Kohl’s (NYSE: KSS) OKs pay plan and $0.125 quarterly dividend

Q: What dividend did Kohl’s (KSS) announce and when will it be paid?

Kohl’s declared a regular quarterly dividend of $0.125 per share . It will be paid on June 24, 2026 , to shareholders who are on record at the close of business on June 10, 2026 , continuing the company’s cash returns to shareholders.

Q: Which auditor did Kohl’s (KSS) shareholders ratify for the 2026 fiscal year?

Kohl’s shareholders ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending January 30, 2027 . The ratification received over 95% of votes cast in favor , reflecting continued confidence in the company’s external auditor.

Q: What happened with Kohl’s (KSS) 2024 Long-Term Compensation Plan at the annual meeting?

Shareholders approved the Kohl’s Corporation 2024 Long-Term Compensation Plan , as amended and restated effective May 20, 2026 . The proposal received over 95% of votes cast in favor , supporting the company’s long-term incentive and equity compensation framework.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Kohl’s Corporation declared a regular quarterly cash dividend of $0.125 per share on its common stock. The dividend will be paid on June 24, 2026, to shareholders of record at the close of business on June 10, 2026.

At its 2026 Annual Meeting of Shareholders, Kohl’s reported strong preliminary support for all four proposals. All eight director nominees were elected with an average favorable vote above 97%, executive pay received over 94% support, the auditor ratification received over 95%, and the amended 2024 Long-Term Compensation Plan was approved with over 95% of votes cast.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

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

Key Figures

Quarterly dividend: $0.125 per share Dividend record date: June 10, 2026 Director election support: More than 97% +3 more

6 metrics

Quarterly dividend $0.125 per share Declared May 20, 2026; payable June 24, 2026

Dividend record date June 10, 2026 Shareholders of record at close of business

Director election support More than 97% Average favorable vote for eight nominees

Say-on-pay support Over 94% Advisory vote on 2025 Named Executive Officer pay

Auditor ratification support Over 95% Ratification of Ernst & Young LLP for FY ending Jan. 30, 2027

Long-term plan approval Over 95% Approval of 2024 Long-Term Compensation Plan as amended

Key Terms

quarterly dividend, Annual Meeting of Shareholders, Named Executive Officers, independent registered public accounting firm, +1 more

5 terms

quarterly dividend financial

"declared a regular quarterly dividend of $0.125 per share"

A quarterly dividend is a payment a company gives to its shareholders four times a year, usually as a share of its profits. It's like getting a small bonus every few months for owning the company's stock, which can provide a steady income. Investors watch these payments to see how well a company is doing and whether it’s a good investment.

Annual Meeting of Shareholders regulatory

"today held its 2026 Annual Meeting of Shareholders"

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

Named Executive Officers financial

"the compensation of the Company’s Named Executive Officers for fiscal 2025"

Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.

independent registered public accounting firm regulatory

"as the Company’s independent registered public accounting firm for the fiscal year"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

Long-Term Compensation Plan financial

"approved the Kohl’s Corporation 2024 Long-Term Compensation Plan, as amended"

A long-term compensation plan is a pay program that rewards executives and employees based on performance or continued service over multiple years, often using stock awards, options or multi-year bonuses. It matters to investors because it shapes managers’ incentives, affects potential share dilution and company costs, and signals whether leadership is encouraged to focus on sustainable growth rather than short-term results — like planting an orchard that pays off only after several seasons.

Understanding 8-K Material Events →

05/20/2026 - 05:15 PM

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): May 20, 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 8.01. Other Events

On May 20, 2026, the Board of Directors of Kohl's Corporation ("the Company") declared a quarterly cash dividend of $0.125 per share. The dividend will be payable on June 24, 2026, to shareholders of record at the close of business on June 10, 2026. A copy of the press release announcing the dividend is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

On May 20, 2026, the Company issued a press release announcing events that took place in connection with its Annual Meeting of Shareholders. The press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference. Final voting results, including the number of votes cast for or against and the number of abstentions and any broker non-votes, will be reported in a Current Report on Form 8-K to be filed with the Securities and Exchange Commission.

