chain. Within merchandise margin, strong markon and a benefit from our pricing initiative were more than offset by approximately 2.4 percentage points of incremental freight for the second quarter and approximately 2.3 percentage points of incremental freight for the first six months of fiscal ~~2023 as well as~~2024 was primarily attributable to higher ~~markdowns. Additionally,~~merchandise margin, which reflects favorable freight costs, partially offset by higher shrink accrual rates in the ~~second quarter was further impacted by deleverage on occupancy and administrative costs and unfavorable mark-to-market adjustments on inventory and fuel hedges.~~current year.

Selling, General and Administrative Expenses

SG&A expenses, as a percentage of net sales, ~~were~~was 20.1% for the second quarter of fiscal 2024, an increase of 1.7 percentage points over 18.4% for the second quarter of fiscal ~~2023, which was flat relative to last year’s second quarter ratio of 18.4%.~~2023.

SG&A expenses, as a percentage of net sales, ~~were~~was 19.5% for the first six months of fiscal 2024, an increase of 1.1 percentage points over 18.4% for the first six months of fiscal ~~2023, a decrease of 1.0 percentage points over last year’s first six months ratio of 19.4%.~~2023.

For the second quarter, the SG&A ratio was flat compared to the same period of fiscal 2022 primarily driven by lower store payroll costs due to a reduction in COVID-related costs, partially offset by higher store wages, as well as government programs received in the second quarter of fiscal 2022 that did not continue in fiscal 2023. The ~~decrease~~increase in the SG&A ratio for both the second quarter and first six months of fiscal ~~2023 compared to the same period of fiscal 2022~~2024 was primarily ~~driven by store payroll due~~attributable to higher incentive and share-based compensation costs, a reserve related to a ~~reduction of COVID-related costs.~~German government COVID program receivable, incremental store wage and a contribution to our U.S. charitable foundation.

Impairment on Equity Investment

During ~~the first quarter ended April 30, 2022, due to the Russian invasion of Ukraine,~~fiscal 2023, we announced ~~that we had committed to divesting~~and completed the divestiture of our minority investment in ~~Familia, an off-price retailer of apparel and home fashions domiciled in Luxembourg that operates stores in Russia.~~Familia. As a result, we ~~performed an impairment analysis and concluded that there was an other-than-temporary impairment of this investment. We~~ recorded an impairment charge of $218 million in the first quarter of fiscal 2023 representing the entire carrying value of the investment. Additionally, we realized a $54 million tax benefit when we completed the divestiture of this investment induring the ~~first~~third quarter of fiscal 2023. ~~This charge had a $0.18 negative impact on earnings per share for the six months ended July 30, 2022.~~

Interest (Income) Expense, net

The components of interest (income) expense, net are summarized below:


		Thirteen Weeks Ended				Twenty-Six Weeks Ended					Thirteen Weeks Ended		Twenty-Six Weeks Ended
In millions	In millions	July 30, 2022		July 31, 2021			July 30, 2022		July 31, 2021			In millions	July 29, 2023		July 30, 2022		July 29, 2023		July 30, 2022
Interest expense	Interest expense	$	23	$	30		$	46	$	77		Interest expense	$	20	$	23	$	43	$	46
Capitalized interest	Capitalized interest	(2)		(1)			(3)		(2)			Capitalized interest	(1)		(2)		(2)		(3)
Interest (income)	Interest (income)	(10)		(1)			(13)		(2)			Interest (income)	(57)		(10)		(116)		(13)
Interest expense, net		$	11	$	28		$	30	$	73
Interest (income) expense, net												Interest (income) expense, net	$	(38)	$	11	$	(75)	$	30

Net interest (income) expense decreased for both the second quarter of fiscal ~~2023~~2024 and ~~the~~first six months ended July ~~30, 2022~~29, 2023 compared to the same periods in fiscal ~~2022, primarily~~2023 due to ~~the $2.75 billion pay down of outstanding debt during fiscal 2022 as well as~~ an increase in interest income ~~over the same periods.~~driven by an increase in prevailing rates and a higher average cash balance.

Provision for Income Taxes

The effective income tax rate was 25.5% for the second quarter of fiscal 2024 and 25.4% for the second quarter of fiscal ~~2023 compared to 25.5% for the second quarter of fiscal 2022.~~ 2023. The ~~effective~~effective income tax rate was ~~27.9% and 25.7%~~25.8% for the first six months of fiscal ~~2023~~2024 and 27.9% for the first six months of fiscal ~~2022, respectively.~~2023. The ~~increase~~decrease in the effective income tax rate for the first six months of fiscal ~~2023 is~~2024 was primarily due to the first six months of fiscal 2023 reflecting the impairment of our minority investment in Familia ~~which, as of July 30, 2022, did not have an associated~~with no estimated tax benefit and ~~a reduction of~~the increase in excess tax ~~benefits~~benefit from share-based compensation in fiscal 2024, partially offset by ~~the change of jurisdictional mix of profits and losses and~~ the resolution of various tax ~~matters.~~matters in fiscal 2024.

