Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.


Consolidated Statements of Operations	Consolidated Statements of Operations					Consolidated Statements of Operations
		Three Months Ended							Three Months Ended				Nine Months Ended
(millions, except per share data) (unaudited)	(millions, except per share data) (unaudited)	May 2, 2020		May 4, 2019		(millions, except per share data) (unaudited)	October 31, 2020		November 2, 2019		October 31, 2020		November 2, 2019
Sales	Sales	$	19,371	$	17,401	Sales	$	22,336	$	18,414	$	64,403	$	53,997
Other revenue	Other revenue	244		226		Other revenue	296		251		819		716
Total revenue	Total revenue	19,615		17,627		Total revenue	22,632		18,665		65,222		54,713
Cost of sales	Cost of sales	14,510		12,248		Cost of sales	15,509		12,935		45,692		37,808
Selling, general and administrative expenses	Selling, general and administrative expenses	4,060		3,663		Selling, general and administrative expenses	4,647		4,153		13,167		11,728
Depreciation and amortization (exclusive of depreciation included in cost of sales)	Depreciation and amortization (exclusive of depreciation included in cost of sales)	577		581		Depreciation and amortization (exclusive of depreciation included in cost of sales)	541		575		1,660		1,717
Operating income	Operating income	468		1,135		Operating income	1,935		1,002		4,703		3,460
Net interest expense	Net interest expense	117		126		Net interest expense	632		113		871		359
Net other (income) / expense	Net other (income) / expense	22		(12)		Net other (income) / expense	5		(12)		16		(38)
Earnings from continuing operations before income taxes	Earnings from continuing operations before income taxes	329		1,021		Earnings from continuing operations before income taxes	1,298		901		3,816		3,139
Provision for income taxes	Provision for income taxes	45		229		Provision for income taxes	284		195		828		703
Net earnings from continuing operations	Net earnings from continuing operations	284		792		Net earnings from continuing operations	1,014		706		2,988		2,436
Discontinued operations, net of tax	Discontinued operations, net of tax	—		3		Discontinued operations, net of tax	0		8		0		11
Net earnings	Net earnings	$	284	$	795	Net earnings	$	1,014	$	714	$	2,988	$	2,447
Basic earnings per share	Basic earnings per share					Basic earnings per share
Continuing operations	Continuing operations	$	0.57	$	1.54	Continuing operations	$	2.02	$	1.38	$	5.97	$	4.75
Discontinued operations	Discontinued operations	—		—		Discontinued operations	0		0.02		0		0.02
Net earnings per share	Net earnings per share	$	0.57	$	1.54	Net earnings per share	$	2.02	$	1.40	$	5.97	$	4.77
Diluted earnings per share	Diluted earnings per share					Diluted earnings per share
Continuing operations	Continuing operations	$	0.56	$	1.53	Continuing operations	$	2.01	$	1.37	$	5.91	$	4.71
Discontinued operations	Discontinued operations	—		—		Discontinued operations	0		0.02		0		0.02
Net earnings per share	Net earnings per share	$	0.56	$	1.53	Net earnings per share	$	2.01	$	1.39	$	5.91	$	4.74
Weighted average common shares outstanding	Weighted average common shares outstanding					Weighted average common shares outstanding
Basic	Basic	501.0		515.7		Basic	500.6		509.7		500.6		512.5
Diluted	Diluted	505.8		519.5		Diluted	505.4		514.8		505.2		516.8
Antidilutive shares	Antidilutive shares	0.2		0.1		Antidilutive shares	0		0		0		0


Consolidated Statements of Comprehensive Income	Consolidated Statements of Comprehensive Income								Consolidated Statements of Comprehensive Income
		Three Months Ended								Three Months Ended				Nine Months Ended
(millions) (unaudited)	(millions) (unaudited)	May 2, 2020		May 4, 2019		(millions) (unaudited)	October 31, 2020			November 2, 2019		October 31, 2020		November 2, 2019
Net earnings	Net earnings	$	284	$	795	Net earnings	$	1,014		$	714	$	2,988	$	2,447
Other comprehensive income	Other comprehensive income					Other comprehensive income
Pension, net of tax	Pension, net of tax	22		10		Pension, net of tax	22			10		66		30
Currency translation adjustment and cash flow hedges, net of tax	Currency translation adjustment and cash flow hedges, net of tax	(8)		3		Currency translation adjustment and cash flow hedges, net of tax	14			(1)		5		2
Other comprehensive income	Other comprehensive income	14		13		Other comprehensive income	36			9		71		32
Comprehensive income	Comprehensive income	$	298	$	808	Comprehensive income	$	1,050		$	723	$	3,059	$	2,479


Consolidated Statements of Financial Position	Consolidated Statements of Financial Position							Consolidated Statements of Financial Position
(millions, except footnotes) (unaudited)	(millions, except footnotes) (unaudited)	May 2, 2020		February 1, 2020		May 4, 2019		(millions, except footnotes) (unaudited)	October 31, 2020		February 1, 2020		November 2, 2019
Assets	Assets							Assets
Cash and cash equivalents	Cash and cash equivalents	$	4,566	$	2,577	$	1,173	Cash and cash equivalents	$	5,996	$	2,577	$	969
Inventory	Inventory	8,584		8,992		9,060		Inventory	12,712		8,992		11,396
Other current assets	Other current assets	1,465		1,333		1,374		Other current assets	1,601		1,333		1,440
Total current assets	Total current assets	14,615		12,902		11,607		Total current assets	20,309		12,902		13,805
Property and equipment	Property and equipment							Property and equipment
Land	Land	6,034		6,036		6,061		Land	6,063		6,036		6,040
Buildings and improvements	Buildings and improvements	30,756		30,603		29,573		Buildings and improvements	31,398		30,603		30,467
Fixtures and equipment	Fixtures and equipment	5,486		6,083		5,401		Fixtures and equipment	5,843		6,083		6,032
Computer hardware and software	Computer hardware and software	2,597		2,692		2,553		Computer hardware and software	2,706		2,692		2,636
Construction-in-progress	Construction-in-progress	803		533		574		Construction-in-progress	518		533		298
Accumulated depreciation	Accumulated depreciation	(19,087)		(19,664)		(18,456)		Accumulated depreciation	(19,755)		(19,664)		(19,089)
Property and equipment, net	Property and equipment, net	26,589		26,283		25,706		Property and equipment, net	26,773		26,283		26,384
Operating lease assets	Operating lease assets	2,235		2,236		2,019		Operating lease assets	2,208		2,236		2,151
Other noncurrent assets	Other noncurrent assets	1,367		1,358		1,287		Other noncurrent assets	1,371		1,358		1,401
Total assets	Total assets	$	44,806	$	42,779	$	40,619	Total assets	$	50,661	$	42,779	$	43,741
Liabilities and shareholders’ investment	Liabilities and shareholders’ investment							Liabilities and shareholders’ investment
Accounts payable	Accounts payable	$	9,625	$	9,920	$	8,360	Accounts payable	$	14,203	$	9,920	$	11,258
Accrued and other current liabilities	Accrued and other current liabilities	4,619		4,406		3,823		Accrued and other current liabilities	5,023		4,406		4,191
Current portion of long-term debt and other borrowings	Current portion of long-term debt and other borrowings	168		161		1,056		Current portion of long-term debt and other borrowings	131		161		1,159
Total current liabilities	Total current liabilities	14,412		14,487		13,239		Total current liabilities	19,357		14,487		16,608
Long-term debt and other borrowings	Long-term debt and other borrowings	14,073		11,338		11,357		Long-term debt and other borrowings	12,490		11,338		10,513
Noncurrent operating lease liabilities	Noncurrent operating lease liabilities	2,249		2,275		2,064		Noncurrent operating lease liabilities	2,196		2,275		2,208
Deferred income taxes	Deferred income taxes	1,122		1,122		1,034		Deferred income taxes	1,171		1,122		1,215
Other noncurrent liabilities	Other noncurrent liabilities	1,781		1,724		1,808		Other noncurrent liabilities	2,128		1,724		1,652
Total noncurrent liabilities	Total noncurrent liabilities	19,225		16,459		16,263		Total noncurrent liabilities	17,985		16,459		15,588
Shareholders’ investment	Shareholders’ investment							Shareholders’ investment
Common stock	Common stock	42		42		43		Common stock	42		42		42
Additional paid-in capital	Additional paid-in capital	6,206		6,226		5,908		Additional paid-in capital	6,285		6,226		6,006
Retained earnings	Retained earnings	5,775		6,433		5,958		Retained earnings	7,789		6,433		6,270
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(854)		(868)		(792)		Accumulated other comprehensive loss	(797)		(868)		(773)
Total shareholders’ investment	Total shareholders’ investment	11,169		11,833		11,117		Total shareholders’ investment	13,319		11,833		11,545
Total liabilities and shareholders’ investment	Total liabilities and shareholders’ investment	$	44,806	$	42,779	$	40,619	Total liabilities and shareholders’ investment	$	50,661	$	42,779	$	43,741


Consolidated Statements of Cash Flows	Consolidated Statements of Cash Flows					Consolidated Statements of Cash Flows
		Three Months Ended							Nine Months Ended
(millions) (unaudited)	(millions) (unaudited)	May 2, 2020		May 4, 2019		(millions) (unaudited)	October 31, 2020		November 2, 2019
Operating activities	Operating activities					Operating activities
Net earnings	Net earnings	$	284	$	795	Net earnings	$	2,988	$	2,447
Earnings from discontinued operations, net of tax	Earnings from discontinued operations, net of tax	—		3		Earnings from discontinued operations, net of tax	0		11
Net earnings from continuing operations	Net earnings from continuing operations	284		792		Net earnings from continuing operations	2,988		2,436
Adjustments to reconcile net earnings to cash provided by operations	Adjustments to reconcile net earnings to cash provided by operations					Adjustments to reconcile net earnings to cash provided by operations
Depreciation and amortization	Depreciation and amortization	641		644		Depreciation and amortization	1,848		1,905
Share-based compensation expense	Share-based compensation expense	49		46		Share-based compensation expense	161		116
Deferred income taxes	Deferred income taxes	(4)		59		Deferred income taxes	26		235
Loss on debt extinguishment						Loss on debt extinguishment	512		0
Noncash losses / (gains) and other, net	Noncash losses / (gains) and other, net	5		10		Noncash losses / (gains) and other, net	124		6
Changes in operating accounts	Changes in operating accounts					Changes in operating accounts
Inventory	Inventory	408		438		Inventory	(3,720)		(1,899)
Other assets	Other assets	11		17		Other assets	(174)		(10)
Accounts payable	Accounts payable	(280)		(1,402)		Accounts payable	4,287		1,473
Accrued and other liabilities	Accrued and other liabilities	170		(281)		Accrued and other liabilities	992		(121)

