SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 9, 2012
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
N56 W17000 Ridgewood Drive
(Address of principal executive offices)
Registrants 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))
On August 9, 2012, Kohls Corporation (the Company) issued a press release reporting its earnings for the second quarter ended July 28, 2012 and giving earnings guidance for the third quarter and the remainder of the fiscal year. A copy of the press release is attached as Exhibit 99.1 and incorporated by reference herein.
The information in this Item 2.02, including the exhibit attached hereto, is furnished solely pursuant to Item 2.02 of Form 8-K. Consequently, such information is not deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section. Further, the information in this Item 2.02, including the exhibit, shall not be deemed to be incorporated by reference into the filings of the registrant under the Securities Act of 1933.
Item 7.01 Regulation FD Disclosure .
See Item 2.02 above.
On August 7, 2012 the Kohls Board of Directors declared a quarterly dividend of $0.32 per common share. The dividend will be paid on September 26, 2012 to all shareholders of record at the close of business on September 5, 2012.
Cautionary Statement Regarding Forward-Looking Information
This current report on Form 8-K contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including guidance on the Company's targeted earnings, statements regarding the Companys intent to restate its prior financial reports, the nature of the estimated adjustments of the restated financial reports and the expected timing of filing the restated financial reports. The Company intends forward-looking terminology such as "believes," "expects," "may," "will," "should," "anticipates," "plans," or similar expressions to identify forward-looking statements. Such statements are subject to certain risks and uncertainties, which could cause the Company's actual results to differ materially from those anticipated by the forward-looking statements. These risks and
uncertainties include, but are not limited to, the risk that additional information may arise during the course of the Companys lease accounting review that would require the Company to make additional adjustments, the time and effort required to complete the restatement of the financial reports as well as other risks described more fully in Item 1A in the Companys Annual Report on Form 10-K, which is expressly incorporated herein by reference, and other factors as may periodically be described in the Companys filings with the SEC.
Item 9.01. Financial Statements and Exhibits.
Press Release dated August 9, 2012
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: August 9, 2012
By: /s/ Richard D. Schepp
Richard D. Schepp
Sr. Executive Vice President
General Counsel and Secretary
Press Release dated August 9, 2012