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

     Date of Report (Date of earliest event reported): August 27, 2026

    

KOHL'S CORPORATION

(Exact name of Registrant as Specified in Its Charter)


Wisconsin	001-11084	39-1630919
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

N56 W17000 Ridgewood Drive
Menomonee Falls, Wisconsin		53051
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: 262 703-7000

    

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $.01 par value	KSS	New York Stock Exchange

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 August 31, 2026, Kohl’s Corporation (the “Company”) announced that Nick Jones, the Company’s Chief Merchandising Officer, will be departing the Company effective October 1, 2026. In connection with his departure, Mr. Jones is entitled to receive separation benefits in accordance with the terms of the Executive Compensation Agreement, dated March 20, 2023, between Kohl’s, Inc. and Mr. Jones.

On August 27, 2026, Ryan M. Waymire accepted his appointment as Chief Merchandising Officer of the Company, effective September 28, 2026. Mr. Waymire has extensive merchandise, fashion, brand management, and progressive executive leadership experience at several large retailers, including Walmart, Wayfair, FabFitFun, Amazon, and Target. He most recently served as Senior Vice President of Fashion at Walmart U.S. Prior to that, he was General Manager and Brand President for Birch Lane at Wayfair, Senior Vice President of Merchandising and Brand Partnerships at FabFitFun, and Divisional Merchandise Manager and General Manager across multiple apparel categories at Amazon. Earlier in his career, Mr. Waymire spent nine years at Target in progressive buying, sourcing, and merchandising roles.

Item 7.01 Regulation FD Disclosure.

On August 31, 2026, the Company issued a press release announcing the executive leadership transition described in Item 5.02 above. 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 executive leadership transitions 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.		Description
99.1		Press Release dated August 31, 2026, naming Ryan M. Waymire Chief Merchandising Officer
104		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.


			KOHL'S CORPORATION

Date:	August 31, 2026	By:	/s/ Jennifer Kent
			Jennifer Kent Senior Executive Vice President, Chief Legal Officer and Corporate Secretary

EX-99.1 2 kss-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

Kohl's Names Ryan M. Waymire Chief Merchandising Officer

MENOMONEE FALLS, Wis., August 31, 2026 - Kohl's (NYSE: KSS) today announced that Ryan M. Waymire has been named Chief Merchandising Officer, reporting to CEO Michael J. Bender, effective September 28. Waymire has 25 years of experience at large retailers including Walmart, Amazon and Target, most recently serving as SVP of Fashion at Walmart U.S. He has a proven record of transforming merchandise strategies for a broad customer base and driving results by balancing fundamental merchandising excellence with innovation.

In the role of Chief Merchandising Officer, Waymire will be responsible for Kohl's overall merchandise strategy and all merchandising functions, including buying, omnichannel merchandising, product design and development, allocation and planning, sourcing, and product portfolio strategy.

"I am thrilled to have Ryan join the team. As we intentionally build our business for the future, Ryan will take the next step with our merchandising teams in modernizing our overall product offering - with customers at the center of all decisions," said Bender. "Ryan has deep experience in understanding how to refresh and drive a merchandise strategy for a broad U.S. customer base, and he has an innovative way of integrating meaningful collaborations and social media influencers into product stories. He is an energetic and inspirational leader, with strong partner relationships, and I know he will be an excellent addition to our senior leadership team. He will hit the ground running with our teams."

"I'm excited to join Kohl's at a transformational moment for the company and for retail," said Waymire. "Throughout my career, I've focused on helping retailers and brands deliver what customers want and need while also inspiring them with stylish, high-quality products that bring joy to their lives. I look forward to helping shape Kohl's merchandising strategy and delivering differentiated products and experiences that surprise and delight customers across the country."

Waymire has deep merchandise, fashion, brand management, and progressive executive leadership experience at several large retailers including Walmart, Wayfair, FabFitFun, Amazon, and Target. Most recently, he was SVP of Fashion at Walmart U.S. Prior to that, he was GM, Brand President for BirchLane at Wayfair, SVP of Merchandising and Brand Partnerships at FabFitFun, and managed apparel and brand partnership at Amazon. Earlier in his career, he spent nearly a decade at Target in progressive buying, sourcing, and merchandising roles. Waymire has an MBA from Saint Louis University.

Waymire replaces Nick Jones, who has been serving as Kohl's Chief Merchandising Officer since 2023.

"Nick has played a key leadership role in driving our merchandise strategy, curating our national and private brand portfolio, and improving processes in the way we work," said Bender. "I want to thank Nick for his leadership and contributions to Kohl's. We wish him all the best in his next chapter."

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. 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 executive leadership transitions 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.

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.

Contact

Jen Johnson, (262) 703-5241, jen.johnson@kohls.com