TARGET CORP — Director's Dealing 2016

Mar 7, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TARGET CORP (TGT)
CIK: 0000027419
Period of Report: 2016-03-04

Reporting Person: Ward Laysha (Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-03-04	Common Stock	M	20000.0000	$48.8800	Acquired	34007.0000	Direct
2016-03-04	Common Stock	M	9205.0000	$48.8900	Acquired	43212.0000	Direct
2016-03-04	Common Stock	M	9106.0000	$49.4100	Acquired	52318.0000	Direct
2016-03-04	Common Stock	M	6882.0000	$58.1300	Acquired	59200.0000	Direct
2016-03-04	Common Stock	M	3568.0000	$42.0500	Acquired	62768.0000	Direct
2016-03-04	Common Stock	M	2321.0000	$64.6300	Acquired	65089.0000	Direct
2016-03-04	Common Stock	S	51082.0000	$80.0240	Disposed	14007.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-03-04	Stock Option	$48.8900	M	9205.0000	Disposed	2018-01-09	Common Stock (9205.0000)	Direct
2016-03-04	Stock Option	$58.1300	M	6882.0000	Disposed	2017-01-10	Common Stock (6882.0000)	Direct
2016-03-04	Stock Option	$48.8800	M	20000.0000	Disposed	2022-01-11	Common Stock (20000.0000)	Direct
2016-03-04	Stock Option	$49.4100	M	9106.0000	Disposed	2020-01-13	Common Stock (9106.0000)	Direct
2016-03-04	Stock Option	$42.0500	M	3568.0000	Disposed	2019-08-10	Common Stock (3568.0000)	Direct
2016-03-04	Stock Option	$64.6300	M	2321.0000	Disposed	2017-09-04	Common Stock (2321.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3874.7687	Indirect

Footnotes

F1: Price is the volume weighted average selling price of all sales by the reporting person on the transaction date within a one dollar range. Actual prices ranged from $80.00 to $80.16. The reporting person hereby undertakes to provide upon request of the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F2: Shares held in the Target Corporation 401(k) Plan based on the plan statement as of December 31, 2015.

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

F4: Option granted on January 9, 2008. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.

F5: Option granted on January 10, 2007. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.

F6: Option granted under the Target Corporation 2011 Long-Term Incentive Plan.

F7: Option granted on January 11, 2012. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.

F8: Option granted on January 13, 2010. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.

F9: Option granted on August 10, 2009. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.

F10: Option granted on September 4, 2007. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.