Cash provided by operating activities—continuing operations						Cash provided by operating activities—continuing operations	7,044		4,141
Cash provided by operating activities—discontinued operations						Cash provided by operating activities—discontinued operations	0		18
Cash provided by operations	Cash provided by operations	1,284		323		Cash provided by operations	7,044		4,159
Investing activities	Investing activities					Investing activities
Expenditures for property and equipment	Expenditures for property and equipment	(751)		(655)		Expenditures for property and equipment	(2,009)		(2,403)
Proceeds from disposal of property and equipment	Proceeds from disposal of property and equipment	6		5		Proceeds from disposal of property and equipment	27		29
Other investments	Other investments	1		1		Other investments	(3)		14
Cash required for investing activities	Cash required for investing activities	(744)		(649)		Cash required for investing activities	(1,985)		(2,360)
Financing activities	Financing activities					Financing activities
Additions to long-term debt	Additions to long-term debt	2,480		994		Additions to long-term debt	2,480		994
Reductions of long-term debt	Reductions of long-term debt	(17)		(13)		Reductions of long-term debt	(2,395)		(1,041)
Dividends paid	Dividends paid	(332)		(330)		Dividends paid	(1,002)		(995)
Repurchase of stock	Repurchase of stock	(686)		(320)		Repurchase of stock	(741)		(959)
Accelerated share repurchase pending final settlement	Accelerated share repurchase pending final settlement	—		(400)		Accelerated share repurchase pending final settlement	0		(450)
Stock option exercises	Stock option exercises	4		12		Stock option exercises	18		65
Cash provided by / (required for) financing activities		1,449		(57)
Net increase / (decrease) in cash and cash equivalents		1,989		(383)
Cash required for financing activities						Cash required for financing activities	(1,640)		(2,386)
Net increase in cash and cash equivalents						Net increase in cash and cash equivalents	3,419		(587)
Cash and cash equivalents at beginning of period	Cash and cash equivalents at beginning of period	2,577		1,556		Cash and cash equivalents at beginning of period	2,577		1,556
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	4,566	$	1,173	Cash and cash equivalents at end of period	$	5,996	$	969
Supplemental information	Supplemental information					Supplemental information
Leased assets obtained in exchange for new finance lease liabilities	Leased assets obtained in exchange for new finance lease liabilities	103		126		Leased assets obtained in exchange for new finance lease liabilities	$	344	$	301
Leased assets obtained in exchange for new operating lease liabilities	Leased assets obtained in exchange for new operating lease liabilities	97		107		Leased assets obtained in exchange for new operating lease liabilities	186		334


Consolidated Statements of Shareholders’ Investment
	Common	Stock		Additional				Accumulated Other
	Stock	Par		Paid-in		Retained		Comprehensive
(millions) (unaudited)	Shares	Value		Capital		Earnings		(Loss) / Income		Total
February 2, 2019	517.8	$	43	$	6,042	$	6,017	$	(805)	$	11,297
Net earnings	—	—		—		795		—		795
Other comprehensive income	—	—		—		—		13		13
Dividends declared	—	—		—		(330)		—		(330)
Repurchase of stock	(3.6)	—		—		(277)		—		(277)
Accelerated share repurchase pending final settlement	(3.0)	—		(153)		(247)		—		(400)
Stock options and awards	1.1	—		19		—		—		19
May 4, 2019	512.3	$	43	$	5,908	$	5,958	$	(792)	$	11,117
Net earnings	—	—		—		938		—		938
Other comprehensive income	—	—		—		—		10		10
Dividends declared	—	—		—		(341)		—		(341)
Repurchase of stock	(1.3)	—		153		(94)		—		59
Stock options and awards	0.3	—		53		—		—		53
August 3, 2019	511.3	$	43	$	6,114	$	6,461	$	(782)	$	11,836
Net earnings	—	—		—		714		—		714
Other comprehensive income	—	—		—		—		9		9
Dividends declared	—	—		—		(338)		—		(338)
Repurchase of stock	(3.0)	(1)		—		(295)		—		(296)
Accelerated share repurchase pending final settlement	(2.5)	—		(178)		(272)		—		(450)
Stock options and awards	0.9	—		70		—		—		70
November 2, 2019	506.7	$	42	$	6,006	$	6,270	$	(773)	$	11,545
Net earnings	—	—		—		834		—		834
Other comprehensive loss	—	—		—		—		(95)		(95)
Dividends declared	—	—		—		(336)		—		(336)
Repurchase of stock	(2.6)	—		178		(335)		—		(157)
Stock options and awards	0.1	—		42		—		—		42
February 1, 2020	504.2	$	42	$	6,226	$	6,433	$	(868)	$	11,833


Consolidated Statements of Shareholders’ Investment	Consolidated Statements of Shareholders’ Investment																							Consolidated Statements of Shareholders’ Investment
		Common	Stock		Additional				Accumulated Other					Common	Stock		Additional				Accumulated Other
		Stock	Par		Paid-in		Retained		Comprehensive					Stock	Par		Paid-in		Retained		Comprehensive
(millions) (unaudited)	(millions) (unaudited)	Shares	Value		Capital		Earnings		(Loss) / Income		Total		(millions) (unaudited)	Shares	Value		Capital		Earnings		(Loss) / Income		Total
February 1, 2020	February 1, 2020	504.2	$	42	$	6,226	$	6,433	$	(868)	$	11,833	February 1, 2020	504.2	$	42	$	6,226	$	6,433	$	(868)	$	11,833
Net earnings	Net earnings	—	—		—		284		—		284		Net earnings	—	—		—		284		—		284
Other comprehensive income	Other comprehensive income	—	—		—		—		14		14		Other comprehensive income	—	—		—		—		14		14
Dividends declared	Dividends declared	—	—		—		(333)		—		(333)		Dividends declared	—	—		—		(333)		—		(333)
Repurchase of stock	Repurchase of stock	(5.7)	—		—		(609)		—		(609)		Repurchase of stock	(5.7)	—		—		(609)		—		(609)
Stock options and awards	Stock options and awards	1.4	—		(20)		—		—		(20)		Stock options and awards	1.4	—		(20)		—		—		(20)
May 2, 2020	May 2, 2020	499.9	$	42	$	6,206	$	5,775	$	(854)	$	11,169	May 2, 2020	499.9	$	42	$	6,206	$	5,775	$	(854)	$	11,169
Net earnings													Net earnings	—	—		—		1,690		—		1,690
Other comprehensive income													Other comprehensive income	—	—		—		—		21		21
Dividends declared													Dividends declared	—	—		—		(344)		—		(344)
Stock options and awards													Stock options and awards	0.4	—		42		—		—		42
August 1, 2020													August 1, 2020	500.3	$	42	$	6,248	$	7,121	$	(833)	$	12,578
Net earnings													Net earnings	—	—		—		1,014		—		1,014
Other comprehensive income													Other comprehensive income	—	—		—		—		36		36
Dividends declared													Dividends declared	—	—		—		(346)		—		(346)
Stock options and awards													Stock options and awards	0.5	—		37		—		—		37
October 31, 2020													October 31, 2020	500.8	$	42	$	6,285	$	7,789	$	(797)	$	13,319

These unaudited condensed consolidated financial statements are prepared in accordance with the rules and regulations of the Securities and Exchange Commission (SEC) applicable to interim financial statements. While these statements reflect all normal recurring adjustments that are, in the opinion of management, necessary for fair presentation of the results of the interim period, they do not include all of the information and footnotes required by United States (U.S.) generally accepted accounting principles (U.S. GAAP) for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the financial statement disclosures in our 2019 Form 10-K.

On March 11, 2020, the World Health Organization declared the novel coronavirus disease (COVID-19) a pandemic, and on March 13, 2020, the United States declared a national emergency. States and cities have taken various measures in response to COVID-19, including mandating the closure of certain businesses and encouraging or requiring citizens to avoid large gatherings. To date, virtually all of our stores, digital channels, and distribution centers ~~remain~~have remained open.

Throughout the ~~quarter,~~nine months ended October 31, 2020, guest shopping patterns changed significantly and unpredictably in reaction to the COVID-19 pandemic. ~~Across~~ NaN of our 5 core merchandise categories have experienced significant sales ~~have grown~~growth throughout the year; however, sales of Apparel and Accessories declined significantly in ~~Beauty~~the first quarter before rebounding in the second and ~~Household Essentials, Food and Beverage, Hardlines, and Home Furnishings and Décor, while declining significantly in Apparel and Accessories.~~third quarters. Note 3 ~~provides~~provides sales by category. In response to these changes, we have taken many actions, including accelerating purchases of certain merchandise in our core categories and slowing or canceling certain purchase orders, primarily for Apparel and Accessories. As a result of these actions, during the first quarter ~~ended~~ ~~May 2,~~of 2020, we recorded $216 million of purchase order cancellation fees in Cost of Sales.

From March 26, 2020, to April 26, 2020, we did not accept in-store merchandise returns and exchanges to protect our team members. We lengthened the return period for merchandise affected by this change. We continue to recognize sales net of expected returns. Our returns estimate for sales during the suspension period includes significant assumptions that, if actual results are substantially different, could result in material adjustments in future periods.


