Mga Batayang Estadistika
| CIK | 1166126 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to J.C. Penney Co., Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 1, 2021 |
UNITED STATES 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 January 30, 2021 Date of Report (date of earliest event reported) OLD COPPER COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission |
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| February 1, 2021 |
15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-15274 OLD COPPER COMPANY, INC. (Exact name of registrant as speci |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS 1 d111944ds8pos.htm S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. 333-236969 Registration No. 333-236964 Registration No. 333-225965 Registration No. 333-225288 Registration No. 333-211540 Registration No. 333-211539 Registration No. 333-208059 Registration No. 333-196151 Registration No. 333-182825 Registration No. 333-1822 |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
S-8 POS As filed with the United States Securities and Exchange Commission on January 28, 2021 Registration No. |
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| December 31, 2020 |
EX-3.1 Exhibit 3.1 STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION The corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware does hereby certify: FIRST: That the Board of Directors of J. C. Penney Company, Inc. duly adopted by unanimous written consent resolutions adopting an amendment of the Certificate of Incorpo |
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| December 31, 2020 |
UNITED STATES 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 December 30, 2020 Date of Report (date of earliest event reported) OLD COPPER COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission |
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| December 16, 2020 |
EX-99.1 Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS CORPUS CHRISTI DIVISION ) In re: ) Chapter 11 ) J. C. PENNEY COMPANY, INC., et al.,1 ) Case No. 20-20182 (DRJ) ) Debtors. ) (Jointly Administered) ) AMENDED ORDER APPROVING THE DISCLOSURE STATEMENT FOR, AND CONFIRMING, THE AMENDED JOINT CHAPTER 11 PLAN OF REORGANIZATION OF J. C. PENNEY COMPANY, INC. AND I |
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| December 16, 2020 |
Financial Statements and Exhibits, Bankruptcy or Receivership - 8-K UNITED STATES 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 December 14, 2020 Date of Report (date of earliest event reported) December 14, 2020 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorp |
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| December 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: |
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| December 8, 2020 |
Exhibit 10.2 EXECUTION VERSION RETAIL MASTER LEASE by and among J. C. PENNEY CORPORATION, INC., J. C. PENNEY PROPERTIES, LLC and JCPENNEY PUERTO RICO, INC., collectively as Landlord, and PENNEY TENANT I LLC, as Tenant TABLE OF CONTENTS Page ARTICLE I DEMISED PREMISES 2 1.1 Demised Premises 2 1.2 Single, Unitary, Indivisible Lease 3 1.3 Term; Renewal Terms 4 1.4 Short Term Ground Leases 6 1.5 Landl |
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| December 8, 2020 |
Exhibit 10.4 EXECUTION VERSION TRANSITION SERVICES AGREEMENT BY AND BETWEEN J.C. PENNEY COMPANY, INC. AND PENNEY BORROWER LLC DATED AS OF DECEMBER 7, 2020 Table of Contents Page ARTICLE I. SERVICES 1 1.01 Services to be Provided 1 1.02 Quantity and Nature of Service 2 1.03 Modifications 2 1.04 Changes in the Services 2 1.05 Transition Assistance 3 1.06 Standard of Care 3 1.07 Responsibility For Er |
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| December 8, 2020 |
Exhibit 3.1 J. C. PENNEY COMPANY, INC. (A Delaware Corporation) BYLAWS As amended to December 7, 2020 TABLE OF CONTENTS Page ARTICLE I OFFICES 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 ARTICLE III BOARD OF DIRECTORS 3 ARTICLE IV COMMITTEES 10 ARTICLE V OFFICERS 12 ARTICLE VI CONTRACTS, LOANS, CHECKS, DRAFTS, BANK ACCOUNTS, ETC. 13 ARTICLE VII BOOKS AND RECORDS 14 ARTICLE VIII SHARES OF STOCK AND THE |
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| December 8, 2020 |
Exhibit 10.3 EXECUTION VERSION DISTRIBUTION CENTER MASTER LEASE by and among J. C. PENNEY PROPERTIES, LLC and J. C. PENNEY CORPORATION, INC., collectively as Landlord, and PENNEY TENANT II LLC, as Tenant TABLE OF CONTENTS Page ARTICLE I DEMISED PREMISES 1 1.1 Demised Premises 1 1.2 Single, Unitary, Indivisible Lease 3 1.3 Term; Renewal Terms 4 1.4 Intentionally Omitted 5 1.5 Landlord Option Proper |
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| December 8, 2020 |
UNITED STATES 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 December 7, 2020 Date of Report (date of earliest event reported) December 7, 2020 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorpor |
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| December 8, 2020 |
Exhibit 10.1 EXECUTION VERSION LIMITED AND SPECIFIC WAIVER This LIMITED AND SPECIFIC WAIVER, dated as of December 7, 2020 (this ?Waiver?), to SUPERPRIORITY SENIOR SECURED DEBTOR-IN-POSSESSION CREDIT AND GUARANTY AGREEMENT, dated as of June 8, 2020 (as amended, restated, amended and restated, supplemented, waived or otherwise modified from time to time prior to the effectiveness of this Waiver, the |
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| December 4, 2020 |
UNITED STATES 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 November 30, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commissi |
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| November 23, 2020 |
EX-99.1 Exhibit 99.1 J. C. PENNEY COMPANY, INC. (Debtor-in-Possession) CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Month Ended Nine Months Ended (In millions) October 31, 2020 November 2, 2019 October 31, 2020 November 2, 2019 Total net sales $ 479 $ 764 $ 4,147 $ 7,332 Credit income and other 30 36 266 342 Total revenues 509 800 4,413 7,674 Costs and expenses/(income): Cost of goods sold (e |
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| November 23, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES 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 November 23, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commissi |
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| November 10, 2020 |
EX-99.1 Exhibit 99.1 Sixth Updated DIP Budget (US $ MMs) A / F Fiscal Month Fiscal Week Year Week Ending F Nov 40 FY20 7-Nov F Nov 41 FY20 14-Nov F Nov 42 FY20 21-Nov F Nov 43 FY20 28-Nov F Nov 44 FY20 5-Dec F Dec 45 FY20 12-Dec F Dec 46 FY20 19-Dec F Dec 47 FY20 26-Dec F Dec 48 FY20 2-Jan F Jan 49 FY20 9-Jan F Jan 50 FY20 16-Jan F Jan 51 FY20 23-Jan F Jan 52 FY20 30-Jan 5 Nov 44 FY20 5-Dec 4 Dec |
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| November 10, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K UNITED STATES 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 November 10, 2020 Date of Report (date of earliest event reported) November 10, 2020 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorp |
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| November 3, 2020 |
EX-2.1 Exhibit 2.1 ASSET PURCHASE AGREEMENT DATED AS OF OCTOBER 28, 2020 BY AND AMONG COPPER RETAIL JV LLC AND COPPER BIDCO LLC, AS PURCHASERS, AND J. C. PENNEY COMPANY, INC., AS THE COMPANY, AND THE OTHER SELLERS NAMED HEREIN TABLE OF CONTENTS Page Article I Purchase and Sale of the Acquired Assets; Assumption of Assumed Liabilities 2 1.1. Purchase and Sale of the OpCo Acquired Assets 2 1.2. Purc |
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| November 3, 2020 |
EX-10.1 Exhibit 10.1 THIRD AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT This THIRD AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT (this “Amendment”), dated as of October 28, 2020, is made and entered into by and among J. C. Penney Company, Inc. as a debtor in possession, together with certain of its direct and indirect subsidiaries (collectively, the “Company Parties”) on the one hand, and the Conse |
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| November 3, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K UNITED STATES 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 October 28, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commissio |
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| October 23, 2020 |
EX-99.1 Exhibit 99.1 J. C. PENNEY COMPANY, INC. (Debtor-in-Possession) CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Month Ended Eight Months Ended (In millions) October 3, 2020 October 5, 2019 October 3, 2020 October 5, 2019 Total net sales $ 528 $ 652 $ 3,668 $ 6,568 Credit income and other 27 38 236 306 Total revenues 555 690 3,904 6,874 Costs and expenses/(income): Cost of goods sold (excl |
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| October 23, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K UNITED STATES 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 October 23, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commissio |
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| October 20, 2020 |
EX-99.1 Exhibit 99.1 Variance Report (US $ MMs) 1 Week From: 4-Oct to 10-Oct 4 Weeks From: 13-Sep to 10-Oct Variance Report(1) Week Beginning Week(s) Ending Budget 4-Oct 10-Oct Actual 4-Oct 10-Oct Budget $ Variance % Budget 13-Sep 10-Oct Actual 13-Sep 10-Oct Budget $ Variance % Net Sales $ 134.6 $ 126.9 $ (7.7 ) -5.7 % $ 488.0 $ 511.2 $ 23.2 4.7 % Collections & Disbursements Cash Receipts 1 Sales |
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| October 20, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K UNITED STATES 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 October 20, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commissio |
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| October 14, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K UNITED STATES 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 October 14, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commissio |
