Target 2018 Interactive Proxy Statement

Download Proxy PDF

Jump to a chapter:

Board Nominees

  • Roxanne S. Austin

  • Douglas M. Baker, Jr.

  • Brian C. Cornell

  • Calvin Darden

  • Henrique De Castro

  • Robert L. Edwards

  • Melanie L. Healey

  • Donald R. Knauss

  • Monica C. Lozano

  • Mary E. Minnick

  • Kenneth L. Salazar

  • Dmitri L. Stockton

View by Qualification:

  • View All
  • Retail Industry Experience

    • Roxanne S. Austin
    • Henrique De Castro
    • Robert L. Edwards
    • Melanie L. Healey
    • Monica C. Lozano
    • Donald R. Knauss
    • Mary E. Minnick
  • Senior Leadership

    • Kenneth L. Salazar
    • Dmitri L. Stockton
    • Mary E. Minnick
    • Henrique De Castro
    • Calvin Darden
    • Brian C. Cornell
    • Douglas M. Baker, Jr.
    • Roxanne S. Austin
    • Donald R. Knauss
    • Melanie L. Healey
    • Monica C. Lozano
    • Robert L. Edwards
  • Marketing or Brand Management

    • Douglas M. Baker, Jr.
    • Mary E. Minnick
    • Brian C. Cornell
    • Dmitri L. Stockton
    • Donald R. Knauss
    • Henrique De Castro
    • Melanie L. Healey
    • Monica C. Lozano
    • Robert L. Edwards
    • Roxanne S. Austin
  • Real Estate

    • Douglas M. Baker, Jr.
    • Calvin Darden
    • Robert L. Edwards
    • Kenneth L. Salazar
    • Dmitri L. Stockton
  • Workforce Management

    • Calvin Darden
    • Douglas M. Baker, Jr.
    • Dmitri L. Stockton
    • Donald R. Knauss
    • Henrique De Castro
    • Kenneth L. Salazar
    • Mary E. Minnick
    • Melanie L. Healey
    • Monica C. Lozano
    • Robert L. Edwards
    • Roxanne S. Austin
  • Technology

    • Roxanne S. Austin
    • Henrique De Castro
    • Robert L. Edwards
    • Monica C. Lozano
    • Kenneth L. Salazar
  • Multi-National Operations or Supply Chain Logistics

    • Henrique De Castro
    • Mary E. Minnick
    • Calvin Darden
    • Donald R. Knauss
    • Douglas M. Baker, Jr.
    • Melanie L. Healey
    • Robert L. Edwards
    • Roxanne S. Austin
  • Finance or Risk Management

    • Roxanne S. Austin
    • Dmitri L. Stockton
    • Donald R. Knauss
    • Douglas M. Baker, Jr.
    • Henrique De Castro
    • Kenneth L. Salazar
    • Mary E. Minnick
    • Melanie L. Healey
    • Monica C. Lozano
    • Robert L. Edwards
  • Public Affairs or Corporate Governance

    • Calvin Darden
    • Dmitri L. Stockton
    • Donald R. Knauss
    • Douglas M. Baker, Jr.
    • Kenneth L. Salazar
    • Mary E. Minnick
    • Melanie L. Healey
    • Monica C. Lozano
    • Robert L. Edwards
    • Roxanne S. Austin
  1. Gender
  2. More Diversity

View by years of Tenure:

  • View All
  • 0-2

  • 3-5

  • 6-10

  • 11-15

  • 15+

View by Independence:

Independent ()
Non-Independent ()

View by Committee:

  • View All
  • Audit & Finance


    Number of meetings: 7
    Chair: Robert L. Edwards

    Audit Committee Financial Expert

    - Robert L. Edwards

    - Henrique De Castro

    - Monica C. Lozano

    - Mary E. Minnick

    - Dmitri L. Stockton

    • Dmitri L. Stockton
    • Mary E. Minnick
    • Monica C. Lozano
    • Robert L. Edwards
    • Henrique De Castro
  • Human Resources & Compensation


    Number of meetings: 6
    Chair: Roxanne S. Austin

    • Roxanne S. Austin
    • Calvin Darden
    • Melanie L. Healey
    • Donald R. Knauss
  • Nominating & Governance


    Number of meetings: 5
    Chair: Douglas M. Baker, Jr.

