SEC Form 4 · accession 0001225208-18-007382
TARGET CORP · TGT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John J Mulligan
Officer — Executive Officer
Period of report
Apr 3, 2018
Accepted (ET)
Apr 4, 2018 · 7:05 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000027419
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Apr 3, 2018 | M | 76,983 | $50.51 | A | 195,906 | D | |
| Common Stock | Apr 3, 2018 | M | 29,833 | $48.88 | A | 225,739 | D | |
| Common Stock | Apr 3, 2018 | M | 11,557 | $55.46 | A | 237,296 | D | |
| Common StockF1 | Apr 3, 2018 | S | 118,373 | $69.3689 | D | 118,923 | D | |
| Common StockF2 | holding | — | — | — | 8,372 | I | By 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Compensation UnitsF3,F4,F5 | — | Apr 3, 2018 | I | 20,599 | D | — | — | Common Stock | 20,599 | 0 | D |
| Stock OptionF6,F7 | $48.88 | Apr 3, 2018 | M | 29,833 | D | — | Jan 11, 2022 | Common Stock | 29,833 | 0 | D |
| Stock OptionF8,F9 | $55.46 | Apr 3, 2018 | M | 11,557 | D | — | Jan 12, 2021 | Common Stock | 11,557 | 0 | D |
| Stock OptionF6,F10 | $50.51 | Apr 3, 2018 | M | 76,983 | D | — | Jan 24, 2022 | Common Stock | 76,983 | 0 | D |
Explanation of responses
- F1Price 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 $69.04 to $69.58. 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.
- F10Option granted on January 24, 2012. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.
- F2Shares held in the Target Corporation 401(k) Plan based on the plan statement as of March 31, 2018.
- F3Deferred 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.
- F4The transaction represents the reporting person's discretionary disposition of units of the Target common stock crediting rate alternative under the Plan referenced in footnote 2, and is the economic equivalent of the sale of the same number of shares of Target common stock.
- F5Includes units acquired as a result of reinvested dividends since the reporting person's last filing that reported these deferred compensation units.
- F6Option granted under the Target Corporation 2011 Long-Term Incentive Plan.
- F7Option granted on January 11, 2012. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.
- F8Option granted under the Target Corporation Long-Term Incentive Plan.
- F9Option granted on January 12, 2011. Option vests and becomes exercisable in 25% increments on each anniversary of the grant date.