Jones Nicholas D. G. 4

What Happened

• Nicholas D. G. Jones, Chief Merchandising Officer of Kohl's (KSS), received an award of 997 shares on 2026-03-25 related to vested restricted stock units (RSUs). On the same date, 2,772 shares were surrendered/withheld to satisfy tax withholding obligations at $12.35 per share, producing proceeds of $34,234. The award of 997 shares includes dividend-equivalent shares tied to the vested RSUs.

Key Details

• Transaction date: 2026-03-25; Form 4 filed 2026-03-26 (timely).
• Award: 997 shares issued (code A). No per-share price applicable for the award.
• Tax withholding: 2,772 shares withheld/disposed (code F) at $12.35 per share — total value $34,234.
• Reported holdings note: filing indicates this holding position includes 146,111 unvested RSUs (footnote F3).
• Footnotes: F1 = issuance of dividend-equivalent shares on vested RSUs; F2 = shares used to satisfy tax withholding; F3 = includes 146,111 unvested RSUs.
• Filing timeliness: Reported within one day of the transaction (not marked late).

Context

• These transactions are routine compensation events: issuance of shares upon RSU vesting and surrender of shares to satisfy tax withholding. The withholding disposition is not an open-market sale and typically does not signal a change in insider sentiment.