Jones Nicholas D. G. 4

What Happened
Nicholas D. G. Jones, Chief Merchandising Officer of Kohl's (KSS), received time‑vested restricted stock unit (RSU) awards and had shares withheld to cover tax obligations. The filing reports grants of 75,410 RSUs on 2026-03-30 and 1,078 RSUs on 2026-03-31 (total 76,488 RSUs granted/acquired). On 2026-03-31, 13,594 shares were disposed (withheld) at $12.20 per share to satisfy tax withholding, equal to $165,847.

Key Details

• Transaction dates: 2026-03-30 (75,410 RSUs) and 2026-03-31 (1,078 RSUs); tax withholding on 2026-03-31 (13,594 shares at $12.20).
• Price: RSUs reported as N/A (awards); withheld shares recorded at $12.20 each, total $165,847.
• Shares owned after transaction: not explicitly stated in the filing; the report notes it includes 174,811 unvested RSUs (see footnote).
• Relevant footnotes from the filing:
  • F1: Annual award under the long‑term incentive program; these RSUs vest in three equal annual installments.
  • F2: Includes issuance of additional shares representing dividend equivalents on vested RSUs.
  • F3: The 13,594 shares were used to satisfy tax withholding obligations upon vesting.
  • F4: Filing balance includes 174,811 unvested RSUs.
• Filing date: Form 4 filed 2026-04-01 (covers transactions dated 2026-03-30 and 2026-03-31).

Context
This was an equity award (RSUs) and a routine tax‑withholding disposition, not an open‑market sale. Time‑vested RSUs typically pay out over multiple years (here, three annual installments), so these grants are part of long‑term compensation rather than an immediate purchase or directional bet. Using shares to cover taxes is common and does not necessarily indicate insider selling for cash.