Kohl's (NYSE: KSS) EVP Fred Hand reports stock grant and tax withholding

Rhea-AI Filing Summary

Kohl's Corp senior executive Fred Hand reported routine equity compensation activity. He acquired 12,073 shares of common stock on March 19, 2026 as settlement of performance share units under the company’s Long-Term Compensation Plan, with no cash price per share reported.

On the same date, 2,933 shares were withheld by Kohl's at $12.03 per share to satisfy tax withholding obligations tied to this vesting. After these transactions, Hand directly owns 260,296 common shares, which the filing states include 153,325 unvested restricted stock units.

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^*

Hand Fred

(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, Director of Stores

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2026

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	03/19/2026		A		12,073(1)	A	$0	263,229	D
Common Stock	03/19/2026		F		2,933(2)	D	$12.03	260,296(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. Shares acquired in settlement of performance share units (which were not derivative securities) received under the Company's Long-Term Compensation Plan.

2. Represents shares withheld by Issuer to satisfy tax withholding obligations on shares acquired on March 19, 2026 in settlement of performance share units reflected in Footnote 1.

3. Includes 153,325 unvested restricted stock units.

	By: Megan E. Glise, P.O.A.	03/20/2026
	** 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 transaction did Kohl's (KSS) executive Fred Hand report?

Fred Hand reported a grant of 12,073 Kohl's common shares from performance share units vesting under the Long-Term Compensation Plan. The filing classifies this as a grant, award, or other acquisition rather than an open-market stock purchase.

Were any Kohl's (KSS) shares sold by Fred Hand in this Form 4?

The Form 4 shows 2,933 shares disposed for tax withholding at $12.03 per share. These shares were withheld by Kohl's to satisfy tax obligations on vested performance share units, not sold in an open-market transaction.

How many Kohl's (KSS) shares does Fred Hand hold after the reported transactions?

After the March 19, 2026 transactions, Fred Hand directly holds 260,296 Kohl's common shares. The filing specifies that this total includes 153,325 unvested restricted stock units, reflecting both vested and unvested equity-based compensation.

What is the nature of the stock grant to Kohl's (KSS) executive Fred Hand?

The 12,073 acquired shares were settlement of performance share units granted under Kohl's Long-Term Compensation Plan. The footnotes clarify these performance share units were not derivative securities and converted into common stock upon vesting.

Does this Kohl's (KSS) Form 4 indicate any option exercises by Fred Hand?

The disclosed activity involves performance share units and tax withholding, not option exercises. The derivativeSummary section is empty, indicating no reported option or other derivative transactions in this particular Form 4 filing.