    • Calvin Darden
    • Monica C. Lozano
    • Douglas M. Baker, Jr.
    • Melanie L. Healey
  • Risk & Compliance


    Number of meetings: 4
    Chair: Kenneth L. Salazar

    • Kenneth L. Salazar
    • Roxanne S. Austin
    • Robert L. Edwards
    • Douglas M. Baker, Jr.
  • Infrastructure & Investment


    Number of meetings: 4
    Chair: Mary E. Minnick

    • Mary E. Minnick
    • Donald R. Knauss
    • Dmitri L. Stockton
    • Henrique De Castro
    • Kenneth L. Salazar

View by Age:

  • View All
  • 0-45

  • 45-54

  • 55-64

  • 65-74

  • 75+

View by Leadership:

  • View All
  • Chairman of the Board & Chief Executive Officer


    Brian C. Cornell
    • Brian C. Cornell
  • Lead Independent Director


    Douglas M. Baker, Jr.
    • Douglas M. Baker, Jr.
Close

Roxanne S. Austin

President, Austin Investment Advisors


Age: 57
Director since: 2002
Independent: Yes
Board Committees:
Other Public Boards: Abbot Laboratories;
AbbVie, Inc.;
Teledyne Technologies Incorporated
Qualifications:

Background
Current and past five years

Roxanne S. Austin is President of Austin Investment Advisors, a private investment and consulting firm, a position she has held since 2004, and chairs the U.S. Mid-Market Investment Advisory Committee of EQT Partners.

Other experience

Ms. Austin also previously served as President & Chief Executive Officer of Move Networks, Inc., President & Chief Operating Officer of DIRECTV, Inc., Executive Vice President & Chief Financial Officer of Hughes Electronics Corporation and as a partner of Deloitte & Touche LLP.

Qualifications

Through her extensive management and operating roles, including her financial roles, Ms. Austin provides the Board with financial, operational and risk management expertise, and substantial knowledge of new media technologies.

Other public company boards within past five years

LM Ericsson Telephone Company

Douglas M. Baker, Jr.

Chairman & CEO, Ecolab Inc.


Age: 59
Director since: 2013
Independent: Yes
Board Committees:
Other Public Boards: Ecolab Inc.
Qualifications:

Background
Current and past five years

Douglas M. Baker, Jr., is Chairman & Chief Executive Officer of Ecolab Inc., a provider of water and hygiene services and technologies for the food, hospitality, industrial and energy markets. He has served as Chairman of the Board of Ecolab since May 2006 and Chief Executive Officer since July 2004.

Other experience

Mr. Baker held various leadership positions within Ecolab, including President and Chief Operating Officer.

Qualifications

Mr. Baker provides the Board with valuable global marketing, sales and general management experience, as well as operational and governance perspectives. His current role as CEO of a large publicly-held company provides the Board with additional top-level perspective in organizational management.

Other public company boards within past five years

U.S. Bancorp

Brian C. Cornell

Chairman & CEO, Target Corporation


Age: 59
Director since: 2014
Independent: No
Board Committees:
Other Public Boards: Yum! Brands, Inc.
Qualifications:

Background
Current and past five years

Brian C. Cornell has served as Chairman of the Board & Chief Executive Officer of Target Corporation since August 2014. Mr. Cornell served as Chief Executive Officer of PepsiCo Americas Foods, a division of PepsiCo, Inc., a multinational food and beverage corporation, from March 2012 to July 2014.

Other experience

Mr. Cornell previously served as Chief Executive Officer & President of Sam’s Club, a division of Wal-Mart Stores, Inc., and as an Executive Vice President of Wal-Mart Stores, Inc.

