Sec Form 4 Filing - SCHEPP RICHARD D @ KOHLS Corp - 2018-03-28

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
SCHEPP RICHARD D
2. Issuer Name and Ticker or Trading Symbol
KOHLS Corp [ KSS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Administrative Officer
(Last) (First) (Middle)
N56 W17000 RIDGEWOOD DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
03/28/2018
(Street)
MENOMONEE FALLS, WI53051-5660
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/28/2018 A 991 A 199,100 D
Common Stock 03/28/2018 F 1,958 D $ 62.8 ( 2 ) 197,142 D
Common Stock 03/29/2018 M 42,840 A $ 48.48 239,982 D
Common Stock 03/29/2018 S 42,840 ( 3 ) D $ 65.5 197,142 ( 4 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $ 48.48 03/29/2018 M( 3 ) 42,840 03/26/2013 03/26/2019 Common Stock 42,840 $ 0 0 ( 5 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SCHEPP RICHARD D
N56 W17000 RIDGEWOOD DRIVE
MENOMONEE FALLS, WI53051-5660
Chief Administrative Officer
Signatures
(Jason J. Kelroy P.O.A.) 03/30/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Award of additional restricted stock in lieu of a $0.61 per share dividend issued by the Company on all Common Stock, which was payable March 28, 2018. These shares vest on the same schedule as the underlying restricted shares.
( 2 )Represents shares used to satisfy tax withholding obligation upon vesting of restricted stock under the Company's 2010 Long Term Compensation Plan.
( 3 )The sales reported were effected pursuant to a Rule 10b5-1 pre-planned trading plan.
( 4 )Includes 107,899 unvested shares of restricted stock.
( 5 )In accordance with SEC rules, this number reflects only those shares remaining from this particular grant. It does not include any other securities that may be held, such as shares from other stock option grants.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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