Revenues	Revenues	Three Months Ended							Revenues	Three Months Ended				Nine Months Ended
(millions)	(millions)	May 2, 2020		May 4, 2019		(millions)	October 31, 2020			November 2, 2019		October 31, 2020		November 2, 2019
Apparel and accessories ^(a)	Apparel and accessories ^(a)	$	2,619	$	3,290	Apparel and accessories (a)	$	3,927		$	3,564	$	10,630	$	10,510
Beauty and household essentials ^(b)	Beauty and household essentials ^(b)	5,911		4,971		Beauty and household essentials (b)	6,103			5,125		18,172		15,172
Food and beverage ^(c)	Food and beverage ^(c)	4,575		3,722		Food and beverage (c)	4,397			3,717		13,158		10,899
Hardlines ^(d)	Hardlines ^(d)	2,974		2,385		Hardlines (d)	3,377			2,460		9,959		7,348
Home furnishings and décor ^(e)	Home furnishings and décor ^(e)	3,264		3,001		Home furnishings and décor (e)	4,506			3,527		12,395		9,985
Other	Other	28		32		Other	26			21		89		83
Sales	Sales	19,371		17,401		Sales	22,336			18,414		64,403		53,997

Credit card profit sharing	Credit card profit sharing	166		160		Credit card profit sharing	164			177		488		505
Other	Other	78		66		Other	132			74		331		211
Other revenue	Other revenue	244		226		Other revenue	296			251		819		716

Total revenue	Total revenue	$	19,615	$	17,627	Total revenue	$	22,632		$	18,665	$	65,222	$	54,713

Merchandise sales – We record almost all retail store revenues at the point of sale. Digitally originated sales may include shipping revenue and are recorded upon delivery to the guest or upon guest pickup at the store. Sales are recognized net of expected returns, which we estimate using historical return patterns and our expectation of future returns. As of ~~May 2,~~October 31, 2020, February 1, 2020, and ~~May 4,~~November 2, 2019, the accrual for estimated returns was ~~$398~~$182 million, $117 million, and ~~$124~~$137 million, respectively. ~~We have not historically had material adjustments to our returns estimates.~~


Gift Card Liability Activity	Gift Card Liability Activity	February 1, 2020		Gift Cards Issued During Current Period But Not Redeemed ^(b)		Revenue Recognized From Beginning Liability		May 2, 2020		Gift Card Liability Activity	February 1, 2020		Gift Cards Issued During Current Period But Not Redeemed (b)			Revenue Recognized From Beginning Liability		October 31, 2020
(millions)	(millions)														(millions)				Revenue Recognized From Beginning Liability			October 31, 2020
Gift card liability ^(a)	Gift card liability ^(a)	$	935	$	180	$	(335)	$	780	Gift card liability (a)	$	935	$	372		$	(549)			$	758

Credit card profit sharing – We receive payments under a credit card program agreement with TD. Under the agreement, we receive a percentage of the profits generated by the Target Credit Card and Target MasterCard receivables in exchange for performing account servicing and primary marketing functions. TD underwrites, funds, and owns Target Credit Card and Target MasterCard receivables, controls risk management policies, and oversees regulatory compliance.

Fair Value Measurements - Recurring Basis

Fair Value at

Fair Value Measurements - Recurring Basis

Fair Value at

(millions)

Classification

Pricing Category

May 2,
2020

February 1,
2020

May 4,
2019

(millions)

Classification

Pricing Category

October 31, 2020

February 1, 2020

November 2, 2019

Assets

Short-term investments

Cash and Cash Equivalents

Level 1

3,605

1,810

419

Short-term investments

Cash and Cash Equivalents

Level 1

5,089

1,810

163

Prepaid forward contracts

Other Current Assets

Level 1

Prepaid forward contracts

Other Current Assets

Level 1

Equity securities ^(a)

Other Current Assets

Level 1

Equity securities (a)

Other Current Assets

Level 1

Interest rate swaps

Other Noncurrent Assets

Level 2

228

137

Interest rate swaps

Other Noncurrent Assets

Level 2

205

137

122

Liabilities

Interest rate swaps

Other Current Liabilities

Level 2

—

Interest rate swaps

Other Noncurrent Liabilities

Level 2

—

Interest rate swaps

Other Noncurrent Liabilities

Level 2


Significant Financial Instruments Not Measured at Fair Value ^(a) (millions)	Significant Financial Instruments Not Measured at Fair Value ^(a) (millions)	May 2, 2020							February 1, 2020							May 4, 2019					Significant Financial Instruments Not Measured at Fair Value (a) (millions)		October 31, 2020					February 1, 2020				November 2, 2019
				Carrying Amount		Fair Value			Carrying Amount		Fair Value			Carrying Amount		Fair Value		Significant Financial Instruments Not Measured at Fair Value (a) (millions)	Carrying Amount	Fair Value					Carrying Amount	Fair Value				Carrying Amount	Fair Value
Long-term debt, including current portion ^(b)	Long-term debt, including current portion ^(b)	$	12,474	$	14,781		$	9,992	$	11,864		$	11,243	$	12,015	Long-term debt, including current portion (b)	$		12,787			$	9,992	$	11,864		$	10,246	$	11,870

We review long-lived assets for impairment when store performance expectations, events, or changes in circumstances—such as a decision to relocate or close a store or distribution center, discontinue projects, or make significant software changes—indicate that the asset’s carrying value may not be recoverable. We recognized impairment charges of ~~$35~~$2 million and $4$62 million during the three and nine months ended ~~May~~October 31, 2020, respectively. We recognized impairment charges of $7 million and $21 million during the three and nine months ended November 2, ~~2020, and May 4,~~ 2019, respectively. ~~The~~These impairment charges are ~~recorded~~included in Selling, General and Administrative Expenses (SG&A).

In March 2020, we issued unsecured fixed rate debt of $1.5 billion at 2.250 percent that matures in April 2025 and $1.0 billion at 2.650 percent that matures in September 2030. In October 2020, we repurchased $1.77 billion of debt before its maturity at a market value of $2.25 billion. We recognized a loss on early retirement of $512 million, which was recorded in Net Interest Expense.

We obtain short-term financing from time to time under our commercial paper program. NaN balances were outstanding at any time during the ~~three~~nine months ended ~~May 2,~~October 31, 2020. For the ~~three~~nine months ended ~~May 4,~~November 2, 2019, the maximum amount outstanding was $744 million, and the average daily amount outstanding was ~~$140~~$55 million at a weighted average annual interest rate of 2.4 percent, with 0 balance outstanding as of ~~May 4,~~November 2, 2019.

In April 2020, we obtained a committed $900 million 364-day unsecured revolving credit ~~facility that expires in April 2021.~~facility. This new facility iswas in addition to our $2.5 billion unsecured revolving credit facility that expires in October 2023. We terminated the 364-day facility in November 2020. NaN balances were outstanding under either credit facility at any time during 2020 or 2019.

Our derivative instruments consist of interest rate swaps used to mitigate interest rate risk. As a result, we have counterparty credit exposure to large global financial institutions, which we monitor on an ongoing basis. Note 4 to the Consolidated Financial Statements provides the fair value and classification of these instruments.

As of ~~May 2,~~October 31, 2020, and ~~May 4,~~November 2, 2019, we were party to interest rate swaps with notional amounts totaling $1.5 ~~billion and$2.5 billion, respectively.~~billion. We pay a variable rate and receive a fixed rate under each of these agreements. All of the agreements are designated as fair value hedges, and all were perfectly effective during the three and nine months ended ~~May 2,~~October 31, 2020, and ~~May 4,~~November 2, 2019.

As of ~~May 2,~~October 31, 2020, we were party to forward-starting interest rate swaps with notional amounts totaling $250 million to hedge the interest rate exposure of anticipated future debt issuances. We designated these derivative financial instruments as cash flow hedges. We assess, both at inception and on an ongoing basis, whether the derivative financial instrument is highly effective in offsetting changes in cash flows of the hedged item and whether it is probable that the hedged forecasted transaction will occur. As of ~~May 2,~~October 31, 2020, a ~~$10~~$1 million loss was recorded in Accumulated Other Comprehensive Loss and will be reclassified to Net Interest Expense when the forecasted transaction affects earnings.


Effect of Hedges on Debt
(millions)		May 2, 2020		February 1, 2020		May 4, 2019
Current portion of long-term debt and other borrowings
Carrying amount of hedged debt		$	—	$	—	$	999
Cumulative hedging adjustments, included in carrying amount		—		—		(1)
Effect of Hedges on Debt (millions)								Effect of Hedges on Debt (millions)	October 31, 2020		February 1, 2020		November 2, 2019

Long-term debt and other borrowings	Long-term debt and other borrowings							Long-term debt and other borrowings
Carrying amount of hedged debt	Carrying amount of hedged debt	1,721		1,630		1,515		Carrying amount of hedged debt	$	1,696	$	1,630	$	1,614
Cumulative hedging adjustments, included in carrying amount	Cumulative hedging adjustments, included in carrying amount	228		137		23		Cumulative hedging adjustments, included in carrying amount	203		137		122


Effect of Hedges on Net Interest Expense	Effect of Hedges on Net Interest Expense	Three Months Ended							Effect of Hedges on Net Interest Expense	Three Months Ended				Nine Months Ended
(millions)	(millions)	May 2, 2020		May 4, 2019		(millions)	October 31, 2020			November 2, 2019		October 31, 2020		November 2, 2019

Gain (loss) on fair value hedges recognized in Net Interest Expense	Gain (loss) on fair value hedges recognized in Net Interest Expense					Gain (loss) on fair value hedges recognized in Net Interest Expense
Interest rate swap designated as fair value hedges	Interest rate swap designated as fair value hedges	$	91	$	15	Interest rate swap designated as fair value hedges	$	(36)		$	14	$	66	$	115
Hedged debt	Hedged debt	(91)		(15)		Hedged debt	36			(14)		(66)		(115)
Total	Total	$	—	$	—	Total	$	0		$	0	$	0	$	0

~~For the three months ended~~ ~~May 2, 2020, our effective tax rate was 13.9 percent compared with 22.4 percent for the three months ended~~ ~~May 4, 2019, as lower pretax earnings in the current year period resulted in a larger tax-rate benefit from discrete items, primarily related to employee share-based compensation.~~


Share Repurchase Activity	Share Repurchase Activity	Three Months Ended							Share Repurchase Activity	Three Months Ended				Nine Months Ended
(millions, except per share data)	(millions, except per share data)	May 2, 2020		May 4, 2019		(millions, except per share data)	October 31, 2020			November 2, 2019 (a)		October 31, 2020		November 2, 2019 (a)
Number of shares purchased	Number of shares purchased	5.7		3.6		Number of shares purchased	0			3.0		5.7		10.8
Average price paid per share	Average price paid per share	$	107.58	$	76.98	Average price paid per share	$	0		$	99.25	$	107.58	$	84.28
Total investment	Total investment	$	609	$	277	Total investment	$	0		$	294	$	609	$	912

During the third quarter of 2019, we entered into an ASR arrangement to repurchase $300 to $450 million of our common stock. Under the agreement, we paid $450 million and received an initial delivery of 2.5 million shares, which were retired, resulting in a $272 million reduction to Retained Earnings. As of November 2, 2019, $178 million was included as a reduction to Additional Paid-in Capital. Upon final settlement in the fourth quarter of 2019, we received an additional 0.2 million shares, which were retired, and $127 million for the remaining amount not settled in shares. In total, we repurchased 2.7 million shares under the ASR arrangement for a total cash investment of $323 million ($117.64 per share).

