Kohl's Board Terminates CEO Ashley Buchanan; Appoints Michael Bender As Interim CEO

Kohl's

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(RTTNews) - Department store chain Kohl's Corp. (KSS) announced Thursday that the Board of Directors has decided to terminate Chief Executive Officer Ashley Buchanan for cause after an investigation conducted by outside counsel and overseen by the Audit Committee of the Board determined Buchanan violated company policies.

Buchanan was found to have directed the Company to engage in vendor transactions that involved undisclosed conflicts of interest, which the Board determined to be cause. Buchanan's termination is unrelated to the Company's performance, financial reporting, results of operations and did not involve any other Company personnel.

In accordance with the terms of this employment contract, Buchanan is no longer a member of the Board, and the Company has withdrawn his nomination for election as a Director at the Company's 2025 Annual Meeting of Shareholders.

The Board will initiate a search to identify a permanent CEO and retain a leading search firm to assist with this process.

The board has appointed Michael Bender as Interim CEO, effective immediately. Bender has served as a Director of the Board since July 2019 and was appointed Board Chair in May 2024.

Previously, Bender served as President and CEO of Eyemart Express, LLC, an optical retailer, from January 2018 to April 2022, having previously acted as President from September 2017 to January 2018.

Prior to joining Eyemart Express, Bender held various executive management positions at Walmart Inc., most recently as Chief Operating Officer of Global eCommerce.

Prior to joining Walmart, Bender held senior positions at Cardinal Health, Inc., Victoria's Secret for L Brands, Inc., and PepsiCo, Inc. Bender will remain on the Board but will step down from certain Board committees on which he serves as well as his role as Chair while he serves as Interim CEO. The Board plans to announce a new Chair in due course.

The company also provides preliminary financial expectations for the first quarter 2025. The company expects loss in the range of $0.24 to $0.20 per share on comparable sales decline of 4.3% to 4.0 percent.