Net Income and Diluted Earnings Per Share

Net income ~~for the second quarter of fiscal 2023~~ was ~~$0.8~~$1 billion, or ~~$0.69~~$0.85 per diluted share, ~~compared with $0.8 billion,~~and $810 million, or ~~$0.64~~$0.69 per diluted share, for the second ~~quarter~~quarters of fiscal ~~2022.~~2024 and fiscal 2023, respectively. Foreign currency had a $0.01 negative impact on earnings per share and a $0.03 negative impact on earnings per share for the second ~~quarter~~quarters of fiscal 2024 and fiscal 2023, compared to a $0.01 positive impact on earnings per share for the second quarter of fiscal 2022. The $242 million debt extinguishment charge in fiscal 2022 had a $0.15 negative impact on earnings per share for the second quarter of fiscal 2022.respectively.

Net income ~~for the first six months of fiscal 2023~~ was $1.9 billion, or $1.62 per diluted share, and $1.4 billion, or $1.18 ~~per diluted share compared with $1.3 billion, or $1.08~~ per diluted share, for the first six months of fiscal ~~2022.~~2024 and fiscal 2023, respectively. The $218 million impairment on our ~~minority~~equity investment in Familia had a $0.18 negative impact on earnings per share for the first six months of fiscal 2023. Foreign currency had a $0.01 negative impact on earnings per share and a $0.02 negative impact on earnings per share for the first six months of fiscal 2024 and fiscal 2023, ~~compared~~respectively.

We have offered eligible former TJX Associates who have not yet commenced their qualified pension plan benefit an opportunity to receive a ~~$0.01 positive~~voluntary lump sum payout of their vested pension plan benefit. As a result, we anticipate an immaterial non-cash settlement charge. This potential non-cash settlement charge is expected to be incurred in the third quarter of fiscal 2024 and would impact onour pretax profit margin and earnings per share ~~for the first six months of fiscal 2022. The $242 million debt extinguishment charge in fiscal 2022 had a $0.15 negative impact on earnings per share for the first six months of fiscal 2022.~~results.

Segment Information

We operate four main business segments. ~~Our~~In the United States, our Marmaxx segment ~~(T.J.~~operates T.J. Maxx, Marshalls, tjmaxx.com and ~~marshalls.com)~~marshalls.com and our HomeGoods segment ~~(HomeGoods,~~operates HomeGoods, Homesense and ~~homegoods.com) both operate in the United States.~~homegoods.com. Our TJX Canada segment operates Winners, HomeSense and Marshalls in Canada, and our TJX International segment operates T.K. Maxx, Homesense, tkmaxx.com, tkmaxx.de, and ~~tkmaxx.com~~tkmaxx.at in Europe and T.K. Maxx in Australia. In addition to our four main segments, Sierra operates ~~sierra.com~~retail stores and ~~retail stores~~sierra.com in the U.S. The results of Sierra are included in the 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 and interest (income) expense, 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 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.

Presented below is selected financial information related to our business segments.

U.S. SEGMENTS

Marmaxx
Thirteen Weeks Ended Twenty-Six Weeks Ended
U.S. dollars in millions July 30,
2022 July 31,
2021 July 30,
2022 July 31,
2021
Net sales $ 7,235 $ 7,349 $ 14,107 $ 13,989
Segment profit $ 933 $ 1,014 $ 1,837 $ 1,839
Segment profit margin 12.9 % 13.8 % 13.0 % 13.1 %
Comp store sales(a)
(2) % 18 % 0 % 15 %
Stores in operation at end of period:
T.J. Maxx 1,290 1,283
Marshalls 1,157 1,145
Sierra 62 52
Total 2,509 2,480
Selling square footage at end of period (in thousands):
T.J. Maxx 27,986 27,887
Marshalls 26,318 26,144
Sierra 1,005 847
Total 55,309 54,878

~~(a)Comp store sales reported for fiscal 2023 and open-only comp store sales reported for fiscal 2022.~~


	Thirteen Weeks Ended						Twenty-Six Weeks Ended
U.S. dollars in millions	July 29, 2023			July 30, 2022				July 29, 2023			July 30, 2022
Net sales	$	7,903		$	7,236			$	15,269		$	14,107
Segment profit	$	1,084		$	933			$	2,112		$	1,837
Segment profit margin	13.7		%	12.9		%		13.8		%	13.0		%
Comp store sales	8		%	(2)		%		7		%	0		%
Stores in operation at end of period:
T.J. Maxx								1,305			1,290
Marshalls								1,190			1,157
Sierra								83			62
Total								2,578			2,509
Selling square footage at end of period (in millions):
T.J. Maxx								28			28
Marshalls								27			26
Sierra								1			1
Total								56			55

Net Sales

Net sales for Marmaxx were $7.9 billion for the second quarter of fiscal 2024, an increase of 9% compared to $7.2 billion for the second quarter of fiscal ~~2023, a decrease of 2% compared to $7.3 billion for the second quarter of fiscal 2022. The decrease~~2023. This increase in the second quarter ~~was driven by a 2% decrease~~reflects an 8% increase from comp store sales and a 1% increase from non-comp store sales. The ~~decrease~~increase in comp store sales was ~~primarily attributable to a decrease~~driven by an increase in customer traffic, partially offset by ~~an increase~~a decrease in average ~~basket driven by higher average ticket.~~ basket.

Net sales for Marmaxx were $15.3 billion for the first six months of fiscal 2024, an increase of 8% compared to $14.1 billion for the first six months of fiscal ~~2023,~~2023. This increase in the first six months reflects a 7% increase from comp store sales and a 1% increase from non-comp store sales. The increase in comp store sales was driven by an increase in customer traffic.