During the first quarter of 2019, we entered into an ASR arrangement to repurchase $275 to $400 million of our common stock. Under the agreement, we paid $400 million and received an initial delivery of 3.0 million shares, which were retired, resulting in a $247 million reduction to Retained Earnings. As of May 4, 2019, $153 million was included as a reduction to Additional Paid-in Capital. Upon final settlement in the second quarter of 2019, we received an additional 1.2 million shares, which were retired, and $60 million for the remaining amount not settled in shares. In total, we repurchased 4.2 million shares under the ASR arrangement for a total cash investment of $340 million ($80.21 per share).


Net Pension Benefits Expense	Net Pension Benefits Expense		Three Months Ended							Net Pension Benefits Expense	Three Months Ended				Nine Months Ended
(millions)	(millions)	Classification	May 2, 2020		May 4, 2019		(millions)	Classification	October 31, 2020		November 2, 2019		October 31, 2020		November 2, 2019
Service cost benefits earned	Service cost benefits earned	SG&A Expenses	$	26	$	23	Service cost benefits earned	SG&A Expenses	$	25	$	23	$	76	$	69
Interest cost on projected benefit obligation	Interest cost on projected benefit obligation	Net Other (Income) / Expense	30		37		Interest cost on projected benefit obligation	Net Other (Income) / Expense	30		37		89		111
Expected return on assets	Expected return on assets	Net Other (Income) / Expense	(61)		(62)		Expected return on assets	Net Other (Income) / Expense	(61)		(62)		(182)		(186)
Amortization of losses	Amortization of losses	Net Other (Income) / Expense	32		16		Amortization of losses	Net Other (Income) / Expense	32		16		96		47
Amortization of prior service cost	Amortization of prior service cost	Net Other (Income) / Expense	(3)		(3)		Amortization of prior service cost	Net Other (Income) / Expense	(3)		(3)		(9)		(8)
Settlement charges							Settlement charges	Net Other (Income) / Expense	1		0		1		0
Total	Total		$	24	$	11	Total		$	24	$	11	$	71	$	33


Change in Accumulated Other Comprehensive Loss	Change in Accumulated Other Comprehensive Loss	Cash Flow Hedges		Currency Translation Adjustment		Pension		Total		Change in Accumulated Other Comprehensive Loss	Cash Flow Hedges		Currency Translation Adjustment			Pension		Total
(millions)	(millions)														(millions)					Pension			Total
February 1, 2020	February 1, 2020	$	(12)	$	(19)	$	(837)	$	(868)	February 1, 2020	$	(12)	$	(19)		$	(837)				$	(868)
Other comprehensive income before reclassifications, net of tax		(7)		(1)		—		(8)
Other comprehensive loss before reclassifications, net of tax										Other comprehensive loss before reclassifications, net of tax	(1)		0			0		(1)
Amounts reclassified from AOCI, net of tax	Amounts reclassified from AOCI, net of tax	—		—		22		22		Amounts reclassified from AOCI, net of tax	6		0			66		72
May 2, 2020		$	(19)	$	(20)	$	(815)	$	(854)
October 31, 2020										October 31, 2020	$	(7)	$	(19)		$	(771)	$	(797)

Sales were ~~$19.4~~$22.3 billion for the three months ended ~~May 2,~~October 31, 2020, an increase of ~~$2.0~~$3.9 billion, or ~~11.3~~21.3 percent, from the same period in the prior year. Operating cash flow provided by continuing operations was ~~$1.3~~$7.0 billion for the ~~three~~nine months ended ~~May 2,~~October 31, 2020, an increase of ~~$961 million,~~$2.9 billion, or ~~297.5~~70.1 percent, from ~~$323 million~~$4.1 billion for the ~~three~~nine months ended ~~May 4,~~November 2, 2019.


Earnings Per Share from Continuing Operations	Earnings Per Share from Continuing Operations	Three Months Ended												Earnings Per Share from Continuing Operations	Three Months Ended									Nine Months Ended
				May 2, 2020			May 4, 2019			Change		Earnings Per Share from Continuing Operations	October 31, 2020				November 2, 2019			Change			October 31, 2020			November 2, 2019			Change
GAAP diluted earnings per share	GAAP diluted earnings per share	$	0.56		$	1.53		(63.3)	%	GAAP diluted earnings per share	$				$	1.37		46.3	%		$	5.91		$	4.71		25.5	%
Adjustments	Adjustments	0.03			—					Adjustments	0.78				(0.01)						0.83			(0.01)
Adjusted diluted earnings per share	Adjusted diluted earnings per share	$	0.59		$	1.53		(61.3)	%	Adjusted diluted earnings per share	$	2.79			$	1.36		105.1	%		$	6.75		$	4.70		43.5	%

Note: Amounts may not foot due to rounding. Adjusted diluted earnings per share from continuing operations (Adjusted EPS), a non-GAAP metric, excludes the impact of certain items. Management believes that Adjusted EPS is useful in providing period-to-period comparisons of the results of our continuing operations. A reconciliation of non-GAAP financial measures to GAAP measures is provided on page 19.

We report after-tax return on invested capital (ROIC) from continuing operations because we believe ROIC provides a meaningful measure of our capital-allocation effectiveness over time. For the trailing twelve months ended ~~May 2,~~October 31, 2020, after-tax ROIC was ~~13.4~~19.9 percent, compared with ~~14.3~~15.0 percent for the trailing twelve months ended ~~May 4,~~November 2, 2019. The calculation of ROIC is provided onon page ~~20.~~21.

On March 11, 2020, the World Health Organization declared the novel coronavirus disease (COVID-19) a pandemic, and on March 13, 2020, the United States declared a national emergency. The rapid development and fluidity of this situation limits our ability to predict the ultimate impact of COVID-19 on our business, financial condition and financial performance, which could be material. States and cities have taken various measures in response to COVID-19, including mandating the closure of certain businesses and encouraging or requiring citizens to avoid large gatherings. We have implemented numerous safety measures to protect our guests and team members — such as mandating face masks for all team members and guests in our stores, more rigorous cleaning processes, providing disposable face masks, gloves and thermometers for team members, installing distancing markers, limiting guest levels within our stores, and installing partitions at all ~~stores~~. ~~We have also reduced store hours to support increased cleaning and replenishment efforts and implemented quantity limits on certain high-demand merchandise. In addition, we have reserved certain store hours for guests with increased vulnerability to COVID-19.~~stores. To date, virtually all of our stores, digital channels, and distribution centers ~~remain~~have remained open.

As the ~~crisis~~pandemic has evolved, we have experienced unusually strong sales, as guests rely on Target for essential items like food, medicine, cleaning products, and household stock-up ~~items.~~items, as well as merchandise associated with guests spending more time at home. Underlying this trend, we saw significant volatility in our sales mix, including both category sales mix and the mix of sales in our stores and digital channels, including same-day fulfillment ~~options, and these trends changed within the quarter.~~options.

•February 2020 comparable sales increased 3.8 percent with strength across our entire multi-category portfolio, largely reflecting a continuation of 2019 sales trends. Late in the month, we saw an increase in traffic and comparable sales in both our stores and digital channels as well as increased sales in our Food and Beverage and Beauty and Household Essential categories as consumers began stock-up shopping.

•~~March 2020~~During the first quarter, comparable sales increased ~~11.7~~10.8 percent, ~~including an~~reflecting a 0.9 percent increase ~~of 4.9 percent~~ in ~~stores~~store originated comparable sales and ~~approximately 100~~a 141 percent increase in digitally originated comparable sales. ~~Across~~The quarter began with strength across our ~~core merchandise categories, March~~multi-category portfolio, followed by a shift to strong comparable sales ~~increased significantly~~growth in our Food and Beverage and Beauty and Household Essentials ~~Food~~core merchandising categories and ~~Beverage, and Hardlines. The increases were partially offset by a~~ significant comparable sales declines in Apparel and ~~Accessories and, to a lesser extent, Home Furnishings and Décor.~~

•April 2020 comparable sales increased 16.5 percent. A 4.8 percent decline in stores originated sales was more than offset by a 282 percent increase in digitally originated sales, including those fulfilled by our stores. Comparable sales increased significantly in Beauty and Household Essentials, Food and Beverage, Hardlines, as well as Home Furnishings and Décor.Accessories. Comparable sales in Apparel and Accessories ~~continued to decline, although at a lower rate than in March. Store originated and Apparel and Accessories sales trends increased~~recovered notably beginning mid-April.

•During the second quarter, comparable sales increased 24.3 percent, reflecting a 10.9 percent increase in store originated comparable sales and a 195 percent increase in digitally originated comparable sales. Comparable sales growth was strong across our multi-category portfolio, with slightly higher growth in lower-margin categories.

~~From March 26, 2020 to April 26, 2020, we did not accept in-store merchandise returns~~•During the third quarter, comparable sales increased 20.7 percent, reflecting a 9.9 percent increase in store originated comparable sales and ~~exchanges. We lengthened the return period for merchandise affected by this change. As~~ a ~~result of this temporary suspension,~~ ~~the accrual for estimated returns was $398 million as of May 2, 2020, compared~~155 percent increase in digitally originated comparable sales. Comparable sales growth strength continued across our multi-category portfolio, with ~~$117 million and $124 million as of February 1, 2020, and May 4, 2019, respectively.~~ ~~Our returns estimate for sales during the suspension period includes significant assumptions that, if actual results are substantially different, could result~~slightly higher growth in ~~material adjustments in future periods.~~lower-margin categories.

~~Gross~~For the nine months ended October 31, 2020, gross margin has been negatively impacted by changes in both our category and channel sales mix, as well as actions that we have taken to allow us to better fulfill guest demand for essentials. Additionally, gross margin reflects ~~COVID-19-related~~the portion of investments in pay and benefits ~~for our supply chain team members.~~classified within Cost of Sales. Exceptionally low clearance and promotional markdown rates partially offset these pressures.

