Kohl’s (NYSE: KSS) extends revolving credit facility to 2031 with new terms

Rhea-AI Filing Summary

Kohl’s Corporation has amended its revolving credit facility with Wells Fargo Bank and other lenders. The Second Amendment extends the facility’s maturity by five years to June 30, 2031, providing longer-term committed liquidity.

The amendment adjusts the pricing grid so the applicable margin now depends on a single 50% availability breakpoint, ranging from 0.25%–0.50% for Base Rate Loans and 1.25%–1.50% for SOFR Loans, and removes the prior 0.10% credit spread adjustment from Term SOFR. It also expands the borrowing base to include eligible in-transit inventory up to 15% of the borrowing base value and revises the definition of availability to reduce it by a debt maturity reserve, while making other minor changes.

Insights

Credit markets analyst

Kohl’s extends liquidity through 2031 with tweaked revolver terms.

Kohl’s has extended its revolving credit facility to June 30, 2031, keeping a committed line in place for an additional five years. The pricing grid now uses a single 50% availability breakpoint, with margins from 0.25%–0.50% on Base Rate Loans and 1.25%–1.50% on SOFR Loans.

The amendment removes a 0.10% credit spread adjustment on Term SOFR and adds an in-transit inventory basket capped at 15% of the borrowing base, potentially increasing usable collateral. Availability is now reduced by a debt maturity reserve, which may temper borrowing capacity as maturities approach. Overall, this appears to be a routine refinancing-style update rather than a thesis-changing event.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Revolver maturity: June 30, 2031 Base Rate Loan margin range: 0.25%–0.50% SOFR Loan margin range: 1.25%–1.50% +3 more

6 metrics

Revolver maturity June 30, 2031 New maturity date after Second Amendment

Base Rate Loan margin range 0.25%–0.50% Applicable Margin under revised pricing grid

SOFR Loan margin range 1.25%–1.50% Applicable Margin under revised pricing grid

Term SOFR credit spread adjustment removed 0.10% Prior credit spread adjustment eliminated

In-transit inventory basket limit 15% of borrowing base Cap on eligible in-transit inventory in borrowing base

Availability breakpoint 50% Single availability breakpoint for pricing grid

Key Terms

Revolving Credit Facility, Applicable Margin, SOFR Loans, borrowing base, +2 more

6 terms

Revolving Credit Facility financial

"as amended by the First Amendment and the Second Amendment, the “Revolving Credit Facility”"

A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.

Applicable Margin financial

"modifies the Applicable Margin (as defined in the Revolving Credit Facility) for borrowings"

Applicable margin is the extra percentage added to a base interest rate to calculate the actual interest a borrower pays on a floating-rate loan or credit line. Investors care because it directly affects a company’s borrowing cost—higher margins raise interest expense and reduce profit and cash flow, while lower margins make financing cheaper; think of it as a variable surcharge on a sale price that reflects the lender’s view of risk.

SOFR Loans financial

"now ranges from 0.25% to 0.50% for Base Rate Loans and 1.25% to 1.50% for SOFR Loans"

borrowing base financial

"modifies the borrowing base to include an in-transit inventory basket"

A borrowing base is the amount a lender will allow a company to borrow based on the value of assets the company offers as security, typically things like accounts receivable and inventory. It matters to investors because it sets a practical ceiling on short-term financing and influences a company’s liquidity and risk: if the borrowing base falls, the company may lose access to cash or be forced to sell assets, which can affect operations and share value.

in-transit inventory basket financial

"include an in-transit inventory basket, allowing for the inclusion of eligible in-transit inventory"

Debt Maturity Reserve financial

"revises the definition of Availability to reduce it by the Debt Maturity Reserve"

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Understanding 8-K Material Events →

Available on EDGAR 07/01/2026 - 04:40 PM Accepted by SEC EDGAR 07/01/2026 - 04:39 PM Learn about SEC filing dates

KOHLS Corp false 0000885639 0000885639 2026-06-30 2026-06-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 30, 2026

KOHL’S CORPORATION

(Exact name of Registrant as Specified in Its Charter)

Wisconsin		001-11084		39-1630919
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

N56 W17000 Ridgewood Drive
Menomonee Falls, Wisconsin		53051
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (262) 703-7000

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $.01 par value		KSS		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01. Entry into a Material Definitive Agreement

On June 30, 2026, Kohl’s Corporation (the “Company”) and Wells Fargo Bank, National Association (the “Agent”) entered into Amendment No. 2 (the “Second Amendment”) to the Credit Agreement originally dated as of January 19, 2023 and amended by that certain Amendment No. 1 (the “First Amendment”) to the Credit Agreement dated as of May 9, 2025 (as amended by the First Amendment and the Second Amendment, the “Revolving Credit Facility”), by and among the Company, the Agent, and the lenders named therein.

