Target executive Lee has 7,636 shares withheld

Target Corp Executive Officer James Lee had 7,636 shares withheld on September 30, 2026, to satisfy tax withholding on vesting of an award of restricted stock units previously reported on October 2, 2024.

Rhea-AI Filing Summary

Target Corp Executive Officer James Lee had 7,636 shares withheld on September 30, 2026, to satisfy tax withholding on vesting of an award of restricted stock units previously reported on October 2, 2024. The reported price was $157.94 per share. He reported 83,823 shares following the transaction. That amount includes dividend equivalents paid on restricted stock units and performance-based restricted stock units since his last filing through the transaction date, reinvested in additional units. The transaction was not reported as made under a Rule 10b5-1 plan.

Insider Trade Summary

Tax Withholding: 7,636 shares

Tax Withholding 1 txn

Insider Lee James

Role Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	7,636	$157.94	$1.21M

Holdings After Transaction: Common Stock — 83,823 shares (Direct)

Footnotes (2)

1. F1. 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 October 2, 2024.
2. F2. Includes dividend equivalents paid on restricted stock units and performance-based restricted stock units since the date of the reporting person's last filing through the date of the reported transaction that have been reinvested in additional restricted stock units and performance-based restricted stock units.

Key Figures

Shares withheld for tax withholding: 7,636 shares Reported price per share: $157.94 per share Shares following transaction: 83,823 shares

3 metrics

Shares withheld for tax withholding 7,636 shares September 30, 2026

Reported price per share $157.94 per share September 30, 2026 transaction

Shares following transaction 83,823 shares Includes reinvested dividend equivalents in restricted stock units and performance-based restricted stock units

Key Terms

restricted stock units, performance-based restricted stock units, dividend equivalents, Rule 10b5-1 plan

4 terms

restricted stock units financial

"vesting of an award of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance-based restricted stock units financial

"restricted stock units and performance-based restricted stock units"

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

dividend equivalents financial

"includes dividend equivalents paid on restricted stock units"

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

Rule 10b5-1 plan financial

"not reported as made under a Rule 10b5-1 plan"

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many TGT shares did James Lee have withheld for taxes?

James Lee, a Target Corp Executive Officer, had 7,636 shares withheld on September 30, 2026, for tax withholding on vesting of an award of restricted stock units; the reported price was $157.94 per share. He reported 83,823 shares following the transaction.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/02/2026 - 04:11 PM Accepted by SEC EDGAR 10/02/2026 - 04:11 PM Learn about SEC filing dates

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^*

Lee James

(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)
	Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2026

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	09/30/2026		F(1)		7,636	D	$157.94	83,823(2)	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 October 2, 2024.

2. Includes dividend equivalents paid on restricted stock units and performance-based restricted stock units since the date of the reporting person's last filing through the date of the reported transaction that have been reinvested in additional restricted stock units and performance-based restricted stock units.

Remarks:

	Minette M. Loula, Attorney-In-Fact	10/02/2026
	** 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)