Kohl's Corp (KSS) director boosts holdings with 106 restricted shares

Rhea-AI Filing Summary

Kohl's CorpDecember 24, 2025, the director received 106 shares of common stock as an award of additional restricted stock in lieu of the company’s $0.125 per share dividend that was payable on that date. These dividend-equivalent restricted shares vest on the same schedule as the director’s underlying restricted stock holdings.

After this transaction, the director beneficially owns 30,273 shares of Kohl’s common stock, which includes 18,394 unvested restricted shares. The filing indicates the ownership is held directly by the reporting person and reflects non-derivative equity compensation rather than an open-market purchase or sale.

12/29/2025 - 07:14 AM

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

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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^*

Villagomez Adolfo

(Last) (First) (Middle)

N56 W17000 RIDGEWOOD DRIVE

(Street)

MENOMONEE FALLS WI 53051

(City) (State) (Zip)

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

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/24/2025

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

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

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

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	12/24/2025		A		106	A	(1)	30,273(2)	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. Award of additional restricted stock in lieu of $0.125 per share dividend issued by the Company on all common stock, which was payable on December 24, 2025. These shares vest on the same schedule as the underlying shares of restricted stock.

2. Includes 18,394 unvested shares of restricted stock.

	By Megan E. Glise, P.O.A.	12/29/2025
	** 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.

FAQ

What insider transaction did Kohl's Corp (KSS) report in this Form 4?

The filing reports that a Kohl's Corp director received 106 shares of common stock on December 24, 2025 as additional restricted stock awarded in lieu of a $0.125 per share dividend paid on all common stock.

Was the Kohl's Corp (KSS) insider transaction a purchase or a stock award?

The transaction was reported with a code indicating an acquisition (A) of shares, described as an award of additional restricted stock in lieu of the cash dividend, not an open-market purchase.

How many Kohl's Corp (KSS) shares does the reporting person own after this transaction?

Following the reported transaction, the director beneficially owns 30,273 shares of Kohl's Corp common stock, as disclosed in the Form 4.

How many unvested restricted Kohl's Corp (KSS) shares are included in the director’s holdings?

The total beneficial ownership of 30,273 shares includes 18,394 unvested restricted shares, according to the explanation of responses.

Why did the Kohl's Corp (KSS) director receive 106 additional restricted shares?

The director received 106 additional restricted shares as an award in lieu of the company’s $0.125 per share dividend on restricted stock, with these new shares vesting on the same schedule as the existing restricted stock.

Does the Kohl's Corp (KSS) Form 4 mention derivative securities for this insider?

The Form 4 includes a table for derivative securities, but for this reporting person no derivative security transactions or holdings are listed in that table.