Our SG&A expenses ~~have also been significantly impacted by~~include significant incremental costs related to investments in pay and benefits for store team members, the spikes in merchandise volume in stores and the supply chain, incremental safety and cleaning supplies, and the impact of additional team member hours dedicated to more rigorous cleaning routines in our facilities. From an SG&A expense rate perspective, these incremental costs were more than offset by cost leverage resulting from exceptionally strong sales growth.

To support our team and minimize potential disruptions in their work to serve our guests, we have modified our plans for some of our strategic initiatives, including our previously announced remodel program. We ~~now anticipate~~have completed approximately 130 remodels in 2020, down from the previous expectation of approximately 300. Similarly, we ~~now expect to open 15 to 20~~opened 29 new small format stores in 2020, rather than the 36 previously announced.

During the first quarter of 2020, we issued $2.5 billion of 5-year and 10-year notes in an effort to increase our cash on hand. Additionally, we entered into a $900 million 364-day credit facility, increasing our total undrawn committed credit facilities to ~~$3.4~~$3.4 billion. Our ~~dividend policy remains unchanged; however, we have temporarily suspended share~~operating performance during the second and third quarters of 2020 and current financial position allowed us to repurchase ~~activity~~$1.77 billion of debt before its maturity at a market value of $2.25 billion in October 2020 and terminate the ~~current environment. The~~364-day credit facility in November 2020. Note 6 to the Consolidated Financial Statements and the Liquidity and ~~Capital~~Capital Resources section ~~provides~~provide additional information.


Summary of Operating Income	Summary of Operating Income	Three Months Ended									Summary of Operating Income	Three Months Ended						Nine Months Ended
(dollars in millions)	(dollars in millions)	May 2, 2020		May 4, 2019		Change		(dollars in millions)	October 31, 2020			November 2, 2019		Change		October 31, 2020		November 2, 2019		Change
Sales	Sales	$	19,371	$	17,401	11.3	%	Sales	$	22,336		$	18,414	21.3	%	$	64,403	$	53,997	19.3	%
Other revenue	Other revenue	244		226		7.7		Other revenue	296			251		18.1		819		716		14.3
Total revenue	Total revenue	19,615		17,627		11.3		Total revenue	22,632			18,665		21.3		65,222		54,713		19.2
Cost of sales	Cost of sales	14,510		12,248		18.5		Cost of sales	15,509			12,935		19.9		45,692		37,808		20.9
Selling, general and administrative expenses	Selling, general and administrative expenses	4,060		3,663		10.9		Selling, general and administrative expenses	4,647			4,153		11.9		13,167		11,728		12.3
Depreciation and amortization (exclusive of depreciation included in cost of sales)	Depreciation and amortization (exclusive of depreciation included in cost of sales)	577		581		(0.8)		Depreciation and amortization (exclusive of depreciation included in cost of sales)	541			575		(5.8)		1,660		1,717		(3.3)
Operating income	Operating income	$	468	$	1,135	(58.7)	%	Operating income	$	1,935		$	1,002	93.1	%	$	4,703	$	3,460	35.9	%


Rate Analysis	Rate Analysis	Three Months Ended							Rate Analysis	Three Months Ended				Nine Months Ended
		May 2, 2020		May 4, 2019			October 31, 2020			November 2, 2019		October 31, 2020		November 2, 2019
Gross margin rate	Gross margin rate	25.1	%	29.6	%	Gross margin rate	30.6	%		29.8	%	29.1	%	30.0	%
SG&A expense rate	SG&A expense rate	20.7		20.8		SG&A expense rate	20.5			22.3		20.2		21.4
Depreciation and amortization (exclusive of depreciation included in cost of sales) expense rate	Depreciation and amortization (exclusive of depreciation included in cost of sales) expense rate	2.9		3.3		Depreciation and amortization (exclusive of depreciation included in cost of sales) expense rate	2.4			3.1		2.5		3.1
Operating income margin rate	Operating income margin rate	2.4		6.4		Operating income margin rate	8.5			5.4		7.2		6.3

Sales include all merchandise sales, net of expected returns, and our estimate of gift card breakage. We use comparable sales to evaluate the performance of our stores and digital channel sales by measuring the change in sales for a period over the comparable, prior-year period of equivalent length. Comparable sales include all sales, except sales from stores open less than 13 months, digital acquisitions we have owned less than 13 months, stores that have been closed, and digital acquisitions that we no longer operate. Comparable sales measures vary across the retail industry. As a result, our comparable sales calculation is not necessarily comparable to similarly titled measures reported by other companies. Digitally originated sales include all sales initiated through mobile applications and our websites. Our stores fulfill the majority of digitally originated sales, including shipment from stores to guests, store Order Pick Up or Drive Up, and delivery via our wholly owned subsidiary, Shipt. Digitally originated sales may also be fulfilled through our distribution centers, our vendors, or other third parties.

Sales growth – from both comparable sales and new stores – represents an important driver of our long-term profitability. We expect that comparable sales growth will drive the majority of our total sales growth. We believe that our ability to successfully differentiate our guests’ shopping experience through a careful combination of merchandise assortment, price, convenience, guest experience, and other factors will over the long-term drive both increasing shopping frequency (traffic) and the amount spent each visit (average transaction amount).

~~Note: Amounts may not foot due to rounding.~~


Comparable Sales	Three Months Ended				Nine Months Ended
	October 31, 2020		November 2, 2019		October 31, 2020		November 2, 2019
Comparable sales change	20.7	%	4.5	%	18.7	%	4.2	%
Drivers of change in comparable sales
Number of transactions	4.5		3.1		2.6		3.3
Average transaction amount	15.6		1.4		15.7		0.9


Contribution to Comparable Sales Change	Contribution to Comparable Sales Change	Three Months Ended							Contribution to Comparable Sales Change	Three Months Ended				Nine Months Ended
		May 2, 2020		May 4, 2019			October 31, 2020			November 2, 2019		October 31, 2020		November 2, 2019
Stores originated channel comparable sales change	Stores originated channel comparable sales change	0.9	%	2.7	%	Stores originated channel comparable sales change	9.9	%		2.8	%	7.3	%	2.3	%
Contribution from digitally originated sales to comparable sales change		9.9		2.1
Contribution from digitally originated sales						Contribution from digitally originated sales	10.9			1.7		11.4		1.9
Total comparable sales change	Total comparable sales change	10.8	%	4.8	%	Total comparable sales change	20.7	%		4.5	%	18.7	%	4.2	%


Sales by Channel	Sales by Channel	Three Months Ended							Sales by Channel	Three Months Ended				Nine Months Ended
		May 2, 2020		May 4, 2019			October 31, 2020			November 2, 2019		October 31, 2020		November 2, 2019
Stores originated	Stores originated	84.7	%	92.9	%	Stores originated	84.3	%		92.5	%	83.9	%	92.7	%
Digitally originated	Digitally originated	15.3		7.1		Digitally originated	15.7			7.5		16.1		7.3
Total	Total	100	%	100	%	Total	100	%		100	%	100	%	100	%


Sales by Product Category	Sales by Product Category	Three Months Ended							Sales by Product Category	Three Months Ended				Nine Months Ended
		May 2, 2020		May 4, 2019			October 31, 2020			November 2, 2019		October 31, 2020		November 2, 2019
Apparel and accessories	Apparel and accessories	14	%	19	%	Apparel and accessories	18	%		20	%	17	%	19	%
Beauty and household essentials	Beauty and household essentials	30		29		Beauty and household essentials	27			28		28		28
Food and beverage	Food and beverage	24		21		Food and beverage	20			20		20		20
Hardlines	Hardlines	15		14		Hardlines	15			13		16		14
Home furnishings and décor	Home furnishings and décor	17		17		Home furnishings and décor	20			19		19		19
Total	Total	100	%	100	%	Total	100	%		100	%	100	%	100	%

The collective interaction of a broad array of macroeconomic, competitive, and consumer behavioral factors, as well as sales mix, and transfer of sales to new stores makes further analysis of sales metrics infeasible. As previously discussed, we believe that COVID-19 has had a significant impact on the mix of sales amongst our sales channels and categories.

We monitor the percentage of purchases that are paid for using RedCards (RedCard Penetration) because our internal analysis has indicated that a meaningful portion of the incremental purchases on RedCards are also incremental sales for Target. Guests receive a 5 percent discount on virtually all purchases when they use a RedCard at Target.


RedCard Penetration	RedCard Penetration	Three Months Ended							RedCard Penetration	Three Months Ended				Nine Months Ended
		May 2, 2020		May 4, 2019			October 31, 2020			November 2, 2019		October 31, 2020		November 2, 2019
Target Debit Card	Target Debit Card	12.7	%	13.1	%	Target Debit Card	12.2	%		12.5	%	12.2	%	12.7	%
Target Credit Cards	Target Credit Cards	9.7		10.4		Target Credit Cards	9.3			10.7		9.2		10.6
Total RedCard Penetration	Total RedCard Penetration	22.4	%	23.5	%	Total RedCard Penetration	21.5	%		23.1	%	21.4	%	23.3	%

•~~The~~increase reflected the net impact of merchandising actions, ~~including purchase order cancellation fees~~most notably the benefit of exceptionally low clearance and ~~inventory impairments related to a rapid slowdown in Apparel and Accessories sales,~~promotional markdown rates. The increase was partially offset by ~~favorability~~increased digital fulfillment and supply chain costs (stemming from unusually strong growth in ~~clearance~~digital volume and ~~promotional markdowns;~~

For the nine months ended October 31, 2020, our gross margin rate was 29.1 percent compared with 30.0 percent in the comparable period last year. This decrease reflected increased digital fulfillment and supply chain costs ~~driven by~~(stemming from unusually strong growth in digital volume combined with the impact of higher pay and benefit costs classified within Cost of ~~Sales, including incremental team member pay~~Sales) and ~~benefits investments due to COVID-19.~~the impact of category sales mix, as sales growth was strongest in lower-margin categories. The decrease was partially offset by the net impact of merchandising actions, most notably the benefit of exceptionally low clearance and promotional markdown rates.