The Second Amendment extends the maturity date of the Revolving Credit Facility by five years from the effective date of the Second Amendment to June 30, 2031. The Second Amendment also modifies the Applicable Margin (as defined in the Revolving Credit Facility) for borrowings under the Revolving Credit Facility by (i) replacing the previous pricing grid’s 33% and 66% availability breakpoints with a single 50% availability breakpoint to determine the Applicable Margin (which now ranges from 0.25% to 0.50% for Base Rate Loans and 1.25% to 1.50% for SOFR Loans); and (ii) removing the prior 0.10% credit spread adjustment from Term SOFR (as defined in the Revolving Credit Facility). Additionally, the Second Amendment modifies the borrowing base to include an in-transit inventory basket, allowing for the inclusion of eligible in-transit inventory up to a maximum of 15% of the total value of the borrowing base. The Second Amendment also revises the definition of Availability to reduce it by the Debt Maturity Reserve (as defined in the Revolving Credit Facility), and makes other minor modifications to the terms and conditions.

Many of the banking firms that are a party to the Revolving Credit Facility or their affiliates have in the past performed, and may in the future perform, investment banking, financial advisory, lending and/or commercial banking services for the Company and certain of its subsidiaries and affiliates, for which services they have in the past received, and may in the future receive, compensation and reimbursement of expenses.

The foregoing description of the Second Amendment is a summary only and is qualified in its entirety by reference to the text of the Second Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.
10.1		Amendment No. 2 to Credit Agreement, by and between, the Company and Agent, entered into on June 30, 2026
104		Cover Page Interactive Data File (embedded within the Inline XRBL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						KOHL’S CORPORATION
Date:  July 1, 2026				By:		/s/ Jennifer Kent
						Jennifer Kent Senior Executive Vice President, Chief Legal Officer and Corporate Secretary

FAQ

What change did Kohl’s (KSS) make to its revolving credit facility?

Kohl’s extended and modified its revolving credit facility with Wells Fargo and other lenders. The amendment pushes the maturity to June 30, 2031 and adjusts pricing, collateral eligibility, and the definition of availability, while keeping the facility in place as a committed liquidity source.

When does Kohl’s (KSS) amended revolving credit facility now mature?

The amended revolving credit facility now matures on June 30, 2031. This represents a five-year extension from the effective date of the Second Amendment, giving Kohl’s a longer horizon of committed bank financing to support working capital and other short-term liquidity needs.

How did Kohl’s (KSS) change loan pricing under the revolving credit facility?

Kohl’s revised the pricing grid so the applicable margin depends on a single 50% availability breakpoint. Margins now range from 0.25% to 0.50% for Base Rate Loans and 1.25% to 1.50% for SOFR Loans, and the previous 0.10% Term SOFR credit spread adjustment was removed.

What is the new in-transit inventory basket in Kohl’s (KSS) borrowing base?

The amendment allows eligible in-transit inventory to be included in the borrowing base, subject to a maximum of 15% of the borrowing base’s total value. This can increase the amount of assets counted toward collateral, potentially supporting higher borrowing capacity within the agreed limits.

How was availability redefined in Kohl’s (KSS) revolving credit facility amendment?

Availability is now defined to be reduced by a Debt Maturity Reserve, as described in the Revolving Credit Facility. This means calculated availability will be lowered by a reserve amount related to debt maturities, which can modestly limit how much the company may borrow at certain times.

Who is the agent bank for Kohl’s (KSS) amended revolving credit facility?

Wells Fargo Bank, National Association serves as the agent under Kohl’s amended revolving credit facility. Various banking firms participate as lenders, some of which provide investment banking, advisory, lending, or commercial banking services to Kohl’s and have received, and may receive, compensation.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EX-10.1 1.1 MB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.5 KB