TARGET CORPORATION | Right To Act By Written Consent at TARGET CORPORATION

Status
Filed
Previous AGM date
Resolution details
Company ticker
TGT
Lead filer
Resolution ask
Adopt or amend a policy
ESG theme
  • Governance
ESG sub-theme
  • Shareholder rights
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Consumer Discretionary
Company HQ country
United States
Resolved clause
RESOLVED : Shareholders request that the board of directors take the necessary steps to permit written consent by the shareholders entitled to cast the minimum number of votes that would be necessary to authorize an action at a meeting at which all shareholders entitled to vote thereon were present and voting (without any unnecessary restriction based on length of stock ownership or the method by which shareholders hold their shares). 
Supporting statement
This includes shareholder ability to initiate any appropriate topic for written consent. This includes that any associated request for a record date shall have the lowest allowable percent of shares. This includes that written consent not include a solicitation clause mandating a certain percent of shares be solicited unless legally required. Shareholders acting by written consent and calling for a special shareholder meeting are 2 means that shareholders of a company can use to put forth a proposal on a timely basis without waiting for the annual shareholder meeting. A shareholder right to act by written consent could incentivize Target (TGT) directors to be more vigilant and more alert to face future headwinds like those that emerged in 2025: TGT stock had a rough 2025, declining more than 34% by mid-November, wiping out billions in shareholder value. The TGT stock price hit a 52-week low of $83.44. This performance reflects shareholder concerns about the business's direction and the challenging economic environment. TGT had declining sales and missed analyst expectations in multiple quarters throughout 2025. TGT reported a 3.8% decline in comparable sales in Q1 and expected a low single-digit sales decline for the full year. TGT repeatedly cut its full-year adjusted earnings per share (EPS) forecast, signaling persistent challenges and economic uncertainty. TGT ongoing struggles occurred as CEO Brian Cornell prepared to transition to an executive chair role in February 2026, with Chief Operating Officer Michael Fiddelke named as the incoming CEO, leading to uncertainty about the company's future direction. TGT faced intense competition, particularly from Walmart, and struggled as inflation-strained shoppers shifted spending away from discretionary categories (like apparel and home goods, which are Target's strengths) toward essentials and value items. TGT is facing growing consumer backlash, including boycotts, following its rollback of workplace equality initiatives. In addition to its financial woes, TGT issued a string of product recalls in 2025 due to issues like undeclared allergens and injury hazards in items like teething sticks, car seats, and food products.

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