For the three and nine months ended ~~May 2,~~October 31, 2020, our SG&A expense rate was ~~20.7~~20.5 percent and 20.2 percent, respectively, compared with ~~20.8~~22.3 percent and 21.4 percent, respectively, in the comparable ~~period~~periods last year. ~~For the current quarter, SG&A expenses increased $397 million, including approximately $200 million of incremental~~Incremental team member pay and benefits ~~classified within SG&A Expenses,~~ and investments to protect the health and safety of ~~guests.~~guests represented approximately $300 million of the $494 million increase in SG&A expenses for the three months ended October 31, 2020, and approximately $900 million of the $1.4 billion increase for the nine months ended October 31, 2020, compared with the prior year periods. From a rate perspective, these increased costs were more than offset by leverage resulting from strong revenue growth.

Number of Stores and
Retail Square Feet Number of Stores
Retail Square Feet ^(a)
May 2,
2020 February 1,
2020 May 4,
2019 May 2,
2020 February 1,
2020 May 4,
2019
170,000 or more sq. ft. 272 272 272 48,613 48,619 48,603
50,000 to 169,999 sq. ft. 1,505 1,505 1,501 189,226 189,227 188,918
49,999 or less sq. ft. 94 91 78 2,745 2,670 2,276
Total 1,871 1,868 1,851 240,584 240,516 239,797

Our effective income tax rate from continuing operations for the three months ended May 2, 2020, was 13.9 percent compared with 22.4 percent for the comparable periods last year. For the three months ended May 2, 2020, lower pretax earnings resulted in a larger rate benefit from discrete items, primarily related to share-based payments, compared with the prior year. Our effective tax rate is generally more volatile at lower amounts of pretax income because the impact of discrete and nondeductible items is greater.


Number of Stores and Retail Square Feet	Number of Stores			Retail Square Feet (a)
	October 31, 2020	February 1, 2020	November 2, 2019	October 31, 2020	February 1, 2020	November 2, 2019
170,000 or more sq. ft.	273	272	272	48,798	48,619	48,619
50,000 to 169,999 sq. ft.	1,509	1,505	1,504	189,508	189,227	189,164
49,999 or less sq. ft.	115	91	86	3,342	2,670	2,475
Total	1,897	1,868	1,862	241,648	240,516	240,258

Net interest expense was $632 million and $871 million for the three and nine months ended October 31, 2020, respectively, and $113 million and $359 million for the three and nine months ended November 2, 2019, respectively. Net interest expense for the three and nine months ended October 31, 2020, increased primarily due to a loss on early retirement of debt of $512 million.

Our effective income tax rate from continuing operations for the three and nine months ended October 31, 2020, was 21.9 percent and 21.7 percent, respectively, compared with 21.7 percent and 22.4 percent, respectively, for the comparable periods last year. The effective tax rate for the nine months ended October 31, 2020, reflects a larger rate benefit from discrete items, primarily related to share-based payments, compared with the prior year.

To provide additional transparency, we have disclosed non-GAAP adjusted diluted earnings per share from continuing operations (Adjusted EPS). This metric excludes certain items presented below. We believe this information is useful in providing period-to-period comparisons of the results of our continuing operations. This measure is not in accordance with, or an alternative to, generally accepted accounting principles in the U.S. (GAAP). The most comparable GAAP measure is diluted earnings per share from continuing operations. Adjusted EPS should not be considered in isolation or as a substitution for analysis of our results as reported in accordance with GAAP. Other companies may calculate Adjusted EPS differently, limiting the usefulness of the measure for comparisons with other companies.


Reconciliation of Non-GAAP Adjusted EPS	Reconciliation of Non-GAAP Adjusted EPS	Three Months Ended																						Reconciliation of Non-GAAP Adjusted EPS	Three Months Ended
		May 2, 2020										May 4, 2019											October 31, 2020				November 2, 2019
(millions, except per share data)	(millions, except per share data)	Pretax		Net of Tax		Per Share Amounts		Pretax		Net of Tax		Per Share Amounts		(millions, except per share data)	Pretax		Net of Tax		Per Share Amounts		Pretax		Net of Tax		Per Share Amounts
GAAP diluted earnings per share from continuing operations	GAAP diluted earnings per share from continuing operations					$	0.56					$	1.53	GAAP diluted earnings per share from continuing operations					$	2.01					$	1.37
Adjustments	Adjustments													Adjustments
Loss on debt extinguishment														Loss on debt extinguishment	$	512	$	379	$	0.75	$	—	$	—	$	—
Loss on investment ^(a)	Loss on investment ^(a)	$	21	$	15	$	0.03	$	—	$	—	$	—	Loss on investment (a)	8		9		0.02		—		—		—

Other (b)														Other (b)	8		6		0.01		(9)		(6)		(0.01)
Adjusted diluted earnings per share from continuing operations	Adjusted diluted earnings per share from continuing operations					$	0.59					$	1.53	Adjusted diluted earnings per share from continuing operations					$	2.79					$	1.36


Reconciliation of Non-GAAP Adjusted EPS	Nine Months Ended
	October 31, 2020						November 2, 2019
(millions, except per share data)	Pretax		Net of Tax		Per Share Amounts		Pretax		Net of Tax		Per Share Amounts
GAAP diluted earnings per share from continuing operations					$	5.91					$	4.71
Adjustments
Loss on debt extinguishment	$	512	$	379	$	0.75	$	—	$	—	$	—
Loss on investment (a)	19		18		0.03		—		—		—

Other (b)	33		24		0.05		(9)		(6)		(0.01)
Adjusted diluted earnings per share from continuing operations					$	6.75					$	4.70

Earnings from continuing operations before interest expense and income taxes (EBIT) and earnings from continuing operations before interest expense, income taxes, depreciation, and amortization (EBITDA) are non-GAAP financial measures. We believe these measures provide meaningful information about our operational efficiency compared with our competitors by excluding the impact of differences in tax jurisdictions and structures, debt levels, and for EBITDA, capital investment. These measures are not in accordance with, or an alternative to, GAAP. The most comparable GAAP measure is net earnings from continuing operations. EBIT and EBITDA should not be considered in isolation or as a substitution for analysis of our results as reported in accordance with GAAP. Other companies may calculate EBIT and EBITDA differently, limiting the usefulness of the measures for comparisons with other companies.


EBIT and EBITDA	EBIT and EBITDA	Three Months Ended								EBIT and EBITDA	Three Months Ended						Nine Months Ended
(dollars in millions) (unaudited)	(dollars in millions) (unaudited)	May 2, 2020		May 4, 2019		Change		(dollars in millions) (unaudited)	October 31, 2020		November 2, 2019		Change		October 31, 2020		November 2, 2019		Change
Net earnings from continuing operations	Net earnings from continuing operations	$	284	$	792	(64.2)	%	Net earnings from continuing operations	$	1,014	$	706	43.6	%	$	2,988	$	2,436	22.6	%
+ Provision for income taxes	+ Provision for income taxes	45		229		(80.0)		+ Provision for income taxes	284		195		45.7		828		703		17.8
+ Net interest expense	+ Net interest expense	117		126		(6.8)		+ Net interest expense	632		113		457.7		871		359		142.6
EBIT	EBIT	$	446	$	1,147	(61.1)	%	EBIT	$	1,930	$	1,014	90.2	%	$	4,687	$	3,498	34.0	%
+ Total depreciation and amortization ^(a)	+ Total depreciation and amortization ^(a)	641		644		(0.6)		+ Total depreciation and amortization (a)	603		637		(5.1)		1,848		1,905		(2.9)
EBITDA	EBITDA	$	1,087	$	1,791	(39.3)	%	EBITDA	$	2,533	$	1,651	53.5	%	$	6,535	$	5,403	21.0	%

We have also disclosed after-tax ROIC, which is a ratio based on GAAP information, with the exception of the add-back of operating lease interest to operating income. We believe this metric is useful in assessing the effectiveness of our capital allocation over time. Other companies may calculate ROIC differently, limiting the usefulness of the measure for comparisons with other companies.


After-Tax Return on Invested Capital	After-Tax Return on Invested Capital								After-Tax Return on Invested Capital
(dollars in millions)	(dollars in millions)						(dollars in millions)
		Trailing Twelve Months								Trailing Twelve Months
Numerator	Numerator	May 2, 2020		May 4, 2019		Numerator		October 31, 2020		November 2, 2019
Operating income	Operating income	$	3,992	$	4,204	Operating income		$	5,901	$	4,577
+ Net other income / (expense)	+ Net other income / (expense)	(26)		33		+ Net other income / (expense)		(46)		45
EBIT	EBIT	3,966		4,237		EBIT		5,855		4,622
+ Operating lease interest ^(a)	+ Operating lease interest ^(a)	87		84		+ Operating lease interest (a)		87		86
- Income taxes ^(b)	- Income taxes ^(b)	855		878		- Income taxes (b)		1,277		1,043
Net operating profit after taxes	Net operating profit after taxes	$	3,198	$	3,443	Net operating profit after taxes		$	4,665	$	3,665


Denominator	Denominator	May 2, 2020			May 4, 2019			May 5, 2018		Denominator	October 31, 2020			November 2, 2019			November 3, 2018
Current portion of long-term debt and other borrowings	Current portion of long-term debt and other borrowings	$	168		$	1,056		$	283	Current portion of long-term debt and other borrowings	$	131		$	1,159		$	1,535
+ Noncurrent portion of long-term debt	+ Noncurrent portion of long-term debt	14,073			11,357			11,107		+ Noncurrent portion of long-term debt	12,490			10,513			10,104
+ Shareholders' investment	+ Shareholders' investment	11,169			11,117			11,158		+ Shareholders' investment	13,319			11,545			11,080
+ Operating lease liabilities ^(c)	+ Operating lease liabilities ^(c)	2,448			2,231			2,157		+ Operating lease liabilities (c)	2,400			2,390			2,208
- Cash and cash equivalents	- Cash and cash equivalents	4,566			1,173			1,060		- Cash and cash equivalents	5,996			969			825
Invested capital	Invested capital	$	23,292		$	24,588		$	23,645	Invested capital	$	22,344		$	24,638		$	24,102
Average invested capital ^(d)	Average invested capital ^(d)	$	23,940		$	24,116				Average invested capital (d)	$	23,491		$	24,369

After-tax return on invested capital	After-tax return on invested capital	13.4		%	14.3		%			After-tax return on invested capital	19.9		%	15.0		%

^(a)Represents the add-back to operating income driven by the hypothetical interest expense we would incur if the property under our operating leases were owned or accounted for as finance leases. Calculated using the discount rate for each lease and recorded as a component of rent expense within SG&A Expenses. Operating lease interest is added back to operating income in the ROIC calculation to control for differences in capital structure between us and our competitors.

