TARGET CORP — Director's Dealing 2017

Mar 10, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TARGET CORP (TGT)
CIK: 0000027419
Period of Report: 2017-03-08

Reporting Person: Cornell Brian C (Director, Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-08	Common Stock	A	53158.0000	$0.0000	Acquired	213863.0000	Direct
2017-03-08	Common Stock	A	14374.0000	$0.0000	Acquired	228237.0000	Direct
2017-03-08	Common Stock	F	25083.0000	$55.2800	Disposed	203154.0000	Direct
2017-03-08	Common Stock	F	25623.0000	$55.2800	Disposed	177531.0000	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	382.2278	Indirect
Common Stock	68085.0000	Indirect

Footnotes

F1: Acquired pursuant to the settlement of a performance share unit award granted under Target's 2011 Long-Term Incentive Plan.

F2: Acquired pursuant to the settlement of the second tranche of the performance-based restricted stock unit award granted under Target's 2011 Long-Term Incentive Plan, including dividend equivalents paid on such shares since the grant date. The award was previously reported by the reporting person on August 22, 2014 and was granted in connection with reporting person's hiring to compensate the reporting person for incentive awards he forfeited from his former employer.

F3: Withholding of stock to satisfy tax withholding obligation on settlement of performance-based restricted stock unit award referenced in footnote (2).

F4: Withholding of stock to satisfy tax withholding obligation on settlement of performance share unit award referenced in footnote (1).

F5: Shares held in the Target Corporation 401(k) Plan based on the plan statement as of March 2, 2017.