Target Corporation (NYSE:TGT) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07.
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Submission of Matters to a Vote of Shareholders.
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Annual Meeting of Shareholders (the Annual Meeting) to: (1) elect
directors for a one-year term; (2) ratify the appointment of
Ernst Young LLP as the Companys independent registered public
accounting firm; (3) approve, on an advisory basis, the Companys
executive compensation (Say on Pay); (4) approve, on an advisory
basis, the frequency of the Companys Say on Pay votes, and (5)
approve the Target Corporation Executive Officer Cash Incentive
Plan.
the Annual Meeting, the Company had 551,601,217 shares of common
stock issued and outstanding. The holders of a total of
493,626,332 shares of common stock were present at the Annual
Meeting, either in person or by proxy, which total constituted a
majority of the issued and outstanding shares on the record date
for the Annual Meeting.
results for each proposal under the voting approval standard
disclosed in the 2017 Proxy Statement (as indicated by the
borders) are set forth below:
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1.
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The shareholders elected each of the following nominees as
directors for a one-year term: |
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For
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Against
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Broker
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||||||||||||
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Nominee
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Shares
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%
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Shares
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%
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Abstain
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Non-Votes
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||||||||
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Roxanne S. Austin
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392,361,514
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94.8
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21,434,062
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5.2
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1,223,158
|
78,607,598
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||||||||
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Douglas M. Baker, Jr.
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355,374,792
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86.0
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57,796,230
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14.0
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1,847,712
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78,607,598
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||||||||
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Brian C. Cornell
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385,594,296
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94.5
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22,611,328
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5.5
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6,813,110
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78,607,598
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||||||||
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Calvin Darden
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404,165,516
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97.7
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9,556,524
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2.3
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1,296,694
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78,607,598
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||||||||
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Henrique De Castro
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406,489,537
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98.3
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7,150,354
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1.7
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1,378,843
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78,607,598
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||||||||
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Robert L. Edwards
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409,648,961
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99.1
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3,913,814
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0.9
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1,455,959
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78,607,598
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||||||||
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Melanie L. Healey
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407,138,479
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98.4
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6,549,963
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1.6
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1,330,292
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78,607,598
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||||||||
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Donald R. Knauss
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406,446,285
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98.3
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7,127,032
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1.7
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1,445,417
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78,607,598
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||||||||
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Monica C. Lozano
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410,083,666
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99.1
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3,605,550
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0.9
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1,329,518
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78,607,598
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||||||||
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Mary E. Minnick
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408,639,622
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98.8
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5,016,073
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1.2
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1,363,039
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78,607,598
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||||||||
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Derica W. Rice
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409,645,813
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99.0
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3,935,718
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1.0
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1,437,203
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78,607,598
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||||||||
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Kenneth L. Salazar
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408,886,583
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98.8
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4,787,972
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1.2
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1,344,179
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78,607,598
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||||||||
as the Companys independent registered public accounting firm for
fiscal 2017:
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For:
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Shares
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475,584,948
|
|
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%
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96.3
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Against:
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Shares
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16,598,911
|
|
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%
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3.4
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Abstain:
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Shares
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1,442,473
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|
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%
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0.3
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executive compensation:
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For:
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Shares
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386,775,751
|
|
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%
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93.9
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Against:
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Shares
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25,298,152
|
|
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%
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6.1
|
||
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Abstain:
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Shares
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2,944,831
|
|
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Broker Non-Votes:
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Shares
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78,607,598
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of 1 Year as the recommendation for the frequency of Say on Pay
votes:
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1 Year:
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Shares
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366,178,122
|
|
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%
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88.7
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||
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2 Years:
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Shares
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1,865,952
|
|
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%
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0.5
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3 Years:
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Shares
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44,589,443
|
|
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%
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10.8
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Abstain:
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Shares
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2,385,217
|
|
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Broker Non-Votes:
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Shares
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78,607,598
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advisory vote on executive compensation at each annual meeting of
shareholders until the next required vote on the frequency of
shareholder votes on executive compensation.
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5.
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The shareholders approved the Target Corporation Executive
Officer Cash Incentive Plan: |
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For:
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Shares
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398,586,471
|
|
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%
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|||
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Against:
|
Shares
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13,322,150
|
|
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%
|
3.2
|
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Abstain:
|
Shares
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3,110,113
|
|
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%
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0.7
|
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Broker Non-Votes:
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Shares
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78,607,598
|
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Item 9.01.
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Financial Statements and Exhibits.
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(10)KK
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Target Corporation Executive Officer Cash Incentive Plan.
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About Target Corporation (NYSE:TGT)
Target Corporation offers everyday essentials and merchandise to its customers. The Company sells a range of general merchandise and food through its store and digital channels. The Company’s general merchandise stores offer an edited food assortment, including perishables, dry grocery, dairy and frozen items. The Company’s digital channels include a range of general merchandise, including various items found in its stores, along with a complementary assortment, such as additional sizes and colors sold only online. The Company’s brands include Archer Farms, Market Pantry, Threshold, Simply Balanced, Merona, up & up, Boots & Barkley, Room Essentials, Wine Cube, Circo, Smith & Hawken, Xhilaration, Embark, Ava & Viv, Spritz and Sonia Kashuk. The Company’s exclusive brands include C9 by Champion, DENIZEN from Levi’s, Nate Berkus for Target, Cherokee, Fieldcrest, Oh Joy! for Target, Mossimo, Genuine Kids from OshKosh, Shaun White, Kid Made Modern and Hand Made Modern.