^(b)Calculated using the effective tax rates for continuing operations, which were ~~21.1~~21.5 percent and ~~20.3~~22.1 percent for the trailing twelve months ended ~~May 2,~~October 31, 2020, and ~~May 4,~~November 2, 2019, respectively. For the trailing twelve months ended ~~May 2,~~October 31, 2020, and ~~May 4,~~November 2, 2019, includes tax effect of ~~$837 million~~$1.3 billion and ~~$861 million,~~$1.0 billion, respectively, related to EBIT, and ~~$18~~$19 million and ~~$17~~$19 million, respectively, related to operating lease interest.

We follow a disciplined and balanced approach to capital allocation based on the following priorities, ranked in order of importance: first, we fully invest in opportunities to profitably grow our business, create sustainable long-term value, and maintain our current operations and assets; second, we maintain a competitive quarterly dividend and seek to grow it annually; and finally, we return any excess cash to shareholders by repurchasing shares within the limits of our credit rating goals.

We believe our sources of liquidity will continue to be adequate to maintain operations, finance anticipated expansion and strategic initiatives, fund debt maturities, and pay dividends. In response to COVID-19, we ~~have~~ suspended our share repurchase ~~program.~~program in March 2020. In November 2020, we lifted the share repurchase suspension and announced that we expect to resume share repurchases in 2021. We continue to anticipate ample access to commercial paper and long-term financing.

Our cash and cash equivalents balance was ~~$4.6~~$6.0 billion, $2.6 billion, and ~~$1.2~~$1.0 billion ~~at May 2,~~as of October 31, 2020, February 1, 2020, and ~~May 4,~~November 2, 2019, respectively. Our cash and cash equivalents balance includes short-term investments of ~~$3.6~~$5.1 billion, $1.8 billion, and ~~$419~~$163 million as of ~~May 2,~~October 31, 2020, February 1, 2020, and ~~May 4,~~November 2, 2019, respectively. Our investment policy is designed to preserve principal and liquidity of our short-term investments. This policy allows investments in large money market funds or in highly rated direct short-term instruments that mature in 60 days or less. We also place dollar limits on our investments in individual funds or instruments.

Operating cash flow provided by continuing operations was ~~$1.3~~$7.0 billion for the ~~three~~nine months ended ~~May 2,~~October 31, 2020, compared with ~~$323 million~~$4.1 billion for the ~~three~~nine months ended ~~May 4,~~November 2, 2019. The increase reflects stronger operating performance combined with higher payables leverage during the ~~three~~nine months ended ~~May 2,~~October 31, 2020, due to increased inventory turnover ~~in high-demand categories,~~driven by strong sales, compared with ~~higher net settlement of accounts payable during~~ the ~~three~~nine months ended ~~May 4, 2019, driven by elevated inventory and accounts payable levels as of February~~November 2, 2019. ~~The~~Additionally, operating cash ~~flow increase is also partially due to~~flows for the ~~year-over-year increase in the returns reserve resulting from the temporary suspension of in-store merchandise returns during the three~~nine months ended ~~May 2, 2020.~~October 31, 2020, reflect increased payroll-related liabilities, including the deferral of employer social security tax payments.

Inventory was ~~$8.6~~$12.7 billion as of ~~May 2,~~October 31, 2020, compared with $9.0 billion and ~~$9.1~~$11.4 billion at February 1, 2020, and ~~May 4,~~November 2, 2019, ~~respectively.~~respectively. The ~~decrease~~increase reflects ~~elevated sell-through rates in high-demand merchandise categories and~~ efforts to ~~reduce~~align inventory ~~levels in certain discretionary categories to align~~ with sales trends.

Cash flow required for investing activities included capital expenditures of ~~$751 million~~$2.0 billion and $2.4 billion for the ~~three~~nine months ended ~~May~~October 31, 2020, and November 2, ~~2020, compared with $655 million for~~2019, respectively. During the ~~three~~nine months ended ~~May 4, 2019. Capital expenditures increased for the three months ended May 2,~~October 31, 2020, ~~compared with the three months ended~~ ~~May 4, 2019, as~~ we completed new store and remodel projects that were in process as the COVID-19 crisis developed. However, in response to COVID-19, we have modified plans for some of our strategic initiatives including store remodels and new store openings. We expect full year 2020 capital expenditures to be ~~at a lower level than in 20~~19$2.5 billion to $3.0 billion.

We paid dividends totaling ~~$332~~$340 million ($0.68 per share) and $1.0 billion ($2.00 per share) for the three and nine months ended October 31, 2020, respectively, and $337 million ($0.66 per share) and ~~$330~~$995 million ($~~0.64~~1.94 per share) for the three and nine months ended ~~May~~November 2, ~~2020, and May 4,~~ 2019, respectively, a per share increase of 3.0 percent and 3.1 ~~percent.~~percent, respectively. We declared dividends totaling ~~$333~~$346 million ($~~0.66~~0.68 per share) during the ~~first~~third quarter of 2020, a per share increase of ~~3.1~~3.0 percent over the ~~$330~~$338 million ($~~0.64~~0.66 per share) of declared dividends during the ~~first~~third quarter of 2019. We have paid dividends every quarter since our 1967 initial public offering, and it is our intent to continue to do so in the future.

We returned $609 million to shareholders through share repurchase during the nine months ended October 31, 2020. We did not repurchase any shares during the three months ended ~~May 2,~~October 31, 2020. See Part II, Item 2, Unregistered Sales of Equity Securities and Use of Proceeds of this Quarterly Report on Form 10-Q and Note 98 to the Consolidated Financial Statements for more information.

Our financing strategy is to ensure liquidity and access to capital markets, to maintain a balanced spectrum of debt maturities, and to manage our net exposure to floating interest rate volatility. Within these parameters, we seek to minimize our borrowing costs. Our ability to access the long-term debt and commercial paper markets has provided us with ample sources of liquidity. Our continued access to these markets depends on multiple factors, including the condition of debt capital markets, our operating performance, and maintaining strong credit ratings. As of ~~May 2,~~October 31, 2020, our credit ratings were as follows:

We have additional liquidity through a committed ~~$900 million 364-day revolving credit facility obtained through a group of banks in April 2020, which expires in April 2021, and an existing~~ $2.5 billion revolving credit facility obtained through a group of banks, which expires in October 2023. No balances were outstanding under ~~either~~any credit facility at any time during 2020 or 2019.

Most of our long-term debt obligations contain covenants related to secured debt levels. In addition to a secured debt level covenant, our credit facilities also contain a debt leverage covenant. We are, and expect to remain, in compliance with these covenants. Additionally, as of ~~May 2,~~October 31, 2020, no notes or debentures contained provisions requiring acceleration of payment upon a credit rating downgrade, except that certain outstanding notes allow the note holders to put the notes to us if within a matter of months of each other we experience both (i) a change in control and (ii) our long-term credit ratings are either reduced and the resulting rating is non-investment grade, or our long-term credit ratings are placed on watch for possible reduction and those ratings are subsequently reduced and the resulting rating is non-investment grade.

This report contains forward-looking statements, which are based on our current assumptions and expectations. These statements are typically accompanied by the words “expect,” “may,” “could,” “believe,” “would,” “might,” “anticipates,” or similar words. The principal forward-looking statements in this report include: our financial performance, statements regarding the adequacy of and costs associated with our sources of liquidity, the funding of debt maturities, the continued execution of our share repurchase program, our expected capital expenditures and new lease commitments, the expected compliance with debt covenants, the expected impact of new accounting pronouncements, our intentions regarding future dividends, the expected return on plan assets, the expected outcome of, and adequacy of our reserves for, claims, litigation and the resolution of tax matters, the expected impact of changes in information technology systems, future responses to and effects of the COVID-19 pandemic, and changes in our assumptions and expectations.

All such forward-looking statements are intended to enjoy the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, as amended. Although we believe there is a reasonable basis for the forward-looking statements, our actual results could be materially different. The most important factors which could cause our actual results to differ from our forward-looking statements are set forth onin our description of risk factors included in Part I, Item 1A, Risk Factors of our Form 10-K for the fiscal year ended February 1, 2020 ~~as updated in~~and Part II, Item 1A, Risk Factors~~, in this report,~~ of our Form 10-Q for the quarter ended May 2, 2020, which should be read in conjunction with the forward-looking statements in this report. Forward-looking statements speak only as of the date they are made, and we do not undertake any obligation to update any forward-looking statement.

•In March 2020, as a result of COVID-19, we temporarily suspended physical inventory counts at our stores. We resumed physical inventory counts in June 2020 using a statistical sampling method, and we have continued to record estimated losses related to shrink and markdowns based upon historical ~~rates, and we intend to resume physical inventory counts as soon as possible.~~rates.

As of the end of the period covered by this quarterly report, we conducted an evaluation, under supervision and with the participation of management, including the chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15 and 15d-15 of the Securities Exchange Act of 1934, as amended (Exchange Act). Based upon that evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures are effective at a reasonable assurance level. Disclosure controls and procedures are defined by Rules 13a-15(e) and 15d-15(e) of the Exchange Act as controls and other procedures that are designed to ensure that information required to be disclosed by us in reports filed with the SEC under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports filed under the Exchange Act is accumulated and communicated to our management, including our principal executive and principal financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.

~~On April 10, 2020, the U.S. Court of Appeals~~S-K, nor have there been any material developments for ~~the Eighth Circuit affirmed the prior decision by the United States District Court for the District of Minnesota (the Court) dismissing the two purported federal securities law class actions~~any previously filed in the Court on May 17, 2016 and May 24, 2016, respectively (the Federal Securities Law Class Actions). The Federal Securities Law Class Actions related to prior disclosures by Target about its expansion of retail operations into Canada, and were previously described in Target’s annual report on Form 10-K for the fiscal year ended February 1, 2020.reported legal proceedings.

