STOCK TITAN

Target (TGT) CAO boosts deferred stock-linked units in amended Form 4/A

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Target Corporation Chief Accounting Officer Matthew A. Liegel reported a discretionary transaction involving 3,425.8308 deferred compensation units indexed to Target common stock at a reference value of $116.76 per unit. These units are part of the company’s Executive Deferred Compensation Plan and are economically equivalent to the same number of Target common shares.

After this transaction, Liegel holds 7,134.7280 deferred compensation units tied to Target stock under the plan. The balances are unsecured general obligations of Target and will be paid solely in cash based on plan investment performance. This amendment corrects the number of units previously reported and reflects investment earnings and losses since a prior filing.

Positive

  • None.

Negative

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Insider LIEGEL MATTHEW A
Role Chief Accounting Officer
Type Security Shares Price Value
I Deferred Compensation Units 3,425.831 $116.76 $400K
Holdings After Transaction: Deferred Compensation Units — 7,134.728 shares (Direct)
Footnotes (1)
  1. Deferred compensation units are held under the Target Corporation Executive Deferred Compensation Plan (the "Plan"). Under the terms of the Plan, participants' deferred compensation balances are indexed to various crediting rate alternatives, as chosen by them. The units reported relate to the Target common stock crediting rate alternative, and each unit is the economic equivalent of one share of Target common stock. The value of such units increases or decreases daily in accordance with an equivalent investment in the Target Stock Fund in the corporation's 401(k) plan. Participants are generally free to transfer plan balances into other crediting rate alternatives at any time. The Plan balances represent unsecured general obligations of Target Corporation, and are payable solely in cash. The transaction represents the reporting person's discretionary acquisition of units of the Target common stock rate alternative under the Plan referenced in footnote 1, and is the economic equivalent of the purchase of the same number of shares of Target common stock. This amendment is being filed to correct the number of securities acquired by the reporting person as reported on the original Form 4 filed on March 19, 2026. Includes investment earnings/losses since the reporting person's Form 4 filing on May 24, 2022, that previously reported these deferred compensation units.
Deferred compensation units acquired 3,425.8308 units Discretionary transaction dated 2026-03-17
Reference value per unit $116.76 per unit Economic equivalent of Target common stock
Total deferred units after transaction 7,134.7280 units Plan balance following reported transaction
Rule reference Rule 16b-3(f) Discretionary transaction classification
Conversion price $0.00 Conversion/exercise price of deferred units
Deferred Compensation Units financial
"Deferred compensation units are held under the Target Corporation Executive Deferred Compensation Plan"
Executive Deferred Compensation Plan financial
"Deferred compensation units are held under the Target Corporation Executive Deferred Compensation Plan"
Target Stock Fund financial
"value of such units increases or decreases daily in accordance with an equivalent investment in the Target Stock Fund"
economic equivalent financial
"each unit is the economic equivalent of one share of Target common stock"
unsecured general obligations financial
"The Plan balances represent unsecured general obligations of Target Corporation, and are payable solely in cash"
Rule 16b-3(f) regulatory
"transaction code description: Discretionary transaction under Rule 16b-3(f)"
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
LIEGEL MATTHEW A

(Last)(First)(Middle)
1000 NICOLLET MALL

(Street)
MINNEAPOLIS MINNESOTA 55403

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
TARGET CORP [ TGT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
03/19/2026
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Compensation Units(1)03/17/2026I(2)3,425.8308 (1) (1)Common Stock3,425.8308$116.767,134.728(3)D
Explanation of Responses:
1. Deferred compensation units are held under the Target Corporation Executive Deferred Compensation Plan (the "Plan"). Under the terms of the Plan, participants' deferred compensation balances are indexed to various crediting rate alternatives, as chosen by them. The units reported relate to the Target common stock crediting rate alternative, and each unit is the economic equivalent of one share of Target common stock. The value of such units increases or decreases daily in accordance with an equivalent investment in the Target Stock Fund in the corporation's 401(k) plan. Participants are generally free to transfer plan balances into other crediting rate alternatives at any time. The Plan balances represent unsecured general obligations of Target Corporation, and are payable solely in cash.
2. The transaction represents the reporting person's discretionary acquisition of units of the Target common stock rate alternative under the Plan referenced in footnote 1, and is the economic equivalent of the purchase of the same number of shares of Target common stock. This amendment is being filed to correct the number of securities acquired by the reporting person as reported on the original Form 4 filed on March 19, 2026.
3. Includes investment earnings/losses since the reporting person's Form 4 filing on May 24, 2022, that previously reported these deferred compensation units.
Remarks:
Miranda S. Hirner, Attorney-In-Fact04/09/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Target (TGT) executive Matthew A. Liegel report in this Form 4/A?

Matthew A. Liegel reported a discretionary acquisition of 3,425.8308 deferred compensation units tied to Target common stock. These units are held in Target’s Executive Deferred Compensation Plan and are economically equivalent to the same number of Target shares but are payable only in cash.

How many deferred compensation units tied to Target (TGT) stock does Liegel now hold?

Following the reported transaction, Matthew A. Liegel holds 7,134.7280 deferred compensation units linked to Target common stock. These plan units track the value of Target’s stock fund and represent unsecured obligations of Target, to be settled in cash under the plan’s terms.

Are the deferred compensation units in Target (TGT) stock paid in shares or cash?

The deferred compensation units are payable solely in cash, not in Target shares. Their value increases or decreases daily as if invested in the Target Stock Fund, but participants ultimately receive cash under the Executive Deferred Compensation Plan’s terms.

What does “economic equivalent of Target common stock” mean in this Target (TGT) filing?

Each deferred compensation unit is the economic equivalent of one Target common share, meaning its value tracks Target’s stock performance. However, these balances remain unsecured obligations of Target and are settled in cash rather than by delivering actual shares.

Why was this Target (TGT) Form 4/A filed as an amendment?

The Form 4/A was filed to correct the number of deferred compensation units acquired that was previously reported. It also notes that the reported plan balance includes investment earnings and losses since a prior Form 4 filed on May 24, 2022.

What is a discretionary transaction under Rule 16b-3(f) for Target (TGT)?

A discretionary transaction under Rule 16b-3(f) is an elective change in investment alternatives in an issuer’s benefit plan. Here, it reflects Liegel’s discretionary acquisition of units in the Target common stock crediting rate option within the Executive Deferred Compensation Plan.