KOHLS Corp 8-K, filed Oct 29, 2026
KOHLS Corp (KSS)
About this 8-K
KOHLS Corp filed this 8-K on October 29, 2026.
Kohl’s appointed Stacy Taffet as an independent director on October 29, 2026, expanding its Board to 9 directors. She will serve on the Audit Committee and is expected to receive approximately $145,000 in restricted shares on November 13, 2026. AI summary
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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.
Item 7.01 Regulation FD Disclosure.
On October 29, 2026, the Company issued a press release announcing the appointment of Ms. Taffet to the Board. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 7.01, including Exhibit 99.1 attached hereto, is furnished solely pursuant to Item 7.01 of Form 8-K. Consequently, such information is not deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Further, the information in this Item 7.01, including Exhibit 99.1, shall not be deemed to be incorporated by reference into the filings of the registrant under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Cautionary Statement Regarding Forward-Looking Information
This Current Report on Form 8-K, including the press release furnished as Exhibit 99.1 hereto, contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The Company intends forward-looking terminology such as “will,” “believes,” “expects,” “may,” “should,” “could,” “intends,” “anticipates,” “estimates,” “plans,” or similar expressions to identify forward-looking statements. Forward-looking statements include, but are not limited to, statements regarding director committee assignments; the expected timing, value, and vesting of director equity awards; board refreshment; and the Company’s strategic direction. Forward-looking statements are based on management’s then current views and assumptions and, as a result, are subject to certain risks and uncertainties that could cause the Company’s actual results to differ materially from those projected. These risks and uncertainties include, but are not limited to, risks described more fully in Item 1A in the Company’s Annual Report on Form 10-K, in subsequent Quarterly Reports on Form 10-Q, and in other filings with the SEC, which are expressly incorporated herein by reference. Forward-looking statements relate only to the date initially made, and the Company undertakes no obligation to update them.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. |
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Description |
99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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KOHL'S CORPORATION |
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Date: |
October 29, 2026 |
By: |
/s/ Jennifer Kent |
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Jennifer Kent |
Exhibit 99.1
Stacy Taffet Appointed to Kohl's Board of Directors
Taffet, Chief Growth and Marketing Officer for The Hershey Company, brings more than 20 years of consumer brands, marketing, and strategic leadership experience
MENOMONEE FALLS, Wis. (October 29, 2026) – Kohl’s (NYSE: KSS) today announced that Stacy Taffet has joined its Board of Directors (the "Board") as an independent director. Ms. Taffet, Chief Growth and Marketing Officer for The Hershey Company, brings more than 20 years of leadership experience at large consumer goods brands, including 15 years of progressive leadership at PepsiCo. With deep experience driving transformation strategies and growth initiatives, Ms. Taffet will add additional depth to Kohl's Board.
"We are pleased to welcome Stacy to the Board," said Wendy Arlin, Board Chair. "Throughout her career, she's been instrumental in driving meaningful growth, innovation, and value creation at large, global consumer companies. She has a strong focus on putting the customer at the center of key decisions and strategies. She will be an excellent addition to our Board as we continue to work with Kohl's leadership team to drive transformation at Kohl's and create value for our shareholders."
Ms. Taffet's appointment is part of the ongoing Board refreshment process at Kohl's, which continues to bring in relevant, experienced leaders.
Ms. Taffet has been appointed to a term expiring at Kohl's 2027 annual shareholders' meeting and is expected to stand for election by Kohl's shareholders at that time. She will initially serve on the Board's Audit Committee. With Ms. Taffet's appointment, the Board consists of 9 directors, 8 of whom are independent.
"I'm honored to join the Kohl's Board," said Taffet. "Kohl's is a storied retailer with an important place in the retail industry. There is great opportunity for the future, and I'm excited to join the Board at a time when much of that opportunity is still ahead of us. I am committed to being a productive voice in the boardroom, supporting growth strategies, and delivering shareholder value."
About Stacy Taffet
Taffet has been Chief Growth and Marketing Officer for The Hershey Company since April 2025, where she is responsible for driving transformative growth and marketing strategies across the company's expanding snacks portfolio. She manages creative investment, brand reach and relevance, innovation, research and development, and brand reputation. She has more than 20 years of leadership experience as a global consumer packaged goods executive, including a distinguished career at PepsiCo spanning multiple brand portfolios, including Senior Vice President of Beverage Portfolio Strategy and Marketing. Prior to PepsiCo, Taffet began her career in marketing at American Express Company. Taffet has a Master of Business Administration from Harvard Business School.
Cautionary Statement Regarding Forward-Looking Information
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding board refreshment, director committee assignments, and Kohl’s strategic direction. Words such as “will,” “believes,” “anticipates,” “plans,” “may,” “intends,” “should,” “expects" and similar expressions are intended to identify forward-looking statements. Forward-looking statements are based on management’s then current views and assumptions and, as a result, are subject to certain risks and uncertainties, which could cause Kohl’s actual results to differ materially from those projected. These risks and uncertainties include, but are not limited to, risks described more fully in Item 1A in Kohl’s Annual Report on Form 10-K and other factors as may periodically be described in Kohl’s filings with the SEC, which are expressly incorporated herein by reference. Forward-looking statements relate to the date initially made, and Kohl’s undertakes no obligation to update them.
About Kohl’s
Kohl’s (NYSE: KSS) is a leading omnichannel retailer built on a foundation that combines great brands, incredible value and convenience for our customers. Kohl’s is uniquely positioned to deliver against its long-term strategy and its purpose to take care of families’ realest moments. Kohl's serves millions of families in its more than 1,100 stores in 49 states, online at Kohls.com, and through the Kohl's App. With a large national footprint, Kohl’s is committed to making a positive impact in the communities it serves. For a list of store locations or to shop online, visit Kohls.com. For more information about Kohl’s impact in the community or how to join our winning team, visit Corporate.Kohls.com.
Media Contact
Jen Johnson, 262-703-5241, jen.johnson@kohls.com