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| October 14, 2020 |
EX-99.1 Exhibit 99.1 Fifth Updated DIP Budget (US $MMs) A / F F F F F F F F F F F F F F 4 5 4 13-Weeks Fiscal Month Oct Oct Oct Oct Nov Nov Nov Nov Nov Dec Dec Dec Dec Oct Nov Dec Fiscal Week 36 37 38 39 40 41 42 43 44 45 46 47 48 39 44 48 4-Oct Year FY20 FY20 FY20 FY20 FY20 FY20 FY20 FY20 FY20 FY20 FY20 FY20 FY20 FY20 FY20 FY20 thru Week Ending 10-Oct 17-Oct 24-Oct 31-Oct 7-Nov 14-Nov 21-Nov 28-N |
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| September 29, 2020 |
Entry into a Material Definitive Agreement - 8-K UNITED STATES 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 September 25, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commiss |
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| September 25, 2020 |
UNITED STATES 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 September 25, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commiss |
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| September 25, 2020 |
EX-99.1 Exhibit 99.1 J. C. PENNEY COMPANY, INC. (Debtor-in-Possession) CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Month Ended Seven Months Ended (In millions) September 5, 2020 September 7, 2019 September 5, 2020 September 7, 2019 Total net sales $ 668 $ 968 $ 3,140 $ 5,916 Credit income and other 26 42 209 268 Total revenues 694 1,010 3,349 6,184 Costs and expenses/(income): Cost of goods |
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| September 10, 2020 |
First Amendment to Restructuring Support Agreement, effective as of July 14, 2020 Execution Version AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT This AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT, dated as of July 24, 2020 (this “Amendment”), is entered into by and among the following parties (each, a “Party” and, collectively, the “Parties”), effective as of July 14, 2020 (the “Amendment Effective Date”): i. |
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| September 10, 2020 |
EX-99.1 Confidential Communication BY EMAIL Kirkland & Ellis LLP Lazard Frères & Co. LLC 601 Lexington Avenue 30 Rockefeller Plaza New York, New York 10022 New York, New York 10112 Attn: Joshua A. Sussberg, P.C., Christopher J. Marcus, Attn: Christian Tempke P.C. and Aparna Yenamandra, Esq. J.C. Penney Company, Inc. 6501 Legacy Drive, Plano, Texas 75024 Attn: Brandy Treadway, General Counsel Ad Ho |
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| September 10, 2020 |
Execution Version LIMITED AND SPECIFIC WAIVER This LIMITED AND SPECIFIC WAIVER, dated as of July 31, 2020 (this “Waiver”), to SUPERPRIORITY SENIOR SECURED DEBTOR-IN-POSSESSION CREDIT AND GUARANTY AGREEMENT, dated as of June 8, 2020 (as amended, restated, amended and restated, supplemented, waived or otherwise modified from time to time prior to the effectiveness of this Waiver, the “Credit Agreement”), is entered into by and among J. |
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| September 10, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 1, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1 |
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| September 10, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K UNITED STATES 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 September 10, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commiss |
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| September 10, 2020 |
EXECUTION VERSION 45044.00001 LIMITED AND SPECIFIC WAIVER This LIMITED AND SPECIFIC WAIVER, dated as of July 14, 2020 (this “Waiver”), to SUPERPRIORITY SENIOR SECURED DEBTOR-IN-POSSESSION CREDIT AND GUARANTY AGREEMENT, dated as of June 8, 2020 (as amended, restated, amended and restated, supplemented, waived or otherwise modified from time to time prior to the effectiveness of this Waiver, the “Cr |
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| August 21, 2020 |
EX-99.1 Exhibit 99.1 J. C. PENNEY COMPANY, INC. (Debtor-in-Possession) CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Month Ended Six Months Ended (In millions) August 1, 2020 August 3, 2019 August 1, 2020 August 3, 2019 Total net sales $ 542 $ 769 $ 2,472 $ 4,948 Credit income and other 22 40 183 226 Total revenues 564 809 2,655 5,174 Costs and expenses/(income): Cost of goods sold (exclusive |
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| August 21, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 August 21, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission |
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| August 20, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 2, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commissi |
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| August 6, 2020 |
Entry into a Material Definitive Agreement UNITED STATES 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 July 31, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission F |
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| July 24, 2020 |
UNITED STATES 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 July 22, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission F |
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| July 24, 2020 |
EX-99.1 Exhibit 99.1 J. C. PENNEY COMPANY, INC. (Debtor-in-Possession) CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Month Ended Five Months Ended (In millions) July 4, 2020 July 6, 2019 July 4, 2020 July 6, 2019 Total net sales $ 582 $ 737 $ 1,930 $ 4,179 Credit income and other 40 38 161 186 Total revenues 622 775 2,091 4,365 Costs and expenses/(income): Cost of goods sold (exclusive of depr |
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| July 24, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES 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 July 24, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission F |
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| July 21, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 2, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-15 |
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| July 20, 2020 |
Entry into a Material Definitive Agreement UNITED STATES 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 July 14, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission F |
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| June 30, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 June 29, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organizatio |
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| June 30, 2020 |
EX-99.1 2 jcpenneyfinancialstate.htm EXHIBIT 99.1 J. C. PENNEY COMPANY, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended (In millions) May 2, 2020 May 4, 2019 Total net sales $ 1,082 $ 2,439 Credit income and other 114 116 Total revenues 1,196 2,555 Costs and expenses/(income): Cost of goods sold (exclusive of depreciation and amortization shown separately below) 813 1,630 |
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| June 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-15274 A. Full title of the plan a |
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| June 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-15274 A. Full title of the plan a |
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| June 26, 2020 |
EX-99.1 2 d930433dex991.htm EX-99.1 Exhibit 99.1 J. C. PENNEY COMPANY, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Month Ended Four Months Ended June 6, June 8, June 6, June 8, (In millions, except per share data) 2020 2019 2020 2019 Total net sales $ 266 $ 1,003 $ 1,348 $ 3,442 Credit income and other 7 32 121 148 Total revenues 273 1,035 1,469 3,590 Costs and expenses/(income): Cost o |
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| June 26, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES 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 June 26, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission F |
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| June 10, 2020 |
UNITED STATES 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 June 8, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission Fi |
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| June 10, 2020 |
EX-10.1 Exhibit 10.1 $900,000,000 SUPERPRIORITY SENIOR SECURED DEBTOR-IN-POSSESSION CREDIT AND GUARANTY AGREEMENT Dated as of June 8, 2020 by and among J. C. PENNEY CORPORATION, INC., as Borrower, J. C. PENNEY COMPANY, INC. and CERTAIN SUBSIDIARIES OF J. C. PENNEY COMPANY, INC., as Guarantors, VARIOUS LENDERS, GLAS USA LLC, as Administrative Agent, and GLAS AMERICAS LLC, as Collateral Agent TABLE |
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| June 1, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 6501 Legacy Drive Plano, Texas 75024-3698 (Address of prin |
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| June 1, 2020 |
Conflict Minerals Report for the calendar year ended December 31, 2019 Exhibit 1.01 Conflict Minerals Report This is the Conflict Minerals Report (the “Report”) of J. C. Penney Company, Inc. for calendar year 2019 in accordance with Rule 13p-1 (“Rule 13p-1”) under the Securities Exchange Act of 1934, as amended. J. C. Penney Company, Inc. is a holding company whose principal operating subsidiary is J. C. Penney Corporation, Inc. (“JCPenney” or the “Company”). Our bus |
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| May 22, 2020 |
EX-99.1 2 d926894dex991.htm EX-99.1 FY 2019 4-Wall EBITDA(1) by Store 2 # of stores 0 1 1 5 14 49 131 292 340 13 (1) 4-Wall EBITDA is an internal store performance metric, which excludes most corporate overhead and other fixed allocated costs. The Company previously released 2019 4-wall EBITDA figures that reflected its in-progress analysis as of April 30, 2020. The above reflects the Company’s re |
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| May 22, 2020 |
UNITED STATES 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 May 18, 2020 Date of Report (date of earliest event reported) : May 18, 2020 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) |