Qualifications

Through his more than 30 years in escalating leadership positions at leading retail and global consumer product companies, including three CEO roles and more than two decades doing business in North America, Asia, Europe and Latin America, Mr. Cornell provides meaningful leadership experience and retail knowledge. His experience includes time as both a vendor partner and a competitor to Target, and he brings insights from those roles to the company today.

Other public company boards within past five years

Polaris Industries Inc.

Calvin Darden

Chairman, Darden Putnam Energy & Logistics, LLC


Age: 68
Director since: 2003
Independent: Yes
Board Committees:
Other Public Boards: Aramark;
Cardinal Health, Inc.
Qualifications:

Background
Current and past five years

Calvin Darden is Chairman of Darden Putnam Energy & Logistics, LLC, a company that sells fuel products, a position he has held on a full-time basis since February 2015. From November 2009 to February 2015, he was Chairman of Darden Development Group, LLC, a real estate development company.

Other experience

Mr. Darden had a 33-year career with the United Parcel Service of America, Inc., an express carrier and package delivery company, and served in a variety of senior management positions, ending as Senior Vice President of U.S. Operations.

Qualifications

Mr. Darden provides the Board with significant experience in supply chain networks, logistics, customer service and management of a large-scale workforce obtained over his career in the delivery industry, and more recently has developed expertise in community relations and real estate development.

Other public company boards within the past five years

Coca-Cola Enterprises, Inc.

Henrique De Castro

Former COO, Yahoo! Inc.


Age: 52
Director since: 2013
Independent: Yes
Board Committees:
Other Public Boards: First Data Corporation
Qualifications:

Background
Current and past five years

Henrique De Castro has served as an Advisor at Cantor Fitzgerald since January 2017, where he leads the corporate venture capital arm of the firm, Cantor Ventures. He previously served as the Chief Operating Officer of Yahoo! Inc., a digital media company that delivers personalized digital content and experiences worldwide by offering online properties and services to users, from November 2012 to January 2014.

Other experience

Mr. De Castro held senior positions at Google Inc., a company that builds technology products and provides services to organize information, including President of Partner Business Worldwide, where he was responsible for approximately one third of Google’s revenues, and President of Media, Mobile & Platforms Worldwide, where he built and scaled the business globally to over 50 countries. Before Google, Mr. De Castro held senior executive roles at Dell Technologies and McKinsey & Company.

Qualifications

Mr. De Castro provides the Board with valuable insight into media, technology, internet and start-up businesses across the globe along with global perspectives on leading strategy, revenue generation, operations and partnerships in the technology, internet, media and retail industries.

Other public company boards within past five years

None

Robert L. Edwards

Former President & CEO, AB Acquisition LLC (Albertsons/Safeway)


Age: 62
Director since: 2015
Independent: Yes
Board Committees:
Other Public Boards: Blackhawk Network Holdings, Inc.
Qualifications:

Background
Current and past five years

Robert L. Edwards is the former President & Chief Executive Officer of AB Acquisition LLC, a North American food and drug retail company, a position he held from January 2015 to April 2015 due to Albertsons’ acquisition of Safeway Inc. Mr. Edwards previously held several executive level positions with Safeway Inc., a United States food and drug retail company, including President & Chief Executive Officer from May 2013 to April 2015, and President & Chief Financial Officer from April 2012 to May 2013.

Other experience

Mr. Edwards previously served as Executive Vice President & Chief Financial Officer of Safeway. He also held executive positions at Maxtor Corporation and Imation Corporation.

Qualifications

Mr. Edwards provides the Board with substantial food and drug retail expertise and perspectives. In addition, his prior experiences as a CEO of a large publicly-held company and as CFO of multiple public companies provide the Board with extensive public company accounting and financial reporting expertise and a top-level perspective in organizational management.

Other public company boards within past five years

KKR Financial Holdings LLC

Safeway Inc.

