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COSSET YAEL reported acquisition or exercise transactions in this Form 4 filing.
Kohl's Corp director Yael Cosset received a stock award that increases her ownership stake. She was granted 13,514 shares of Kohl's common stock as a compensation award under the company’s Long-Term Compensation Plan, at no purchase price.
The award consists of restricted shares that vest in full on the earlier of the first anniversary of the grant date or the date of Kohl's next annual shareholder meeting. After this grant, Cosset directly holds a total of 70,578 Kohl's shares, including 13,514 unvested restricted shares that will only become fully hers once they vest.
Arlin Wendy C. reported acquisition or exercise transactions in this Form 4 filing.
Kohl’s Corp director Wendy C. Arlin received an equity award of 16,380 deferred restricted stock units of common stock. The award was granted under the company’s Long-Term Compensation Plan at no cash purchase price.
These units vest in full on the earlier of the first anniversary of the grant date or the company’s next annual meeting, and will be settled in common shares when she terminates service as a director. Following this grant, she directly holds 54,578 shares of Kohl’s common stock, including 16,380 unvested deferred restricted stock units.
Kohl’s Corporation reported that shareholders approved its 2024 Long-Term Compensation Plan as amended, expanding equity incentives and updating governance terms. The plan adds 5,200,000 shares of Kohl’s common stock authorized for issuance, bringing the aggregate authorization to 12,850,000 shares, plus 4,785,851 unused shares from prior awards as of March 29, 2024. The term of the plan is extended ten years through May 20, 2036, and total annual compensation for any non-employee director is capped at $750,000, including cash and equity. Shareholders also elected eight directors, approved advisory executive compensation, and ratified Ernst & Young LLP as independent auditor.
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 594,062 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.