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| May 20, 2020 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ('NYSE' or the 'Exchange') hereby notifies the Securities and Exchange Commission (the 'Commission') of its intention to remove the entire class of the Common Stock, Preferred Stock Purchase Rights, and 5. |
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| May 20, 2020 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ('NYSE' or the 'Exchange') hereby notifies the Securities and Exchange Commission (the 'Commission') of its intention to remove the entire class of the Common Stock, Preferred Stock Purchase Rights, and 5. |
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| May 18, 2020 |
EX-99.2 Exhibit 99.2 JCPenney Business Plan May 2020 Confidential – Subject to Non‐Disclosure AgreementExhibit 99.2 JCPenney Business Plan May 2020 Confidential – Subject to Non‐Disclosure Agreement Disclaimer This presentation and all information contained therein (this “Presentation”) has been prepared at the direction of J. C. Penney Company, Inc. (“J. C. Penney” or the “Company”) and is being |
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| May 18, 2020 |
EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE JCPenney to Reduce Debt and Strengthen Financial Position Through Restructuring Support Agreement Despite JCPenney’s Significant Progress in Executing its Transformation Strategy, Impact of Unprecedented Coronavirus (COVID-19) Pandemic Necessitates Accelerated Financial Restructuring Customers Continue to Find the Stylish Merchandise in Select Stores and |
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| May 18, 2020 |
EX-4.1 Exhibit 4.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS CORPUS CHRISTI DIVISION ) In re: ) Chapter 11 ) J. C. PENNEY COMPANY, INC., et al.,1 ) Case No. 20-20182 (DRJ) ) Debtors. ) (Jointly Administered) ) ) Re: Docket No. 19 ORDER APPROVING NOTIFICATION AND HEARING PROCEDURES FOR CERTAIN TRANSFERS OF AND DECLARATIONS OF WORTHLESSNESS WITH RESPECT TO COMMON STOCK |
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| May 18, 2020 |
UNITED STATES 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): May 15, 2020 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission F |
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| May 18, 2020 |
Debtor-in-Possession Commitment Letter EX-10.2 Exhibit 10.2 May 15, 2020 PERSONAL AND CONFIDENTIAL J. C. Penney Corporation, Inc. 6501 Legacy Drive, Mail Code 1304 Plano, TX 75024 Attention: Treasurer $450 Million Superpriority Senior Secured Debtor-In-Possession Term Loan Credit Facility Commitment Letter J. C. Penney Corporation, Inc. (“JCP”, “you” or “your”) has (i) advised the DIP Lenders (as defined in the DIP Term Sheet (as defin |
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| May 18, 2020 |
Restructuring Support Agreement EX-10.1 Exhibit 10.1 THIS RESTRUCTURING SUPPORT AGREEMENT IS NOT AN OFFER OR ACCEPTANCE WITH RESPECT TO ANY SECURITIES OR A SOLICITATION OF ACCEPTANCES OF A CHAPTER 11 PLAN WITHIN THE MEANING OF SECTION 1125 OF THE BANKRUPTCY CODE. ANY SUCH OFFER OR SOLICITATION WILL COMPLY WITH ALL APPLICABLE SECURITIES LAWS AND/OR PROVISIONS OF THE BANKRUPTCY CODE. NOTHING CONTAINED IN THIS RESTRUCTURING SUPPORT |
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| May 15, 2020 |
UNITED STATES 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 May 14, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission Fi |
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| May 12, 2020 |
UNITED STATES 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 May 10, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission Fi |
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| May 7, 2020 |
UNITED STATES 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 May 7, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 1, 2020 |
All Executive Officers and Directors Exhibit 99.1 TO: All Executive Officers and Directors RE: Notice of Termination of Blackout Period Concerning Common Stock of J. C. Penney Company, Inc. (the "Company"), Including Stock Trades Within the J. C. Penney Corporation, Inc. Savings, Profit-Sharing and Stock Ownership Plan, the J. C. Penney Corporation Inc. Safe Harbor 401(k) Plan and the J. C. Penney Corporation, Inc. Mirror Savings Pla |
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| May 1, 2020 |
UNITED STATES 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 April 30, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organizati |
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| April 15, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES 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 April 15, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organizati |
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| March 31, 2020 |
UNITED STATES 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 March 26, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organizati |
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| March 31, 2020 |
All Executive Officers and Directors Exhibit 99.1 TO: All Executive Officers and Directors RE: Notice of Blackout Period Concerning Common Stock of J. C. Penney Company, Inc. (the "Company"), Including Stock Trades Within the J. C. Penney Corporation, Inc. Savings, Profit-Sharing and Stock Ownership Plan, the J. C. Penney Corporation Inc. Safe Harbor 401(k) Plan and the J. C. Penney Corporation, Inc. Mirror Savings Plan (collectively |
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| March 31, 2020 |
JCPenney Extends Store Closures and Provides Business Updates Exhibit 99.2 JCPenney Extends Store Closures and Provides Business Updates PLANO, Texas (March 31, 2020) - J. C. Penney Company, Inc. (NYSE: JCP) today announced it will extend the temporary closure of its stores and business offices due to the Coronavirus (COVID-19) pandemic. The Company will continue to follow guidance from local, state, and federal officials as it anticipates gradually reopenin |
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| March 30, 2020 |
JCP / J.C. Penney Co., Inc. DEF 14A - - DEF 14A DEF 14A Table of Contents SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material under §240. |
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| March 30, 2020 |
JCP / J.C. Penney Co., Inc. DEFA14A - - DEFA14A DEFA14A SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material under §240. |
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| March 20, 2020 |
Exhibit 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT each of the undersigned directors and officers of J. |
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| March 20, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 1, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-15274 |
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| March 20, 2020 |
JCP / J.C. Penney Co., Inc. PRE 14A - - PRE 14A PRE 14A 1 d901896dpre14a.htm PRE 14A Table of Contents SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Stateme |
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| March 20, 2020 |
JCPenney Temporarily Closes Stores and Business Offices in Response to Coronavirus (COVID-19) Exhibit 99.1 JCPenney Temporarily Closes Stores and Business Offices in Response to Coronavirus (COVID-19) PLANO, Texas (March 18, 2020) - J. C. Penney Company, Inc. (NYSE: JCP) today announced that in response to the evolving global Coronavirus (COVID-19) pandemic, it will temporarily close its stores and business offices, starting today at 7 p.m. local time. The stores and business offices are s |
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| March 20, 2020 |
Exhibit 4.18 DESCRIPTION OF THE REGISTRANT’S SECURITIES The following descriptions of the material provisions of (1) the capital stock of J. C. Penney Company, Inc. (the “Company”), (2) the Company’s Restated Certificate of Incorporation, as amended (the “Charter”), (3) the Company’s Bylaws, as amended (the “Bylaws”), and (4) certain provisions of the General Corporation Law of the State of Delawa |
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| March 20, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES 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 March 18, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organizati |
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| March 20, 2020 |
Subsidiaries of the Registrant EXHIBIT 21 SUBSIDIARIES OF THE REGISTRANT Set forth below is a direct subsidiary of the Company as of March 20, 2020. |
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| March 9, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES 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 March 9, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organizatio |
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| March 9, 2020 |
Exhibit 99.1 |
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| March 6, 2020 |
JCP / J.C. Penney Co., Inc. S-8 - - S-8 As filed with the Securities and Exchange Commission on March 6, 2020 Registration No. |
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| March 6, 2020 |
EX-24 4 exhibit24poa-eip.htm EXHIBIT 24 Exhibit 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT each of the undersigned directors and officers of J. C. PENNEY COMPANY, INC., a Delaware corporation (the “Company”), which will file with the Securities and Exchange Commission, Washington, D. C. (the “Commission”), under the provisions of the Securities Act of 1933, as amended, a Registration |
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| March 6, 2020 |
J. C. Penney Company, Inc. 2020 Equity Inducement Plan. Exhibit 99.1 J. C. PENNEY COMPANY, INC. 2020 EQUITY INDUCEMENT PLAN ARTICLE I PURPOSE OF PLAN The name of this plan is the J. C. Penney Company, Inc. 2020 Equity Inducement Plan (the “Plan”). The purposes of the Plan, through the granting of Awards, is to (a) help the Company secure and retain the services of eligible award recipients, (b) provide a material inducement for such individuals to ente |
