Capital Stock and Earnings Per Share

Capital Stock

On September 17, 2018, TJX announced that its Board of Directors approved a two-for-one stock split of its common stock in the form of a stock dividend. The split was subject to shareholder approval of an increase in the number of authorized shares of common stock. On October 22, 2018 the shareholders approved an increase in the number of authorized shares of common stock by 0.6 billion to 1.8 billion. One additional share was paid for each share held by the holders of record as of the close of business on October 30, 2018. The shares were distributed on November 6, 2018 and resulted in an issuance of 617 million shares of common stock. The balance sheet as of November 3, 2018 and all periods presented have been adjusted to retroactively present the two-for-one stock split. As of November 3, 2018, all historical per share amounts and references to the common stock activity, as well as basic and diluted share amounts utilized in the calculation of earnings per share and dividends per share, have been adjusted to reflect the stock split.

TJX repurchased and retired 11.4 million shares of its common stock at a cost of $0.6 billion during the quarter ended November 3, 2018, on a “trade date” basis. During the nine months ended November 3, 2018, TJX repurchased and retired 34.0 million shares of its common stock at a cost of $1.6 billion, on a "trade date" basis. TJX reflects stock repurchases in its financial statements on a “settlement date” or cash basis. TJX had cash expenditures under repurchase programs of $1.6 billion for the nine months ended November 3, 2018, and $1.2 billion for the nine months ended October 28, 2017. These expenditures were funded by cash generated from operations.

In February 2017, TJX announced that its Board of Directors had approved an additional stock repurchase program that authorized the repurchase of up to $1.0 billion of TJX common stock from time to time. Under this program, which was completed during the third quarter of fiscal 2019, TJX repurchased 21.9 million shares of common stock at a cost of $1.0 billion, on a “trade date” basis.

In February 2018, TJX announced that its Board of Directors had approved an additional stock repurchase program that authorized the repurchase of up to $3.0 billion of TJX common stock from time to time. Under this program, on a “trade date” basis through November 3, 2018, TJX repurchased 8.6 million shares of common stock at a cost of $464 million. As of November 3, 2018, TJX had $2.5 billion available under the stock repurchase program announced in February, 2018.

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 (“EPS”) for net income:



	Thirteen Weeks Ended				Thirty-Nine Weeks Ended
In thousands, except per share data	November 3, 2018		October 28, 2017		November 3, 2018		October 28, 2017
Basic earnings per share
Net income	$	762,253	$	641,436	$	2,218,260	$	1,730,672
Weighted average common shares outstanding for basic EPS	1,236,842		1,268,044		1,245,639		1,278,383
Basic earnings per share	$	0.62	$	0.51	$	1.78	$	1.35
Diluted earnings per share
Net income	$	762,253	$	641,436	$	2,218,260	$	1,730,672
Shares for basic and diluted earnings per share calculations:
Weighted average common shares outstanding for basic EPS	1,236,842		1,268,044		1,245,639		1,278,383
Assumed exercise/vesting of:
Stock options and awards	20,720		17,718		18,461		18,961
Weighted average common shares outstanding for diluted EPS	1,257,562		1,285,762		1,264,100		1,297,344
Diluted earnings per share	$	0.61	$	0.50	$	1.75	$	1.33
Cash dividends declared per share	$	0.195	$	0.156	$	0.585	$	0.469

The weighted average common shares for the diluted earnings per share calculation exclude 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 periods. Such options are excluded because they would have an antidilutive effect. There were 6.1 million such options excluded for each of the thirteen weeks and thirty-nine weeks ended November 3, 2018. There were 25.2 million such options excluded for the thirteen weeks and thirty-nine weeks ended October 28, 2017.