10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 29, 2023


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition period from ________ to _________

Commission file number 1-11084

KOHL’S CORPORATION

(Exact name of registrant as specified in its charter)


Wisconsin		39-1630919
(State or other jurisdiction of incorporation or organization)		(I.R.S. 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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading 
Symbol(s)

Name of each exchange on 
which registered

Common Stock, $.01 par value

KSS

New York Stock Exchange 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act.


Large Accelerated Filer	☒	Accelerated Filer	☐
Non-Accelerated Filer	☐	Smaller Reporting Company	☐
		Emerging Growth Company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by a check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: August 25, 2023 Common Stock, Par Value $0.01 per Share, 110,688,791 shares outstanding.

KOHL’S CORPORATION

INDEX


PART I	FINANCIAL INFORMATION	3
Item 1.	Financial Statements:	3
	Consolidated Balance Sheets	3
	Consolidated Statements of Operations	4
	Consolidated Statements of Changes in Shareholders' Equity	5
	Consolidated Statements of Cash Flows	6
	Notes to Consolidated Financial Statements	7
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	14
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	21
Item 4.	Controls and Procedures	21

PART II	OTHER INFORMATION	22
Item 1.	Legal Proceedings	22
Item 1A.	Risk Factors	22
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	22
Item 5.	Other Information	22
Item 6.	Exhibits	23
	Signatures	24

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

KOHL’S CORPORATION

CONSOLIDATED BALANCE SHEETS

(Unaudited)


(Dollars in Millions)	July 29, 2023	January 28, 2023	July 30, 2022
Assets
Current assets:
Cash and cash equivalents	$204	$153	$222
Merchandise inventories	3,474	3,189	4,034
Other	296	394	374
Total current assets	3,974	3,736	4,630
Property and equipment, net	7,945	7,926	8,228
Operating leases	2,493	2,304	2,296
Other assets	382	379	469
Total assets	$14,794	$14,345	$15,623

Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable	$1,376	$1,330	$1,497
Accrued liabilities	1,246	1,220	1,426
Borrowings under revolving credit facility	560	85	79
Current portion of:
Long-term debt	111	275	164
Finance leases and financing obligations	84	94	96
Operating leases	93	111	108
Total current liabilities	3,470	3,115	3,370
Long-term debt	1,637	1,637	1,747
Finance leases and financing obligations	2,730	2,786	2,830
Operating leases	2,777	2,578	2,568
Deferred income taxes	121	129	194
Other long-term liabilities	324	337	370
Shareholders’ equity:
Common stock	2	4	4
Paid-in capital	3,502	3,479	3,406
Treasury stock, at cost	(2,569)	(13,715)	(13,151)
Retained earnings	2,800	13,995	14,285
Total shareholders’ equity	$3,735	$3,763	$4,544
Total liabilities and shareholders’ equity	$14,794	$14,345	$15,623

See accompanying Notes to Consolidated Financial Statements

Table of Contents

KOHL’S CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


	Three Months Ended		Six Months Ended
(Dollars in Millions, Except per Share Data)	July 29, 2023	July 30, 2022	July 29, 2023	July 30, 2022
Net sales	$3,678	$3,863	$7,033	$7,334
Other revenue	217	224	433	468
Total revenue	3,895	4,087	7,466	7,802
Cost of merchandise sold	2,242	2,332	4,289	4,472
Operating expenses:
Selling, general, and administrative	1,304	1,283	2,542	2,576
Depreciation and amortization	186	206	374	406
Operating income	163	266	261	348
Interest expense, net	89	77	173	145
Income before income taxes	74	189	88	203
Provision for income taxes	16	46	16	46
Net income	$58	$143	$72	$157
Net income per share:
Basic	$0.52	$1.13	$0.65	$1.24
Diluted	$0.52	$1.11	$0.65	$1.22

See accompanying Notes to Consolidated Financial Statements

Table of Contents

KOHL’S CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Unaudited)


	Three Months Ended