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| March 6, 2020 |
EX-24 4 exhibit24-poafor2019ltip.htm EXHIBIT 24 Exhibit 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT each of the undersigned directors and officers of J. C. PENNEY COMPANY, INC., a Delaware corporation (the “Company”), which will file with the Securities and Exchange Commission, Washington, D. C. (the “Commission”), under the provisions of the Securities Act of 1933, as amended, a Regi |
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| March 6, 2020 |
As filed with the Securities and Exchange Commission on March 6, 2020 Registration No. |
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| February 27, 2020 |
Exhibit 99.1 J. C. Penney Company, Inc. Reports Fourth Quarter and Full Year 2019 Financial Results Delivers Fourth Quarter Net Income of $0.08 Per Share Inventory Reduced 11.1% From Prior Year Meets Full Year Financial Guidance PLANO, Texas - (Feb. 27, 2020) - J. C. Penney Company, Inc. (NYSE: JCP) today announced financial results for its fiscal quarter and full year period ended Feb. 1, 2020: F |
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| February 27, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 February 27, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organiz |
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| February 12, 2020 |
JCP / J.C. Penney Co., Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: JC Penney Co Inc Title of Class of Securities: Common Stock CUSIP Number: 708160106 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Ru |
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| January 31, 2020 |
J. C. Penney Company, Inc. Addresses NYSE Listing Standards Exhibit 99.1 J. C. Penney Company, Inc. Addresses NYSE Listing Standards PLANO, Texas - (Jan. 31, 2020) - J. C. Penney Company, Inc. (NYSE: JCP) announced that it received notification from the New York Stock Exchange (NYSE) today, Jan. 31, 2020, that the Company is no longer in compliance with NYSE continued listing criteria, which require listed companies to maintain an average closing share pri |
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| January 31, 2020 |
UNITED STATES 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 January 31, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organiza |
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| January 24, 2020 |
UNITED STATES 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 January 24, 2020 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organiza |
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| January 24, 2020 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates 8-A12B/A - - 8-A12B/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A/A (Amendment No. 3) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) or (g) OF THE SECURITIES EXCHANGE ACT OF 1934 J. C. PENNEY COMPANY, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 26-0037077 (State of incorporation or organization) (I.R.S. Employer Identification no |
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| January 24, 2020 |
Exhibit 4.1 SECOND AMENDMENT TO AMENDED AND RESTATED RIGHTS AGREEMENT, dated as of January 24, 2020 (“Second Amendment”), by and between J. C. Penney Company, Inc., a Delaware corporation (the “Company”), and Computershare Inc., a Delaware corporation (the “Rights Agent”). WHEREAS, the Company and the Rights Agent are parties to that certain Amended and Restated Rights Agreement, dated as of Janua |
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| December 4, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 2, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: |
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| December 2, 2019 |
UNITED STATES 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 December 2, 2019 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organiza |
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| November 15, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 November 15, 2019 Date of Report (date of earliest event reported) J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organiz |
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| November 15, 2019 |
JCPenney Reports Third Quarter 2019 Financial Results Exhibit 99.1 JCPenney Reports Third Quarter 2019 Financial Results Cost of Goods Sold Rate Improved 350 Basis Points; Inventory Reduced 9.0 % From Prior Year Increases Adj. EBITDA1 Guidance for Full-Year 2019; Reaffirms Other Prior Financial Guidance PLANO, Texas - (Nov. 15, 2019) - J. C. Penney Company, Inc. (NYSE: JCP) today announced the following financial results for its fiscal third quarter |
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| October 10, 2019 |
JCP / J.C. Penney Co., Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: JC Penney Co Inc Title of Class of Securities: Common Stock CUSIP Number: 708160106 Date of Event Which Requires Filing of this Statement: September 30, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ R |
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| August 28, 2019 |
Exhibit 10.2 J. C. PENNEY COMPANY, INC. 2019 LONG-TERM INCENTIVE PLAN NOTICE OF RESTRICTED STOCK UNIT AWARD NON-ASSOCIATE DIRECTOR ANNUAL GRANT Name: «Name» Restricted Stock Unit Grant A restricted stock unit grant for [l] units was granted to you on [l]. Each restricted stock unit shall at all times be deemed to have a value equal to the then-current fair market value of one share of J. C. Penney |
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| August 28, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 3, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1 |
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| August 15, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 15, 2019 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commissio |
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| August 15, 2019 |
Exhibit 99.1 JCPENNEY REPORTS SECOND QUARTER 2019 FINANCIAL RESULTS Cost of Goods Sold Rate Improved 310 Basis Points; Inventory Reduced 12.5 % From Prior Year Company Provides Full Year 2019 Financial Guidance; Reaffirms Prior Expectations of Positive Annual Free Cash Flow PLANO, Texas - (Aug. 15, 2019) - J. C. Penney Company, Inc. (NYSE: JCP) today announced financial results for its fiscal seco |
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| August 8, 2019 |
J. C. Penney Company, Inc. Addresses NYSE Listing Standards Exhibit 99.1 J. C. Penney Company, Inc. Addresses NYSE Listing Standards PLANO, Texas - (Aug. 8, 2019) - J. C. Penney Company, Inc. (NYSE: JCP) announced today that it received notification from the New York Stock Exchange (NYSE) on Aug. 6, 2019, that the Company is no longer in compliance with NYSE continued listing criteria, which require listed companies to maintain an average closing share pri |
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| August 8, 2019 |
UNITED STATES 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 6, 2019 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission |
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| July 30, 2019 |
8-K 1 jcpenney8-kjuly2019.htm 8-K UNITED STATES 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): July 26, 2019 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdict |
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| July 10, 2019 |
8-K 1 jcpenney8-kdirector.htm 8-K UNITED STATES 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): July 5, 2019 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdicti |
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| July 10, 2019 |
W. Paul Jones to Join JCPenney Board of Directors Exhibit 99.1 W. Paul Jones to Join JCPenney Board of Directors PLANO, Texas - (July 10, 2019) - J. C. Penney Company, Inc. (NYSE: JCP) today announced that W. Paul Jones, a retail industry veteran with more than 30 years of department store and specialty retailing experience, was elected to its Board of Directors. Jones served as chief executive officer of Payless ShoeSource, retiring in 2017, and |
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| June 27, 2019 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates 11-K - - 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-15274 A. Full title of the plan a |
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| June 27, 2019 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates 11-K - - 11-K 11-K 1 a2018401ksavings11kfs.htm 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number |
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| May 31, 2019 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates SD - - SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 6501 Legacy Drive Plano, Texas 75024-3698 (Address of prin |
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| May 31, 2019 |
Conflict Minerals Report for the calendar year ended December 31, 2018 Exhibit 1.01 Conflict Minerals Report This is the Conflict Minerals Report (this “Report”) of J. C. Penney Company, Inc. for calendar year 2018 in accordance with Rule 13p-1 (“Rule 13p-1”) under the Securities Exchange Act of 1934, as amended. J. C. Penney Company, Inc. is a holding company whose principal operating subsidiary is J. C. Penney Corporation, Inc. (“JCPenney” or the “Company”). Our bu |
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| May 29, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 4, 2019 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-15 |
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| May 29, 2019 |
Exhibit 10.4 Notice of Cash-Settle Restricted Unit Grant Name [Participant Name] Employee ID [Employee ID] Date of Grant [Grant Date] Number of Cash-Settled Units Granted [Shares Granted] You have been granted the number of Cash Settled Restricted Stock Units (“CRUs”) listed above in recognition of your expected future contributions to the success of J. C. Penney Company, Inc. (“Company”). This gr |
