Legal Proceedings
−Removed: The following proceedings are being reported pursuant to Item 103 of Regulation S-K:
−Removed: The Federal Securities Law Class Actions and ERISA Class Actions described below relate to certain prior disclosures by Target about its expansion of retail operations into Canada (the Canada Disclosure).
−Removed: Federal Securities Law Class Actions
−Removed: On May 17, 2016 and May 24, 2016, Target Corporation and certain present and former officers were named as defendants in two purported federal securities law class actions (the Federal Securities Law Class Actions) filed in the U.S.
−Removed: District Court for the District of Minnesota (the Court).
−Removed: The lead plaintiff filed a Consolidated Amended Class Action Complaint (First Complaint) on November 14, 2016, alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 relating to the Canada Disclosure and naming Target, its former chief executive officer, its present chief operating officer, and the former president of Target Canada as defendants.
−Removed: On March 19, 2018, the Court denied the plaintiff's motion to alter or amend the final judgment issued on July 31, 2017, dismissing the Federal Securities Law Class Actions.
−Removed: On April 18, 2018, the plaintiff appealed the Court's final judgment.
−Removed: On April 10, 2020, the U.S.
−Removed: Court of Appeals for the Eighth Circuit (the Appeals Court) affirmed the prior decision by the Court dismissing the Federal Securities Law Class Actions.
−Removed: The plaintiffs did not seek further review, so this matter is now concluded.
−Removed: ERISA Class Actions
−Removed: On July 12, 2016 and July 15, 2016, Target Corporation, the Plan Investment Committee and Target’s current chief operating officer were named as defendants in two purported Employee Retirement Income Security Act of 1974 (ERISA) class actions filed in the Court.
−Removed: The plaintiffs filed an Amended Class Action Complaint (the First ERISA Class Action) on December 14, 2016, alleging violations of Sections 404 and 405 of ERISA relating to the Canada Disclosure and naming Target, the Plan Investment Committee, and seven present or former officers as defendants.
−Removed: The plaintiffs sought to represent a class consisting of all persons who were participants in or beneficiaries of the Target Corporation 401(k) Plan or the Target Corporation Ventures 401(k) Plan (collectively, the Plans) at any time between February 27, 2013 and May 19, 2014 and whose Plan accounts included investments in Target stock.
−Removed: The plaintiffs sought damages, an injunction and other unspecified equitable relief, and attorneys’ fees, expenses, and costs, based on allegations that the defendants breached their fiduciary duties by failing to take action to prevent Plan participants from continuing to purchase Target stock during the class period at prices that allegedly were artificially inflated.
−Removed: After the Court dismissed the First ERISA Class Action on July 31, 2017, the plaintiffs filed a new ERISA Class Action (the Second ERISA Class Action) with the Court on August 30, 2017, which had substantially similar allegations, defendants, class representation, and damages sought as the First ERISA Class Action, except that the class period was extended to August 6, 2014.
−Removed: On June 15, 2018, the Court granted the motion by Target and the other defendants to dismiss the Second ERISA Class Action.
−Removed: On July 16, 2018, the plaintiffs appealed the Court's dismissal.
−Removed: On July 28, 2020, the Appeals Court affirmed the prior decision by the Court dismissing the Second ERISA Class Action.
−Removed: The plaintiffs did not seek further review, so this matter is now concluded.
+Added: No response is required under Item 103 of Regulation S-K.
Mine Safety Disclosures
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Executive Vice President and Chief Marketing Officer from January 2017 to January 2019.
−Removed: Senior Vice President, Brand and Category Marketing from April 2013 to January 2017.
Christina Hennington
9 unchanged sentences
Executive Vice President, Chief Legal Officer and Corporate Secretary from August 2016 to September 2017.
−Removed: Executive Vice President, General Counsel and Corporate Secretary of Xerox Corporation from July 2014 to August 2016.
McNamara Executive Vice President and Chief Information Officer since January 2019.
Executive Vice President and Chief Information & Digital Officer from September 2016 to January 2019.
−Removed: Executive Vice President and Chief Information Officer from June 2015 to September 2016.
Mulligan Executive Vice President and Chief Operating Officer since September 2015.
11 unchanged sentences
Ward Executive Vice President and Chief External Engagement Officer since January 2017.
−Removed: Executive Vice President and Chief Corporate Social Responsibility Officer from December 2014 to January 2017.
+Added: As previously disclosed, Mr.
+Added: McNamara intends to retire as Target's Chief Information Officer in 2022 and intends to remain in his current role until a successor is appointed, and for a transition period following such appointment.
TARGET CORPORATION
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.