1 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 ---------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): June 6, 1995 ---------- THE TJX COMPANIES, INC. (Exact name of Registrant as specified in charter) DELAWARE 1-4908 04-2207613 (State or other (Commission File (I.R.S employer jurisdiction of Number) Identification No.) Incorporation) ---------- 770 Cochituate Road, Framingham, MA 01701 (Address of Principal Executive Offices) (Zip Code) (508) 390-1000 Registrant's Telephone number including area code - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2 ITEM 5. OTHER EVENTS. On June 6, 1995, the Registrant amended its By-Laws. The complete text of the By-Laws, as amended, is included as Exhibit 3. In addition, a form of Underwriting Agreement is filed herewith in connection with a Registration Statement on Form S-3 (File No. 33-60059) filed by the Registrant on June 7, 1995. The form of Underwriting Agreement refers specifically to the Registrant's sale of Notes pursuant to a Preliminary Prospectus Supplement and Prospectus, each dated June 13, 1995, filed with the Commission pursuant to Rule 424(b)(3) under the Securities Act of 1933. On June 1, 1995 the Registrant issued a press release containing sales information for the month ended May 27, 1995. As set forth in the press release, while consolidated sales increased 8% over the same period in 1994, consolidated comparable store sales decreased 2% from last year's level. The difficult U.S. apparel environment experienced in the first quarter of 1995, which contributed to a 2% decrease in consolidated comparable store sales and a decline in net income from the first quarter of 1994, continued into the Registrant's second quarter. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) EXHIBITS. Exhibit Number Title -------------- ----- 1 Form of Underwriting Agreement by and between the Registrant and Salomon Brothers Inc, for itself and the other several Underwriters named therein. 3 (ii) By-Laws of the Registrant, as amended through June 6, 1995. -2- 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE TJX COMPANIES, INC. /s/ DONALD G. CAMPBELL By ______________________________ Donald G. Campbell Senior Vice President-Finance Date: June 12, 1995 4 EXHIBIT INDEX Exhibit Number Description -------------- ------------ 1 Form of Underwriting Agreement by and between the Registrant and Salomon Brothers Inc, for itself and the other several Underwriters named therein. 3 (ii) By-Laws of the Registrant, as amended through June 6, 1995.