Kohl's Terminates CEO for Cause After Investigation

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Yesterday

Kohl's said it fired Ashley Buchanan as chief executive for cause after an investigation found he violated company policies related to conflicts of interests with certain vendors.

Kohl's shares jumped 6% in morning trading.

The company also issued preliminary expectations for the first quarter that came in above Wall Street estimates.

The department-store chain said in a securities filing that Buchanan, who was appointed to the role in November, directed the company to conduct business with a vendor founded by an individual who he had ties to. Kohl's said that highly unusual terms favorable to the vendor were issued and that Buchanan caused the company to enter into a multimillion dollar consulting agreement that the same individual was a part of.

Kohl's said Buchanan didn't disclose this relationship as required by its code of ethics and determined the conduct in both cases constituted cause for termination.

Buchanan will forfeit all equity awards he received from the company and be required to reimburse Kohl's on a pro-rated basis a signing award worth $2.5 million.

The Menomonee Falls, Wis.-based company determined it will withdraw Buchanan's nominations for election as a director of the company at its annual shareholder meeting on May 14 as a result of his termination.

Kohl's appointed Chairman Michael Bender as its interim CEO. Bender will step down as a member of the board's audit, compensation and nominating and ESG committee during his stint as interim CEO.

Buchanan's appointment in November represented Kohl's third new CEO in three years as it sought to reverse a sales slump.

Kohl's on Thursday issued preliminary expectations for its first-quarter results, due to be released on May 29. The company currently expects comparable sales to decline between 4% and 4.3%, operating income to fall between $40 million and $45 million, and to report losses per-share in the range of 20 cents and 24 cents.

Wall Street was expecting comparable sales to decline 6.4% and losses to come in at 57 cents a share, according to FactSet.

The stock is down 50% on the year and has steadily declined since April 2022.

Pressure to right the ship at Kohl's comes as tariffs are on the minds of consumers and businesses alike. The company will look to show that consumers, while facing higher costs across the board, are turning to it for value when they shop for clothes and other goods.

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