For the second quarter of ~~1% compared to $14.0 billion for~~fiscal 2024, Marmaxx had strong apparel and home fashions comp store sales growth. For the first six months of fiscal ~~2022 due to non-comp store sales. Comp~~2024, strong apparel comp store sales growth ~~for the first six months was flat.~~outperformed home fashions comp store sales growth. For both periods, all geographies generally performed in line with the ~~three and six months ended July 30, 2022, positive apparel~~overall comp store sales ~~outperformed a decline in home fashions sales.~~increase.

Segment Profit Margin

Segment profit margin ~~decreased~~increased to ~~12.9%~~13.7% for the second quarter of fiscal ~~2023~~2024 compared to ~~13.8%~~12.9% for the same period last year. Segment profit margin ~~decreased~~increased to ~~13.0%~~13.8% for the first six months of fiscal ~~2023~~2024 compared to ~~13.1%~~13.0% for the same period last year. The ~~decrease~~increase in segment profit margin for both periods was ~~primarily~~ driven by ~~deleverage on lower comp store sales, primarily in occupancy and administrative costs, higher store and distribution center wages and lower~~improved merchandise margin, partially offset by ~~store payroll reflecting lower COVID-related expenses. Within merchandise margin, incremental freight~~higher incentive compensation costs and ~~higher markdowns were~~incremental store wage. Merchandise margin was primarily driven by favorable freight costs and markon, partially offset by ~~strong markon and~~higher shrink accrual rates in the ~~benefits from our pricing initiative.~~current year.

Our Marmaxx e-commerce sites, tjmaxx.com and marshalls.com, together with sierra.com, represented less than 3% of Marmaxx’s net sales for both the second quarter and the first six months of fiscal ~~2023~~2024 and fiscal ~~2022,~~2023, and did not have a significant impact on year-over-year segment margin comparisons.

HomeGoods
Thirteen Weeks Ended Twenty-Six Weeks Ended
U.S. dollars in millions July 30,
2022 July 31,
2021 July 30,
2022 July 31,
2021
Net sales $ 1,856 $ 2,083 $ 3,892 $ 4,225
Segment profit $ 50 $ 182 $ 172 $ 434
Segment profit margin 2.7 % 8.8 % 4.4 % 10.3 %
Comp store sales(a)
(13) % 36 % (10) % 38 %
Stores in operation at end of period:
HomeGoods 862 846
Homesense 40 39
Total 902 885
Selling square footage at end of period (in thousands):
HomeGoods 15,760 15,475
Homesense 858 837
Total 16,618 16,312

~~(a)Comp store sales reported for fiscal 2023 and open-only comp store sales reported for fiscal 2022.~~


	Thirteen Weeks Ended						Twenty-Six Weeks Ended
U.S. dollars in millions	July 29, 2023			July 30, 2022				July 29, 2023			July 30, 2022
Net sales	$	2,011		$	1,856			$	3,977		$	3,892
Segment profit	$	175		$	50			$	319		$	172
Segment profit margin	8.7		%	2.7		%		8.0		%	4.4		%
Comp store sales	4		%	(13)		%		(2)		%	(10)		%
Stores in operation at end of period:
HomeGoods								907			862
Homesense								49			40
Total								956			902
Selling square footage at end of period (in millions):
HomeGoods								17			16
Homesense								1			1
Total								18			17

Net Sales

Net sales for HomeGoods were $2 billion for the second quarter of fiscal 2024, an increase of 8%, compared to $1.9 billion for the second quarter of fiscal ~~2023, a decrease of 11%, compared to $2.1 billion for the second quarter of fiscal 2022. The decrease~~2023. This increase in the second quarter reflects a ~~13% decrease~~4% increase from comp store sales ~~partially offset by~~and a 2%4% increase from non-comp store sales. The increase in comp store sales for the second quarter was driven by an increase in customer traffic, partially offset by a decrease in average basket. All geographies performed in line with the overall comp store sales increase.

Net sales for HomeGoods were $4 billion for the first six months of fiscal 2024, an increase of 2%, compared to $3.9 billion for the first six months of fiscal ~~2023,~~2023. This increase in the first six months reflects a 4% increase from non-comp store sales, partially offset by a 2% decrease from comp store sales. The decrease in comp store sales for the first six months was driven by a decrease in average basket, partially offset by an increase in customer traffic. All geographies performed in line with the overall comp store sales decline.

Segment Profit Margin

Segment profit margin increased to 8.7% for the second quarter of ~~8%,~~fiscal 2024 compared to ~~$4.2 billion~~2.7% for the same period last year. The increase in segment profit margin for the second quarter of fiscal 2024 was driven by higher merchandise margin, partially offset by higher incentive compensations costs and incremental store wage. Merchandise margin was driven by favorable freight costs, partially offset by lower markon.

Segment profit margin increased to 8.0% for the first six months of fiscal 2022. The decrease in the first six months reflects a 10% decrease from comp store sales, partially offset by a 2% increase from non-comp store sales. The decreases in comp store sales for both the second quarter and first six months of fiscal 2023 were driven by a decrease in customer traffic, partially offset by an increase in average basket driven by higher average ticket.

