Kohls Corp SEC Filings

Kohl’s Corporation declared a regular quarterly cash dividend of $0.125 per share on its common stock. The dividend will be paid on June 24, 2026, to shareholders of record at the close of business on June 10, 2026.

At its 2026 Annual Meeting of Shareholders, Kohl’s reported strong preliminary support for all four proposals. All eight director nominees were elected with an average favorable vote above 97%, executive pay received over 94% support, the auditor ratification received over 95%, and the amended 2024 Long-Term Compensation Plan was approved with over 95% of votes cast.

Kohl's Corp Chief Executive Officer Michael J. Bender reported routine equity compensation activity involving restricted stock units. He received 17,080 shares of common stock as a grant or award tied to vested restricted stock units and related dividend equivalents. Separately, 210,811 shares were used to satisfy tax withholding obligations upon vesting, at a reference price of $11.77 per share, which is not an open‑market sale. After these transactions, he directly holds 804,873 shares of common stock, which the disclosure states includes 311,475 unvested restricted stock units under the company’s long-term compensation plan.

Kohl's Corporation Schedule 13G: American Century Investment Management, American Century Companies and Stowers Institute each report beneficial ownership of 5,821,326 shares of Kohl's common stock, representing 5.2% of the class as of 03/31/2026. The filing lists sole voting and dispositive power for each holder.

Vanguard Portfolio Management reported beneficial ownership of 7,096,338 shares of Kohl's Corp Common Stock as of 03/31/2026, representing 6.32% of the class. The filing shows sole dispositive power over 7,096,338 shares and sole voting power for 46,198 shares. The disclosure states these holdings include securities held for Vanguard funds and managed clients and attributes voting/dispositive authority to Vanguard Portfolio Management LLC and affiliated business divisions.

Kohl's Corp senior executive Mari Steinmetz reported routine equity compensation activity and a small pre-planned share sale. She received 513 shares of common stock as a dividend-equivalent grant tied to vested restricted stock units, while 1,246 shares were withheld to cover tax obligations on those vestings under the company’s long-term compensation plan.

Steinmetz also sold 351 shares of common stock in an open-market transaction at $13.51 per share, executed automatically under a previously adopted Rule 10b5-1 trading plan. After these transactions, she directly holds 243,254 common shares, including 218,156 unvested restricted stock units, indicating the sale was small relative to her overall position.

KSS submitted a Form 144 reporting 351 shares of Common Stock to be sold in connection with restricted stock vesting on 04/14/2026. The filing also lists recent dispositions by Mari A. Steinmetz: 1,583 shares for $20,278.23 on 03/20/2026, 457 shares for $5,712.50 on 03/26/2026, 606 shares for $7,471.98 on 03/30/2026, 107 shares for $1,353.55 on 03/31/2026, 1,847 shares for $24,029.47 on 04/01/2026, and 112 shares for $1,453.76 on 04/06/2026. The trades are listed as compensation-related or open-market dispositions in the excerpt.

Kohl’s Corporation is asking shareholders to vote on four key items at its 2026 virtual Annual Meeting on May 20, 2026. Proposals cover electing eight directors, an advisory say-on-pay vote, ratifying Ernst & Young as auditor, and approving an amended 2024 long‑term compensation plan. The Board recommends voting “FOR” all items.

The Board highlights an independent Chair, 7 of 8 independent nominees, active refreshment and increased gender and racial/ethnic diversity. In 2025, Kohl’s generated $1.4 billion in operating cash flow, a $700 million increase, ended with $1.16 billion in working capital and no revolver borrowings, and improved diluted EPS.

Executive pay is positioned as pay‑for‑performance: 2025 annual incentives paid at 185.4% of target on $14.724 billion Merchandise Sales and 3.3% Adjusted Operating Margin. Performance share units are tracking strongly, but the Compensation Committee used negative discretion, capping payouts at 127% of target after 55% say‑on‑pay support prompted extensive shareholder engagement.

Kohl's Corp reported that Dimensional Fund Advisors beneficially owned 6,342,340 shares of Common Stock, representing 5.7% of the class as of 03/31/2026. The filing states Dimensional has sole voting power for 6,231,767 shares and sole dispositive power for 6,342,340 shares. The schedule includes a Note clarifying that the reported shares are owned by managed Funds and that Dimensional disclaims beneficial ownership.

Kohl's Corp senior executive Mari Steinmetz reported a small open-market stock sale. On this Form 4, she sold 112 shares of Kohl's common stock at $12.98 per share.

After the sale, she directly holds 244,338 shares, which includes 220,294 unvested restricted stock units. The filing notes the sale was executed automatically under a previously disclosed Rule 10b5-1 trading plan adopted by Steinmetz, indicating it was pre-scheduled rather than a discretionary trade.

KSS affiliate filed a Form 144 to sell 112 shares of Common Stock. The filing lists Fidelity Brokerage Services LLC as the broker and notes the 112 shares relate to restricted stock vesting on 04/01/2026 with an execution/filing date of 04/06/2026.

The filing also discloses recent sales by Mari A. Steinmetz during the prior three months: 1,583 shares on 03/20/2026, 457 shares on 03/26/2026, 606 shares on 03/30/2026, 107 shares on 03/31/2026, and 1,847 shares on 04/01/2026.