Every material Form 8-K Target has filed with the SEC since May 21, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Target reported second-quarter 2026 net sales of $26.5 billion, up 5.3 percent, and diluted EPS of $4.11 versus $2.05 a year earlier. The results include a $994 million tariff refund benefit worth $1.65 per share, and excluding refunds EPS rose 20 percent. Target raised its full-year 2026 net sales growth outlook to around 5 percent and set a full-year EPS range of $9.90 to $10.90, which includes the refund benefit.
Q2 net sales of $26.5 billion rose 5.3 percent; comparable sales grew 3.8 percent, with digital comparable sales up 8.7 percent.
Q2 operating income was $2.6 billion versus $1.3 billion last year, including the $994 million tariff refund benefit.
Full-year 2026 EPS guidance is $9.90 to $10.90, including about $1.65 of Q2 tariff refund benefit; the company excludes potential future refunds from guidance.
No stock was repurchased in Q2; about $8.3 billion remained under the repurchase program approved in August 2021.
On August 14, 2026, Target entered into a five-year, $4.0 billion unsecured revolving credit agreement that expires August 14, 2031, with two one-year extension options. On the same date, Target terminated its prior $3.0 billion five-year credit agreement and its $1.0 billion 364-day credit agreement, which were scheduled to expire in 2028 and October 2026. The filing says the other terms of the terminated agreements were substantially similar to the new facility, and it includes a leverage ratio covenant.
New $4.0 billion unsecured revolving credit facility expires August 14, 2031, with two one-year extension options.
Target may increase commitments by up to an additional $1.0 billion, subject to conditions.
Terminated a $3.0 billion facility dated October 18, 2021 (scheduled to expire October 18, 2028) and a $1.0 billion 364-day facility (scheduled to expire October 8, 2026).
Includes a leverage ratio financial covenant; obligations may be accelerated if an event of default is not cured or waived.
Target's Board of Directors elected Joe DePinto, former president and CEO of 7-Eleven, Inc., as a director on July 18, 2026, effective August 1, 2026. The filing says he will also serve on the Audit & Risk Committee and the Infrastructure & Finance Committee and will receive the standard non-employee director pay described in Target's 2026 proxy statement. The filing reports no financial results or other financial figures.
Joe DePinto elected to Target's Board by the Board on July 18, 2026, effective August 1, 2026
Appointed to the Audit & Risk Committee and the Infrastructure & Finance Committee, both effective August 1, 2026
DePinto, 63, was CEO of 7-Eleven, Inc. from 2005 to December 2025; the filing names prior roles at GameStop and PepsiCo
Filing states no related person transactions with Target and no arrangements under which he was selected
At its June 10, 2026 annual meeting, Target's shareholders elected twelve directors for one-year terms, ratified Ernst & Young LLP as fiscal 2026 auditor, and approved the amended and restated 2020 Long-Term Incentive Plan. Three shareholder proposals on board chair independence, pesticides in private label brands, and plastic microfiber shedding were not approved.
Director support ranged from 87.2% (Brian C. Cornell) to 99.1% (Michael J. Fiddelke) of votes cast For or Against.
Shareholders approved the incentive plan with 95.0% For; the advisory vote on executive compensation received 89.0% For.
Ernst & Young LLP was ratified as fiscal 2026 independent registered public accounting firm with 93.5% For.
A proposal requiring an independent Board Chair received 38.1% For and 61.4% Against; the pesticide and microfiber proposals received 16.9% and 18.4% For.
Target reported first-quarter 2026 net sales of $25.4 billion, up 6.7% from a year earlier, and raised its 2026 net sales growth expectation to about 4%. Diluted EPS was $1.71, down 24.5% from the prior-year GAAP EPS of $2.27, which included $441 million of after-tax interchange fee settlement gains, but up 31.6% from prior-year Adjusted EPS of $1.30. For shareholders, sales and adjusted profit grew, and full-year EPS is now expected near the high end of the $7.50 to $8.50 range.
Net sales of $25.4 billion rose 6.7%; comparable sales grew 5.6%, with comparable traffic up 4.4%.
GAAP and Adjusted diluted EPS of $1.71 compared with $2.27 GAAP and $1.30 Adjusted in Q1 2025.
