Kohl’s (NYSE: KSS) marketing chief logs RSU dividend and tax-withholding share moves

Rhea-AI Filing Summary

Kohl’s Corp senior executive Raymond Christie reported routine equity compensation activity. He acquired 341 shares of common stock on March 28, 2026 as additional shares representing dividend equivalents on vested restricted stock units. On the same date, 450 shares were disposed of at $12.46 per share to satisfy tax withholding obligations upon vesting, rather than through an open-market sale. After these transactions, he directly held 238,212 shares of common stock, including 127,921 unvested restricted stock units under the company’s Long-Term Compensation Plan.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Raymond Christie

Role Sr. EVP, Chief Marketing Off.

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	341	$0.00	--
Tax Withholding	Common Stock	450	$12.46	$6K

Holdings After Transaction: Common Stock — 238,662 shares (Direct)

Footnotes (1)

1. Issuance of additional shares representing dividend equivalent amount on vested restricted stock units. Represents shares used to satisfy tax withholding obligations upon vesting of restricted stock units and corresponding dividend equivalent amounts under the Company's Long-Term Compensation Plan. Includes 127,921 unvested restricted stock units.

Key Figures

Dividend equivalent shares granted: 341 shares Shares withheld for taxes: 450 shares Tax withholding price: $12.46 per share +2 more

5 metrics

Dividend equivalent shares granted 341 shares Common stock issued as dividend equivalents on vested RSUs on March 28, 2026

Shares withheld for taxes 450 shares Common stock used to satisfy tax withholding on RSU vesting on March 28, 2026

Tax withholding price $12.46 per share Price applied to the 450-share tax withholding disposition

Shares held after transactions 238,212 shares Direct holdings of Kohl’s common stock following March 28, 2026 activity

Unvested RSUs included 127,921 units Unvested restricted stock units included within post-transaction holdings

Key Terms

dividend equivalent amount, restricted stock units, tax withholding obligations, Long-Term Compensation Plan

4 terms

dividend equivalent amount financial

"Issuance of additional shares representing dividend equivalent amount on vested restricted stock units."

restricted stock units financial

"Includes 127,921 unvested restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"Represents shares used to satisfy tax withholding obligations upon vesting of restricted stock units"

Long-Term Compensation Plan financial

"under the Company's Long-Term Compensation Plan."

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Raymond Christie

(Last) (First) (Middle)

N56 W17000 RIDGEWOOD DRIVE

(Street)

MENOMONEE FALLS WISCONSIN 53051

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
KOHLS Corp [ KSS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. EVP, Chief Marketing Off.

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/28/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/28/2026		A		341	A	(1)	238,662	D
Common Stock	03/28/2026		F		450(2)	D	$12.46	238,212(3)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Issuance of additional shares representing dividend equivalent amount on vested restricted stock units.

2. Represents shares used to satisfy tax withholding obligations upon vesting of restricted stock units and corresponding dividend equivalent amounts under the Company's Long-Term Compensation Plan.

3. Includes 127,921 unvested restricted stock units.

	By: Megan E. Glise, P.O.A.	03/31/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did KOHLS Corp (KSS) executive Raymond Christie report?

Raymond Christie reported routine compensation-related transactions. He received 341 Kohl’s common shares as dividend equivalents on vested restricted stock units and had 450 shares withheld at $12.46 each to cover tax obligations tied to those vestings.

Were Raymond Christie’s KOHLS Corp (KSS) transactions open-market stock trades?

No, the transactions were not open-market trades. The 341 shares were issued as dividend equivalents on vested restricted stock units, while 450 shares were withheld to satisfy tax liabilities under Kohl’s Long-Term Compensation Plan.

How many KOHLS Corp (KSS) shares does Raymond Christie hold after these transactions?

After the reported activity, Raymond Christie directly holds 238,212 Kohl’s common shares. This total includes a substantial equity compensation component, with 127,921 of those shares represented by unvested restricted stock units granted under the company’s Long-Term Compensation Plan.

What does the 450-share tax withholding transaction mean for KOHLS Corp (KSS)?

The 450-share disposition reflects shares withheld to pay taxes on vesting restricted stock units. It is a standard mechanism in equity compensation plans, not an open-market sale, and primarily affects the executive’s net share receipt rather than indicating trading sentiment.

What is the significance of dividend equivalent shares in the KOHLS Corp (KSS) Form 4?

Dividend equivalent shares compensate restricted stock unit holders as if they had received cash dividends. Christie’s 341 additional shares reflect dividend equivalents on vested restricted stock units, increasing his equity position without a cash purchase or market transaction.