Item 9.01. Financial Statements and Exhibits


Exhibit No.		Description
99.1		Press Release regarding Dividend dated May 20, 2026
99.2		Press Release regarding Annual Meeting dated May 20, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL 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:	May 20, 2026	By:	/s/ Jennifer Kent
			Jennifer Kent Senior Executive Vice President, Chief Legal Officer and Corporate Secretary

Exhibit 99.1

Kohl’s Corporation Declares Quarterly Dividend

MENOMONEE FALLS, Wis.—(BUSINESS WIRE)—May 20, 2026—The Board of Directors of Kohl’s Corporation (NYSE: KSS) (“Kohl’s” or the “Company”) today declared a regular quarterly dividend of $0.125 per share on the Company’s common stock. The dividend is payable June 24, 2026, to shareholders of record at the close of business on June 10, 2026.

About Kohl’s

Kohl’s (NYSE: KSS) is a leading omnichannel retailer built on a foundation that combines great brands, incredible value and convenience for our customers. Kohl’s is uniquely positioned to deliver against its long-term strategy and its purpose to take care of families’ realest moments. Kohl's serves millions of families in its more than 1,100 stores in 49 states, online at Kohls.com, and through the Kohl's App. With a large national footprint, Kohl’s is committed to making a positive impact in the communities it serves. For a list of store locations or to shop online, visit Kohls.com. For more information about Kohl’s impact in the community or how to join our winning team, visit Corporate.Kohls.com.

Contacts
Investor Relations:
Trevor Novotny, (262) 703-1617, trevor.novotny@kohls.com

Media:
Jen Johnson, (262) 703-5241, jen.johnson@kohls.com

Exhibit 99.2

Kohl’s Corporation Holds Annual Meeting of Shareholders

MENOMONEE FALLS, Wis.—(BUSINESS WIRE)—May 20, 2026—Kohl’s Corporation (NYSE: KSS) (“Kohl’s” or the “Company”) today held its 2026 Annual Meeting of Shareholders. Below are the preliminary results of shareholder voting on the four proposals presented at the meeting.

Kohl’s shareholders elected all of the Company’s nominees—Wendy Arlin, Michael J. Bender, Yael Cosset, H. Charles Floyd, Robbin Mitchell, Jonas Prising, John E. Schlifske, and Adolfo Villagomez—to the Board of Directors, each for a one-year term or until their successors are duly elected and qualified. The directors received an average favorable vote of more than 97%.

Kohl’s shareholders approved, on an advisory basis, the compensation of the Company’s Named Executive Officers for fiscal 2025, with over 94% of votes cast in favor of the proposal.

Kohl's shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 30, 2027, with over 95% of votes cast in favor of the proposal.

Kohl’s shareholders approved the Kohl’s Corporation 2024 Long-Term Compensation Plan, as amended and restated effective May 20, 2026, with over 95% of votes cast in favor of the proposal.

Final voting results, including the number of votes cast for or against and the number of abstentions and any broker non-votes, will be reported in a Current Report on Form 8-K to be filed with the Securities and Exchange Commission.

About Kohl’s

Contacts

Investor Relations:

Trevor Novotny, (262) 703-1617, trevor.novotny@kohls.com

Media:

Jen Johnson, (262) 703-5241, jen.johnson@kohls.com

Source: View Original Filing on SEC EDGAR

FAQ

What dividend did Kohl’s (KSS) announce and when will it be paid?

Kohl’s declared a regular quarterly dividend of $0.125 per share. It will be paid on June 24, 2026, to shareholders who are on record at the close of business on June 10, 2026, continuing the company’s cash returns to shareholders.

What were the director election results at Kohl’s (KSS) 2026 annual meeting?

Kohl’s shareholders elected all eight company nominees to the Board for one-year terms. The slate, including Wendy Arlin and Jonas Prising, received an average favorable vote of more than 97%, indicating broad investor support for the current board composition.

How did Kohl’s (KSS) shareholders vote on executive compensation for fiscal 2025?

Shareholders approved, on an advisory basis, the compensation of Kohl’s Named Executive Officers. The say-on-pay proposal received over 94% of votes cast in favor, signaling strong shareholder backing for the company’s executive pay programs for fiscal 2025.

Which auditor did Kohl’s (KSS) shareholders ratify for the 2026 fiscal year?

Kohl’s shareholders ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending January 30, 2027. The ratification received over 95% of votes cast in favor, reflecting continued confidence in the company’s external auditor.

What happened with Kohl’s (KSS) 2024 Long-Term Compensation Plan at the annual meeting?

Shareholders approved the Kohl’s Corporation 2024 Long-Term Compensation Plan, as amended and restated effective May 20, 2026. The proposal received over 95% of votes cast in favor, supporting the company’s long-term incentive and equity compensation framework.

Filing Exhibits & Attachments

3 documents