UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 3, 2011
KOHL’S CORPORATION
(Exact name of registrant as specified in its charter)
| | |
Wisconsin | 1-11084 | 39-1630919 |
(State or other jurisdiction
of incorporation) | (Commission
File Number) | (IRS 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
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
As previously disclosed, at the 2011 Annual Meeting of Shareholders of Kohl’s Corporation (the “Company”) held on May 12, 2011, the Company’s shareholders approved certain amendments to the Company’s articles of incorporation to eliminate supermajority requirements for the election of directors. In connection with those amendments, effective as of October 3, 2011, the Board of Directors of the Company has approved amendments to the Company’s amended and restated Bylaws to eliminate the supermajority vote requirement for the election of directors from Article X of the Bylaws.
A copy of the Amended and Restated Bylaws of the Company is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d)
Exhibits
| | |
| Exhibit No. | Description |
|
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| 3.1 | Amended and Restated Bylaws of Kohl’s Corporation |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: October 5, 2011
KOHL’S CORPORATION
By:
/s/ Richard D. Schepp
Richard D. Schepp
Sr. Executive Vice President
General Counsel and Secretary
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EXHIBIT INDEX
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Exhibit No. | Description |
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3.1 | Amended and Restated Bylaws of Kohl’s Corporation |
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