~~We are including~~Other than as described in Part II, Item 1A, Risk Factors of our Form 10-Q for the ~~following supplemental risk factor, which should be read in conjunction with our description of~~quarter ended May 2, 2020, there have been no material changes to the risk factors ~~included~~described in Part I, Item 1A, Risk Factors of our Form 10-K for the fiscal year ended February 1, 2020.

The COVID-19 pandemic has significantly affected U.S. consumer shopping patterns and caused the health of the U.S. economy to deteriorate. While our sales have been strong, accompanying shifts in our category sales mix to lower-margin nondiscretionary merchandise and to fulfilling more sales through our digital channels have negatively affected our profitability. While the changes in guest shopping patterns in connection with the COVID-19 pandemic may be temporary, some of those changes could become long-lasting. If the shifts in our category sales mix to lower-margin merchandise and fulfilling a significantly larger percentage of our sales through digital channels become long-lasting and we are unable to offset the lower margin and increased costs of fulfilling orders outside of our traditional in-store channel with efficiencies, cost-savings or expense reductions, our results of operations could be adversely affected.

The shift in shopping patterns has also significantly affected our inventory position and disrupted our supply chain. We have been unable to procure certain merchandise items in the quantities our guests seek, including those most in demand due to COVID-19. We may not be able to re-stock those products for an extended period, which may lead to lost sales and negatively affect our results of operations. For other products for which we are seeing demand below historic levels, many of which are in higher-margin categories such as Apparel and Accessories, we have had to take actions to help manage that inventory, such as slowing or cancelling purchase orders and paying related cancellation fees, asking vendors to store excess inventory on their premises, and accelerating markdowns of inventory. Those increased costs, along with lost sales for those higher-margin products, have negatively affected, and may continue to negatively affect, our profitability. Our vendors have also been affected by the COVID-19 pandemic in differing ways. For example, some financially distressed vendors may be unable to survive the COVID-19 pandemic, which would require us to seek alternative vendors, while others are having difficulty supplying us products in the quantities our guests seek, which could negatively affect our results of operations.

To date, all of our stores, digital channels, and distribution centers remain open. We have incurred significant SG&A expenses related to efforts to protect the health and well-being of our guests and team members. Most of our headquarters operations have transitioned to remote working arrangements, which has amplified our already extensive reliance on computer systems and on our continued and unimpeded access to the Internet to use those systems. We have had to temporarily alter other parts of our operations during the COVID-19 pandemic, including adjusting our in-store returns process, suspending physical inventory counts at our stores, metering guest traffic, reducing store hours, and, in some locations, restricting access to “non-essential” sections of our stores due to emergency state or local operating restrictions. Those temporary alterations to our operations have negatively affected, and may continue to negatively affect, the guest experience, sales, and our results from operations.

A continued and prolonged deterioration in the health in the U.S. economy could lead to a reduction in our sales in the future, which could magnify any negative effects of the COVID-19 pandemic on our results of operations and negatively and materially affect additional areas of our business, such as asset impairment evaluations and the amount of credit card profit-sharing revenue payments we receive from TD Bank Group (TD).

The full extent of the impact of the COVID-19 pandemic on our business, financial position, and results of operations may not be known for an extended period and will depend on future developments, many of which are outside of our control, including the duration and spread of the COVID-19 pandemic and related actions taken by the U.S., state, local, and international governments, which are uncertain and cannot be predicted. If the COVID-19 pandemic worsens, its negative impacts could be more prolonged and may become more severe. The rapid development and fluidity of this situation limits our ability to predict the ultimate impact of COVID-19 on our business, financial condition, and financial performance, which could be material.

On September ~~20, 2016,~~19, 2019, our Board of Directors authorized a $5 billion share repurchase program ~~(2016 Program). On September 19, 2019, our Board of Directors authorized a new $5 billion share repurchase program (2019 Program).~~with no stated expiration. We began repurchasing shares under the ~~2019 Program~~authorization during the first quarter of ~~2020 upon completion of the 2016 Program. There is no stated expiration for the share repurchase programs.~~2020. Under the ~~2016 Program,~~program, we ~~repurchased 65.6 million shares of common stock, at an average price of $76.20, for a total investment of $5.0 billion. Under the 2019 Program, we had~~have repurchased 4.6 million shares of common stock ~~through May 2, 2020,~~ at an average price of $105.80, for a total investment of $484 million. ~~In March~~As of October 31, 2020, ~~we suspended share repurchase activity. The table below presents information with respect to~~the dollar value of shares that may yet be purchased under the program is $4.5 billion. There were no Target common stock purchases made during the three months ended ~~May 2,~~October 31, 2020, by Target or any "affiliated purchaser" of Target, as defined in Rule 10b-18(a)(3) under the Exchange Act.

Share Repurchase Activity Total Number
of Shares
Purchased Average
Price
Paid per
Share Total Number of
Shares Purchased
as Part of Publicly Announced Programs Dollar Value of
Shares that May
Yet Be Purchased
Under Publicly Announced Programs
Period
February 2, 2020 through February 29, 2020
Open market and privately negotiated purchases 2,407,239 $ 115.82 2,407,239 $ 4,845,973,069
March 1, 2020 through April 4, 2020
Open market and privately negotiated purchases 3,249,973 101.48 3,249,973 4,516,156,869
April 5, 2020 through May 2, 2020
Open market and privately negotiated purchases — — — 4,516,156,869
Total 5,657,212 $ 107.58 5,657,212 $ 4,516,156,869


PART I	FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)
	Consolidated Statements of Operations	1
	Consolidated Statements of Comprehensive Income	2
	Consolidated Statements of Financial Position	3
	Consolidated Statements of Cash Flows	4
	Consolidated Statements of Shareholders’ Investment	5
	Notes to Consolidated Financial Statements	87
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	2324
Item 4.	Controls and Procedures	2324

PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	2425
Item 1A.	Risk Factors	2425
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	25
Item 3.	Defaults Upon Senior Securities	25
Item 4.	Mine Safety Disclosures	25
Item 5.	Other Information	25
Item 6.	Exhibits	26

Signature		27


			FINANCIAL STATEMENTS			Table of Contents
			INDEX			Index to Notes


			FINANCIAL STATEMENTS			Table of Contents
			NOTES			Index to Notes


			FINANCIAL STATEMENTS			Table of Contents
			NOTES			Index to Notes


			FINANCIAL STATEMENTS			Table of Contents
			NOTES			Index to Notes


			~~FINANCIAL STATEMENTS~~			~~Table of Contents~~
			~~NOTES~~			~~Index to Notes~~


			MANAGEMENT'S DISCUSSION AND ANALYSIS			Table of Contents
			FINANCIAL SUMMARY			Index to Notes


			MANAGEMENT'S DISCUSSION AND ANALYSIS			Table of Contents
			ANALYSIS OF OPERATIONS			Index to Notes


Change in Number of Stores	Three Months Ended
	May 2, 2020	May 4, 2019
Beginning store count	1,868	1,844
Opened	3	7
Closed	—	—

Ending store count	1,871	1,851


Number of Stores and Retail Square Feet	Number of Stores						Retail Square Feet ^(a)
		May 2, 2020	February 1, 2020	May 4, 2019		May 2, 2020	February 1, 2020	May 4, 2019
170,000 or more sq. ft.	272	272	272		48,613	48,619	48,603
50,000 to 169,999 sq. ft.	1,505	1,505	1,501		189,226	189,227	188,918
49,999 or less sq. ft.	94	91	78		2,745	2,670	2,276
Total	1,871	1,868	1,851		240,584	240,516	239,797


			~~MANAGEMENT'S DISCUSSION AND ANALYSIS~~			~~Table of Contents~~
			~~OTHER PERFORMANCE FACTORS~~			~~Index to Notes~~


			MANAGEMENT'S DISCUSSION AND ANALYSIS			Table of Contents
			RECONCILIATION OF NON-GAAP FINANCIAL MEASURES			Index to Notes


			MANAGEMENT'S DISCUSSION AND ANALYSIS			Table of Contents
			ANALYSIS OF FINANCIAL CONDITION			Index to Notes


			~~MANAGEMENT'S DISCUSSION AND ANALYSIS~~			~~Table of Contents~~
			~~ANALYSIS OF FINANCIAL CONDITION~~			~~Index to Notes~~


Credit Ratings	Moody’s	Standard and Poor’s	Fitch
Long-term debt	A2	A	A-
Commercial paper	P-1	A-1	F1



UNITED STATES SECURITIES AND EXCHANGE COMMISSION


TARGET CORPORATION						Q1Q3 2020 Form 10-Q			1


TARGET CORPORATION						Q1Q3 2020 Form 10-Q			2


TARGET CORPORATION						Q1Q3 2020 Form 10-Q			3


			MANAGEMENT'S DISCUSSION AND ANALYSIS & SUPPLEMENTAL INFORMATION			Table of Contents
			FORWARD LOOKING STATEMENTS & CONTROLS AND PROCEDURES			Index to Notes


			~~SUPPLEMENTAL INFORMATION~~			~~Table of Contents~~
						~~Index to Notes~~


Share Repurchase Activity	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Programs	Dollar Value of Shares that May Yet Be Purchased Under Publicly Announced Programs
Period
February 2, 2020 through February 29, 2020
Open market and privately negotiated purchases	2,407,239	$	115.82	2,407,239	$	4,845,973,069
March 1, 2020 through April 4, 2020
Open market and privately negotiated purchases	3,249,973	101.48		3,249,973	4,516,156,869
April 5, 2020 through May 2, 2020
Open market and privately negotiated purchases	—	—		—	4,516,156,869
Total	5,657,212	$	107.58	5,657,212	$	4,516,156,869


(3)A						Amended and Restated Articles of Incorporation (as amended through June 9, 2010) ⁽¹⁾

(3)B						Bylaws (as amended through March 27, 2020) ⁽²⁾

~~(10)LL~~						~~364-Day Credit Agreement dated as of April 10, 2020 among Target Corporation, Bank of America, N.A. as Administrative Agent and the Banks listed therein~~

(31)A						Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

(31)B						Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

(32)A						Certification of the Chief Executive Officer As Adopted Pursuant to 18 U.S.C. Section 1350 Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(32)B						Certification of the Chief Financial Officer As Adopted Pursuant to 18 U.S.C. Section 1350 Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS						XBRL Instance Document

101.SCH						Inline XBRL Taxonomy Extension Schema Document

101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document

104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)