9 unchanged sentences
Other Information
−Removed: Not applicable.
+Added: On November 22, 2023 , Christina Hennington , Target’s Executive Vice President and Chief Growth Officer , adopted a written plan for the sale of Target common stock that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
+Added: Hennington’s written plan covers 11,900 shares of Target common stock in the aggregate.
+Added: It provides for the sale of 9,900 shares of Target common stock and also provides for a gift of 2,000 shares of Target common stock.
+Added: This written plan is scheduled to expire on November 22, 2024.
+Added: TARGET CORPORATION
+Added: 2023 Form 10-K 65
+Added: SUPPLEMENTAL INFORMATION Table of Contents
+Added: Index to Financial Statements
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
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◦ Business ethics and conduct
−Removed: • Stock ownership information—Delinquent Section 16(a) reports
• Questions and answers about the 2024 Annual Meeting—Access to information—Question 16
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The following section of the Proxy Statement is incorporated herein by reference:
−Removed: • Item two—Ratification of appointment of Ernst & Young LLP as independent registered public accounting firm—Audit and non-audit fees
+Added: • Item two—Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm—Audit and non-audit fees
TARGET CORPORATION
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a) Financial Statements
−Removed: • Consolidated Statements of Operations for the Years Ended January 28, 2023, January 29, 2022, and January 30, 2021
−Removed: • Consolidated Statements of Comprehensive Income for the Years Ended January 28, 2023, January 29, 2022, and January 30, 2021
−Removed: • Consolidated Statements of Financial Position as of January 28, 2023, and January 29, 2022
−Removed: • Consolidated Statements of Cash Flows for the Years Ended January 28, 2023, January 29, 2022, and January 30, 2021
−Removed: • Consolidated Statements of Shareholders' Investment for the Years Ended January 28, 2023, January 29, 2022, and January 30, 2021
+Added: • Consolidated Statements of Operations for the Years Ended February 3, 2024, January 28, 2023, and January 29, 2022
+Added: • Consolidated Statements of Comprehensive Income for the Years Ended February 3, 2024, January 28, 2023, and January 29, 2022
+Added: • Consolidated Statements of Financial Position as of February 3, 2024, and January 28, 2023
+Added: • Consolidated Statements of Cash Flows for the Years Ended February 3, 2024, January 28, 2023, and January 29, 2022
+Added: • Consolidated Statements of Shareholders' Investment for the Years Ended February 3, 2024, January 28, 2023, and January 29, 2022
• Notes to Consolidated Financial Statements
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10.8 * Target Corporation Officer Deferred Compensation Plan (as amended and restated effective June 8, 2011) (filed as Exhibit (10)F to Target's Quarterly Report on Form 10-Q for the quarter ended July 30, 2011 and incorporated herein by reference).
−Removed: 10.9 * ** Target Corporation Officer EDCP (202 3 Plan Statement) (as amended and restated effective January 1, 2023 ) .
+Added: Target Corporation Officer EDCP (2023 Plan Statement) (as amended and restated effective January 1, 2023) (filed as Exhibit 10.9 to Target's Annual Report on Form 10-K for the year ended January 28, 2023 and incorporated herein by reference ) .
TARGET CORPORATION
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Cornell (filed as Exhibit (10)BB to Target's Quarterly Report on Form 10-Q for the quarter ended October 29, 2022 and incorporated herein by reference).
−Removed: 10.18 * Transition Agreement dated May 4, 2022 (filed as Exhibit (10)KK to Target's Quarterly Report on Form 10-Q for the quarter ended July 30, 2022 and incorporated herein by reference).
+Added: 10.18 * ** Transition Agreement dated November 8, 2023 among Target Corporation , Target Enterprise , Inc.
+Added: , and John J.
10.19 Five-Year Credit Agreement dated as of October 18, 2021 among Target Corporation, Bank of America, N.A.
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1 to Five-Year Credit Agreement dated as of October 25, 2022 among Target Corporation, Bank of America, N.A., as Administrative Agent, and the Banks listed therein (filed as Exhibit (10)EE to Target's Quarterly Report on Form 10-Q for the quarter ended October 29, 2022 and incorporated herein by reference).
