Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 14, 2023
Target Corporation
(Exact name of registrant as specified in its charter)
Minnesota
1-6049
41-0215170
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
1000 Nicollet Mall,
Minneapolis,
Minnesota
55403
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (612)304-6073
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, par value $0.0833 per share
TGT
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 14, 2023, Melanie L. Healey informed the Board of Directors (the “Board”) of Target Corporation (“Target”) that she will not stand for re-election at Target's 2023 annual meeting of shareholders, which is expected to take place in June 2023 (the “2023 Annual Meeting”). Ms. Healey will continue to serve as a member of the Board and on the Compensation & Human Capital Management Committee and the Governance & Sustainability Committee until her current term on the Board expires at the 2023 Annual Meeting.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TARGET CORPORATION
Date: February 14, 2023
By:
/s/ Don H. Liu
Name: Don H. Liu
Title: Executive Vice President and Chief Legal & Risk Officer
