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David P. Abney

Director at TARGETTARGET
Board

About David P. Abney

Former UPS Chairman & CEO; independent director of Target since 2021. Age 69. Brings deep global logistics, supply chain resilience, human capital, risk management, and financial oversight experience; B.S. in Business Administration from Delta State University. Current public boards include Freeport‑McMoRan and Northrop Grumman; prior boards include Macy’s, UPS, Johnson Controls, and Allied Waste Industries .

Past Roles

OrganizationRoleTenureCommittees/Impact
United Parcel Service (UPS)Chief Executive OfficerSep 2014 – Jun 2020Led complex global operations
United Parcel Service (UPS)Chairman of the BoardFeb 2016 – Jun 2020Oversight of governance and strategy
United Parcel Service (UPS)Executive ChairmanJun 2020 – Sep 2020Transition leadership
United Parcel Service (UPS)Chief Operating OfficerNot disclosedOperational leadership roles
UPS AirlinesPresidentNot disclosedAviation operations
UPS InternationalPresidentNot disclosedGlobal expansion and international ops

External Roles

OrganizationRoleTenureCommittees/Impact
Freeport‑McMoRan Inc.DirectorSince 2021Audit; Compensation (Chair)
Northrop Grumman CorporationDirectorNot disclosedNot disclosed in TGT proxy excerpt
Macy’s, Inc.Former DirectorWithin past five yearsNot disclosed
United Parcel Service, Inc.Former DirectorNot disclosedNot disclosed
Johnson Controls International plcFormer DirectorNot disclosedNot disclosed
Allied Waste Industries, Inc.Former DirectorNot disclosedNot disclosed

Board Governance

  • Target committee memberships: Audit & Risk; Infrastructure & Finance; independence affirmed; director since 2021 .
  • Committee chairs/membership FY2024: committee meeting counts — Audit & Risk (8), Compensation & Human Capital Management (5), Governance & Sustainability (5), Infrastructure & Finance (5) (Abney is a member, not chair) .
  • Skills emphasized by Target: senior leadership, global supply chain, information security/data privacy, financial management, risk management, ESG/governance .

Fixed Compensation

Target’s non‑employee director compensation program (Fiscal 2024):

ComponentAmountVesting/PaymentNotes
Annual total (RSUs‑only)$310,000RSUs vest quarterly; convert to shares at departureDirectors can elect RSUs‑only
Annual cash + RSUs (mix)$120,000 cash; $190,000 RSUsCash paid quarterly; RSUs vest quarterlyDeferral of cash via DDCP available
Lead Independent Director fee$35,000Cash or RSUs (per election)Additional role retainer
Committee Chair fee$25,000Cash or RSUs (per election)Applies to Audit & Risk, Compensation & HCM, Governance & Sustainability, Infrastructure & Finance
New director RSU grant$50,000One‑time; per joiningPro‑rated annual comp also provided

Performance Compensation

Directors do not receive performance‑based equity; RSUs are time‑based with quarterly vesting in the fiscal year granted and convert to Target common shares upon departure. Dividend equivalents accrue as additional RSUs under the same conditions. No bonus, options, or performance metric linkage for directors is disclosed .

Equity FeatureTermsNotes
Annual RSUsGranted each March; vest quarterly in fiscal yearConverted to shares after Board departure
Dividend equivalentsAccrue in RSUsSame conditions as underlying RSUs
DeferralsCash retainer deferrable via DDCP (includes Target stock fund)Aligns with ownership; director‑elected

Other Directorships & Interlocks

CompanyRelationship to TargetPotential Interlock/Conflict
Freeport‑McMoRan (FCX)Mining; supplier exposure not directly tied to Target’s retailLow apparent direct conflict; strong committee leadership experience
Northrop Grumman (NOC)Defense contractorLimited direct retail overlap; time commitments monitored

No specific related‑party transactions involving Abney are identified in the Target proxy excerpts retrieved .

Expertise & Qualifications

  • Executive leadership of complex, labor‑intensive global enterprise; supply chain/logistics resilience; human capital management; ESG and sustainability oversight; information security/data privacy; financial and risk management; reputation management; broad public company board experience .
  • Education: B.S. in Business Administration, Delta State University .

Equity Ownership

Not individually disclosed for Abney in the retrieved Target proxy excerpts. (Beneficial ownership tables for TGT directors were not present in the excerpts reviewed) .

Governance Assessment

  • Strengths: Independent director with deep logistics/supply chain credentials aligned to Target’s operational risk oversight; service on Audit & Risk and Infrastructure & Finance enhances board effectiveness; current chair experience on FCX Compensation Committee indicates strong governance acumen .
  • Alignment: Director pay structure emphasizes equity via RSUs and permits deferrals, reinforcing long‑term alignment; no performance pay minimizes conflict with shareholders’ interests for directors .
  • Watch items: Multiple public board commitments (FCX, NOC) warrant ongoing monitoring for overboarding/time commitments; however, no disclosed attendance concerns or related‑party issues appear in retrieved materials .