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| May 24, 2019 |
UNITED STATES 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): May 24, 2019 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-15274 (Commission File No.) 26 |
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| May 24, 2019 |
J. C. Penney Company, Inc. 2019 Long-Term Incentive Plan Exhibit 10.1 2019 J. C. PENNEY COMPANY, INC. LONG-TERM INCENTIVE PLAN ARTICLE I PURPOSE OF PLAN The purpose of this 2019 Long-Term Incentive Plan is to provide long-term incentives to associates and non-associate directors of J. C. Penney Company, Inc., its subsidiaries and affiliates, or any unit thereof, in order to align the interests of such associates and non-associate directors with those of |
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| May 21, 2019 |
Exhibit 99.1 JCPENNEY REPORTS FIRST QUARTER 2019 FINANCIAL RESULTS Inventory Reduced 16.0 % From Prior Year Company Confirms Expectations of Positive Annual Free Cash Flow PLANO, Texas - (May 21, 2019) - J. C. Penney Company, Inc. (NYSE: JCP) today announced financial results for its fiscal first quarter ended May 4, 2019. Net loss for the quarter was $154 million or ($0.48) per share. Comparable |
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| May 21, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 jcpenney8-kearningsmay42019.htm 8-K UNITED STATES 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): May 21, 2019 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other ju |
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| May 15, 2019 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates DEFA14A DEFA14A SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material under §240. |
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| May 15, 2019 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates DEFA14A DEFA14A SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material under §240. |
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| May 15, 2019 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates DEFA14A DEFA14A DEFA14A 1 defa14amay2019.htm DEFA14A SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Ad |
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| May 10, 2019 |
JCP / J.C. Penney Co., Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: JC Penney Co Inc Title of Class of Securities: Common Stock CUSIP Number: 708160106 Date of Event Which Requires Filing of this Statement: April 30, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule |
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| April 18, 2019 |
Letter Agreement dated April 15, 2019 between J. C. Penney Company, Inc. and Steve Whaley Exhibit 10.1 Steve Whaley April 14, 2019 Dear Steve: I am pleased to extend this offer of employment as SVP Principal Accounting Officer and Controller with J.C. Penney Corporation, Inc. (“J.C. Penney”)1, reporting to me. Your new office will be in 6501 Legacy Drive, Plano, Texas 75024. Your start date will be April 29, 2019. The components of your offer are below. Compensation Your annualized bas |
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| April 18, 2019 |
Form of Termination Pay Agreement Exhibit 10.2 [DATE PROVIDED TO EXECUTIVE] TERMINATION PAY AGREEMENT This Termination Pay Agreement (the “Agreement”), dated as of [DATE], is between J.C. Penney Corporation, Inc. (“Corporation”) and [EXECUTIVE NAME], its [EXECUTIVE TITLE] (the “Executive”). WHEREAS, in order to achieve its long-term objectives, the Corporation recognizes that it is essential to attract and retain superior executiv |
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| April 18, 2019 |
8-K 1 jcpenney8-kpao.htm 8-K UNITED STATES 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): April 16, 2019 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction |
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| April 1, 2019 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates DEFA14A DEFA14A 1 d646995ddefa14a.htm DEFA14A SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive A |
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| April 1, 2019 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates DEF 14A DEF 14A Table of Contents SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material under §240. |
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| March 26, 2019 |
Letter Agreement dated March 25, 2019 between J. C. Penney Company, Inc. and Bill Wafford Exhibit 10.1 Bill Wafford March 21, 2019 Dear Bill: I am pleased to extend this offer of employment as EVP Chief Financial Officer with J.C. Penney Corporation, Inc. (“J.C. Penney”)1 , reporting to me. Your new office will be in 6501 Legacy Drive, Plano, Texas 75024. Your start date will be April 8, 2019. The components of your offer are below. Compensation Your annualized base salary will be $650 |
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| March 26, 2019 |
UNITED STATES 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): March 25, 2019 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission |
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| March 26, 2019 |
JCPenney Names Bill Wafford as Chief Financial Officer Exhibit 99.1 JCPenney Names Bill Wafford as Chief Financial Officer PLANO, Texas - (Mar. 26, 2019) - J. C. Penney Company, Inc. (NYSE: JCP) today announced that Bill Wafford, a highly accomplished retail executive with over 25 years of broad finance experience, has been named executive vice president, chief financial officer, effective April 8. Reporting to Jill Soltau, chief executive officer, Wa |
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| March 19, 2019 |
Exhibit 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT each of the undersigned directors and officers of J. |
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| March 19, 2019 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates 10-K (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 2, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-152 |
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| March 19, 2019 |
Subsidiaries of the Registrant EXHIBIT 21 SUBSIDIARIES OF THE REGISTRANT Set forth below is a direct subsidiary of the Company as of March 19, 2019. |
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| March 18, 2019 |
UNITED STATES 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): March 12, 2019 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commission |
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| February 28, 2019 |
Exhibit 99.1 JCPENNEY REPORTS FOURTH QUARTER AND FISCAL 2018 EARNINGS Inventory Reduced 13.1 % From Prior Year Generated Positive Operating Cash Flow of $359M and Free Cash Flow of $111M in Fiscal 2018 PLANO, Texas - (Feb. 28, 2019) - J. C. Penney Company, Inc. (NYSE: JCP) today announced financial results for its fiscal fourth quarter and full year ended Feb. 2, 2019. On a shifted basis, which co |
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| February 28, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): February 28, 2019 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation ) (Commis |
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| February 11, 2019 |
JCP / J.C. Penney Co., Inc. / VANGUARD GROUP INC Passive Investment jcpenneycoinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5 )* Name of issuer: JC Penney Co Inc Title of Class of Securities: Common Stock CUSIP Number: 708160106 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate box to de |
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| January 14, 2019 |
8-K 1 jcpenney8-kjan2019.htm 8-K UNITED STATES 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): January 8, 2019 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdic |
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| November 28, 2018 |
Form of Executive Termination Pay Agreement, effective September 14, 2018 Exhibit 10.2 [INSERT DATE OF DELIVERY] EXECUTIVE TERMINATION PAY AGREEMENT [INSERT NAME OF EXECUTIVE OFFICER] This Executive Termination Pay Agreement (the “Agreement”), dated as of , 20 is between J. C. Penney Corporation, Inc. (“Corporation”) and [INSERT NAME OF EXECUTIVE OFFICER], its [TITLE], a member of the Corporation’s executive team (the “Executive”). WHEREAS, in order to achieve its long- |
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| November 28, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 3, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: |
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| November 28, 2018 |
Exhibit 10.1 EXECUTION COPY AMENDED AND RESTATED CREDIT CARD PROGRAM AGREEMENT By and Between J. C. PENNEY CORPORATION, INC. and SYNCHRONY BANK Dated as of October 5, 2018 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 1.1 Certain Defined Terms 1 1.2 Usage 1 1.3 Conventions 1 1.4 Interpretation 2 ARTICLE II ESTABLISHMENT AND PROMOTION OF THE PROGRAM 2 2.1 Establishment of Program and Accounts 2 2.2 Cer |
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| November 15, 2018 |
Exhibit 99.1 JCPENNEY REPORTS THIRD QUARTER 2018 FINANCIAL RESULTS Inventory Reduced by 5.4% From Prior Year Company Expects Positive Annual Free Cash Flow PLANO, Texas - (Nov. 15, 2018) - J. C. Penney Company, Inc. (NYSE: JCP) today announced financial results for its fiscal third quarter ended Nov. 3, 2018. Comparable sales decreased 5.4 % for the third quarter. Net loss for the quarter was $151 |
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| November 15, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): November 15, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commiss |
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| October 29, 2018 |
JCPenney Announces Interim CFO Transition Exhibit 99.1 JCPenney Announces Interim CFO Transition PLANO, Texas - (Oct. 29, 2018) - J. C. Penney Company, Inc. (NYSE: JCP) today announced that Michael Fung is temporarily joining the Company as interim chief financial officer effective Oct. 30, succeeding Jerry Murray who will resume his responsibilities as senior vice president of finance. Fung is an accomplished executive with over 40 years |
