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 16, 2013
KOHLS CORPORATION
(Exact name of registrant as specified in its charter)
Commission File Number: 001-11084
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Wisconsin | 39-1630919 |
(State or other jurisdiction | (IRS Employer |
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:
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¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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¨ | 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 2013 Annual Meeting of Shareholders (the “2013 Annual Meeting”) on May 16, 2013. The following matters were voted upon at the 2013 Annual Meeting:
(1)
Proposal to elect the 10 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:
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| For |
| Against |
| Abstain |
| Broker Non-Votes | |||||||||
Peter Boneparth | 177,859,580 |
| 1,856,558 |
| 250,826 |
| 15,341,132 | |||||||||
Steven A. Burd | 177,216,131 |
| 2,499,143 |
| 251,690 |
| 15,341,132 | |||||||||
Dale E. Jones | 177,793,529 |
| 1,920,106 |
| 253,329 |
| 15,341,132 | |||||||||
Kevin Mansell | 174,354,038 |
| 4,091,165 |
| 1,521,761 |
| 15,341,132 | |||||||||
John E. Schlifske | 175,553,019 |
| 4,160,128 |
| 253,817 |
| 15,341,132 | |||||||||
Frank V. Sica | 176,264,982 |
| 3,448,902 |
| 253,080 |
| 15,341,132 | |||||||||
Peter M. Sommerhauser | 158,219,350 |
| 21,500,736 |
| 246,878 |
| 15,341,132 | |||||||||
Stephanie A. Streeter | 172,262,103 |
| 7,456,366 |
| 248,495 |
| 15,341,132 | |||||||||
Nina G. Vaca | 175,510,336 |
| 4,210,746 |
| 245,882 |
| 15,341,132 | |||||||||
Stephen E. Watson | 175,513,739 |
| 4,199,484 |
| 253,741 |
| 15,341,132 | |||||||||
(2)
Proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending February 1, 2014.
The results of the voting on this proposal are as follows:
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| For |
| Against |
| Abstain |
| Broker Non-Votes | |||||||
| 191,392,912 |
| 3,703,245 |
| 211,939 |
| 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:
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| For |
| Against |
| Abstain |
| Broker Non-Votes | |||||||
| 172,558,740 |
| 6,877,862 |
| 530,362 |
| 15,341,132 | |||||||
(4)
A shareholder proposal encouraging the Company’s board of directors to develop a policy on animal cruelty related to the sale of products containing animal fur.
The results of the voting on this proposal are as follows:
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| For |
| Against |
| Abstain |
| Broker Non-Votes | |||||||
| 5,118,371 |
| 164,716,323 |
| 10,132,270 |
| 15,341,132 | |||||||
(5)
Shareholder proposal on independent board chairman.
The results of the voting on this proposal are as follows:
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| For |
| Against |
| Abstain |
| Broker Non-Votes | |||||||
| 92,481,578 |
| 87,248,282 |
| 237,104 |
| 15,341,132 | |||||||
Item 8.01. | Other Events |
On May 16, 2013, the Company issued a press release announcing events which took place in connection with the 2013 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 |
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| Exhibit No. | Description |
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| 99.1 | Press Release dated May 16, 2013 |
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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 17, 2013
KOHL’S CORPORATION
By :/s/ Richard D. Schepp
Richard D. Schepp
Senior Executive Vice President,
General Counsel and Secretary
EXHIBIT INDEX
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Exhibit No. | Description |
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99.1 | Press Release dated May 16, 2013 |