Here are the DEF 14A proxy statements from Kohls Corporation (KSS) in our archive over the last 12 months, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A DEF 14A covers the proxy statement, with executive pay and the shareholder votes, so if you follow KSS and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full KSS filings page.
Kohl’s Corporation is asking shareholders to vote on four key items at its 2026 virtual Annual Meeting on May 20, 2026. Proposals cover electing eight directors, an advisory say-on-pay vote, ratifying Ernst & Young as auditor, and approving an amended 2024 long‑term compensation plan. The Board recommends voting “FOR” all items.
The Board highlights an independent Chair, 7 of 8 independent nominees, active refreshment and increased gender and racial/ethnic diversity. In 2025, Kohl’s generated $1.4 billion in operating cash flow, a $700 million increase, ended with $1.16 billion in working capital and no revolver borrowings, and improved diluted EPS.
Executive pay is positioned as pay‑for‑performance: 2025 annual incentives paid at 185.4% of target on $14.724 billion Merchandise Sales and 3.3% Adjusted Operating Margin. Performance share units are tracking strongly, but the Compensation Committee used negative discretion, capping payouts at 127% of target after 55% say‑on‑pay support prompted extensive shareholder engagement.