-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AF4h8Ej2/q1n0wXu1G9r5U+9pPMW31reb+axsAvAKhCqt1gsCE1PInKujsFSmqju oMIwBHW9pIOaopHa3dKaEw== 0000892712-08-000967.txt : 20081205 0000892712-08-000967.hdr.sgml : 20081205 20081205162706 ACCESSION NUMBER: 0000892712-08-000967 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20081201 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20081205 DATE AS OF CHANGE: 20081205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KOHLS CORPORATION CENTRAL INDEX KEY: 0000885639 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DEPARTMENT STORES [5311] IRS NUMBER: 391630919 STATE OF INCORPORATION: WI FISCAL YEAR END: 0130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11084 FILM NUMBER: 081233203 BUSINESS ADDRESS: STREET 1: N56 W17000 RIDGEWOOD DR CITY: MENOMONEE FALLS STATE: WI ZIP: 53051 BUSINESS PHONE: 4147835800 MAIL ADDRESS: STREET 1: N54 W13600 WOODALE DR CITY: MENOMONEE FALLS STATE: WI ZIP: 53051 8-K 1 kss8k.htm

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):  December 1, 2008



KOHL’S CORPORATION

(Exact name of registrant as specified in its charter)



      Wisconsin      

    1-11084   

      39-1630919      

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)


N56 W17000 Ridgewood Drive
        Menomonee Falls, Wisconsin             

 


   53051  

(Address of principal executive offices)

 

(Zip Code)

 

 

 


Registrant’s telephone number, including area code:  (262) 703-7000


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:


¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

¨

Soliciting material pursuant to Rule 14a-12 under the Securities Act (17 CFR 240.14a-12)

 

 

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 1.01.

Entry into a Material Definitive Agreement.


On December 1, 2008, Kohl’s Department Stores, Inc., (the “Company”) and Thomas Kingsbury, the Company’s Senior Executive Vice President, entered into an agreement (the “Agreement”) relating to Mr. Kingsbury’s resignation as an Officer and employee of the Company.  


The Agreement includes the following terms:


 

●

Mr. Kingsbury’s resignation was effective immediately, and his Employment Agreement, which previously had a continuous three year term, was terminated.  

 

 

 

 

●

Mr. Kingsbury’s salary was payable only through December 1, 2008, and he will not be entitled to any severance payments.

 

 

 

 

●

Mr. Kingsbury will not be eligible for any bonus payouts for fiscal years 2008 or any subsequent year.

 

 

 

 

●

Mr. Kingsbury’s restricted stock and stock options ceased vesting on December 1, 2008.

 

 

 

 

●

Pursuant to the terms of the Company’s Long-Term Compensation Plans, Mr. Kingsbury will retain the right for ninety days from December 1, 2008 to exercise all vested and non-expired stock options.

 

 

 

 

●

Mr. Kingsbury provided the Company with a waiver of claims and general release.

 

 

 

 

●

Mr. Kingsbury agreed not to compete with the Company for one year, provided that the Company agreed not to take any action to enforce the non-competition provisions of the Agreement to prevent Mr. Kingsbury’s employment as President and Chief Executive Officer of the Burlington Coat Factory chain of retail stores.


Item 1.02.

Termination of Material Definitive Agreement.


See Item 1.01.  In connection with entering into the Agreement, the Company and Mr. Kingsbury terminated Mr. Kingsbury’s August 1, 2006 employment agreement, as amended on November 17, 2008.




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Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


See Item 1.01.  Pursuant to the Agreement, Mr. Kingsbury resigned as Senior Executive Vice President of the Company effective December 1, 2008.



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:  December 5, 2008


KOHL’S CORPORATION




By:  /s/ Richard D. Schepp                              

Richard D. Schepp

Executive Vice President

General Counsel and Secretary

 




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