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KSS > SEC Filings for KSS > Form 8-K on 16-May-2014All Recent SEC Filings

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Form 8-K for KOHLS CORP


16-May-2014

Submission of Matters to a Vote of Security Holders

Submission of Matters to a Vote of Security Holders

Kohl's Corporation (the "Company") held its 2014 Annual Meeting of Shareholders (the "2014 Annual Meeting") on May 15, 2014. The following matters were voted upon at the 2014 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:

                                                        Abstain       Broker
                             For          Against                    Non-Votes
Peter Boneparth           169,287,905        988,146     291,738      13,599,772
Steven A. Burd            168,689,706      1,585,443     292,640      13,599,772
Dale E. Jones             169,262,711      1,013,434     291,644      13,599,772
Kevin Mansell             166,673,927      3,009,648     884,214      13,599,772
John E. Schlifske         167,989,512      2,284,791     293,486      13,599,772
Frank V. Sica             167,010,989      3,265,518     291,282      13,599,772
Peter M. Sommerhauser     146,020,456     24,253,593     293,740      13,599,772
Stephanie A. Streeter     165,651,871      4,629,053     286,865      13,599,772
Nina G. Vaca              167,808,046      2,472,131     287,612      13,599,772
Stephen E. Watson         167,982,645      2,292,180     292,964      13,599,772

(2)

Proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2015.

The results of the voting on this proposal are as follows:

For Against Abstain Broker Non-Votes 177,344,928 6,518,561 304,072 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:

For Against Abstain Broker Non-Votes 166,485,688 3,440,510 641,591 13,599,772

(4)

A shareholder proposal urging Kohl's executive pay committee to adopt a policy requiring senior executives to retain a significant percentage of shares acquired through equity pay programs until reaching normal retirement age.

The results of the voting on this proposal are as follows:

For Against Abstain Broker Non-Votes 33,474,178 136,286,028 807,583 13,599,772

(5)

Shareholder proposal encouraging the Company's board of directors to authorize an annual report on the estimated costs, benefits and scientific support for sustainability initiatives.

The results of the voting on this proposal are as follows:

For Against Abstain Broker Non-Votes 2,251,084 158,539,994 9,776,711 13,599,772

Item 8.01

Other Events

On May 15, 2014, the Company issued a press release announcing events which took place in connection with the 2014 Annual Meeting. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.

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