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Kohl’s said it fired CEO J. Ashley Buchanan for cause on April 30, 2025, after an investigation found he directed business to a vendor founded by someone with whom he had a personal relationship and arranged a multimillion-dollar consulting agreement that also involved that person. The company said the vendor’s terms were “highly unusual” and favorable to the vendor, and that the relationship was not disclosed as required by Kohl’s code of ethics. These are findings Kohl’s reported in an SEC filing, not a court ruling.
What Kohl’s said led to Buchanan’s firing
In its April 30, 2025 Form 8-K, Kohl’s said its board terminated Buchanan for cause, effective immediately. The company said the decision followed an investigation by outside counsel overseen by the board’s Audit Committee.
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Kohl’s described two related business matters involving the same individual:
- Vendor business: The company said Buchanan directed Kohl’s to do business with a vendor founded by an individual with whom he had a personal relationship. Kohl’s characterized the terms as “highly unusual” and favorable to the vendor.
- Consulting agreement: Kohl’s said Buchanan caused the company to enter a multimillion-dollar consulting agreement whose team included that same individual.
Kohl’s also said the relationship was not disclosed as required by its code of ethics. The filing does not identify the vendor or individual, specify the consulting agreement’s dollar value, quantify the vendor transaction or any loss, or report a court finding. The phrase “ex-romantic partner” appeared in the assigned headline, but the cited filing says “personal relationship”; it does not establish the relationship as romantic.
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When Buchanan became CEO and who replaced him
Kohl’s 2025 proxy statement says Buchanan was announced as the next CEO in November 2024 and assumed the role on January 15, 2025. His tenure ended with the April 30 termination, a little over three months later.
At the time of his departure, Kohl’s named chairman Michael J. Bender interim CEO. In its 2026 proxy statement, the company says Bender was appointed CEO on November 23, 2025, after a comprehensive search.
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What the filing does—and does not—establish
The SEC filing is the company’s official stated rationale for the termination. Its account should be attributed to Kohl’s: it describes what the company said its investigation found, rather than an independently adjudicated conclusion. The filing does not provide enough detail to identify the transactions or calculate their financial impact.
The Associated Press reported on May 1, 2025, that Kohl’s said the firing was unrelated to performance or financial reporting. That is separate context from the findings Kohl’s listed in its filing; it does not change the limited detail available about the transactions.
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