~~Segment Profit Margin~~

~~Segment profit margin decreased to 2.7% for the second quarter of fiscal 2023~~2024 compared to ~~8.8%~~4.4% for the same period last year. ~~Segment~~The increase in segment profit margin ~~decreased to 4.4%~~ for the first six months of fiscal ~~2023 compared to 10.3% for the same period last year. The decrease in segment profit margin for both periods~~2024 was driven by ~~lower~~higher merchandise margin driven by favorable freight costs, partially offset by deleverage on lower comp store sales, primarily in occupancy and administrative costs and ~~higher~~incremental store and distribution center wages. The decrease in segment profit margin for both periods was partially offset by store and distribution payroll reflecting lower COVID-related expenses and fewer units processed. Merchandise margin includes incremental freight costs of nearly 8 percentage points and approximately 7.4 percentage points in the second quarter and six months ended July 30, 2022, respectively, as well as higher markdowns. These costs were partially offset by strong markon and the benefits from our pricing initiative.wage.

Our HomeGoods e-commerce website, homegoods.com, represented less than 1% of HomeGoods net sales for both the second quarter and the first six months of fiscal ~~2023,~~2024, and did not have a significant impact on year-over-year segment margin comparisons.

FOREIGN SEGMENTS

TJX Canada


		Thirteen Weeks Ended						Twenty-Six Weeks Ended						Thirteen Weeks Ended		Twenty-Six Weeks Ended
U.S. dollars in millions	U.S. dollars in millions	July 30, 2022			July 31, 2021				July 30, 2022			July 31, 2021			U.S. dollars in millions	July 29, 2023			July 30, 2022			July 29, 2023			July 30, 2022
Net sales	Net sales	$	1,248		$	1,022			$	2,330		$	1,787		Net sales	$	1,223		$	1,248		$	2,261		$	2,330
Segment profit	Segment profit	$	197		$	118			$	324		$	190		Segment profit	$	192		$	197		$	309		$	324
Segment profit margin	Segment profit margin	15.8		%	11.6		%		13.9		%	10.6		%	Segment profit margin	15.7		%	15.8		%	13.7		%	13.9		%

Comp store sales(a)															Comp store sales(a)	1		%	N/A			1		%	N/A
Stores in operation at end of period:	Stores in operation at end of period:														Stores in operation at end of period:
Winners	Winners								295			290			Winners							299			295
HomeSense	HomeSense								150			147			HomeSense							154			150
Marshalls	Marshalls								106			105			Marshalls							106			106
Total	Total								551			542			Total							559			551
Selling square footage at end of period (in thousands):
Selling square footage at end of period (in millions):															Selling square footage at end of period (in millions):
Winners	Winners								6,324			6,241			Winners							6			6
HomeSense	HomeSense								2,778			2,733			HomeSense							3			3
Marshalls	Marshalls								2,220			2,201			Marshalls							2			2
Total	Total								11,322			11,175			Total							11			11

(a)Comp store sales reported for fiscal 2024 and was not applicable for fiscal 2023.

Net Sales

Net sales for TJX Canada were $1.2 billion for the second quarter of fiscal ~~2023, an increase~~2024, a decrease of ~~22%~~2%, compared to ~~$1.0 billion~~net sales for the second quarter of fiscal ~~2022.~~ 2023. This decrease in the second quarter reflects a negative foreign currency exchange rate impact of 4%, partially offset by a 1% increase in comp store sales and a 1% increase in non-comp store sales.

Net sales for TJX Canada were $2.3 billion for the first six months of fiscal ~~2023, an increase~~2024, a decrease of ~~30%~~3%, compared to ~~$1.8 billion~~net sales for the first six months of fiscal ~~2022.~~ 2023. This decrease in the first six months reflects a negative foreign currency exchange rate impact of 5%, partially offset by a 1% increase in comp store sales and a 1% increase in non-comp store sales.

The increase in ~~net~~comp store sales ~~reflects having a fully open store base~~ for ~~all of~~both the second quarter and first six months of fiscal ~~2023, compared to temporary store closures for 22% of the second quarter and 24% of the first six months of fiscal 2022 as a result of the COVID-19 pandemic,~~2024 was driven by an increase in customer traffic, partially offset by a negative impact due to foreign currency exchange rates for 6% and 4% in the second quarter and first six months of fiscal 2023, respectively. In addition to stores being open for more days in the second quarter and first six months of fiscal 2023, net sales further increased due to an increasedecrease in average ~~basket driven by higher average ticket.~~basket.

Segment Profit Margin

Segment profit margin ~~increased~~decreased to ~~15.8%~~15.7% for the second quarter of fiscal ~~2023~~2024 compared to ~~11.6%~~15.8% for the same period last year. The decrease for the second quarter of fiscal 2024 was driven by higher incentive compensation costs, partially offset by higher merchandise margin. Merchandise margin reflects favorable freight costs, partially offset by higher markdowns, higher shrink accrual rates in the current year, and lower markon.

