KOHL'S CORPORATION



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):  May 14, 2015



     KOHL’S CORPORATION     

(Exact name of registrant as specified in its charter)


Commission File Number:   001-11084


 

 

       Wisconsin        

(State or other jurisdiction
of incorporation)

39-1630919
(IRS Employer
Identification No.)

 

 



N56 W17000 Ridgewood Drive
  Menomonee Falls, Wisconsin 53051  

(Address of principal executive offices)


 (262) 703-7000

Registrant’s telephone number, including area code:



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:



 

 

o

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

 

 

o

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

 

 

o

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

 

 

o

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








Item 5.07.

Submission of Matters to a Vote of Security Holders


Kohl’s Corporation (the “Company”) held its 2015 Annual Meeting of Shareholders (the “2015 Annual Meeting”) on May 14, 2015. The following matters were voted upon at the 2015 Annual Meeting:

(1)        Proposal to elect the 9 individuals nominated by the Board of Directors to serve as directors

for a one year term and until their successors are duly elected and qualified.  

The results of the voting on this proposal were as follows:


 

 

 

 

 

 

 

 

 

 

For

 

Against

 


Abstain

 

Broker

Non-Votes

Peter Boneparth

165,960,877

 

2,191,240

 

566,750

 

10,804,206

Steven A. Burd

164,699,651

 

3,486,052

 

533,164

 

10,804,206

Dale E. Jones

165,946,630

 

2,210,259

 

561,978

 

10,804,206

Kevin Mansell

156,913,292

 

8,774,306

 

3,031,269

 

10,804,206

John E. Schlifske

165,429,081

 

2,719,248

 

570,538

 

10,804,206

Frank V. Sica

163,930,102

 

4,253,622

 

535,143

 

10,804,206

Stephanie A. Streeter

139,130,410

 

29,029,965

 

558,492

 

10,804,206

Nina G. Vaca

164,573,892

 

3,613,996

 

530,979

 

10,804,206

Stephen E. Watson

164,943,349

 

3,214,439

 

561,079

 

10,804,206



(2)         Proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent

registered public accounting firm for the fiscal year ending January 30, 2016.  


The results of the voting on this proposal are as follows:


 

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

172,772,439

 

6,198,618

 

552,016

 

0



(3)        Non-Binding Advisory Vote on the Compensation of the Company’s Named Executive Officers.  


The results of the voting on this proposal are as follows:


 

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

159,781,378

 

8,268,622

 

668,867

 

10,804,206



(4)         A shareholder proposal on the recovery of unearned management bonuses.


The results of the voting on this proposal are as follows:


 

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

57,570,485

 

110,299,638

 

848,744

 

10,804,206



(5)        A shareholder proposal on proxy access.


The results of the voting on this proposal are as follows:


 

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

123,112,243

 

44,956,400

 

650,224

 

10,804,206



Item 8.01

Other Events

On May 14, 2015, the Company issued a press release announcing events which took place in connection with the 2015 Annual Meeting.  The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.




Item 9.01.

Financial Statements and Exhibits


 

 

 

 

Exhibit No.

Description

 

 

 

 

99.1

Press Release dated May 14, 2015

 

 

 







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.


Dated:  May 15, 2015


KOHL’S CORPORATION




By :/s/ Richard D. Schepp                 

Richard D. Schepp

Senior Executive Vice President,

Human Resources, General Counsel

and Secretary






EXHIBIT INDEX


 

 

 

 

Exhibit No.

Description

 


99.1

            

Press Release dated May 14, 2015