Melanie L. Healey

Former Group President, North America, The Procter & Gamble Company


Age: 57
Director since: 2015
Independent: Yes
Board Committees:
Other Public Boards: Hilton Worldwide Holdings Inc.;
PPG Industries, Inc.;
Verizon Communications Inc.
Qualifications:

Background
Current and past five years

Melanie L. Healey is the former Group President, North America, of The Procter & Gamble Company, one of the world’s leading providers of branded consumer packaged goods, a position she held from January 2009 to December 2014. Ms. Healey also served as Group President & Advisor to the Chairman & Chief Executive Officer of The Procter & Gamble Company from January 2015 to July 2015.

Other experience

Ms. Healey held a number of leadership roles at Procter & Gamble, including Group President, Global Health, Feminine and Adult Care Sector. Prior to working at Procter & Gamble, Ms. Healey served in a variety of marketing leadership roles for Johnson & Johnson and S.C. Johnson & Sons.

Qualifications

Ms. Healey provides the Board with valuable strategic, branding, distribution and operating experience on a global scale obtained over her more than 30-year career in the consumer goods industry at three multinational companies. Her deep experience in marketing, including her 18 years outside the United States, provides the Board with strategic and operational leadership and critical insights into brand building and consumer marketing trends globally.

Other public company boards within the past five years

None

Donald R. Knauss

Former Executive Chairman, The Clorox Company


Age: 67
Director since: 2015
Independent: Yes
Board Committees:
Other Public Boards: Kellogg Company;
McKesson Corporation
Qualifications:

Background
Current and past five years

Donald R. Knauss is the former Executive Chairman of The Clorox Company, a leading multinational manufacturer and marketer of consumer and professional products, a position he held from November 2014 to June 2015. Mr. Knauss previously served as Chairman & Chief Executive Officer of The Clorox Company from October 2006 until November 2014.

Other experience

Mr. Knauss previously served as Executive Vice President and Chief Operating Officer of Coca-Cola North America and in various other senior management roles for its subsidiary businesses, and held various marketing and sales positions with PepsiCo, Inc. and The Procter & Gamble Company. Mr. Knauss also served as an Officer in the United States Marine Corps.

Qualifications

Mr. Knauss possesses substantial senior management level experience in a variety of areas, including branded consumer products and consumer dynamics, manufacturing and supply chain, the retail environment, and sales and distribution, which strengthens the Board’s collective knowledge, capabilities and experience.

Other public company boards within the past five years

The Clorox Company

URS Corporation

Monica C. Lozano

President & CEO, The College Futures Foundation


Age: 61
Director since: 2016
Independent: Yes
Board Committees:
Other Public Boards: Bank of America Corporation
Qualifications:

Background
Current and past five years

Monica C. Lozano is President and Chief Executive Officer of The College Futures Foundation, a position she has held since December 2017. She also serves as the co-founder and Chair of The Aspen Institute Latinos and Society program, a position she has held since January 2015. Ms. Lozano previously served as Chairman of U.S. Hispanic Media, Inc., a leading Hispanic news and information company, from June 2014 to January 2016. Ms. Lozano also served as Chair of ImpreMedia, LLC, a wholly owned subsidiary of U.S. Hispanic Media, Inc., from July 2012 to May 2014, and as Chief Executive Officer from May 2010 to May 2014.

Other experience

Ms. Lozano served as Chief Executive Officer and Publisher of La Opinion, a subsidiary of ImpreMedia, LLC, and in several management-level roles with the company.

Qualifications

Ms. Lozano possesses substantial senior management experience in areas such as operations, strategic planning and marketing, including multi-media content. She also has a deep understanding of issues that are important to Hispanics, a growing U.S. demographic. Ms. Lozano has board-level experience overseeing large organizations with diversified operations on matters such as governance, risk management and financial reporting.