2026 guidance: net sales growth around 4%, two percentage points above the prior range; GAAP and Adjusted EPS near the high end of $7.50 to $8.50.
No stock repurchases in Q1; about $8.3 billion remained under the August 2021 repurchase authorization.
Target reported fourth-quarter 2025 net sales of $30.5 billion, down 1.5% from a year earlier, and GAAP diluted EPS of $2.30 versus $2.41, while adjusted EPS rose to $2.44. For full-year 2025, net sales fell 1.7% to $104.8 billion and GAAP EPS fell to $8.13 from $8.86, with adjusted EPS at $7.57. The company guided 2026 GAAP and adjusted EPS to $7.50 to $8.50 and net sales growth of around 2%.
Q4 2025 net sales $30.5 billion, down 1.5%; comparable sales down 2.5%
Q4 GAAP EPS $2.30 included 15 cents of business transformation costs; adjusted EPS $2.44 versus $2.41 a year earlier
Full-year 2025 GAAP EPS $8.13 versus $8.86; adjusted EPS $7.57 excludes $593 million of interchange fee settlement gains
2026 guidance: GAAP and adjusted EPS $7.50 to $8.50; Q1 EPS expected flat to up slightly from $1.30
Target announced executive leadership changes under new CEO Michael Fiddelke, effective Feb. 15, 2026, including a new chief merchandising officer and chief operating officer. It also confirmed that fourth quarter 2025 sales and full-year GAAP and Adjusted EPS are expected to be in line with prior guidance. For shareholders, the changes reshape senior leadership, with the chief commercial officer departing and another chief merchandising officer retiring.
Cara Sylvester named chief merchandising officer, previously chief guest experience officer, effective Feb. 15, 2026
Lisa Roath named chief operating officer, previously chief merchandising officer of food, essentials and beauty
Rick Gomez, chief commercial officer, will depart; Jill Sando, chief merchandising officer for apparel and accessories, home and hardlines, will retire after 29 years
Target confirmed Q4 2025 sales and full-year GAAP and Adjusted EPS expected in line with prior guidance; external search underway for a chief guest experience and marketing officer
Target said Lisa Roath, a 48-year-old Target veteran, will become Executive Vice President and Chief Operating Officer on February 15, 2026, with an annual base salary of $775,000. Rick Gomez, Executive Vice President and Chief Commercial Officer, will step down from that role on the same date and move to an advisor role until April 17, 2026, when he is expected to leave the company with severance.
Lisa Roath appointed Executive Vice President and Chief Operating Officer, effective February 15, 2026
Roath's annual base salary is $775,000; she has been with Target since 2006
Rick Gomez steps down as Executive Vice President and Chief Commercial Officer effective February 15, 2026
Gomez stays as a non-executive advisor until April 17, 2026, and is expected to receive severance under the Income Continuation Plan
Target's board-approved leadership transition took effect February 1, 2026, with Michael J. Fiddelke becoming Chief Executive Officer and a board member, and Brian C. Cornell stepping down as CEO to serve as Executive Chair. The filing details pay for both executives, which shareholders can use to gauge the cost of the change, though it reports no change in financial results.
Fiddelke: base salary of $1.30 million, 200% target annual cash incentive, and stock awards with a $12.1 million target payout value, granted in March 2026
Cornell: base salary of $1.12 million, 200% target annual cash incentive for fiscal 2026, and a March 2026 restricted stock unit award with a $6.0 million present value
Cornell will no longer be entitled to severance under Target's Income Continuation Plan and is anticipated to serve as executive chair or special advisor until March 13, 2027
Target's board elected John R. Hoke III, former Chief Innovation Officer at NIKE, effective March 1, 2026, and Stephen B. Bratspies, former CEO of HanesBrands, effective April 1, 2026. Both will receive the standard non-employee director compensation described in Target's proxy statement, and the filing discloses no financial results or changes to company guidance.
