TARGET CORP — Director's Dealing 2016

Jun 6, 2016

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: TARGET CORP (TGT)
CIK: 0000027419
Period of Report: 2016-06-05

Reporting Person: Goldberger Jason (Executive Officer)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	13522.0000	Direct
Common Stock	336.6119	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Deferred Compensation Units	$		Common Stock (86.9662)		Direct
Stock Option	$62.3900	2023-02-11	Common Stock (13478.0000)		Direct
Stock Option	$70.7100	2023-08-12	Common Stock (4441.0000)		Direct

Footnotes

F1: Shares held in the Target Corporation 401(k) Plan based on the plan statement as of June 5, 2016.

F2: Deferred compensation units are held under the Target Corporation Executive Deferred Compensation Plan (the "Plan"). Under the terms of the Plan, participants' deferred compensation balances are indexed to various crediting rate alternatives, as chosen by them. The units reported relate to the Target common stock crediting rate alternative, and each unit is the economic equivalent of one share of Target common stock. The value of such units increases or decreases daily in accordance with an equivalent investment in the Target Stock Fund in the corporation's 401(k) plan. Participants are generally free to transfer plan balances into other crediting rate alternatives at any time. The Plan balances represent unsecured general obligations of Target Corporation, and are payable solely in cash.

F3: Option granted under the Target Corporation 2011 Long-Term Incentive Plan.

F4: Option granted on February 11, 2013. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.

F5: Option granted on August 12, 2013. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.