Target (NYSE: TGT) executive uses 203 shares for tax withholding

Rhea-AI Filing Summary

Target Corporation executive Lisa R. Roath reported a small tax-related share disposition. On the vesting of a restricted stock unit award under the Target Corporation 2020 Long-Term Incentive Plan, 203 shares of common stock were withheld at $116.73 per share to satisfy tax obligations.

This was an automatic tax-withholding transaction, not an open-market sale. After this event, Roath directly held 40,472 shares of Target common stock.

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

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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^*

ROATH LISA R

(Last) (First) (Middle)

1000 NICOLLET MALL

(Street)

MINNEAPOLIS MN 55403

(City) (State) (Zip)

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)
	Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

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

6. Individual or Joint/Group Filing (Check Applicable Line)

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

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	03/13/2026		F(1)		203	D	$116.73	40,472	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

Explanation of Responses:

1. Withholding of stock to satisfy tax withholding obligation on vesting of an award of restricted stock units pursuant to the Target Corporation 2020 Long-Term Incentive Plan that was previously reported by the reporting person on Form 3 filed February 23, 2026.

Remarks:

	Miranda S. Hirner, Attorney-In-Fact	03/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Target (TGT) report for Lisa R. Roath?

Target reported that executive officer Lisa R. Roath had 203 common shares withheld to cover taxes on a restricted stock unit vesting. The shares were withheld at $116.73 each and were not sold on the open market, reflecting a routine compensation-related event.

Was the Target (TGT) insider transaction an open-market sale?

No, the transaction was not an open-market sale. Target withheld 203 shares from Lisa R. Roath at $116.73 per share to satisfy tax obligations on vesting restricted stock units, a standard payroll and compensation practice rather than a discretionary stock sale.

How many Target (TGT) shares does Lisa R. Roath hold after this transaction?

Following the tax-withholding transaction, Lisa R. Roath directly holds 40,472 Target common shares. The disposition of 203 shares was solely to cover tax obligations on vesting restricted stock units and did not materially change her overall ownership position in the company.

What plan governed the restricted stock units in this Target (TGT) Form 4?

The restricted stock units were granted under the Target Corporation 2020 Long-Term Incentive Plan. The 203 shares were withheld upon vesting to satisfy tax withholding obligations, as disclosed in the filing footnote, and had been previously reported when the award was originally disclosed.

Does the Target (TGT) Form 4 indicate any option exercises or derivative trades?

No, the Form 4 only shows a tax-withholding disposition of 203 common shares related to restricted stock unit vesting. The derivative section is empty, indicating no options, warrants, or other derivative securities were exercised or transacted in this particular filing.