Kohls Corporation 8-K Filings

Kohl’s Corporation (KSS) reported second quarter 2026 results with slightly lower sales but stronger profitability and balance sheet metrics, and raised its full-year outlook. For the quarter ended August 1, 2026, total revenue was $3.52 billion versus $3.55 billion a year earlier, as net and comparable sales each declined 0.9%.

Profitability improved as the gross margin rate rose to 43.0% from 39.9%, aided by approximately $150 million of IEEPA tariff refunds, of which about $100 million reduced cost of merchandise sold. SG&A expense fell slightly to $1.19 billion, remaining 33.8% of revenue. Operating income was $261 million versus $279 million, while net income was $151 million versus $153 million, reflecting prior-year one-time items. GAAP diluted EPS decreased to $1.28 from $1.35, but adjusted diluted EPS increased to $1.28 from $0.56.

Cash and cash equivalents increased to $821 million from $174 million a year earlier, long-term debt declined to $1.33 billion from $1.52 billion, and Kohl’s reported adjusted leverage of 1.8x net debt plus leases to EBITDAR. Operating cash flow for the first six months was $478 million versus $506 million, with free cash flow of $332 million. The company declared a quarterly dividend of $0.125 per share, expects 2026 net and comparable sales to be flat to down 1.5%, guides to 3.5%–4.0% adjusted operating margin and $1.80–$2.40 adjusted diluted EPS, plans $350–$400 million of capex, and is restarting share repurchases of up to $100 million in 2026.

KOHLS Corp (KSS) reported executive leadership changes centered on a new Chief Customer Officer role. Effective September 1, 2026, Arianne Parisi is promoted to Senior Executive Vice President, Chief Customer Officer and becomes an executive officer. She will oversee the omnichannel customer experience across marketing, brand and creative, loyalty, personalization, media, and digital commerce, including Kohls.com and the Kohl's App.

As part of this realignment, the Chief Marketing Officer role held by Christie Raymond is eliminated and her employment ends effective September 9, 2026, with separation benefits under her existing executive compensation agreement. Kohl’s furnished a press release under Regulation FD describing these changes and reiterating that statements about leadership transitions and organizational realignments are forward-looking and subject to the risks identified in its periodic SEC reports.

KOHLS Corp (KSS) announced that its Board of Directors declared a regular quarterly cash dividend of $0.125 per share on its common stock. The dividend will be payable on September 23, 2026 to shareholders of record as of the close of business on September 9, 2026.

The company describes itself as a leading omnichannel retailer with more than 1,100 stores across 49 states, as well as online and through the Kohl’s App.

Kohl’s Corporation announced that longtime director and independent Chair John E. Schlifske retired from the Board and stepped down as Chair effective July 28, 2026, citing personal reasons and no disagreement with the company. The Board unanimously appointed current independent director Wendy Arlin as Chair, effective immediately, and added Niren Chaudhary as a new independent director to fill the resulting vacancy. Chaudhary will serve on the Audit Committee and, as a non-employee director, is expected to receive an equity award of restricted shares with a grant date fair value of approximately $145,000 on August 14, 2026, vesting on the first anniversary of the grant date under the company’s Non-Employee Director Compensation Program.

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.

Kohl’s Corporation has appointed Elliott Rodgers as Chief Operating Officer, effective September 9, 2026, reporting to CEO Michael J. Bender. He will oversee enterprise operations including nearly 1,200 stores, global supply chain and distribution centers, procurement, and loss prevention.

Rodgers brings more than 20 years of leadership experience from roles at Foot Locker, project44, Ulta Beauty, Target, and Citigroup, along with a U.S. Army officer background. His compensation package includes a $900,000 annual salary, a $400,000 signing incentive, participation in an annual incentive plan targeting 130% of base salary, and an annual long-term incentive target of $2,500,000.

For fiscal 2026, he is eligible for a prorated long-term incentive award valued at $1,875,000, split between performance share units and restricted stock units. He also receives relocation and commuting perquisites, potential pre-employment termination protection of $250,000, and access to standard senior executive benefit and severance arrangements.

Kohl’s Corporation reported first quarter 2026 results and affirmed its full-year 2026 outlook. Total revenue was $3.167 billion, with net sales down 1.7% and comparable sales down 1.1% versus the prior-year quarter. The company posted an operating income of $46 million and a net loss of $14 million, or loss of $0.13 per diluted share.

Management highlighted flat gross margin at 39.9% and a 1.6% decline in SG&A expenses, reflecting cost discipline. Kohl’s ended the quarter with $429 million in cash and cash equivalents and $1.387 billion of long-term debt, and reported rolling 12‑month adjusted EBITDA of $1.195 billion. Free cash flow for the quarter was negative $158 million, consistent with seasonal working capital use.

For full-year 2026, Kohl’s continues to expect net sales and comparable sales to be between flat and (2%) versus 2025, adjusted operating margin of 2.8% to 3.4%, and adjusted diluted EPS of $1.00 to $1.60. The company plans $350–$400 million of capital expenditures and has an annual dividend target of $0.50 per share, including a declared quarterly dividend of $0.125 payable on June 24, 2026.

