Bernard “Ben” Cammarata will retire as chairman of The TJX Cos. Inc. after nearly 40 years of service with the company.
The retirement will be effective at the company’s annual meeting, scheduled for June 11, after which Carol Meyrowitz, TJX’s chief executive officer, is expected to be elected to add the chairman’s role to her title.
Cammarata will stay on in an advisory role as founder and executive adviser.
Cammarata, 75, is virtually synonymous with the company, which has grown into the largest off-price retailer in the U.S. with substantial operations in Canada, a growing presence in Europe and $29.08 billion in 2014 revenues.
Chairman of the company since 1999, Cammarata founded T.J. Maxx in 1976 and served as its president for 11 years before being named president and ceo of TJX, a position he held until 2000. He was acting ceo of the company between 2005 and 2007, when Meyrowitz assumed the position.
Before acquiring Marshalls, T.J. Maxx’s archrival in the burgeoning U.S. off-price field, in 1995, the company bought Winners Apparel of Canada in 1990 and launched HomeGoods in the U.S. in 1992. T.J. Maxx and Marshalls together constitute The Marmaxx Group, which last year was responsible for $18.69 million in revenues, or nearly 65 percent of the company’s total.
Meyrowitz, 61, joined TJX in 1983 and served as its president for six years beginning in 2005. She was president of Marmaxx between 2001 and 2005.
Cammarata said of his successor as chairman that “a great deal of TJX’s success is attributed to her leadership, strategic vision and many contributions to our company. I remain as passionate as ever about our business and I am very pleased to remain actively involved with the company.”
T.J. Maxx grew out of the now defunct Zayre discount department store chain, the roots of which date back to 1919.
On Friday, TJX reported in its definitive proxy that Meyrowitz registered a 27 percent increase in compensation last year, with most of the gains coming from stock and option awards and actuarial adjustments.
Meyrowitz earned a total of $28.7 million last year, 27.4 percent above her 2013 earnings of $22.5 million.
Her salary rose 6.8 percent, to $1.6 million from $1.5 million, and her cash bonus fell 0.9 percent, to $4.58 million from $4.62 million, putting her cash take at $6.2 million versus $6.1 million in the previous year, a 1 percent increase.
TJX, unlike many other publicly held retailers who rely solely on prior-year results, bases its cash bonuses — or nonequity incentive plan compensation —on a two-tiered calculation, with prior-year performance and three-year performance both taken into account.
The combination of stock and option awards provided much of the growth in Meyrowitz’s compensation, increasing 17.4 percent to $17.1 million from $14.6 million.
The Securities and Exchange Commission requires that companies report stock and option awards at fair value on the date they’re granted. Executives may realize lesser amounts based on fluctuating stock prices, vesting schedules and other factors.
The biggest lift in the ceo’s reported compensation came in the principally actuarial column of “change in pension value and nonqualified deferred compensation,” which tripled to $5.4 million from $1.8 million.
TJX based its compensation of top executives on a series of factors including total shareholder return, adjusted earnings per share and market capitalization.
Last year, TJX’s net income grew 3.6 percent to $2.22 billion, or $3.15 a diluted share, as sales grew 6 percent, to $29.08 billion, on a same-store sales gain of 3 percent.
The proxy revealed that Meyrowitz had signed a new employment agreement with the company on Jan. 30, with included a restricted stock grant of 250,000 units.