JCPenney 2015 Annual Report Download - page 51

Table of Contents

None.


The information required by Item 10 with respect to executive officers is included within Item 1 in Part I of this Annual Report on Form 10-K under the
caption “Executive Officers of the Registrant.”
The information required by Item 10 with respect to directors, audit committee, audit committee financial experts and Section 16(a) beneficial ownership
reporting compliance is included under the captions “Board Committees–Audit Committee,” “Section 16(a) Beneficial Ownership Reporting Compliance”
and “Proposal 1 - Election of Directors” in our definitive proxy statement for 2016, which will be filed with the Securities and Exchange Commission
pursuant to Regulation 14A and is incorporated herein by reference.

We have adopted a code of ethics for officers and employees, which applies to, among others, our principal executive officer, principal financial officer and
principal accounting officer, and which is known as the “Statement of Business Ethics.” We have also adopted certain ethical principles and policies for our
directors, which are set forth in Article V of our Corporate Governance Guidelines. The Statement of Business Ethics and Corporate Governance Guidelines
are available on our website at www.jcpenney.com. Additionally, we will provide copies of these documents without charge upon request made to:






Our Company intends to satisfy the disclosure requirement under Item 5.05 of Form 8-K regarding an amendment to or waiver of any provision of the
Statement of Business Ethics that applies to any officer of the Company by posting such information on our website at www.jcpenney.com.

The information required by Item 11 is included under the captions “Compensation Committee Interlocks and Insider Participation,” “Compensation
Discussion and Analysis,” “Report of the Human Resources and Compensation Committee,” “Summary Compensation Table,” “Grants of Plan-Based Awards
for Fiscal 2015,” “Outstanding Equity Awards at Fiscal Year-End 2015,” “Option Exercises and Stock Vested for Fiscal 2015,” “Pension Benefits,”
“Nonqualified Deferred Compensation for Fiscal 2015,” “Potential Payments and Benefits on Termination of Employment,” and “Director Compensation for
Fiscal 2015” in our Company’s definitive proxy statement for 2016, which will be filed with the Securities and Exchange Commission pursuant to
Regulation 14A and is incorporated herein by reference.
 
The information required by Item 12 with respect to beneficial ownership of our Company’s common stock is included under the caption “Beneficial
Ownership of Common Stock” and with respect to equity compensation plans is included under the caption "Equity Compensation Plan(s) Information" in
our Company’s definitive proxy statement for 2016, which will be filed with the Securities and Exchange Commission pursuant to Regulation 14A and is
incorporated herein by reference.

The information required by Item 13 is included under the captions “Policies and Procedures with Respect to Related Person Transactions” and “Board
Independence” in our Company’s definitive proxy statement for 2016, which will be filed with the Securities and Exchange Commission pursuant to
Regulation 14A and is incorporated herein by reference.
51