Target: Cornell Support Falls

Brian Cornell, Target executive chairman and former CEO, was comfortably re-elected to the retailer’s board of directors but saw a material decline in investor support during the company’s annual general meeting this month.

Investor support fell to 87.2%, down from Cornell’s historical average of about 95% and well below the 96.6% average level of support directors have received across the S&P 500 this year.

Cornell has faced criticism for overseeing a 50% decline in the company’s share price, three straight years of annual sales declines and falling profits.

A Target spokesperson declined comment to CNBC and instead referred to its 2026 proxy statement where it states Cornell's role allows the board to leverage his expertise during the company's transition to a new CEO.

Target has promised investors that it's pursuing an aggressive turnaround with a new CEO at the helm, but its longtime former top executive Brian Cornell still leads the retailer's board of directors — and some major investors are signaling they're hungry for change.

Shareholder backing for Target's former CEO and current executive chairman Cornell fell to its lowest level ever during the company's annual general meeting this month.

While Cornell, 67, was comfortably reelected to his position on Target's board of directors, he saw the steepest drop in support since he joined the retailer's board more than a decade ago, when he was hired as its CEO.

In all, 87.2% of shareholders voted to re-elect him to the board — a 4% decline from the year-ago period and a material drop from his historical average of 95% support.

It's also well below the average level of support directors have received across the S&P 500 this year, which Harvard Law puts at 96.6%. "Getting over 95% is normal.

Getting under 95% is poor, and getting under 90 is very poor.

It means people are going out of their way to say they don't want you there anymore," said Kevin Kaiser, an adjunct full professor of finance at The Wharton School of the University of Pennsylvania who teaches a course on shareholder activism.

Given how many investors automatically approve what major proxy firms or boards suggest they vote for, "anything below 90 is considered a very bad result" and is rare to see, Kaiser said.

Cornell's drop in support comes after he stepped down from his CEO role and transitioned to be Target's executive chairman in February as the company contended with dwindling profits , a falling share price and three straight years of annual sales declines.

Neil Saunders, retail analyst and GlobalData managing director, said some analysts and investors viewed Cornell's appointment to executive chair as a "reward for failure" and wanted a clean break from the management team that oversaw so many of Target's issues. "If you don't do a good job as CEO, then arguably you should be cleared out of the boardroom and I think that's how most people view it," Saunders said. "I don't think that that is unreasonable.

To get rewarded for delivering a decline in the share price and causing problems for the company, it just doesn't sit well with a lot of people." A Target spokesperson declined to comment and instead referred CNBC to its 2026 proxy statement and a press release it issued announcing the voting results of its annual general meeting.

In its proxy statement, the company said keeping the roles of board chair and CEO separate "is appropriate given the company's immediate strategic and operational priorities" as the positions have "distinct roles and responsibilities." "The separated structure allows [CEO Michael Fiddelke] to focus on the business, including implementation of key initiatives, during the initial phase of his CEO tenure, while Mr.

Cornell's service as Executive Chair allows the Board to continue to leverage his in-depth knowledge of our business and industry during this transitional phase," the statement reads.

Since joining Target as the retailer's CEO in 2014, Cornell grew sales by more than 44% and helped transform it into a $100 billion-plus juggernaut as he oversaw the expansion of its digital presence, grew stores and steered the company through the Covid-19 pandemic.

But over the past few years, he's faced rising criticism as the company has underperformed expectations and lost share to competitors like Costco , Walmart and Amazon .

Target has been criticized for mismanaging inventory , under-investing in stores and falling behind on the trendy, eye-catching merchandise the retailer built its name on.

Target has also been the subject of backlash over its actions on a number of social justice issues , and the brunt of that has fallen on Cornell.

The retailer reduced certain LGBTQ-themed pride merchandise in stores several summers ago and rolled back diversity, equity and inclusion programs, which led to nationwide boycotts and preceded weeks of foot traffic declines .

Combined, these issues have contributed to a precipitous drop in Target's share price, which is up about 33% year to date but still down by about 50% since its all-time high in 2021.

When the company announced that Cornell would be stepping down as CEO earlier this year, Wall Street had favored an outside candidate to replace him, according to a June survey of 51 investors by Mizuho Securities, an equity research firm.

When it said two insiders would continue to lead the company — Cornell as executive chair and company veteran Fiddelke as CEO — the same day that it forecast another annual sales decline, investors were disappointed, leading shares to fall.

However, since then, it appears as if analysts and investors are warming up to Fiddelke, who received 99% of the vote during the company's meeting. "It feels like they're doing a lot of things better in terms of merchandising," Michael Baker, a senior research analyst at investment bank D.A.

Davidson, said in an interview. "To me that would be a sign of continued progress under Michael Fiddelke." During the company's fiscal first quar