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| October 29, 2018 |
Employment Agreement dated October 29, 2018 between J. C. Penney Corporation, Inc. and Michael Fung Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is dated as of October 29, 2018 and effective as of October 30, 2018 (the “Effective Date”), by and among Michael Fung (“Employee”), J. C. Penney Company, Inc. a Delaware corporation (“Company”), and J. C. Penney Corporation, Inc., a Delaware corporation (“Corporation”). RECITALS WHEREAS, based upon the reputation and su |
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| October 29, 2018 |
UNITED STATES 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): October 28, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commissi |
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| October 10, 2018 |
Entry into a Material Definitive Agreement UNITED STATES 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): October 5, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (Commissio |
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| October 2, 2018 |
JCPenney Welcomes Jill Soltau as Chief Executive Officer Exhibit 99.1 JCPenney Welcomes Jill Soltau as Chief Executive Officer PLANO, Texas - (Oct. 2, 2018) - The J. C. Penney Company, Inc. (NYSE: JCP) Board of Directors today announced the appointment of Jill Soltau as Chief Executive Officer and a member of the Board of Directors, effective Oct. 15, 2018. Soltau is a 30-year retail veteran who most recently served as President and CEO of JOANN Stores, |
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| October 2, 2018 |
Letter Agreement dated September 29, 2018 between J. C. Penney Company, Inc. and Jill A. Soltau Exhibit 10.1 EXECUTION VERSION September 29, 2018 Jill Soltau Dear Jill: I am pleased to extend to you this offer of employment as Chief Executive Officer of J. C. Penney Company, Inc. (“JCPenney”). Your office will be located in JCPenney’s headquarters building at 6501 Legacy Drive, Plano, Texas 75024. Your start date will be October 15, 2018. In addition, effective October 15, 2018 you will beco |
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| October 2, 2018 |
8-K 1 a8-koctober2018.htm 8-K UNITED STATES 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): September 29, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdic |
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| October 2, 2018 |
Exhibit 10.2 EXECUTION COPY EXECUTIVE TERMINATION PAY AGREEMENT JILL SOLTAU This Executive Termination Pay Agreement (the “Agreement”), dated as of September 29, 2018 is between J. C. Penney Corporation, Inc. (“Corporation”) and Jill Soltau, its Chief Executive Officer effective October 15, 2018, a member of the Corporation’s executive team (the “Executive”). For the avoidance of doubt, this Agree |
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| September 27, 2018 |
UNITED STATES 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): September 25, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation ) (Commi |
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| September 27, 2018 |
Exhibit 99.1 JCPenney Announces Departure of Chief Financial Officer SVP Finance Jerry Murray to Serve as Interim CFO PLANO, Texas - (Sept. 27, 2018) - J. C. Penney Company, Inc. (NYSE: JCP) today announced that Jeffrey Davis has informed the Company that he is resigning from his position as executive vice president and chief financial officer effective Oct. 1 to pursue another opportunity. Jerry |
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| September 7, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates TEXT-EXTRACT Mail Stop 3561 September 5, 2018 Andrew S. Drexler Senior Vice President, Chief Accounting Officer and Controller J.C. Penney Company, Inc. 6501 Legacy Drive Plano, Texas 75024-3698 Re: J.C. Penney Company, Inc. Form 10-K for Fiscal Year Ended February 3, 2018 Filed March 19, 2018 File No. 1-15274 Dear Mr. Drexler: We have completed our review of your filing. We remind you that the company and its |
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| September 7, 2018 |
Mail Stop 3561 September 5, 2018 Andrew S. Drexler Senior Vice President, Chief Accounting Officer and Controller J.C. Penney Company, Inc. 6501 Legacy Drive Plano, Texas 75024-3698 Re: J.C. Penney Company, Inc. Form 10-K for Fiscal Year Ended February 3, 2018 Filed March 19, 2018 File No. 1-15274 Dear Mr. Drexler: We have completed our review of your filing. We remind you that the company and its |
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| September 5, 2018 |
Form of Cash Retention Award Agreement Exhibit 10.1 To: From: Board of Directors Date: Subject: Cash Bonus Award Our Company and our industry are in a period of transition. Now, more than ever, we need leaders who are focused on executing our strategic priorities and driving improved results. To recognize your contributions and the importance of your ongoing participation moving forward, we are pleased to present you with a cash bonus |
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| September 5, 2018 |
Exhibit 10.2 J. C. PENNEY COMPANY, INC. 2018 LONG-TERM INCENTIVE PLAN NOTICE OF RESTRICTED STOCK UNIT AWARD NON-ASSOCIATE DIRECTOR ANNUAL GRANT Name: Restricted Stock Unit Grant A restricted stock unit grant for [Ÿ] units was granted to you on [Ÿ]. Each restricted stock unit shall at all times be deemed to have a value equal to the then-current fair market value of one share of J. C. Penney Compan |
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| September 5, 2018 |
Exhibit 10.3 Restricted Stock Unit Grant Agreement Name [Participant Name] Employee ID [Employee ID] Date of Grant [Grant Date] Number of Restricted Stock Units Granted [Shares Granted] 1. Restricted Stock Unit Grant. You have been granted the number of Restricted Stock Units listed above in recognition of your expected future contributions to the success of J. C. Penney Company, Inc. (“Company”). |
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| September 5, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 4, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1 |
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| August 22, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates CORRESP J. C. Penney Company, Inc. August 22, 2018 6501 Legacy Drive Plano, TX 75024 972-431-1000 William H. Thompson Accounting Branch Chief Office of Consumer Products Division of Corporation Finance U.S. Securities and Exchange Commission Mail Stop 3561 Washington, DC 20549 Re: J. C. Penney Company, Inc. Form 10-K for the Fiscal Year ended February 3, 2018 Filed March 19, 2018 File No. 1-15274 Dear Mr. |
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| August 16, 2018 |
Exhibit 99.1 JCPENNEY REPORTS SECOND QUARTER 2018 FINANCIAL RESULTS Delivered Positive Sales Comps for the Quarter and Year-to-Date Periods PLANO, Texas - (Aug. 16, 2018) - J. C. Penney Company, Inc. (NYSE: JCP) today announced financial results for its fiscal second quarter ended Aug. 4, 2018. Comparable sales increased 0.3 % for the second quarter. Net loss for the quarter was $101 million or ($ |
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| August 16, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 jcpenney8-kearningsaugust2.htm 8-K UNITED STATES 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 16, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other |
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| August 14, 2018 |
Mail Stop 3561 August 14, 2018 Andrew S. Drexler Senior Vice President, Chief Accounting Officer and Controller J.C. Penney Company, Inc. 6501 Legacy Drive Plano, Texas 75024-3698 Re: J.C. Penney Company, Inc. Form 10-K for Fiscal Year Ended February 3, 2018 Filed March 19, 2018 File No. 1-15274 Dear Mr. Drexler: We have reviewed your filing and have the following comments. In some of our comments |
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| August 14, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates TEXT-EXTRACT Mail Stop 3561 August 14, 2018 Andrew S. Drexler Senior Vice President, Chief Accounting Officer and Controller J.C. Penney Company, Inc. 6501 Legacy Drive Plano, Texas 75024-3698 Re: J.C. Penney Company, Inc. Form 10-K for Fiscal Year Ended February 3, 2018 Filed March 19, 2018 File No. 1-15274 Dear Mr. Drexler: We have reviewed your filing and have the following comments. In some of our comments |
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| July 20, 2018 |
8-K 1 jcpenney8-kjuly20.htm 8-K UNITED STATES 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): July 18, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdictio |
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| June 29, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates 11-K 11-K 1 a2017safeharborsavings11k.htm 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Nu |
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| June 29, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-15274 A. Full title of the plan a |
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| June 28, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates S-8 As filed with the Securities and Exchange Commission on June 28, 2018 Registration No. |
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| June 28, 2018 |
Exhibit 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT each of the undersigned directors and officers of J. |
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| June 14, 2018 |
UNITED STATES 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): June 8, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-15274 (Commission File No.) 26 |
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| May 31, 2018 |
