KOHLS Corp (KSS): director Stacy Taffet elected to the board

Events in this filing

Item 5.02 as filed

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers .
On October 29, 2026, the Board of Directors (the “Board”) of Kohl’s Corporation (the “Company”) increased the size of the Board from eight to nine members and appointed Stacy Taffet as a director to fill the new Board seat, effective on that date. Ms. Taffet will initially serve on the Audit Committee of the Board.
There are no family relationships between Ms. Taffet and any director or executive officer of the Company, and no arrangements or understandings between Ms. Taffet and any other person pursuant to which she was selected as a director. Since February 2, 2025, there have been no transactions, and there are no currently proposed transactions, to which the Company was or is a participant and in which Ms. Taffet had or is to have a direct or indirect material interest that would require disclosure pursuant to Item 404(a) of Regulation S-K.
As a non-employee director of the Company, Ms. Taffet will participate in the Company’s Non-Employee Director Compensation Program, as described in Exhibit 10.8 of the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026. Pursuant to the Non-Employee Director Compensation Program, Ms. Taffet is expected to receive an equity award on November 13, 2026. This award, which will be comprised of restricted shares, will have a grant date fair value of approximately $145,000, calculated in accordance with FASB ASC Topic 718. The restricted shares will vest on the first anniversary of the grant date.