Other public company boards within the past five years

The Walt Disney Company

Mary E. Minnick

Partner, Lion Capital LLP


Age: 58
Director since: 2005
Independent: Yes
Board Committees:
Other Public Boards:
Qualifications:

Background
Current and past five years

Mary E. Minnick is a Partner of Lion Capital LLP, a consumer-focused private investment firm, a position she has held since May 2007.

Other experience

Ms. Minnick had a 23-year career with The Coca-Cola Company, a manufacturer, marketer and distributor of nonalcoholic beverage concentrates and syrups, and served in a variety of senior management positions, including Chief Operating Officer of the Asian region, Division President roles in the Japan, South Pacific and Asian regions, and ending as the company’s Chief Marketing Officer and Global President of Strategy and Innovation.

Qualifications

Ms. Minnick provides the Board with substantial expertise in operations management, building brand awareness, product development, marketing, distribution and sales on a global scale obtained over her career with The Coca-Cola Company. Her current position with Lion Capital provides the Board with additional insights into the retail business and consumer marketing trends outside the United States.

Other public company boards within the past five years

Heineken NV

The WhiteWave Foods Company

Kenneth L. Salazar

Partner, WilmerHale


Age: 63
Director since: 2013
Independent: Yes
Board Committees:
Other Public Boards:
Qualifications:

Background
Current and past five years

Kenneth L. Salazar is a Partner at WilmerHale, a full service business law firm, a position he has held since June 2013. Mr. Salazar served as the U.S. Secretary of the Interior from 2009 to 2013.

Other experience

Mr. Salazar previously served as U.S. Senator from Colorado and as Attorney General of Colorado. Mr. Salazar also serves on the Mayo Clinic Board of Trustees and is a member of its Audit & Compliance Committee and Information Management and Technology Oversight Committee. Mr. Salazar and his family are farmers and ranchers in Colorado.

Qualifications

Mr. Salazar has substantial public policy and executive level management experience at both the state and federal levels. Mr. Salazar provides the Board with additional insights on public policy issues, government regulation and leadership on matters involving multiple stakeholder stewardship.

Other public company boards within the past five years

None

Dmitri L. Stockton

Former Senior Vice President & Special Advisor to the Chairman, General Electric Company


Age: 54
Director since: 2018
Independent: Yes
Board Committees:
Other Public Boards: Deere & Company;
Ryder System, Inc.
Qualifications:

Background
Current and past five years

Dmitri L. Stockton is the former Senior Vice President & Special Advisor to the Chairman of General Electric Company, a global infrastructure and technology conglomerate. He held that position from July 2016 to March 2017. He served as Chairman, President, & Chief Executive Officer of GE Asset Management Incorporated, a global asset management company, and Senior Vice President of General Electric Company from May 2011 to December 2016.

Other experience

Mr. Stockton previously served as President & Chief Executive Officer of GE Capital Global Banking and Senior Vice President of General Electric Company based in London, President & Chief Executive Officer of GE Consumer Finance, Central & Eastern Europe, and Vice President of General Electric Company.

Qualifications

Mr. Stockton’s 30 year career with General Electric Company has provided him with substantial experience in managing worldwide financial operations. His expertise gives the Board additional skills in the areas of leadership, financial oversight, risk management, consumer banking, asset management, employee benefits, governance, regulatory compliance and the alignment of financial and strategic initiatives.

Other public company boards within the past five years

Synchrony Financial

Meeting Highlights

The Venue

Le Meridien Denver 1475 California Street
Denver, Colorado 80202

Date/Time:

June 13, 2018 9:00 a.m. MDT

Meeting begins in:

00 Days
00 Hours
00 Minutes
00 Seconds

Items of Business:

Item Board Rec.
Election of all 12 directors named in our proxy statement to our Board of Directors for the coming year; check-box
Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm; check-box
Approval, on an advisory basis, of our executive compensation (“Say on Pay”); check-box
The shareholder proposal contained in this proxy statement, if properly presented at the meeting; and x
Transaction of any other business properly brought before the Annual Meeting or any adjournment.

Title Goes Here