Segment profit margin ~~increased~~decreased to ~~13.9%~~13.7% for the first six months of fiscal ~~2023~~2024 compared to ~~10.6%~~13.9% for the same period last year. The ~~increase~~decrease for the second quarter and first six months of fiscal 2023 was primarily driven by increased sales due to having a fully open store base compared to the temporary store closures in the same periods in fiscal 2022. This was partially offset by government programs received in the second quarter and first six months of fiscal 2022 that did not continue into fiscal 2023. Within merchandise margin, strong markon, lower markdowns and the benefits from our pricing initiative offset incremental freight costs in the second quarter of fiscal 2023. For the first six months of fiscal ~~2023, incremental~~2024 was driven by higher administrative costs and higher incentive compensation costs, which were partially offset by higher merchandise margin. Merchandise margin reflects favorable freight costs, ~~more than~~partially offset ~~strong markon and~~by higher shrink accrual rates in the ~~benefits from our pricing initiative.~~

current year.

TJX International


		Thirteen Weeks Ended						Twenty-Six Weeks Ended						Thirteen Weeks Ended		Twenty-Six Weeks Ended
U.S. dollars in millions	U.S. dollars in millions	July 30, 2022			July 31, 2021				July 30, 2022			July 31, 2021			U.S. dollars in millions	July 29, 2023			July 30, 2022			July 29, 2023			July 30, 2022
Net sales	Net sales	$	1,503		$	1,623			$	2,920		$	2,162		Net sales	$	1,621		$	1,503		$	3,034		$	2,920
Segment profit (loss)		$	105		$	174			$	118		$	(48)
Segment profit															Segment profit	$	32		$	105		$	70		$	118
Segment profit margin	Segment profit margin	7.0		%	10.7		%		4.0		%	(2.2)		%	Segment profit margin	2.0		%	7.0		%	2.3		%	4.0		%

Comp store sales(a)															Comp store sales(a)	3		%	N/A			4		%	N/A
Stores in operation at end of period:	Stores in operation at end of period:														Stores in operation at end of period:
T.K. Maxx	T.K. Maxx								626			616			T.K. Maxx							636			626
Homesense	Homesense								77			78			Homesense							79			77
T.K. Maxx Australia	T.K. Maxx Australia								71			64			T.K. Maxx Australia							76			71
Total	Total								774			758			Total							791			774
Selling square footage at end of period (in thousands):
Selling square footage at end of period (in millions):															Selling square footage at end of period (in millions):
T.K. Maxx	T.K. Maxx								12,590			12,373			T.K. Maxx							13			13
Homesense	Homesense								1,126			1,142			Homesense							1			1
T.K. Maxx Australia	T.K. Maxx Australia								1,246			1,143			T.K. Maxx Australia							1			1
Total	Total								14,962			14,658			Total							15			15

(a)Comp store sales reported for fiscal 2024 and was not applicable for fiscal 2023.

Net Sales

Net sales for TJX International were $1.6 billion for the second quarter of fiscal 2024, an increase of 8%, compared to $1.5 billion for the second quarter of fiscal ~~2023, a decrease of 7% compared to $1.6 billion for~~2023. This increase in the second quarter ~~of fiscal 2022. The decrease in net sales was primarily due to~~reflects a ~~negative~~positive foreign currency exchange rate impact of ~~13% in the second quarter of fiscal 2023, partially offset by an~~4%, a 3% increase in ~~average basket primarily due to higher average ticket.~~ comp store sales and a 1% increase in non-comp store sales.

Net sales for TJX International were $3 billion for the first six months of fiscal 2024, an increase of 4%, compared to $2.9 billion for the first six months of fiscal ~~2023, an~~2023. This increase of 35% compared to $2.2 billion for the first six months of fiscal 2022. The increase in net sales reflects having a fully open store base for all of the first six months of fiscal 2023, compared to temporary store closings of 37% of the first six months of fiscal 2022 as a result of the COVID-19 pandemic. In addition, net sales further increased due to an increase in average basket, partially offset by a negative impact due to foreign currency exchange rates of 14% in the first six months of fiscal ~~2023.~~2024 reflects a 4% increase in comp store sales and a 1% increase in non-comp store sales, partially offset by a negative foreign currency exchange rate impact of 1%.

The increase in comp store sales for both the second quarter and first six months of fiscal 2024 was driven by an increase in both customer traffic and average basket.

During the second quarter of fiscal 2024, TJX International made online shopping available in Germany at tkmaxx.de and in Austria at tkmaxx.at. E-commerce sales ~~were approximately~~represented less than 3% ~~and 5%~~ of TJX International’s net sales for the second quarters of both fiscal 2024 and fiscal 2023 and ~~fiscal 2022, respectively and 3% and 7%~~less than 4% for the first six months of the same periods. ~~For the second quarter and first six months of fiscal 2022 temporary store closures due to the COVID-19 pandemic resulted in an increased e-commerce contribution.~~

Segment Profit Margin

Segment profit margin decreased to ~~7.0%~~2.0% for the second quarter of fiscal ~~2023~~2024 compared to ~~10.7%~~7.0% for the same period last year. ~~This~~The decrease ~~primarily reflects government programs received in~~for the second quarter of fiscal ~~2022 that did not continue into fiscal 2023, expense deleverage on occupancy~~2024 was primarily due to a reserve related to a German government COVID program receivable, and higher administrative costs, ~~and lower merchandise margin in fiscal 2023. Within merchandise margin,~~ incremental ~~freight costs~~store wage and higher ~~markdowns offset strong markon. The segment profit margin decrease was~~incentive compensation costs, partially offset by ~~lower third party storage costs.~~the favorable impact of transactional foreign exchange.

