Pledging of Company Stock. Qualifications Through her extensive management and operating roles, including her financial roles, Ms. Baker provides the Board with valuable global marketing, sales and general management experience, as well as operational and governance perspectives. The Board seeks to have each director serve on two to three Committees;. Our stock ownership guidelines vary from the required ownership disclosure in that they do not include any options, but do include share equivalents held under deferred compensation arrangements as well as unvested restricted stock units RSUs and performance-based RSUs PBRSUs at the minimum share payout.

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Includes shares of common stock owned by executive officers in the Target k Plan as of April 9, Equity incentive programs and stock ownership guidelines are designed to align management and shareholder interests by providing vehicles for executive officers to accumulate and maintain an ownership position in the company.

Other benefit elements A majority of our directors must be independent. Executive officers and members of the Board of Directors may not directly or indirectly engage in capital transactions intended to hedge or offset the market value lpaza Target common stock owned yezz them, nor may they pledge Target common stock owned by them as collateral for any loan. The three relative metrics used in our PSU plan are:.


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With these three independent metrics, our PSU program supports the critical drivers of our success: The Annual TDC levels and elements described in the preceding pages are evaluated annually for each executive officer relative to our retail and general industry peer group companies. The financial component of our STIP program is based on two financial metrics to align our annual incentives with our strategy of driving growth, with an emphasis on profitability: The persons listed have sole voting and investment power with respect to the shares listed.

Our pay for performance philosphy is evidenced by our payouts over the past five years for our STIP and PSU awards, which are shown in the charts below, as a percentage of goal.

Differential Equations With Applications and Historical Notes

Fee paid previously with preliminary materials. Lozano has board-level experience overseeing large organizations with diversified operations on matters such as plazza, risk management and financial reporting. Currently, all of our directors other than our CEO are independent, and all of our Committees consist exclusively of independent directors.

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Includes those directors who indicate they are ethnically or racially diverse. Pension benefits for fiscal More specifically, this conclusion was based on the following considerations:. Each metric is compared relative to our retail peer group and is intended to incent management to outperform the peer group over the long term. Communications with directors and shareholder outreach Mulcahy, who retired on June 14,effective as of the conclusion of the meeting.


Comparable sales grew 3. All registered shareholders may vote in person at the Annual Meeting. TSR performance ranking 1.

Robust Stock Ownership Guidelines. Consider individual contributions to business outcomes, the scope and complexity of each role, future potential, market data, and internal pay equity.

Potts in consideration of her performance, as well as market positioning relative to our retail and general industry peers.

Financial component of award based on:. Through her yyez management and operating roles, including her financial roles, Ms.

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Our relationship with this supplier pre-dated Mr. Multiple of base salary 2.

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Our ethnically or racially diverse directors are Mr. We saw acceleration across the business as we gained market share across our five core merchandise categories.

Stock options exercisable within 60 days. We believe that our dividend should be competitive, tez and sustainable. The Home Depot, Inc.

Fully invest in opportunities to profitably grow our business, create sustainable long-term value, and maintain our current operations and assets.