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Kohl’s Mails Definitive Proxy and Sends Letter to Shareholders

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Kohl’s Corporation (NYSE:KSS) (“Kohl’s” or the “Company”) today mailed definitive proxy materials previously filed with the Securities and Exchange Commission (“SEC”) in connection with the Company’s Annual Meeting of Shareholders (the “Annual Meeting”), which is scheduled to be held on May 12, 2021. Kohl’s shareholders of record as of the close of business on March 24, 2021 will be entitled to vote at the Annual Meeting.

In conjunction with the definitive proxy mailing, Kohl’s is providing the following letter from the Company’s Board of Directors to shareholders:

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PROTECT THE VALUE OF YOUR INVESTMENT IN KOHL’S – VOTE THE BLUE PROXY CARD TODAY FOR ALL OF KOHL’S HIGHLY QUALIFIED DIRECTOR NOMINEES.

March 24, 2021

Dear Fellow Shareholder:

Kohl’s Board and management are acting decisively to create value for all shareholders. In October 2020, we announced a new strategy to accelerate Kohl’s top line growth and enhance long-term profitability, and we are already seeing significant progress. Our third and fourth quarter 2020 results showed continued sequential improvement and exceeded expectations.

Investors and analysts have taken notice. Since launching our strategy, our stock price has increased by more than 200%, outperforming the S&P 500 by more than 185%.1

We are delivering on initiatives which are positioning us for long-term success and allowing us to capture market share from the ongoing retail industry disruption. For example, in the fourth quarter of 2020 we grew digital sales more than 20% year-over-year, accounting for more than 40% of sales, with our stores still playing a critical role in supporting the heightened demand.

As you may know, a group of activist investors (the “Activists”) has recently accumulated a position in Kohl’s and is seeking five seats on our Board of Directors. Kohl’s is committed to engaging constructively with all of our shareholders and will continue to listen to the Activists. But we strongly believe that the election of the Activists’ nominees would disrupt our momentum and would not benefit our shareholders over the long term. We urge you to simply discard any White proxy card you may receive from the Activists.

The Kohl’s Board brings a diverse and relevant set of experience

Kohls Corp

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