KSS 8-K: Press Release and Presentation Attached for Aug 27, 2025 Call

Rhea-AI Filing Summary

Kohl's Corporation filed a Form 8-K reporting a material event on August 27, 2025. The filing attaches a press release and presentation materials for the company's quarterly earnings conference call and states that referenced non-GAAP measures are presented alongside reconciliations to the most comparable GAAP measures in Exhibits 99.1 and 99.2. The filing also notes inclusion of an interactive Inline XBRL data file. The excerpt does not include revenue, earnings, guidance, or other numeric results.

Positive

• Press release and presentation for the August 27, 2025 quarterly earnings call are attached as exhibits
• Non-GAAP measures include reconciliations to the most comparable GAAP measures, provided in Exhibits 99.1 and 99.2
• Interactive Inline XBRL data file is included, supporting machine-readable disclosure

Negative

• No financial results (revenues, net income, guidance) are present in the provided excerpt
• Material details are missing from this excerpt because the substantive press release and presentation content are not included

Insights

Financial Analyst

TL;DR: Company filed supporting earnings materials and non-GAAP reconciliations, but no financial results are in the excerpt.

The 8-K indicates standard disclosure practice for quarterly earnings: a press release and presentation were attached and non-GAAP measures include reconciliations to GAAP in the exhibits. For investors, the filing signals that detailed results and metrics likely exist in the referenced exhibits, but this excerpt alone contains no revenue, profit, margin, or guidance figures to assess performance or trends. Impact is therefore neutral until the exhibits are reviewed.

Corporate Governance Expert

TL;DR: Disclosure follows Regulation FD and SEC practice; exhibits contain the substantive information not included here.

The form references Regulation FD disclosure and provides exhibits and Inline XBRL, which supports transparency and machine-readable reporting. The excerpt confirms the company provided reconciliations for non-GAAP metrics, aligning with best practices for investor clarity. However, the absence of the actual press release content or financial tables in this excerpt prevents evaluation of materiality or governance implications beyond proper procedural disclosure.

KOHLS Corp false 0000885639 0000885639 2025-08-27 2025-08-27

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): August 27, 2025

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 2.02 Results of Operations and Financial Condition.

On August 27, 2025, Kohl’s Corporation (the “Company”) issued a press release reporting its earnings for the quarter ended August 2, 2025 and updating earnings guidance for fiscal 2025. A copy of the press release is attached as Exhibit 99.1 and incorporated by reference herein. A copy of the presentation materials for the August 27, 2025 quarterly earnings conference call is attached as Exhibit 99.2 and incorporated by reference herein.

Item 7.01 Regulation FD Disclosure.

See Item 2.02.

The information in Items 2.02 and 7.01, including the exhibits attached hereto, is furnished solely pursuant to Items 2.02 and 7.01 of Form 8-K. Consequently, such information is not deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section. Further, the information in Items 2.02 and 7.01, including the exhibits, shall not be deemed to be incorporated by reference into the filings of the registrant under the Securities Act of 1933.

Item 8.01 Other Events.

As previously announced, on August 12, 2025, the Board of Directors of the Company declared a quarterly cash dividend of $0.125 per share. The dividend will be paid on September 24, 2025, to all shareholders of record at the close of business on September 10, 2025.

Cautionary Statement Regarding Forward-Looking Information and Non-GAAP Measures

This current report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The Company intends forward-looking terminology such as “believes,” “expects,” “may,” “will,” “should,” “could,” “intends,” “anticipates,” “estimates,” “plans,” or similar expressions to identify forward-looking statements. Forward-looking statements include, but are not limited to, the information under “2025 Financial and Capital Allocation Outlook,” “2025 Outlook,” comments about Kohl’s adequacy of capital resources, statements regarding our 2025 areas of focus and future initiatives, and statements regarding the impact of macroeconomic events and our response to such events, including tariffs. Such statements are based on current assumptions, expectations, and beliefs and are subject to certain risks and uncertainties, which could cause the Company’s actual results to differ materially from those anticipated by the forward-looking statements. These risks and uncertainties include, but are not limited to, risks described more fully in Item 1A in the Company’s Annual Report on Form 10-K and Item 1A of Part II of the Company’s Quarterly Report on Form 10-Q for the first quarter of fiscal 2025, which are expressly incorporated herein by reference, and other factors as may periodically be described in the Company’s filings with the SEC. Forward-looking statements relate to the date initially made, and the Company undertakes no obligation to update them.

The attached press release and presentation materials contain certain financial measures that are not prepared in accordance with generally accepted accounting principles (GAAP), including adjusted operating income, adjusted net income, adjusted diluted earnings per share, adjusted EBITDA, adjusted EBITDAR, our leverage ratio (expressed as net debt + leases / EBITDAR) and adjusted free cash flow. These non-GAAP financial measures are provided as additional insight into our operational performance and do not purport to be substitutes for, or superior to, operating income, net income, diluted earnings per share, total debt and lease liabilities as reported on the balance sheet, or operating cash flow as measures of operating performance or liquidity. We believe these adjusted measures are useful, as they are more representative of our core business, enhance comparability across reporting periods and to industry peers, and align with the measures used by management to evaluate the Company’s performance. We caution investors that non-GAAP measures should not be viewed in isolation and should be evaluated in addition to, and not as an alternative for, our results reported in accordance with GAAP. Because companies may use different calculation methods, these measures may not be comparable to other similarly titled measures reported by other companies. A reconciliation of each referenced non-GAAP measure to the most directly comparable GAAP measure is included in the press release and presentation materials attached hereto as Exhibit 99.1 and Exhibit 99.2 respectively.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.		Description
99.1		Press Release dated August 27, 2025
99.2		Presentation Materials for August 27, 2025 Quarterly Earnings Conference Call
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: August 27, 2025				By:		/s/ Jennifer Kent
						Jennifer Kent Senior Executive Vice President, Chief Legal Officer and Corporate Secretary

FAQ

What did Kohl's (KSS) disclose in this Form 8-K?

The filing attaches a press release and presentation dated August 27, 2025 for the quarterly earnings call and notes inclusion of non-GAAP reconciliations in Exhibits 99.1 and 99.2.

Are Kohl's non-GAAP measures reconciled to GAAP in this filing?

Yes. The filing states that reconciliations of referenced non-GAAP measures to the most directly comparable GAAP measures are included in the attached exhibits.

Does the excerpt include Kohl's revenue or earnings figures?

No. The provided excerpt does not contain any numeric results such as revenue, net income, margins, or guidance.

Is there machine-readable data available in the filing?

Yes. The excerpt notes a Cover Page Interactive Data File (Inline XBRL) is embedded in the filing.

Where can I find the substantive details referenced in the 8-K?

The substantive details are in the attached exhibits: Exhibit 99.1 (press release) and Exhibit 99.2 (presentation materials), which are not included in this excerpt.