Segment profit margin ~~increased~~decreased to ~~4.0%~~2.3% for the first six months of fiscal ~~2023~~2024 compared to ~~loss of 2.2%~~4.0% for the same period last year. ~~This increase was primarily driven by additional sales due to having a fully open store base~~The decrease for the first six months of fiscal ~~2023 compared~~2024 was primarily due to ~~the temporary~~a reserve related to a German government COVID program receivable, and higher administrative costs, incremental store ~~closures in the same period in fiscal 2022 as well as lower COVID-related expenses in stores~~wage and ~~distribution centers. This was~~higher incentive compensation costs, partially offset by ~~government programs received in fiscal 2022 that did not continue into fiscal 2023~~the favorable impact of transactional foreign exchange and ~~lower~~higher merchandise margin. Merchandise margin ~~in fiscal 2023. Within merchandise margin,~~reflects strong markon ~~was more than offset by higher markdowns~~ and ~~incremental~~favorable freight costs.

GENERAL CORPORATE EXPENSE


		Thirteen Weeks Ended				Twenty-Six Weeks Ended					Thirteen Weeks Ended				Twenty-Six Weeks Ended
In millions	In millions	July 30, 2022		July 31, 2021			July 30, 2022		July 31, 2021			In millions	July 29, 2023		July 30, 2022		July 29, 2023		July 30, 2022
General corporate expense	General corporate expense	$	189	$	164		$	266	$	324		General corporate expense	$	194	$	188	$	350	$	265

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 and inventory hedges is included in cost of sales, including buying and occupancy costs.

The increase in general corporate expense for the second quarter of fiscal ~~2023~~2024 was primarily driven by ~~unfavorable~~a contribution to TJX’s U.S. charitable foundation and higher incentive and share-based compensation costs, partially offset by favorable mark-to-market adjustments on fuel and inventory ~~and fuel hedges, partially offset by lower share-based and incentive compensation costs.~~hedges.

The ~~decrease~~increase in general corporate expense for the first six months of fiscal ~~2023~~2024 was primarily driven by ~~lower~~higher incentive and share-based ~~incentive~~compensation costs, ~~and the timing of contributions~~a contribution to TJX’s U.S. charitable ~~foundations partially offset by~~foundation and unfavorable mark-to-market adjustments on fuel hedges, partially offset by favorable mark-to-market adjustments on inventory ~~and fuel~~ hedges.

ANALYSIS OF FINANCIAL CONDITION

Liquidity and Capital 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 July ~~30, 2022,~~29, 2023, there were no short-term bank borrowings or commercial paper outstanding. ~~We have current maturities of long-term debt which will mature in the first half of fiscal 2024.~~ 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 July ~~30, 2022,~~29, 2023, as described in Note I—Long-Term Debt and Credit Lines of Notes to Consolidated Financial Statements, are adequate to meet our operating needs for the foreseeable future.

As of July ~~30, 2022,~~29, 2023, we held ~~$3.5~~$4.6 billion in cash. Approximately ~~$1.2~~$1.3 billion of our cash was held by our foreign subsidiaries with ~~$0.5 billion~~$771 million held in countries where we intend to indefinitely reinvest any undistributed earnings. We have provided for all applicable state and foreign withholding taxes on all undistributed earnings of our foreign subsidiaries in Canada, Puerto Rico, Italy, India, Hong Kong and Vietnam through July ~~30, 2022.~~29, 2023. 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. In fiscal ~~2022~~2024 we have used, and in the future we may ~~again~~continue to 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

Operating activities resulted in net cash inflows of $2.1 billion for the six months ended July 29, 2023 and net cash inflows of $6 million for the six months ended July 30, ~~2022 and $947 million for the six months ended July 31, 2021.~~2022.

Operating cash flows ~~decreased~~increased compared to fiscal ~~2022,~~2023 primarily due to the $1.4 billion change in merchandise inventories net of accounts payable, due to elevated inventories in the prior year attributable to larger in-transit inventory associated with the ~~primary driver being a $0.9 billion decrease in accrued expenses, the largest component of which was lower incentive compensation costs.~~fiscal 2023 supply chain delays.

Investing Activities

Investing activities resulted in net cash outflows of ~~$0.7 billion~~$819 million for the six months ended July 29, 2023 and $703 million for the six months ended July 30, ~~2022 and $0.4 billion for the six months ended July 31, 2021.~~2022. The cash outflows for both periods were driven by capital expenditures.

Investing activities in the first six months of fiscal ~~2023~~2024 primarily reflected property additions for store improvements and renovations, investments in our new stores, ~~store improvements and renovations~~ as well as investments in our distribution centers and offices, including ~~buying and merchandising systems and other~~ information ~~systems.~~technology. We anticipate that capital spending for the full fiscal year ~~2023~~2024 will be approximately $1.7 billion to $1.9 billion. We plan to fund these expenditures with our existing cash balances and through ~~cash flows from operations.~~internally generated funds.

Financing Activities

Financing activities resulted in net cash outflows of $2.2 billion for the first six months of fiscal 2024 and net cash outflows of $1.9 billion for the first six months of fiscal ~~2023 and net cash outflows of $3.9 billion for the six months ended July 31, 2021.~~2023. The cash outflows for ~~fiscal 2023~~both periods were primarily driven by equity repurchases and dividend payments. Additionally the first six months of fiscal 2024 included a $500 million debt repayment upon maturity.

