Target (TGT) CAO sells 2,053 shares and acquires deferred stock units

Rhea-AI Filing Summary

Target Corp Chief Accounting Officer Matthew A. Liegel reported two transactions. He made a discretionary acquisition of 2,112.1249 deferred compensation units tied to Target common stock under the company’s Executive Deferred Compensation Plan, bringing his balance in these units to 4,398.7685. Each unit is the economic equivalent of one Target share but is payable solely in cash as an unsecured company obligation.

On the same date, he sold 2,053 shares of Target common stock in an open-market transaction at a volume-weighted average price of $117.1911 per share, with individual sale prices ranging from $117.1900 to $117.2000. Following this sale, he directly holds 12,143 Target common shares.

Insights

Equity compensation analyst

Routine sale alongside deferred compensation allocation; net effect is modest.

The filing shows Matthew A. Liegel, Target’s Chief Accounting Officer, reallocating compensation and equity exposure. He acquired 2,112.1249 deferred compensation units economically equivalent to Target shares under a non-share-settled plan, while also selling 2,053 common shares in the market.

The deferred compensation units are indexed to Target’s stock fund but remain unsecured cash obligations of the company, not actual shares. After these moves, he holds 4,398.7685 units and 12,143 shares, indicating continued exposure to Target. The combination looks like routine compensation management rather than a large directional bet.

SEC Form 4

FORM 4

UNITED 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)

	Director		10% Owner
X	Officer (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)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/17/2026		S		2,053	D	$117.1911(1)	12,143	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Deferred Compensation Units	(2)	03/17/2026		I(3)		2,112.1249		(2)	(2)	Common Stock	2,112.1249	$116.76	4,398.7685(4)	D

Explanation of Responses:

1. Price is the volume weighted average selling price of all sales by the reporting person on the transaction date within a one dollar range. Actual prices ranged from $117.1900 to $117.2000. The reporting person hereby undertakes to provide upon request of the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

2. 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.

3. The transaction represents the reporting person's discretionary acquisition of units of the Target common stock rate alternative under the Plan referenced in footnote 2, and is the economic equivalent of the purchase of the same number of shares of Target common stock.

4. 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-Fact	03/19/2026
	** Signature of Reporting Person	Date
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 insider transactions did Target (TGT) report for Matthew A. Liegel?

Target’s Chief Accounting Officer Matthew A. Liegel reported acquiring 2,112.1249 deferred compensation units and selling 2,053 Target common shares. The sale was an open-market transaction at a volume-weighted average price of $117.1911 per share on March 17, 2026.

At what price did Matthew A. Liegel sell Target (TGT) shares?

He sold 2,053 Target common shares at a volume-weighted average price of $117.1911. Actual sale prices ranged from $117.1900 to $117.2000 per share, according to the filing’s footnote describing the one-dollar price range used for reporting.

How many Target (TGT) shares does Matthew A. Liegel hold after this Form 4?

Following the reported transactions, Matthew A. Liegel directly holds 12,143 Target common shares. He also holds 4,398.7685 deferred compensation units economically equivalent to Target shares, which are payable solely in cash as unsecured obligations of Target Corporation under its plan.

What are the deferred compensation units reported by Matthew A. Liegel at Target (TGT)?

The deferred compensation units are balances under Target’s Executive Deferred Compensation Plan, indexed to a Target stock crediting rate. Each unit is economically equivalent to one Target share, with value tracking Target’s stock fund daily, but balances are unsecured cash obligations, not actual stock.

Does Matthew A. Liegel’s Form 4 for Target (TGT) indicate a net sale or purchase?

Overall, the filing shows a net share sale. He sold 2,053 Target common shares in the open market while separately acquiring 2,112.1249 deferred compensation units that are economically equivalent to Target shares but settled in cash under the company’s deferred compensation plan.

Under what rule was the deferred compensation transaction for Target (TGT) reported?

The deferred compensation units transaction is described as a discretionary transaction under Rule 16b-3(f). This code reflects an insider’s election within a compensation plan rather than an open-market stock purchase, even though each unit is economically equivalent to one Target common share.