Conflict Minerals Report for the calendar year ended December 31, 2017 Exhibit 1.01 Conflict Minerals Report This is the Conflict Minerals Report (the “Report”) of J. C. Penney Company, Inc. for calendar year 2017 in accordance with Rule 13p-1 (“Rule 13p-1”) under the Securities Exchange Act of 1934, as amended. J. C. Penney Company, Inc. is a holding company whose principal operating subsidiary is J. C. Penney Corporation, Inc. (“JCPenney” or the “Company”). Our bus |
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| May 31, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 6501 Legacy Drive Plano, Texas 75024-3698 (Address of prin |
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| May 30, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates S-8 As filed with the Securities and Exchange Commission on May 30, 2018 Registration No. |
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| May 30, 2018 |
Exhibit 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT each of the undersigned directors and officers of J. |
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| May 30, 2018 |
Computation of Ratios of Earnings to Fixed Charges Exhibit 12 J. C. Penney Company, Inc. Computation of Ratios of Earnings to Fixed Charges (Unaudited) 53 Weeks 52 Weeks 52 Weeks 52 Weeks 52 Weeks Ended Ended Ended Ended Ended ($ in millions) 2/3/2018 1/28/2017 1/30/2016 1/31/2015 2/1/2014 Income/(loss) from continuing operations before income taxes $ (242 ) $ 2 $ (504 ) $ (694 ) $ (1,708 ) Fixed charges: Net interest expense 325 363 405 406 352 I |
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| May 30, 2018 |
Exhibit 4.4 J. C. PENNEY COMPANY, INC. AND BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION, Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of March 7, 1986 TO INDENTURE Dated as of October 1, 1982 THIRD SUPPLEMENTAL INDENTURE dated as of March 7, 1986, between J. C. PENNEY COMPANY, INC., a Delaware corporation(hereinafter called the "Company"), and BANK OF AMERICA NATIONAL TRUST AND SAVINGS |
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| May 30, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates 10-K/A (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 3, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission |
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| May 30, 2018 |
Exhibit 10.47 INDEMNIFICATION TRUST AGREEMENT between J. C. PENNEY COMPANY, INC. and CHEMICAL BANK dated as of July 30, 1986 Table of Contents Section Page 1 Deposit of Trust Funds 3 2 Permitted Investments 8 3 Distribution of Funds from the Indemnification Trust Fund 12 4 Representatives of the Indemnitees; Challenges to Indemnification Claims or Trust Fund Deposits 21 5 Concerning the Trustee 28 |
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| May 30, 2018 |
Subsidiaries of the Registrant EXHIBIT 21 SUBSIDIARIES OF THE REGISTRANT Set forth below is a direct subsidiary of the Company as of March 19, 2018. |
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| May 30, 2018 |
Exhibit 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT each of the undersigned directors and officers of J. |
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| May 30, 2018 |
Exhibit 10.5 Performance Cash Grant Agreement Name [Participant Name] Employee ID [Employee ID] Date of Grant [Grant Date] Amount of Performance Cash Granted $[Performance Cash Granted] You have been granted a Performance Cash Award in the amount listed above in recognition of your expected future contributions to the success of J. C. Penney Company, Inc. (“Company”). This grant is subject to all |
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| May 30, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 5, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-15 |
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| May 25, 2018 |
8-K 1 jcp8-kannualmeeting2018.htm 8-K UNITED STATES 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): May 25, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorpora |
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| May 22, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates DEFA14A SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material under §240. |
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| May 22, 2018 |
UNITED STATES 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): May 21, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation ) (Commission |
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| May 22, 2018 |
Exhibit 99.1 JCPenney Announces Resignation of Chairman and CEO Marvin Ellison Lead Independent Director Ron Tysoe elected Chairman of the Board Senior leaders to collectively serve as Office of the CEO PLANO, Texas - (May 22, 2018) - J. C. Penney Company, Inc. (NYSE: JCP) today announced that Chairman and CEO Marvin R. Ellison has notified the Company of his decision to resign from his role to pu |
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| May 17, 2018 |
Exhibit 99.1 JCPENNEY REPORTS FIRST QUARTER 2018 FINANCIAL RESULTS Delivered Positive Sales Comp and Operating Income Retired $190 Million of Long-Term Debt at Maturity PLANO, Texas - (May 17, 2018) - J. C. Penney Company, Inc. (NYSE: JCP) today announced financial results for its fiscal first quarter ended May 5, 2018. Marvin R. Ellison, chairman and chief executive officer said, “During the firs |
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| May 17, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 jcpenney8-kearningsmay2018.htm 8-K UNITED STATES 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): May 17, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jur |
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| April 30, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates DEFA14A DEFA14A 1 jcpenneydefaapril2018.htm DEFA14A SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Defini |
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| April 9, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates DEFA14A DEFA14A SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material under §240. |
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| April 9, 2018 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates DEF 14A DEF 14A 1 d517890ddef14a.htm DEF 14A Table of Contents SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Stateme |
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| March 19, 2018 |
Subsidiaries of the Registrant EXHIBIT 21 SUBSIDIARIES OF THE REGISTRANT Set forth below is a direct subsidiary of the Company as of March 19, 2018. |
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| March 19, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 3, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-152 |
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| March 19, 2018 |
Exhibit 4.4 J. C. PENNEY COMPANY, INC. AND BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION, Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of March 7, 1986 TO INDENTURE Dated as of October 1, 1982 THIRD SUPPLEMENTAL INDENTURE dated as of March 7, 1986, between J. C. PENNEY COMPANY, INC., a Delaware corporation(hereinafter called the "Company"), and BANK OF AMERICA NATIONAL TRUST AND SAVINGS |
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| March 19, 2018 |
6501 Legacy Drive Plano, TX 75024 jcp.com March 19, 2018 VIA EDGAR Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: J. C. Penney Company, Inc. Annual Report on Form 10-K for the Fiscal Year Ended February 3, 2018 Ladies and Gentlemen: Pursuant to Rule 101 of Regulation S-T, I am hereby filing electronically on the Commission?s Electronic Data Gathering, Analysis, and Re |
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| March 19, 2018 |
Computation of Ratios of Earnings to Fixed Charges Exhibit 12 J. C. Penney Company, Inc. Computation of Ratios of Earnings to Fixed Charges (Unaudited) 53 Weeks 52 Weeks 52 Weeks 52 Weeks 52 Weeks Ended Ended Ended Ended Ended ($ in millions) 2/3/2018 1/28/2017 1/30/2016 1/31/2015 2/1/2014 Income/(loss) from continuing operations before income taxes $ (242 ) $ 2 $ (504 ) $ (694 ) $ (1,708 ) Fixed charges: Net interest expense 325 363 405 406 352 I |
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| March 19, 2018 |
Exhibit 10.47 INDEMNIFICATION TRUST AGREEMENT between J. C. PENNEY COMPANY, INC. and CHEMICAL BANK dated as of July 30, 1986 Table of Contents Section Page 1 Deposit of Trust Funds 3 2 Permitted Investments 8 3 Distribution of Funds from the Indemnification Trust Fund 12 4 Representatives of the Indemnitees; Challenges to Indemnification Claims or Trust Fund Deposits 21 5 Concerning the Trustee 28 |
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| March 19, 2018 |
Exhibit 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT each of the undersigned directors and officers of J. |
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| March 14, 2018 |
EX-10.3 5 d505794dex103.htm EX-10.3 Exhibit 10.3 Execution Version JUNIOR PRIORITY INTERCREDITOR AGREEMENT JUNIOR PRIORITY INTERCREDITOR AGREEMENT, dated as of March 12, 2018, among WILMINGTON TRUST, NATIONAL ASSOCIATION in its capacity as “Collateral Agent” under the First Lien Pari Passu Intercreditor Agreement (as defined below) (together with its successors as “Collateral Agent,” the “First Li |
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| March 14, 2018 |
EX-4.1 Exhibit 4.1 Execution Version J. C. PENNEY CORPORATION, INC., as Issuer, the GUARANTORS party hereto AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee $400,000,000 8.625% Senior Secured Second Priority Notes due 2025 INDENTURE Dated as of March 12, 2018 Table of Contents Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE SECTION 1.1. Definitions 1 SECTION 1.2. Other Definitions |
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| March 14, 2018 |
EX-10.4 6 d505794dex104.htm EX-10.4 Exhibit 10.4 [Execution] AMENDMENT NO. 3 TO CREDIT AGREEMENT AMENDMENT NO. 3 TO CREDIT AGREEMENT, dated as of March 8, 2018 (this “Amendment No. 3”), is by and among J. C. Penney Company, Inc. (“Holdings”), J. C. Penney Corporation, Inc. (“Parent Borrower”), J. C. Penney Purchasing Corporation (“Purchasing,” and together with Parent Borrower, individually, a “Bo |
