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KOHLS Corp Director's Dealing 2013

Apr 2, 2013

31809_dirs_2013-04-02_5392c2df-d451-4fa3-a693-14a654709762.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KOHLS Corp (KSS)
CIK: 0000885639
Period of Report: 2013-03-30

Reporting Person: BONNING KENNETH (Sr. Executive Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-03-30 Common Stock F 1391 $46.13 Disposed 114536.87 Direct
2013-04-01 Common Stock A 5490 Acquired 120026.87 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-04-01 Employee Stock Options $45.54 A 25601 Acquired 2020-04-01 Common Stock (25601) Direct

Footnotes

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

F2: Award of restricted stock under Company's 2010 Long-Term Compensation Plan. The restricted shares vest in five equal annual installments on the first through fifth anniversaries of the Grant Date. Vesting is contingent upon the Company achieving an adjusted net income of $900M or more in either of the Company's 2013 or 2014 fiscal years.

F3: Includes 87,557.87 unvested shares of restricted stock.

F4: Exercisable in five equal annual installments on the first through fifth anniversaries of the Grant Date.