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TARGET CORPTGT

Latest proxy: 2026 · view on SEC ↗ · CIK 0000027419

CEO total pay

$21,830,088

Brian C. Cornell · 2025

Say on pay

92.2%

Latest disclosed shareholder vote

CEO pay ratio

Item 402(u)

794 to 1

Item 402(u) section may live outside the CD&A

Compensation committee

CD&A

Compensation & Human Capital Management Committee

Per the latest proxy

Filings indexed: 2 · 2026 · 2025

Executive pay

What did they pay them?

From the Summary Compensation Table. Pay mix and YoY are computed from these rows.

ExecutiveRoleTotalYoYPay mixSalaryStockCash incentiveOther
Brian C. Cornell2025 compensation
Chair & former ChiefExecutive Officer
$21,830,088 7%
91% at-risk
$1,400,000$18,555,280$787,920$624,888
Michael J. Fiddelke2025 compensation
Former EVP & ChiefOperating Officer and current Chief Executive Officer
$9,598,071 42%
87% at-risk
$1,065,385$7,853,253$300,882$183,621
Jim Lee2025 compensation
EVP & Chief Financial Officer
$6,434,500 43%
86% at-risk
$850,000$5,130,567$239,190$74,493
Richard H. Gomez2025 compensation
Former EVP & Chief Commercial Officer
$6,185,713 48%
84% at-risk
$837,019$4,828,084$235,943$146,321
Amy Tu2025 compensation
Former EVP & Chief Legal & Compliance Officer
$5,820,110 45%
78% at-risk
$285,577$4,525,490$0$1,009,043
Melissa K. Kremer2025 compensation
EVP & ChiefHR Officer
$5,402,931
83% at-risk
$787,019$4,122,104$221,873$124,337

Pay mix: base cash incentive equity other

CD&A excerpt

Compensation discussion & analysis

Opening passage of the loaded filing's CD&A. Use Ask below to query the full text with citations.

Executive summaryIn the face of multiple challenges, our 2025 top and bottom-line results were below our expectations. Net Sales and Operating Income decreased 1.7% and 8.1%, respectively. Even with these pressures, our gross margin rate held up remarkably well, as our team demonstrated agility in navigating a dynamic tariff environment to protect our value proposition for our guests. In addition, we saw Digital Comparable Sales growth of 3.1%, and non-merchandise sales grew 18.2%. Our incentive programs and outcomes represent our commitment to aligning pay to both short and long-term performance. While we remain focused on business results, our Team Members are the center of our strategy and business success, and help us meet the evolving needs of our guests and business year after year. We invest in their growth and well-being through competitive pay, comprehensive benefits, and resources that support their families, education, and financial security. These offerings include market-leading starting wages, accessible health and wellness programs, family care benefits, tuition-free education, and robust savings and discount programs. We continue to invest in our business and commun

Read the full CD&A on SEC.gov ↗

Peer comparison

Who they benchmark against

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Governance

Policy guardrails

  • hedging

    Anti-hedging and anti-pledging policies

    Anti-hedging and anti-pledging policies

  • pledging

    prohibited

    common stock owned by them. In addition, the Leadership Team and members of the Board are prohibited from pledging Target

  • clawback

    present

    clawback policy allows for recovery of

  • stock ownership guidelines

    present

    stock ownership guidelines are designed to align management and shareholder interests by providing vehicles for our NEOs to accumulate and maintain an ownership position in Target.Risk mitigation policiesWe incorporate s

  • compensation consultant

    independent

    Independent compensation consultantThe Compensation & Human Capital Management Committee retains an independent compensation consultant to advise on executive compensation programs and practices.54No hedging of company s

  • compensation committee

    Compensation & Human Capital Management Committee

    The Compensation & Human Capital Management Committee

Performance markers

Metric facts

  • revenue

    $107

    graphs highlight our historical performance on key metrics that we used in our executive compensation programs over each of the last five years. The metrics used in our compensation program are described in more detail i

  • operating income

    $6

    and how we performed in comparison to these goals The Fiscal 2025 goals and actual performance were: MetricGoal(1)(2)(3)Actual(1)(3)Actual performance as a percentage of goalPayout as a percentage ofgoal for each metricF

  • say on pay

    92.2%

    Say on Pay proposal in support of our executive compensation program by a vote of 92.2%.

  • ceo pay ratio

    794 to 1

    Pay ratio disclosure As disclosed in the “Summary compensation table” on page 58, the Fiscal 2025 total annual compensation for our CEO was $21,830,088. We estimate that the Fiscal 2025 total annual compensation for the

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