John R. Hoke III elected director effective March 1, 2026; joins Compensation & Human Capital Management and Governance & Sustainability committees
Stephen B. Bratspies elected director effective April 1, 2026; joins Audit & Risk and Infrastructure & Finance committees
Bratspies was CEO and director at HanesBrands Inc. from August 2020 to December 2025; Hoke was Chief Innovation Officer at NIKE from November 2023 to June 2025
Target reported third quarter 2025 net sales of $25.3 billion, down 1.5% from last year, and GAAP diluted EPS of $1.51 versus $1.85. The company now expects full-year 2025 GAAP EPS of $7.70 to $8.70 and adjusted EPS of $7.00 to $8.00, and it maintained its fourth-quarter outlook for a low-single digit sales decline.
Net sales were $25.3 billion, down 1.5%; comparable sales fell 2.7%, with comparable digital sales up 2.4%.
GAAP diluted EPS was $1.51 versus $1.85 a year ago; adjusted EPS was $1.78, excluding business transformation costs.
Full-year 2025 GAAP EPS is now expected at approximately $7.70 to $8.70; adjusted EPS at approximately $7.00 to $8.00.
Share repurchases were $152 million in the quarter, with about $8.3 billion of remaining authorization at quarter end.
On October 9, 2025, Target entered into a 364-day credit agreement with a group of banks led by Bank of America as administrative agent, providing up to $1.0 billion in loans that can be increased by up to $500 million. The agreement replaces a prior 364-day credit agreement dated October 15, 2024, which was set to expire October 14, 2025, giving Target a committed borrowing source through the October 8, 2026 termination date.
Committed loans of up to $1.0 billion, with an option to increase by up to $500 million
Credit Agreement expires October 8, 2026; prior agreement terminated
Borrowings bear interest at base rate or term SOFR plus a margin tied to loan type and Target's debt ratings
Includes a leverage ratio financial covenant and customary events of default; full text to be filed with the 10-Q for the quarter ending November 1, 2025
Target reported second quarter 2025 net sales of $25.2 billion, down 0.9% from last year, and diluted EPS of $2.05 versus $2.57 a year earlier. Operating income fell 19.4% to $1.3 billion, and the company kept its fiscal 2025 guidance unchanged while its board named Michael Fiddelke as its next CEO.
Net sales were $25.2 billion, down 0.9%; comparable sales fell 1.9%, with comparable store sales down 3.2% and digital up 4.3%.
Diluted EPS was $2.05 compared with $2.57 in 2024, a 20.2% decline; operating income margin rate was 5.2% versus 6.4%.
Fiscal 2025 guidance was maintained: GAAP EPS of $8.00 to $10.00 and adjusted EPS of approximately $7.00 to $9.00.
The board unanimously appointed Michael Fiddelke as Target's next CEO; no stock was repurchased in the second quarter.
Target's Board appointed Executive Vice President and Chief Operating Officer Michael J. Fiddelke as the company's next Chief Executive Officer and a Board member, effective February 1, 2026. Brian C. Cornell will step down as CEO at that time and remain Chair of the Board in an Executive Chair role, a planned leadership handover after a succession planning process.
Michael J. Fiddelke, 49, appointed CEO effective February 1, 2026; also joins the Board
Brian C. Cornell steps down as CEO on that date and continues as Executive Chair of the Board
Fiddelke has worked at Target since 2004, including as COO from February 2024 and CFO from November 2019 to September 2024
Compensation terms for both executives have not yet been disclosed and will be filed once approved
Target reported first-quarter 2025 net sales of $23.8 billion, down 2.8% from $24.5 billion a year earlier, with comparable sales down 3.8%. GAAP diluted EPS rose to $2.27 from $2.03, but that includes $593 million in pre-tax gains from credit card interchange fee litigation settlements; excluding those gains, adjusted EPS was $1.30, down 35.9%. The company also gave fiscal 2025 guidance of a low-single digit sales decline and GAAP EPS of $8.00 to $10.00 (adjusted EPS $7.00 to $9.00).
Net sales were $23.8 billion, down 2.8%; comparable sales fell 3.8%, with comparable store sales down 5.7% and digital comparable sales up 4.7%.
GAAP diluted EPS was $2.27 versus $2.03; adjusted EPS, excluding $593 million in pre-tax litigation gains, was $1.30 versus $2.03.
Fiscal 2025 guidance: low-single digit sales decline, GAAP EPS of $8.00 to $10.00, adjusted EPS of $7.00 to $9.00.
An acceleration office led by Michael Fiddelke was established to speed decisions and execution of strategic initiatives.
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