KOHLS Corp (KSS) SEC Filings, Dec 2025-Mar 2026

Kohl’s Corporation reports that 2025 was a mixed year, with softer sales but stronger profitability and cash generation. Net sales fell 4.0% to $14.8 billion and comparable sales declined 3.1%, as transactions decreased across most categories except Accessories.

Gross margin improved to 37.5% of net sales, helped by tighter inventory, fewer markdowns, and moderating shrink. SG&A expenses fell 4.1% to $5.1 billion, roughly flat as a percentage of revenue. Operating income rose to $624 million from $433 million, aided by a $129 million gain from a credit card interchange fee settlement; adjusted operating income was essentially flat at $510 million.

Net income increased to $272 million, or $2.38 per diluted share, versus $109 million or $0.98 a year earlier. Cash flow from operations more than doubled to $1.4 billion, enabling repayment of $353 million of 4.25% notes due 2025 and open‑market repurchases of $87 million of other debt, partially offset by issuing $360 million of 10.000% senior secured notes due 2030.

Management guides 2026 net sales and comparable sales to range from down 2% to flat, with adjusted operating margin of 2.8–3.4% and adjusted diluted EPS of $1.00–$1.60, alongside planned capital expenditures of $350–$400 million and a quarterly dividend of $0.125 per share.

Kohl's Corp senior executive Jennifer J. Kent reported routine equity compensation activity in company stock. She acquired 7,370 shares of common stock at no cost as a grant tied to vested restricted stock units and related dividend equivalents. On the same date, 12,846 shares were withheld at $13.18 per share to cover tax obligations from the vesting, which is not an open-market sale. After these transactions, she directly owned 198,481 shares of common stock, including 102,793 unvested restricted stock units. These events reflect standard long-term compensation and tax withholding mechanics rather than discretionary market trading.

Kohl’s Corporation reported fourth-quarter and full-year fiscal 2025 results showing stronger profitability and cash generation despite lower sales. Q4 2025 net sales were $4,972 million versus $5,175 million a year earlier, but gross margin improved to 33.1% and SG&A dollars fell.

Quarterly net income rose to $125 million from $48 million, with diluted EPS increasing to $1.07 from $0.43. For fiscal 2025, net income reached $272 million versus $109 million and diluted EPS was $2.38 versus $0.98. Operating cash flow grew to $1,380 million and free cash flow to $1,008 million, helping lift cash to $674 million and reduce borrowings under the revolver to zero.

The company highlighted an adjusted net debt plus leases to EBITDAR leverage ratio of 2.1x, down from an unadjusted 4.0x. For 2026, Kohl’s guides full-year net and comparable sales to flat to a 2% decline, adjusted operating margin of 2.8%–3.4%, and adjusted diluted EPS of $1.00–$1.60, with planned capital expenditures of $350–$400 million. The board previously declared a quarterly cash dividend of $0.125 per share, payable on April 1, 2026 to shareholders of record on March 18, 2026.

Kohl's Corp executive Mari Steinmetz, the Sr. EVP and Chief People Officer, has filed an initial ownership report on Form 3. The filing shows direct beneficial ownership of 62,257 shares of common stock, including 52,077 unvested restricted stock units that represent additional equity-based compensation.

Kohl’s Corporation announced a leadership change in its human resources organization. Effective February 27, 2026, the company promoted Mari Steinmetz to Senior Executive Vice President, Chief People Officer and designated her as an executive officer.

Steinmetz has been Executive Vice President, Chief People Officer since March 2023 and will continue leading talent, culture, and HR strategy, including recruitment, associate development, compensation, benefits, and organizational culture. She joined Kohl’s in 2010 after holding human resources leadership roles at Target and has more than twenty years of retail and HR experience.

Kohl’s Corporation announced that its Board of Directors has declared a regular quarterly cash dividend of $0.125 per share on its common stock. This payment reflects ongoing cash returns to shareholders through a recurring dividend.

The dividend will be payable on April 1, 2026 to shareholders of record at the close of business on March 18, 2026, meaning investors must own the shares before the record date to receive it. The company also issued a press release providing these details, which is included as an exhibit to the report.

The Goldman Sachs Group, Inc. and Goldman Sachs & Co. LLC report beneficial ownership of 4,700,699.77 shares of Kohl's Corporation common stock, representing 4.2% of the outstanding class as of 12/31/2025. The shares are held with shared voting and dispositive power and no sole voting or dispositive authority.

The holders state that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Kohl's. The position is reported as ownership of 5 percent or less of the class.

Kohl’s Corporation reported a planned leadership change, announcing that Fred Hand, its Senior Executive Vice President and Director of Stores, will retire effective April 3, 2026. The company states there are no changes to Mr. Hand’s compensation or other employment terms in connection with this retirement.

Any benefits he may receive will be governed by an existing Executive Compensation Agreement dated September 25, 2023 between Kohl’s, Inc. and Mr. Hand. The update is limited to this succession-related disclosure and does not describe additional management or strategic changes.

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.