KOHLS Corp — Director's Dealing 2013

Aug 20, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KOHLS Corp (KSS)
CIK: 0000885639
Period of Report: 2013-08-19

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-08-19	Common Stock	M	60000	$23.91	Acquired	200983.27	Direct
2013-08-19	Common Stock	S	60000	$51.72	Disposed	140983.27	Direct
2013-08-19	Common Stock	M	100000	$30.50	Acquired	240983.27	Direct
2013-08-19	Common Stock	S	100000	$51.42	Disposed	140983.27	Direct
2013-08-19	Common Stock	M	140000	$33.38	Acquired	280983.27	Direct
2013-08-19	Common Stock	S	140000	$51.33	Disposed	140983.27	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-08-19	Employee Stock Option (Right to Buy)	$23.91	M	60000	Disposed	2013-10-30	Common Stock (60000)	Direct
2013-08-19	Employee Stock Option (Right to Buy)	$30.50	M	100000	Disposed	2014-01-22	Common Stock (100000)	Direct
2013-08-19	Employee Stock Option (Right to Buy)	$33.38	M	140000	Disposed	2014-02-01	Common Stock (140000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	220492	Indirect
Common Stock	25273	Indirect
Common Stock	107765	Indirect
Common Stock	16294	Indirect
Common Stock	2119	Indirect

Footnotes

F1: The options exercised were granted to the reporting person in 1998 and were scheduled to expire at the end of their 15 year term in October 2013.

F2: The options exercised were granted to the reporting person in 1999 and were scheduled to expire at the end of their 15 year term in January 2014.

F3: The options exercised were granted to the reporting person in 1999 and were scheduled to expire at the end of their 15 year term in February 2014.

F4: The price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.43-$51.93, inclusive.

F5: The price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.19-$51.90, inclusive.

F6: The price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.19-$51.57, inclusive.

F7: Includes 108,693.27 unvested shares of restricted stock.

F8: 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.

F9: 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.

F10: 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.

F11: In accordance with SEC rules, this number reflects only those shares remaining from this particular option grant. It does not include any other securities that may be held, such as shares from other stock option grants.