KOHLS Corp — Director's Dealing 2013

Mar 28, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KOHLS Corp (KSS)
CIK: 0000885639
Period of Report: 2013-03-26

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-26	Common Stock	F	4390	$46.39	Disposed	137511.27	Direct
2013-03-27	Common Stock	F	44	$46.73	Disposed	137467.27	Direct
2013-03-27	Common Stock	A	1020.01	—	Acquired	138487.28	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	220492	Indirect
Common Stock	36195	Indirect
Common Stock	118687	Indirect
Common Stock	6092	Indirect
Common Stock	1543	Indirect

Footnotes

F1: Represents shares used to satisfy tax withholding obligation upon vesting of restricted stock under the Company's 2010 Long-Term Compensation Plan.

F2: Award of additional restricted stock in lieu of a $0.35 per share dividend issued by the Company on all Common Stock, which was payable March 27, 2013. These shares vest on the same schedule as the underlying restricted shares.

F3: Includes 124,942.28 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.