−Removed: 364-Day Credit Agreement dated as of October 25, 2022 among Target Corporation, the Banks listed therein, the Co-Documentation Agents and Syndication Agent listed therein, and Bank of America, N.A., as Administrative Agent (filed as Exhibit (10)FF to Target's Quarterly Report on Form 10-Q for the quarter ended October 29, 2022 and incorporated herein by reference).
+Added: Amendment No.
+Added: 2 to Five-Year Credit Agreement dated as of September 20, 2023 among Target Corporation, Bank of America, N.A., as Administrative Agent, and the Banks listed therein (filed as Exhibit 10.19.2 to Target's Quarterly Report on Form 10-Q for the quarter ended October 28, 2023 and incorporated herein by reference).
+Added: 364-Day Credit Agreement dated as of October 18 , 202 3 among Target Corporation, the Banks listed therein, the Co-Documentation Agents and Syndication Agent listed therein, and Bank of America, N.A., as Administrative Agent (filed as Exhibit 10.20 to Target's Quarterly Report on Form 10-Q for the quarter ended October 2 8 , 202 3 and incorporated herein by reference).
10.21 + Credit Card Program Agreement dated October 22, 2012 among Target Corporation, Target Enterprise, Inc.
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(filed as Exhibit (10)II to Target's Quarterly Report on Form 10-Q for the quarter ended May 2, 2015 and incorporated herein by reference).
−Removed: 10.21.2 + Second Amendment dated November 19, 2019 to Credit Card Program Agreement among Target Corporation, Target Enterprise, Inc.
−Removed: and TD Bank USA, N.A.
−Removed: (filed as Exhibit (10)HH to Target's Annual Report on Form 10-K for the year ended February 1, 2020 and incorporated herein by reference).
TARGET CORPORATION
2 unchanged sentences
Index to Financial Statements
+Added: 10.21.2 + Second Amendment dated November 19, 2019 to Credit Card Program Agreement among Target Corporation, Target Enterprise, Inc.
+Added: and TD Bank USA, N.A.
+Added: (filed as Exhibit (10)HH to Target's Annual Report on Form 10-K for the year ended February 1, 2020 and incorporated herein by reference).
10.21.3 + Third Amendment dated November 1, 2022 to Credit Card Program Agreement among Target Corporation, Target Enterprise, Inc.
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(filed as Exhibit (10)JJ to Target's Quarterly Report on Form 10-Q for the quarter ended October 29, 2022 and incorporated herein by reference).
+Added: + Letter Agreement dated March 8, 2023 among Target Corporation, Target Enterprise, Inc.
+Added: and TD Bank USA, N.A.
+Added: (filed as Exhibit 10.21.4 to Target’s Quarterly Report on Form 10-Q for the quarter ended April 29, 2023 and incorporated herein by reference).
10.22 + Pharmacy Operating Agreement dated December 16, 2015 between Target Corporation and CVS Pharmacy, Inc.
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Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
+Added: Target Corporation Clawback Policy
101.INS ** Inline XBRL Instance Document
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The Company agrees to furnish supplementally an unredacted copy of the exhibit to the Securities and Exchange Commission upon its request.
−Removed: ‡ Certain schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K.
−Removed: The Company agrees to furnish a copy of such schedules and exhibits to the Securities and Exchange Commission upon its request.
+Added: ‡ Certain schedules and attachments have been omitted pursuant to Item 601(a)(5) of Regulation S-K.
+Added: The Company agrees to furnish a copy of such schedules and attachments to the Securities and Exchange Commission upon its request.
(1) Certain instruments defining the rights of holders of long-term debt securities of the Company have been omitted pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K.
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March 13, 2024 Michael J.
−Removed: Executive Vice President and Chief Financial Officer
+Added: Executive Vice President and Chief Operating Officer and Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of Target and in the capacities and on the dates indicated.
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March 13, 2024 Michael J.
−Removed: Executive Vice President and Chief Financial Officer
+Added: Executive Vice President and Chief Operating Officer and Chief Financial Officer
/s/ Matthew A.
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and Controller
−Removed: HEALEY DONALD R.
−Removed: STOCKTON Constituting a majority of the Board of Directors
+Added: Constituting a majority of the Board of Directors
Fiddelke, by signing his name hereto, does hereby sign this document pursuant to powers of attorney duly executed by the Directors named, filed with the Securities and Exchange Commission on behalf of such Directors, all in the capacities and on the date stated.
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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.