AI brief of an SEC Form 8-K · Kohl's (KSS)

Kohl's shareholders approve 2024 Long-Term Compensation Plan, adding 5.2 million shares

Neutral Impact 3 of 5 shareholder Written later

At its May 20, 2026 annual meeting, Kohl's shareholders approved an amended and restated 2024 Long-Term Compensation Plan. The changes add 5,200,000 shares, extend the plan's term to May 20, 2036, and cap total annual pay for any non-employee director at $750,000 per board service year. For shareholders, the vote affects how much stock the company can use for executive and director pay.

Key points

  • Plan approved with 67,394,833 votes for, 3,271,609 against and 286,944 abstentions (Proposal 4).
  • Shares authorized for issuance rise by 5,200,000 under the amended plan.
  • Plan term extended ten years, through May 20, 2036.
  • Non-employee director pay capped at $750,000 per board service year, including cash and equity.

The filing

CompanyKohl's (KSS)
Form8-K, current report
Filed with the SECMay 21, 2026, 5:30 PM ET
Accession number0001193125-26-234927

Items reported: 5.02 Director / Officer Change5.07 Shareholder Vote Results

Read the filing on SEC.gov ↗

Written by AI (Anthropic Claude, claude-haiku-5-5) on Nov 8, 2026, 1:49 AM ET, from the text of the filing and its press-release exhibits only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on May 21, 2026.

Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.