Debt

The cash outflows in the first six months of fiscal ~~2022~~2024 were due to the ~~completion of make-whole calls and the redemption at par of certain~~repayment of our ~~notes.~~

~~Our 2.50%~~$500 million 2.500% ten-year Notes due May 2023 ~~will mature~~ during ~~our~~the second quarter of fiscal 2024, ~~and are included within our current maturities of~~upon maturity. For further information regarding long-term debt, see Note I—Long-Term Debt and Credit Lines of Notes to Consolidated Financial Statements. ~~We plan to repay this debt by cash generated from operations.~~

Equity

Under our stock repurchase programs, we paid $1 billion to repurchase and retire 13.1 million shares of our stock on a settlement basis in the first six months of fiscal 2024. As of July 29, 2023, approximately $2.5 billion remained available under our existing stock repurchase programs. We paid $1.3 billion to repurchase and retire 21.5 million shares of our stock on a settlement basis in the first six months of fiscal 2023. ~~As of July 30, 2022,~~We currently plan to repurchase approximately $2 billion to $2.5 billion ~~remained available~~of stock under our ~~existing~~ stock repurchase ~~program. We paid $0.3 billion to repurchase and retire 4.6 million shares of our stock on a settlement basis~~programs in ~~the first six months of~~ fiscal ~~2022.~~2024. For further information regarding equity repurchases, see Note D – Capital Stock and Earnings Per Share of Notes to Consolidated Financial Statements.

The Inflation Reduction Act of 2022, which became law in August 2022, levies a 1% excise tax on net stock repurchases after December 31, 2022. Beginning on January 1, 2023, these purchases are subject to the excise tax. The excise tax on the net stock repurchase portion of the IRA did not have a material impact on our results of operations or financial position for the first six months ended July 29, 2023. See Note J—Income Taxes of Notes to Consolidated Financial Statements for additional information.

Dividends

We declared quarterly dividends on our common stock of $0.3325 per share in the first six months of fiscal 2024 and $0.295 per share in the first six months of fiscal ~~2023 and $0.26 per share in the first six months of fiscal 2022.~~2023. Cash payments for dividends on our common stock totaled ~~$0.7 billion~~$725 million for the first six months of fiscal ~~2023~~2024 and ~~$0.6 billion~~$655 million for the first six months of fiscal ~~2022.~~2023.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

There have been no material changes to the critical accounting estimates as discussed in TJX's Annual Report on Form 10-K for the fiscal year ended January ~~29, 2022.~~28, 2023. For a discussion of accounting standards, see Note A—Basis of Presentation and Summary of Significant Accounting Policies of Notes to Consolidated Financial Statements included in TJX’s Annual Report on Form 10-K for the fiscal year ended January ~~29, 2022~~28, 2023 and Note A—Basis of Presentation and Summary of Significant Accounting Policies of Notes to Consolidated Financial Statements in this Quarterly Report on Form 10-Q.

FORWARD-LOOKING STATEMENTS

Various statements made in this Quarterly Report on Form 10-Q are forward-looking, and ~~involve~~are inherently subject to a number of risks and uncertainties. All statements that address activities, events or developments that we intend, expect or believe may occur in the future are forward-looking ~~statements. The following~~statements, including, among others, statements regarding the Company's anticipated operating and financial performance, business plans and prospects, anticipated dividends and share repurchases, plans with respect to long-term indebtedness, and the Company's plans related to, and expected impact of, a pension payout offer. These statements are ~~some of~~typically accompanied by the ~~factors~~words “aim,” “anticipate,” “aspire,” “believe,” “continue,” “could,” “should,” “estimate,” “expect,” “forecast,” “goal,” “hope,” “intend,” “may,” “plan,” “project,” “potential,” “seek,” “strive,” “target,” “will,” “would,” or similar words, although not all forward-looking statements contain these identifying words. Each forward-looking statement is subject to risks and uncertainties that could cause actual results to differ materially from ~~the~~those expressed or implied by such forward-looking ~~statements: the ongoing COVID-19 pandemic~~statements. Applicable risks and ~~associated containment and remediation efforts;~~uncertainties include, among others, execution of buying strategy and inventory management; ~~various marketing efforts;~~ customer trends and preferences; competition; various marketing efforts; operational and business expansion; management of large size and scale; COVID-19 or other public health and public safety issues that affect our operations and consumers; merchandise sourcing and transport; data security and maintenance and development of information technology systems; labor costs and workforce challenges; personnel recruitment, training and retention; ~~data security and maintenance and development of information technology systems;~~ corporate and retail banner reputation; ~~cash flow;~~evolving corporate governance and public disclosure regulations and expectations with respect to environmental, social and governance matters; expanding international operations; fluctuations in quarterly operating results and market expectations; inventory or asset loss; cash flow; mergers, acquisitions, or business investments and divestitures, closings or business consolidations; real estate activities; ~~inventory or asset loss;~~ economic conditions and consumer spending; market instability; severe weather, serious disruptions or catastrophic events; disproportionate impact of disruptions in the second half of the fiscal year; commodity availability and pricing; ~~adverse or unseasonable weather;~~ fluctuations in currency exchange rates; compliance with laws, regulations and orders and changes in laws, regulations and applicable accounting standards; outcomes of litigation, legal proceedings and other legal or regulatory matters; quality, safety and other issues with our merchandise; tax matters; and other factors that may be described in our filings with the Securities and Exchange Commission (the “SEC”), including our most recent Annual Report on Form 10-K filed with the ~~Securities~~SEC. You are encouraged to read our filings with the SEC, available at www.sec.gov, for a discussion of these and ~~Exchange Commission.~~other risks and uncertainties. We caution investors, potential investors and others not to place considerable reliance on the forward-looking statements contained in this Form 10-Q. The forward-looking statements in this report speak only as of the date of this Form 10-Q, and we do not undertake any obligation to publicly update or revise our forward-looking statements, even if experience or future changes make it clear that any projected results expressed or implied in such statements will not be realized.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

