Item 2.02. Results of Operations and Financial Condition.

On May 19, 2020, Kohl's Corporation (the "Company") issued a press release and presentation materials to announce its financial results for the first quarter ended May 2, 2020. Subsequently and in preparation of the Company's Quarterly Report on Form 10-Q, the Company identified that it had reported basic and diluted shares, when accounting treatment for net losses requires only basic shares to be presented. As a result, the Company's basic and diluted EPS was ($3.52) and adjusted basic and diluted EPS was ($3.22) rather than the diluted EPS and adjusted diluted EPS of ($3.50) and ($3.20) as originally presented in the press release and presentation materials. This adjustment will be appropriately reflected in the financial statements included in the Quarterly Report on Form 10-Q, which the Company currently expects to file with the Securities and Exchange Commission on June 5, 2020. This adjustment does not change first quarter 2020 net income, adjusted net income or any other information disclosed in the May 19, 2020 press release or presentation materials.

Item 7.01. Regulation FD Disclosure.

See Item 2.02.

The information in Items 2.02 and 7.01 is furnished solely pursuant to Items 2.02 and 7.01 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 Items 2.02 and 7.01 shall not be deemed to be incorporated by reference into the filings of the registrant under the Securities Act of 1933.

Item 9.01. Financial Statements and Exhibits.





Exhibit No.                Description

    104                    Cover Page Interactive Data File (embedded within the
                           Inline XBRL document)

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