Kohl's Corporation Announces 2024 Annual Meeting of Shareholders

Ticker: KSS · Form: DEF 14A · Filed: Apr 5, 2024 · CIK: 885639

Sentiment: neutral

Topics: Kohl's, Annual Meeting, Proxy Statement, Shareholders, Executive Compensation

TL;DR

<b>Kohl's Corporation will hold its 2024 Annual Meeting of Shareholders virtually on May 15, 2024, to elect directors and vote on executive compensation.</b>

AI Summary

KOHLS Corp (KSS) filed a Proxy Statement (DEF 14A) with the SEC on April 5, 2024. Annual Meeting of Shareholders scheduled for May 15, 2024, at 8:00 a.m. Central Time. Meeting will be held exclusively online via a live interactive webcast. Shareholders can vote and submit questions in advance or during the meeting. Proxy statement and form of proxy card made available on or about April 5, 2024. Key proposals include election of eleven directors and advisory vote on executive compensation.

Why It Matters

For investors and stakeholders tracking KOHLS Corp, this filing contains several important signals. The virtual format allows for broader shareholder participation and accessibility. The meeting agenda includes critical governance matters such as director elections and executive pay approval.

Risk Assessment

Risk Level: low — KOHLS Corp shows low risk based on this filing. The filing is a standard proxy statement (DEF 14A) and does not contain new financial performance data or significant strategic shifts, indicating a routine corporate event.

Analyst Insight

Shareholders should review the proxy materials to understand the director nominees and the advisory vote on executive compensation before the May 15th meeting.

Key Numbers

Key Players & Entities

FAQ

When did KOHLS Corp file this DEF 14A?

KOHLS Corp filed this Proxy Statement (DEF 14A) with the SEC on April 5, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by KOHLS Corp (KSS).

Where can I read the original DEF 14A filing from KOHLS Corp?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by KOHLS Corp.

What are the key takeaways from KOHLS Corp's DEF 14A?

KOHLS Corp filed this DEF 14A on April 5, 2024. Key takeaways: Annual Meeting of Shareholders scheduled for May 15, 2024, at 8:00 a.m. Central Time.. Meeting will be held exclusively online via a live interactive webcast.. Shareholders can vote and submit questions in advance or during the meeting..

Is KOHLS Corp a risky investment based on this filing?

Based on this DEF 14A, KOHLS Corp presents a relatively low-risk profile. The filing is a standard proxy statement (DEF 14A) and does not contain new financial performance data or significant strategic shifts, indicating a routine corporate event.

What should investors do after reading KOHLS Corp's DEF 14A?

Shareholders should review the proxy materials to understand the director nominees and the advisory vote on executive compensation before the May 15th meeting. The overall sentiment from this filing is neutral.

How does KOHLS Corp compare to its industry peers?

Kohl's Corporation operates as a major department store retailer in the United States, offering apparel, footwear, accessories, and home products.

Are there regulatory concerns for KOHLS Corp?

This filing is a proxy statement (DEF 14A) required by the SEC for public companies to solicit shareholder votes for annual meetings.

Industry Context

Kohl's Corporation operates as a major department store retailer in the United States, offering apparel, footwear, accessories, and home products.

Regulatory Implications

This filing is a proxy statement (DEF 14A) required by the SEC for public companies to solicit shareholder votes for annual meetings.

What Investors Should Do

  1. Review the list of director nominees and their qualifications.
  2. Understand the company's executive compensation practices and the advisory vote proposal.
  3. Prepare to vote or submit questions for the virtual Annual Meeting on May 15, 2024.

Key Dates

Year-Over-Year Comparison

This is a DEF 14A filing for the 2024 Annual Meeting, providing details on upcoming shareholder votes and meeting logistics.

Filing Stats: 4,676 words · 19 min read · ~16 pages · Grade level 13.6 · Accepted 2024-04-05 08:50:47

Key Financial Figures

Filing Documents

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 40 Proposal 2—Advisory Vote on the Approval of the Compensation of Our Named Executive Officers 42 Compensation Committee Report 42 Compensation Discussion and Analysis 64 Compensation Tables 64 Summary Compensation Table 66 Grants of Plan-Based Awards in 2023 67 Employment and Executive Compensation Agreements 68 Outstanding Equity Awards at Fiscal Year-End 69 Option Exercises and Stock Vested in 2023 69 Pension Benefits 69 Nonqualified Deferred Compensation 70 Potential Payments Upon Termination or Change of Control 80 CEO Pay Ratio 80 Pay versus Performance 85

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS, DIRECTORS, AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS, DIRECTORS, AND MANAGEMENT 87 Delinquent Section 16(a) Reports 88 AUDIT MATTERS 88 Proposal 3—Ratification of the Appointment of Our Independent Registered Public Accounting Firm 89 Report of the Audit Committee 90 Fees Paid to Ernst & Young 90 Pre-Approval Policies and Procedures 91 MANAGEMENT PROPOSAL 91 Proposal 4—Approval of the Kohl's Corporation 2024 Long-Term Compensation Plan 92 General Description of the Plan 93 Administration 93 Eligibility 93 General Terms and Conditions of Awards 95 Shares of Common Stock Available 95 Performance Goals 96 Minimum Vesting 96 Dividends and Dividend Equivalents 96 Effect of Change of Control 97 Suspension or Termination of Awards; Clawback Provisions 97 Amendments 97 Certain Federal Income Tax Consequences 99 New Plan Benefits 101 Equity Compensation Plan Information 102 SHAREHOLDER PROPOSAL 102 Proposal 5—Shareholder Proposal—Corporate Financial Sustainability Report 104 A-1 ANNEX A—KOHL'S CORPORATION 2024 LONG-TERM COMPENSATION PLAN TABLE OF CONTENTS General Information Meeting Logistics Date and Time Virtual Meeting—Live Interactive Webcast Record Date May 15, 2024 8:00 a.m. Central Time www.cesonlineservices.com/kss24_vm Close of business on March 20, 2024 Admission Date of Distribution Admission to the Annual Meeting is restricted to shareholders of record as of the record date and/or their designated representatives. Shareholders and/or their designated representatives will need to pre-register by 8:00 a.m. Central Time on May 14, 2024, by visiting www.cesonlineservices.com/kss24_vm . Please have your notice regarding availability of proxy materials containing your control number available and follow the instructions to complete your registration request.

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