TJX shareholders reject say-on-pay; approve stock plan with 27M new shares

TJX COMPANIES INC /DE/

Advisory say-on-pay vote failed: 48.7% for vs 49.4% against (excluding broker non-votes).
Stock Incentive Plan (2022 Restatement) approved; adds 27M shares and extends term to 2032.
All 11 director nominees elected with strong support; PricewaterhouseCoopers ratified as auditor.
Non-employee director compensation capped at $800k per fiscal year under the new plan.
Four shareholder proposals (social compliance, employee classification, reproductive rights, paid sick leave) all rejected.

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