There have been no material changes in our primary risk exposures or management of market risks from those disclosed in our Annual Report on Form 10-K for the fiscal year ended January ~~29, 2022~~28, 2023.

Item 4. 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 of July ~~30, 2022~~29, 2023 pursuant to Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended (the “Act”). Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective at the reasonable assurance level in ensuring that information required to be disclosed by us in the reports that we file or submit under the Act is (i) recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’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.

There were no changes in ~~the Company’s~~our internal ~~controls~~control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Act) during the fiscal quarter ended July ~~30, 2022~~29, 2023 identified in connection with the evaluation by our management, including our Chief Executive Officer and Chief Financial Officer, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II—OTHER INFORMATION

Item 1. Legal Proceedings

See Note K—Contingent Obligations, Contingencies, and Commitments of Notes to Consolidated Financial Statements for information on legal proceedings.

Item 1A. Risk Factors

There have been no material changes to the risk factors disclosed in the “Risk Factors” section of our Annual Report on Form 10-K for the year ended January ~~29, 2022~~28, 2023, as filed with the Securities Exchange Commission on March ~~30, 2022.~~29, 2023.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

INFORMATION ON SHARE REPURCHASES

The number of shares of common stock repurchased by TJX during the second quarter of fiscal ~~2023~~2024 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)
May 1, 2022 through May 28, 2022 2,006,088 $ 59.82 2,006,088 $ 3,073,792,904
May 29, 2022 through July 2, 2022 6,198,528 $ 58.56 6,198,528 $ 2,710,792,381
July 3, 2022 through July 30, 2022 3,644,832 $ 59.54 3,644,832 $ 2,493,792,375
Total 11,849,448 11,849,448


	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)
April 30, 2023 through May 27, 2023	1,215,308	$	78.17	1,215,308	$	2,948,794,011
May 28, 2023 through July 1, 2023	3,045,032	$	80.46	3,045,032	$	2,703,795,615
July 2, 2023 through July 29, 2023	2,463,325	$	85.25	2,463,325	$	2,493,795,699
Total	6,723,665			6,723,665

(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,~~2023, we announced that our Board of Directors had approved a new stock repurchase program that ~~authorizes~~authorized the repurchase of up to an additional ~~$3.0~~$2 billion of our common stock from time to time. Under this program and a previously announced program, we had approximately $2.5 billion available for repurchase as of July ~~30, 2022.~~29, 2023.

Item 5. Other Information

During the fiscal quarter ended July 29, 2023, none of our directors or officers adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Item 408(a) of Regulation S-K.

Item 6. Exhibits

Incorporate by Reference

Exhibit No.

Description

Form

Exhibit No.

Filing
Date

10.1

The Stock Incentive Plan (2022 Restatement), filed herewith*

~~10.2~~

~~The Stock Incentive Plan Rules for U.K. Employees, effective as of January 30, 2022,~~Letter Agreement dated June 6, 2023 between Richard Sherr and TJX, filed herewith*

31.1

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith

31.2

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith

32.1

Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith

32.2

Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith

101

The following materials from The TJX Companies, Inc.’s Quarterly Report on Form 10-Q for the quarter ended July ~~30, 2022,~~29, 2023, formatted in Inline 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.

104

The cover page from The TJX Companies, Inc.’s Quarterly Report on Form 10-Q for the quarter ended July ~~30, 2022,~~29, 2023, formatted in Inline XBRL (included in Exhibit 101)

* Management contract or compensatory plan or arrangement.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

THE TJX COMPANIES, INC.

(Registrant)

Date: August ~~26, 2022~~25, 2023

/s/ ~~Scott Goldenberg~~John Klinger

~~Scott Goldenberg,~~John Klinger, Chief Financial Officer

(Principal Financial and Accounting Officer)

3334


PART I
ITEM 1. Consolidated Financial Statements			3
Consolidated Statements of Income			3
Consolidated Statements of Comprehensive Income			4
Consolidated Balance Sheets			5
Consolidated Statements of Cash Flows			6
Consolidated Statements of Shareholders' Equity			7
Notes To Consolidated Financial Statements			9
ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations			21
ITEM 3. Quantitative and Qualitative Disclosures about Market Risk			3132
ITEM 4. Controls and Procedures			32

PART II
ITEM 1. Legal Proceedings			3233
ITEM 1A. Risk Factors			3233
ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds			3233
ITEM 5. Other Information			33
ITEM 6. Exhibits			33

SIGNATURE			3334