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): August 13, 1996 THE TJX COMPANIES, INC. (Exact name of registrant as specified in charter) DELAWARE 1-4908 04-2207613 -------- ------ ---------- (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 770 Cochituate Road, Framingham, MA 01701 - ---------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (508) 390-2626 ================================================================================ 2 ITEM 5. OTHER EVENTS. A copy of the Standby Agreement (the "Standby Agreement") dated as of August 13, 1996 among Registrant and Salomon Brothers Inc (the "Purchaser"), relating to the issuance and sale, at the option of the Registrant, of up to 3,180,723 shares of its Common Stock, $1.00 par value, pursuant to Registrant's Registration Statement on Form S-3 (No. 333-5501), is filed as an exhibit hereto. Also filed as an exhibit hereto is a copy of the Notice of Redemption dated August 13, 1996 of Registrant to the holders of record of its $3.125 Series C Cumulative Convertible Preferred Stock (the "Notice of Redemption"). ITEM 7. EXHIBITS. 1. Standby Agreement. 20. Notice of Redemption. 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 hereunto duly authorized. THE TJX COMPANIES, INC. By: /s/Donald G. Campbell ---------------------------------------- Name: Donald G. Campbell Title: Executive Vice President-Finance Date: August 13, 1996 -1- 3 EXHIBIT INDEX Exhibit No. Description of Exhibits - ----------- ----------------------- 1. Standby Agreement dated August 13, 1996. 20. Notice of Redemption dated August 13, 1996.