Item 1.01. Entry into a Material Definitive Agreement On June 30, 2026, Kohl’s Corporation (the “Company”) and Wells Fargo Bank, National Association (the “Agent”) entered into Amendment No. 2 (the “Second Amendment”) to the Credit Agreement originally dated as of January 19, 2023 and amended by that certain Amendment No.…
Kohl’s (NYSE: KSS) is a leading omnichannel retailer built on a foundation that combines great brands, incredible value and convenience for our customers. Kohl’s is uniquely positioned to deliver against its long-term strategy and its purpose to take care of families’ realest moments. Kohl’s serves millions of families in its more than 1,100 stores in 49 states, online at Kohls.com, and through the Kohl’s App. With a large national footprint, Kohl’s is committed to making a positive impact in the communities it serves. For a list of store locations or to shop online, visit Kohls.com. For more information about Kohl’s impact in the community or how to join our winning team, visit Corporate. Kohls.com.
Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01. Entry into a Material Definitive Agreement
On June 30, 2026, Kohl’s Corporation (the “Company”) and Wells Fargo Bank, National Association (the “Agent”) entered into Amendment No. 2 (the “Second Amendment”) to the Credit Agreement originally dated as of January 19, 2023 and amended by that certain Amendment No. 1 (the “First Amendment”) to the Credit Agreement dated as of May 9, 2025 (as amended by the First Amendment and the Second Amendment, the “Revolving Credit Facility”), by and among the Company, the Agent, and the lenders named therein.
The Second Amendment extends the maturity date of the Revolving Credit Facility by five years from the effective date of the Second Amendment to June 30, 2031. The Second Amendment also modifies the Applicable Margin (as defined in the Revolving Credit Facility) for borrowings under the Revolving Credit Facility by (i) replacing the previous pricing grid’s 33% and 66% availability breakpoints with a single 50% availability breakpoint to determine the Applicable Margin (which now ranges from 0.25% to 0.50% for Base Rate Loans and 1.25% to 1.50% for SOFR Loans); and (ii) removing the prior 0.10% credit spread adjustment from Term SOFR (as defined in the Revolving Credit Facility). Additionally, the Second Amendment modifies the borrowing base to include an in-transit inventory basket, allowing for the inclusion of eligible in-transit inventory up to a maximum of 15% of the total value of the borrowing base. The Second Amendment also revises the definition of Availability to reduce it by the Debt Maturity Reserve (as defined in the Revolving Credit Facility), and makes other minor modifications to the terms and conditions.
Many of the banking firms that are a party to the Revolving Credit Facility or their affiliates have in the past performed, and may in the future perform, investment banking, financial advisory, lending and/or commercial banking services for the Company and certain of its subsidiaries and affiliates, for which services they have in the past received, and may in the future receive, compensation and reimbursement of expenses.
The foregoing description of the Second Amendment is a summary only and is qualified in its entirety by reference to the text of the Second Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.