Kohls Corp (NYSE: KSS) CLO gets shares and withholds stock for taxes

Rhea-AI Filing Summary

KOHLS Corp senior executive Jennifer J. Kent reported routine equity compensation activity in company common stock. On March 25, 2026, she acquired 743 shares at no cost as dividend equivalents on vested restricted stock units, while 2,051 shares were withheld at $12.35 per share to cover tax obligations at vesting. After these transactions, she directly owned 211,316 shares, including 97,128 unvested restricted stock units.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Kent Jennifer J.

Role Sr. EVP, CLO & Corp. Sec.

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	743	$0.00	--
Tax Withholding	Common Stock	2,051	$12.35	$25K

Holdings After Transaction: Common Stock — 213,367 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 97,128 unvested restricted stock units.

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^*

Kent Jennifer J.

(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, CLO & Corp. Sec.

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

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	03/25/2026		A		743	A	(1)	213,367	D
Common Stock	03/25/2026		F		2,051(2)	D	$12.35	211,316(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 97,128 unvested restricted stock units.

	By: Megan E. Glise, P.O.A.	03/26/2026
	** 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 Jennifer J. Kent report?

Jennifer J. Kent reported receiving 743 KOHLS Corp shares as a stock award and having 2,051 shares withheld for taxes. Both transactions involved common stock related to vested restricted stock units under the company’s long-term compensation plan.

Were Jennifer J. Kent’s KOHLS Corp (KSS) transactions open-market buys or sells?

No, the reported transactions were not open-market buys or sells. They reflect an equity grant and shares withheld to satisfy tax obligations upon vesting of restricted stock units, which are routine compensation-related events rather than discretionary trading in the market.

How many KOHLS Corp (KSS) shares did Jennifer J. Kent hold after these transactions?

After the reported Form 4 transactions, Jennifer J. Kent directly held 211,316 KOHLS Corp common shares. This total includes both vested shares and 97,128 unvested restricted stock units that remain subject to vesting conditions under the company’s long-term compensation plan.

What was the purpose of the 2,051 KOHLS Corp (KSS) shares disposed of by Jennifer J. Kent?

The 2,051 shares were used to satisfy tax withholding obligations tied to the vesting of restricted stock units and related dividend equivalents. This tax-withholding disposition is an automatic, compensation-driven event rather than a voluntary sale into the open market.

What does the 743-share award to Jennifer J. Kent at KOHLS Corp (KSS) represent?

The 743 additional shares issued to Jennifer J. Kent represent dividend equivalent amounts on vested restricted stock units. Instead of receiving cash dividends, she received these common shares as part of the company’s long-term equity compensation structure for senior executives.