0000027419-15-000012 Sample Contracts

Target Corporation 2011 Long-Term Incentive Plan EXECUTIVE RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • March 13th, 2015 • Target Corp • Retail-variety stores • Minnesota

THIS RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is made in Minneapolis, Minnesota as of the date of grant (the “Grant Date”) set forth in the award letter (the “Award Letter”) by and between the Company and the person (the “Executive”) identified in the Award Letter. This award (the “Award”) of Restricted Stock Units (“RSUs”), provided to you as a Service Provider, is being issued under the Target Corporation 2011 Long-Term Incentive Plan (the “Plan”), subject to the following terms and conditions. The intent of the Award is for the Executive to earn the Award, subject to minimum Company performance, for providing Service to the Company or a Subsidiary over the three years starting on the Grant Date and, except for the specific circumstances described in this Agreement, receive the Shares issuable under the RSUs after the third anniversary of the Grant Date.

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Target Corporation 2011 Long-Term Incentive Plan NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • March 13th, 2015 • Target Corp • Retail-variety stores • Minnesota

THIS RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is made in Minneapolis, Minnesota as of the date of grant (the “Grant Date”) set forth in the award letter (the “Award Letter”) by and between the Company and the person (the “Director”) identified in the Award Letter. This award (the “Award”) of Restricted Stock Units (“RSUs”), provided to you as a member of the Board, is being issued under the Target Corporation 2011 Long-Term Incentive Plan (the “Plan”), subject to the following terms and conditions.

Target Corporation 2011 Long-Term Incentive Plan EXECUTIVE PERFORMANCE SHARE UNIT AGREEMENT (U.S. and Canada)
Performance Share Unit Agreement • March 13th, 2015 • Target Corp • Retail-variety stores • Minnesota

THIS PERFORMANCE SHARE UNIT AGREEMENT (the “Agreement”) is made in Minneapolis, Minnesota as of the date of grant (the “Grant Date”) set forth in the award letter (the “Award Letter”) by and between the Company and the person (the “Executive”) identified in the Award Letter. This award (the “Award”) of Performance Share Units (“PSUs”), provided to you as a Service Provider, is being issued under the Target Corporation 2011 Long-Term Incentive Plan (the “Plan”), subject to the following terms and conditions.

Target Corporation 2011 Long-Term Incentive Plan AMENDED AND RESTATED EXECUTIVE NON-QUALIFIED STOCK OPTION AGREEMENT (U.S. and Canada)
Non-Qualified Stock Option Agreement • March 13th, 2015 • Target Corp • Retail-variety stores • Minnesota

THIS NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”) is made in Minneapolis, Minnesota as of the date of grant (the “Grant Date”) set forth in the award letter (the “Award Letter”) by and between the Company and the person (the “Executive”) identified in the Award Letter. This award of Options (collectively, may be referred to as the “Option”), provided to you as a Service Provider, is being issued under the Target Corporation 2011 Long-Term Incentive Plan (the “Plan”), subject to the following terms and conditions.

Target Corporation 2011 Long-Term Incentive Plan EXECUTIVE PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT
Performance-Based Restricted Stock Unit Agreement • March 13th, 2015 • Target Corp • Retail-variety stores • Minnesota

THIS PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is made in Minneapolis, Minnesota as of the date of grant (the “Grant Date”) set forth in the award letter (the “Award Letter”) by and between the Company and the person (the “Executive”) identified in the Award Letter. This award (the “Award”) of Performance-Based Restricted Stock Units (“PBRSUs”), provided to you as a Service Provider, is being issued under the Target Corporation 2011 Long-Term Incentive Plan (the “Plan”), subject to the following terms and conditions. The intent of the Award is for the Executive to earn the Award, subject to minimum Company performance, for providing Service to the Company or a Subsidiary through the three full fiscal years after the Grant Date and, except for the specific circumstances described in this Agreement, receive the Shares issuable under the PBRSUs after the end of that period.

AIRCRAFT TIME SHARING AGREEMENT
Aircraft Time Sharing Agreement • March 13th, 2015 • Target Corp • Retail-variety stores

This Aircraft Time Sharing Agreement (“Agreement”) is made and effective as of the 13th day of March, 2015 (“Effective Date”), by and between Target Corporation, a Minnesota corporation (“Operator”), and Brian C. Cornell (“Lessee”), who are sometimes also referred to herein individually as a “Party” or collectively as the “Parties.”

To the Banks party to the Credit Agreement referred to below c/o Bank of America, N.A., as Agent for such Banks
Credit Agreement • March 13th, 2015 • Target Corp • Retail-variety stores
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