[Form 4] Kohls Corporation Insider Trading Activity

Rhea-AI Filing Summary

Form 4 filing – Kohl’s Corporation (KSS)

Director Jonas Prising reported the acquisition of 323 shares of Kohl’s common stock on 25 Jun 2025. The shares are additional restricted stock issued in lieu of the company’s $0.125 cash dividend paid the same day and will vest on the same schedule as the underlying grant. No sale was reported (transaction code “A”). After the award, Prising owns 98,685 shares directly, including 21,285 unvested restricted shares. No derivative securities were listed and ownership remains direct.

Positive

• Director acquired 323 shares, bringing total direct ownership to 98,685 shares, modestly increasing insider alignment with shareholders.

Negative

• None.

Insights

Securities Analyst

TL;DR: Small, routine insider acquisition; signals alignment but immaterial for valuation.

The 323-share award is a dividend-equivalent adjustment and represents less than 0.4% of Prising’s total holdings. While insider acquisitions are generally viewed favorably, the size and nature (automatic dividend reinvestment) make this filing largely non-material to Kohl’s valuation or liquidity. No sales or derivative activity were reported, indicating no change in sentiment. For investors, this is a routine housekeeping disclosure rather than a catalyst.

Corporate Governance Expert

TL;DR: Governance-neutral filing; reflects standard dividend policy compliance.

The transaction complies with SEC Rule 16(a) disclosure and reflects Kohl’s practice of issuing restricted stock in lieu of cash dividends to insiders. This maintains equity alignment without affecting free float. Because the award vests with existing grants, there is no acceleration risk or unusual compensation element. Overall governance impact is neutral; transparency is adequate and no red flags emerge.

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^*

PRISING JONAS

(Last) (First) (Middle)

N56 N17000 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)
06/25/2025

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	06/25/2025		A		323	A	(1)	98,685(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 a $0.125 per share dividend issued by the Company on all Common Stock, which was payable June 25, 2025. These shares vest on the same schedule as the underlying shares of restricted stock.

2. Includes 21,285 unvested shares of restricted stock.

	By Megan E. Glise, P.O.A.	06/27/2025
	** 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

How many shares did Kohl’s (KSS) director Jonas Prising acquire?

He acquired 323 restricted shares on 25 Jun 2025.

What is Jonas Prising’s total Kohl’s share ownership after the transaction?

After the award, he directly owns 98,685 common shares, including 21,285 unvested shares.

Why were the new shares issued to the director?

They were issued in lieu of the $0.125 per-share cash dividend paid on Kohl’s common stock.

Does the Form 4 report any sales of Kohl’s shares?

No. The filing only reports an acquisition; no shares were sold.

Are the newly acquired shares vested?

Not yet. They will vest on the same schedule as the underlying restricted-stock grant.