KOHLS Corp — Director's Dealing 2012

Mar 30, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KOHLS Corp (KSS)
CIK: 0000885639
Period of Report: 2012-03-28

Reporting Person: MANSELL KEVIN (Director, Chairman, President, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-28	Common Stock	A	996	—	Acquired	305075.32	Direct
2012-03-28	Common Stock	F	4791	$49.13	Disposed	300284.32	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	138000	Indirect
Common Stock	50636	Indirect
Common Stock	50636	Indirect
Common Stock	11789	Indirect
Common Stock	4628	Indirect

Footnotes

F1: Award of additional restricted stock in lieu of a $0.32 per share dividend issued by the Company on all Common Stock, which was payable March 28, 2012. These shares vest on the same schedule as the underlying restricted shares.

F2: Represents shares used to satisfy tax withholding obligation upon vesting of restricted stock under the Company's Long-Term Compensation Plans.

F3: Includes 200,332.32 unvested restricted shares.

F4: Mr. Mansell is not the trustee or beneficiary of the family trust. He disclaims ownership of the trust's shares for purposes of Section 16 of the Exchange Act and, accordingly, disclaims any obligation to report its transactions.

F5: This report should not be deemed an admission that the reporting person is the beneficial owner of his spouse's shares for purposes of Section 16 or any other purpose.

F6: This report should not be deemed an admission that the reporting person is the beneficial owner of his children's shares for purposes of Section 16 or any other purpose.