On April 29, 2024, Target Corporation announced that it has received a shareholder proposal from The Accountability Board, Inc. requesting that the Board to adopt a policy, and amend the bylaws as necessary, to require the Board Chair to be an independent director. The policy may provide that (i) if a Chair at any time ceases to be independent, the Board shall replace the Chair with a new, independent, Chair, (ii) compliance with this policy is waived if no independent director is available and willing to serve as Chair, and, (iii) that the policy shall apply prospectively so as not to violate any contractual obligation existing at its adoption. In addition, the Company recommended the shareholders to vote against the proposal at the annual meeting of shareholders scheduled to be held on June 12, 2024.