TJX (NYSE: TJX) director Wagner receives $105K deferred share awards
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
WAGNER CHARLES F JR reported acquisition or exercise transactions in this Form 4 filing.
TJX Companies director Charles F. Wagner Jr. reported routine compensation-related awards of deferred stock units, not open-market trades. On June 9, 2026, he received four awards of Deferred Stock Units tied to TJX common stock under the company’s Stock Incentive Plan.
Two awards, each based on a grant date fair value of $105,000, represent an annual deferred share grant and an additional deferred share grant for board service. Two further awards credit deferred shares equal to dividends on previously granted annual and additional deferred share awards.
The footnotes state that these deferred shares will be delivered only after Wagner leaves the Board or, for the additional award, after vesting tied to the next annual meeting or certain change-of-control events. No cash consideration or open-market buying or selling is disclosed.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
WAGNER CHARLES F JR
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Deferred Stock Units | 636.87 | $0.00 | -- |
| Grant/Award | Deferred Stock Units | 26.5 | $0.00 | -- |
| Grant/Award | Deferred Stock Units | 636.87 | $0.00 | -- |
| Grant/Award | Deferred Stock Units | 26.5 | $0.00 | -- |
Holdings After Transaction:
Deferred Stock Units — 3,126.12 shares (Direct, null)
Footnotes (1)
- Constitutes an annual award of deferred shares under the Stock Incentive Plan having a grant date fair value of $105,000. Shares will be delivered following the Director's departure from the Board, under and subject to the terms of the Plan. Constitutes an award of deferred shares under the Stock Incentive Plan having a grant date fair value equal to the aggregate dividends on any previously granted annual award of deferred shares under the Plan for which there has been a record date since June 10, 2025. Deferred shares will be delivered at the same time the shares subject to the annual award are delivered, under and subject to the terms of the Plan. Constitutes an additional award of deferred shares under the Stock Incentive Plan having a grant date fair value of $105,000. Shares vest on the date immediately preceding the date of the Company's annual meeting of shareholders next succeeding the award grant date, provided that the recipient is still a Director on that date or, to the extent provided by the terms of the award document, in connection with an earlier Change of Control. Vested shares will be delivered following vesting or following the Director's departure from the Board, in accordance with the Director's advance irrevocable election, if any, under and subject to the terms of the Plan. Constitutes an award of deferred shares under the Stock Incentive Plan having a value equal to the aggregate dividends on any previously granted additional award of deferred shares under the Plan, which have not yet been delivered to the Director, and for which there has been a record date since June 10, 2025. Deferred shares will be delivered at the same time the shares subject to the applicable additional award are delivered, under and subject to the terms of the Plan.
Key Figures
Annual deferred share award value: $105,000
Additional deferred share award value: $105,000
Dividend-equivalent deferred shares (annual award): 636.8700 units
+3 more
6 metrics
Annual deferred share award value
$105,000
Grant date fair value of annual deferred shares award (footnote F1)
Additional deferred share award value
$105,000
Grant date fair value of additional deferred shares award (footnote F3)
Dividend-equivalent deferred shares (annual award)
636.8700 units
Deferred Stock Units credited for dividends on prior annual award (transaction, F2)
Dividend-equivalent deferred shares (additional award)
636.8700 units
Deferred Stock Units for dividends on prior additional award (transaction, F4)
Annual deferred units granted
26.5000 units
Deferred Stock Units underlying annual deferred share award (transaction, F1)
Additional deferred units granted
26.5000 units
Deferred Stock Units underlying additional deferred share award (transaction, F3)
Key Terms
Deferred Stock Units, Stock Incentive Plan, Change of Control, annual meeting of shareholders
4 terms
Deferred Stock Units financial
"Constitutes an annual award of deferred shares under the Stock Incentive Plan"
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
Stock Incentive Plan financial
"Constitutes an annual award of deferred shares under the Stock Incentive Plan"
A stock incentive plan is a company program that gives employees or directors pieces of ownership or the right to buy shares over time, similar to receiving a bonus paid in company stock instead of cash. Investors pay attention because these plans align staff incentives with long‑term company performance but can also dilute existing shareholders and affect reported profits when grants are expensed, so they influence both ownership percentages and financial results.
Change of Control financial
"in connection with an earlier Change of Control. Vested shares will be delivered"
A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.
FAQ
What did TJX (TJX) director Charles F. Wagner Jr. report on this Form 4?
Charles F. Wagner Jr., a director of TJX, reported four compensation-related awards of Deferred Stock Units under the Stock Incentive Plan. These are non-cash equity awards for board service, not open-market stock purchases or sales, and are settled in TJX common shares later.
Are these TJX Deferred Stock Unit awards tied to dividends on prior awards?
Yes. Two awards provide deferred shares equal to aggregate dividends on previously granted annual and additional deferred share awards. These dividend-equivalent deferred shares will be delivered at the same time as the underlying prior awards, under the plan’s terms.