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| March 14, 2018 |
EX-10.2 Exhibit 10.2 Execution Version REPRESENTATIVE JOINDER AGREEMENT NO. 1 dated as of March 12, 2018 (this “Representative Joinder Agreement”) to the INTERCREDITOR AND COLLATERAL COOPERATION AGREEMENT dated as of June 23, 2016 (the “Intercreditor Agreement”), among WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as Representative with respect to the ABL Credit Agreement, Wilmington Tru |
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| March 14, 2018 |
EX-10.1 3 d505794dex101.htm EX-10.1 Exhibit 10.1 Execution Version PLEDGE AND SECURITY AGREEMENT dated as of March 12, 2018 among J. C. PENNEY CORPORATION, INC., J. C. PENNEY COMPANY, INC., EACH OF THE OTHER GRANTORS PARTY HERETO and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent TABLE OF CONTENTS PAGE SECTION 1. DEFINITIONS; GRANT OF SECURITY 1 1.1 General Definitions 1 1.2 Definitio |
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| March 14, 2018 |
Form 8-K UNITED STATES 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): March 12, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation) (C |
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| March 8, 2018 |
JCPenney Announces Pricing of Upsized Offering of Senior Secured Second Priority Notes EX-99.1 2 exhibit991pressreleasepric.htm EXHIBIT 99.1 Exhibit 99.1 JCPenney Announces Pricing of Upsized Offering of Senior Secured Second Priority Notes PLANO, Texas (March 8, 2018) - J. C. Penney Company, Inc. (the “Company”) (NYSE: JCP) announced today that its wholly-owned subsidiary, J. C. Penney Corporation, Inc. (“JCP”, and together with the Company, “J. C. Penney”), has upsized and priced |
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| March 8, 2018 |
Financial Statements and Exhibits, Other Events 8-K 1 jcpenney8-kpricingmarch2018.htm 8-K UNITED STATES 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): March 8, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other j |
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| March 8, 2018 |
Financial Statements and Exhibits, Other Events UNITED STATES 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): March 8, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation ) (Commission |
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| March 8, 2018 |
JCPenney Announces Proposed Offering of Senior Secured Second Priority Notes Exhibit 99.2 JCPenney Announces Proposed Offering of Senior Secured Second Priority Notes PLANO, Texas (March 8, 2018) - J. C. Penney Company, Inc. (the “Company”) (NYSE: JCP) announced today that its wholly-owned subsidiary, J. C. Penney Corporation, Inc. (“JCP”, and together with the Company, “J. C. Penney”), has commenced a private offering of $350 million aggregate principal amount of senior s |
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| March 8, 2018 |
Exhibit 99.1 J. C. Penney Commences Tender Offers for 8.125% Senior Notes due 2019 and 5.65% Senior Notes due 2020 PLANO, Texas (March 8, 2018) - J. C. Penney Company, Inc. (NYSE: JCP) (the “Company”), as co-obligor on the Securities (as defined below), and J. C. Penney Corporation, Inc., a wholly owned subsidiary of the Company (“JCP”, and together with the Company, “J. C. Penney”), as issuer of |
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| March 8, 2018 |
Statement of Computation of Ratio of Earnings to Fixed Charges Exhibit 12 J. C. Penney Company, Inc. Computation of Ratios of Earnings to Fixed Charges (Unaudited) Nine Months Ended ($ in millions) 10/28/2017 Income/(loss) from continuing operations before income taxes $ (410 ) Fixed charges: Net interest expense 244 Loss on extinguishment of debt, bond premiums and unamortized costs 35 Estimated interest within rental expense 70 Total fixed charges 349 Total |
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| March 2, 2018 |
8-K 1 jcpenney8-kearningsmarch20.htm 8-K UNITED STATES 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): February 26, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or othe |
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| March 2, 2018 |
Exhibit 99.1 JCPENNEY FOURTH QUARTER AND FISCAL 2017 EARNINGS EXCEEDED EXPECTATIONS Fourth Quarter Comparable Sales Increase 2.6% Outstanding Debt Reduced by Over $600 Million in 2017 PLANO, Texas - (Mar. 2, 2018) - J. C. Penney Company, Inc. (NYSE: JCP) today announced financial results for its fiscal fourth quarter and full year ended Feb. 3, 2018. Comparable sales increased 2.6 % for the fourth |
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| February 12, 2018 |
JCP / J.C. Penney Co., Inc. / TCW GROUP INC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 9, 2018 |
JCP / J.C. Penney Co., Inc. / VANGUARD GROUP INC Passive Investment jcpenneycoinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4 )* Name of issuer: JC Penney Co Inc Title of Class of Securities: Common Stock CUSIP Number: 708160106 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appropriate box to de |
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| January 30, 2018 |
Document UNITED STATES 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): January 24, 2018 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation ) |
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| November 29, 2017 |
Preferability Letter of Independent Registered Public Accounting Firm Exhibit 18 November 29, 2017 J. C. Penney Company, Inc. Plano, Texas Ladies and Gentlemen: We have been furnished with a copy of the quarterly report on Form 10-Q of J. C. Penney Company, Inc. (the "Company") for the three months ended October 28, 2017, and have read the Company's statements contained in Note 2 to the interim consolidated financial statements included therein. As stated in Note 2, |
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| November 29, 2017 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 28, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: |
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| November 15, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 16, 2017 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation ) |
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| November 13, 2017 |
Exhibit Exhibit 99.2 Final Transcript J C Penney Company Inc - JCP - Earning Conference Call/Presentation- 11/10/17 08:30 AM Corporate Participants Jeffrey A. Davis - J. C. Penney Company, Inc. - EVP and CFO Joseph Michael McFarland - J. C. Penney Company, Inc. - EVP of Stores Marvin R. Ellison - J. C. Penney Company, Inc. - Chairman & CEO Conference Call Participants Charles P. Grom - Gordon Hask |
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| November 13, 2017 |
EX-99.1 2 jcpenney8-ktables10282017.htm EXHIBIT 99.1 Exhibit 99.1 JCPENNEY REPORTS A 1.7 PERCENT INCREASE IN COMPARABLE SALES FOR THE THIRD QUARTER 2017 Inventory Declines 8.8 % Over the Same Period Last Year PLANO, Texas - (Nov. 10, 2017) - J. C. Penney Company, Inc. (NYSE: JCP) today announced financial results for its fiscal third quarter ended Oct. 28, 2017. Total net sales decreased (1.8) % t |
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| November 13, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 jcpenney8-kearningsnovembe.htm 8-K UNITED STATES 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): November 10, 2017 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or othe |
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| November 3, 2017 |
Document UNITED STATES 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): November 2, 2017 J. C. PENNEY COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware 1-15274 26-0037077 (State or other jurisdiction of incorporation ) |
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| November 3, 2017 |
JCPenney Announces a Realignment of its Merchandising Organization Exhibit Exhibit 99.1 JCPenney Announces a Realignment of its Merchandising Organization PLANO, Texas - (Nov. 3, 2017) - J. C. Penney Company, Inc. (NYSE: JCP) today announced an organizational restructuring designed to streamline decision-making and promote greater agility within its merchandise buying teams. In conjunction with this reorganization, the position of chief merchant has been eliminat |
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| August 30, 2017 |
KTP / Structured Products CorTS, J.C. Penney Debs, 7 5/8% Certificates 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 29, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1- |
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| August 30, 2017 |
Exhibit 10.2 NINTH AMENDMENT TO AMENDED AND RESTATED CONSUMER CREDIT CARD PROGRAM AGREEMENT This Ninth Amendment (“Amendment Number 9”) dated as of July 10, 2017 to that certain Consumer Credit Card Program Agreement made as of December 6, 1999, as amended and restated as of November 5, 2009, and as amended as of October 29, 2010, January 30, 2013, October 11, 2013, February 25, 2014, April 6, 201 |
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| August 22, 2017 |
Exhibit Power of Attorney I, Brandy L. Treadway, hereby appoint and authorize Salil R. Virkar and David A. Shipley, together or individually to prepare, execute, and file (electronically or otherwise), specifically on my behalf as my attorney-in-fact, Forms 3, 4 and 5, Forms 144, and any amendments thereto and any forms required to comply with Section 16 of the Securities Exchange Act of 1934 or s |
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| August 22, 2017 |
Exhibit Power of Attorney I, Wonya Y. Lucas, hereby appoint and authorize Salil R. Virkar and David A. Shipley, together or individually to prepare, execute, and file (electronically or otherwise), specifically on my behalf as my attorney-in-fact, Forms 3, 4 and 5, Forms 144, and any amendments thereto and any forms required to comply with Section 16 of the Securities Exchange Act of 1934 or simil |