Kohl’s Corporation reported that shareholders approved its 2024 Long-Term Compensation Plan as amended, expanding equity incentives and updating governance terms. The plan adds 5,200,000 shares of Kohl’s common stock authorized for issuance, bringing the aggregate authorization to 12,850,000 shares, plus 4,785,851 unused shares from prior awards as of March 29, 2024. The term of the plan is extended ten years through May 20, 2036, and total annual compensation for any non-employee director is capped at $750,000, including cash and equity. Shareholders also elected eight directors, approved advisory executive compensation, and ratified Ernst & Young LLP as independent auditor.

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.

Kohl’s Corporation reported fourth-quarter and full-year fiscal 2025 results showing stronger profitability and cash generation despite lower sales. Q4 2025 net sales were $4,972 million versus $5,175 million a year earlier, but gross margin improved to 33.1% and SG&A dollars fell.

Quarterly net income rose to $125 million from $48 million, with diluted EPS increasing to $1.07 from $0.43. For fiscal 2025, net income reached $272 million versus $109 million and diluted EPS was $2.38 versus $0.98. Operating cash flow grew to $1,380 million and free cash flow to $1,008 million, helping lift cash to $674 million and reduce borrowings under the revolver to zero.

The company highlighted an adjusted net debt plus leases to EBITDAR leverage ratio of 2.1x, down from an unadjusted 4.0x. For 2026, Kohl’s guides full-year net and comparable sales to flat to a 2% decline, adjusted operating margin of 2.8%–3.4%, and adjusted diluted EPS of $1.00–$1.60, with planned capital expenditures of $350–$400 million. The board previously declared a quarterly cash dividend of $0.125 per share, payable on April 1, 2026 to shareholders of record on March 18, 2026.

Kohl’s Corporation announced a leadership change in its human resources organization. Effective February 27, 2026, the company promoted Mari Steinmetz to Senior Executive Vice President, Chief People Officer and designated her as an executive officer.

Steinmetz has been Executive Vice President, Chief People Officer since March 2023 and will continue leading talent, culture, and HR strategy, including recruitment, associate development, compensation, benefits, and organizational culture. She joined Kohl’s in 2010 after holding human resources leadership roles at Target and has more than twenty years of retail and HR experience.

Kohl’s Corporation announced that its Board of Directors has declared a regular quarterly cash dividend of $0.125 per share on its common stock. This payment reflects ongoing cash returns to shareholders through a recurring dividend.

The dividend will be payable on April 1, 2026 to shareholders of record at the close of business on March 18, 2026, meaning investors must own the shares before the record date to receive it. The company also issued a press release providing these details, which is included as an exhibit to the report.

Kohl’s Corporation reported a planned leadership change, announcing that Fred Hand, its Senior Executive Vice President and Director of Stores, will retire effective April 3, 2026. The company states there are no changes to Mr. Hand’s compensation or other employment terms in connection with this retirement.

Any benefits he may receive will be governed by an existing Executive Compensation Agreement dated September 25, 2023 between Kohl’s, Inc. and Mr. Hand. The update is limited to this succession-related disclosure and does not describe additional management or strategic changes.

Kohl’s Corporation reported that it has released its earnings results for the quarter ended November 1, 2025 and updated its earnings guidance for fiscal 2025. The company issued a press release and a set of presentation materials in connection with its quarterly earnings conference call, which are provided as exhibits.

The Board of Directors previously declared a quarterly cash dividend of $0.125 per share, payable on December 24, 2025 to shareholders of record at the close of business on December 10, 2025. Kohl’s also highlighted that its earnings materials include several non-GAAP financial metrics, such as adjusted operating income and adjusted diluted earnings per share, along with reconciliations to GAAP in the attached exhibits.

Kohl’s Corporation appointed Michael J. Bender as permanent Chief Executive Officer, effective November 23, 2025. He has served as Interim CEO since May 1, 2025 and will continue on the Board and its Finance Committee.

Under his employment arrangements, Mr. Bender will receive an annual base salary of $1,475,000 and is eligible for the Annual Incentive Plan with a target equal to 175% of base salary, giving an annual cash opportunity from 0% to 200% of that target. He also has an annual long-term incentive target of no less than $9,500,000, with eligibility for equity awards beginning in spring 2026.

Additional benefits include participation in executive benefit and security programs, personal use of company aircraft capped at $200,000 per year, and a $160,000 lump-sum payment to help establish a residence in the Milwaukee area. The company states there are no family relationships or related-party transactions requiring disclosure.

Kohl’s Corporation declared a quarterly cash dividend of $0.125 per share. The dividend is payable on December 24, 2025, to shareholders of record as of the close of business on December 10, 2025. The company announced the dividend via a press release referenced as Exhibit 99.1.

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.

Kohl's Corporation's board declared a quarterly cash dividend of $0.125 per share, payable on September 24, 2025, to shareholders of record at the close of business on September 10, 2025. This means each shareholder will receive 12.5 cents for every share held as of the record date. The filing attaches the company's press release announcing the dividend as Exhibit 99.1.

The 8-K contains no earnings figures, financial statements, or other material transactions; it reports only the dividend declaration and the related exhibit. Shareholders must be on the register by the stated record date to be eligible for the payment.