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Stock-Based Awards | 12 Months Ended
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Feb. 01, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] |
Stock-Based Awards | 6. Stock-Based Awards We currently grant share-based compensation pursuant to the Kohl’s Corporation 2017 Long-Term Compensation Plan, which provides for the granting of various forms of equity-based awards, including nonvested stock, performance share units and options to purchase shares of our common stock, to officers, key employees and directors. As of February 1, 2020, there were 9.0 million shares authorized and 8.5 million shares available for grant under the 2017 Long-Term Compensation Plan. Options and nonvested stock that are surrendered or terminated without issuance of shares are available for future grants. We also have outstanding options and other awards which were granted under previous compensation plans. Annual grants are typically made in the first quarter of the fiscal year. Grants to newly-hired and promoted employees and other discretionary grants are made periodically throughout the remainder of the year. Stock Options The majority of stock options granted to employees vest in five equal annual installments. Outstanding options granted to employees prior to 2006 have a term of up to 15 years. Outstanding options granted to employees after 2005 have a term of seven years. Outstanding options granted to directors have a term of 10 years. All stock options have an exercise price equal to the fair market value of the common stock on the date of grant. The fair value of each option award was estimated using a Black-Scholes option valuation model. The following table summarizes our stock option activity:
|  |  | 2019 |  |  | 2018 |  |  | 2017 |
| (Shares in Thousands) |  | Shares |  |  | Weighted Average Exercise Price |  |  | Shares |  |  | Weighted Average Exercise Price |  |  | Shares |  |  | Weighted Average Exercise Price |
| Balance at beginning of year |  |  | 136 |  |  | $ | 51.48 |  |  |  | 1,139 |  |  | $ | 50.51 |  |  |  | 2,350 |  |  | $ | 53.29 |
| Exercised |  |  | (46 | ) |  |  | 50.88 |  |  |  | (1,001 | ) |  |  | 50.37 |  |  |  | (359 | ) |  |  | 50.94 |
| Forfeited/expired |  |  | (3 | ) |  |  | 51.50 |  |  |  | (2 | ) |  |  | 53.52 |  |  |  | (852 | ) |  |  | 58.00 |
| Balance at end of year |  |  | 87 |  |  | $ | 51.78 |  |  |  | 136 |  |  | $ | 51.48 |  |  |  | 1,139 |  |  | $ | 50.51 |
The intrinsic value of options exercised represents the excess of our stock price at the time the option was exercised over the exercise price and was $1 million in 2019, $16 million in 2018, and $3 million in 2017. The stock options outstanding as of February 1, 2020 are all exercisable. They have a weighted average remaining contractual life of 0.9 years and no intrinsic value. Our closing stock price of $42.75 on February 1, 2020 is less than the exercise price of the remaining options. Nonvested Stock Awards We have also awarded shares of nonvested common stock to eligible key employees and to our Board of Directors. Substantially all awards have restriction periods tied primarily to employment and/or service. Employee awards generally vest over five years. Director awards vest over the term to which the director was elected, generally one year. In lieu of cash dividends, holders of nonvested stock awards are granted restricted stock equivalents which vest consistently with the underlying nonvested stock awards. The fair value of nonvested stock awards is the closing price of our common stock on the date of grant. We may acquire shares from employees in lieu of amounts required to satisfy minimum tax withholding requirements upon the vesting of the employee’s unvested stock award. Such shares are then designated as treasury shares. The following table summarizes nonvested stock activity, including restricted stock equivalents issued in lieu of cash dividends:
|  |  | 2019 |  |  | 2018 |  |  | 2017 |
| (Shares in Thousands) |  | Shares |  |  | Weighted Average Grant Date Fair Value |  |  | Shares |  |  | Weighted Average Grant Date Fair Value |  |  | Shares |  |  | Weighted Average Grant Date Fair Value |
| Balance at beginning of year |  |  | 2,601 |  |  | $ | 51.90 |  |  |  | 2,811 |  |  | $ | 45.60 |  |  |  | 2,163 |  |  | $ | 52.75 |
| Granted |  |  | 917 |  |  |  | 63.57 |  |  |  | 1,086 |  |  |  | 63.25 |  |  |  | 1,624 |  |  |  | 39.69 |
| Vested |  |  | (1,004 | ) |  |  | 50.06 |  |  |  | (1,202 | ) |  |  | 47.69 |  |  |  | (772 | ) |  |  | 52.14 |
| Forfeited |  |  | (202 | ) |  |  | 57.71 |  |  |  | (94 | ) |  |  | 49.08 |  |  |  | (204 | ) |  |  | 59.58 |
| Balance at end of year |  |  | 2,312 |  |  | $ | 56.24 |  |  |  | 2,601 |  |  | $ | 51.90 |  |  |  | 2,811 |  |  | $ | 45.60 |
The aggregate fair value of awards at the time of vesting was $50 million in 2019, $57 million in 2018 and $40 million in 2017. Performance Share Units We grant performance-based share units ("performance share units") to certain executives. The performance measurement period for these performance share units is three fiscal years. The fair market value of the grants is determined using a Monte-Carlo valuation on the date of grant. The actual number of shares which will be earned at the end of the three-year vesting periods will vary based on our cumulative financial performance over the vesting periods. The number of performance share units earned will be modified up or down based on Kohl’s Relative Total Shareholder Return against a defined peer group during the vesting periods. The payouts, if earned, will be settled in Kohl's common stock after the end of each multi-year performance periods. The following table summarizes performance share unit activity by year:
|  |  | 2019 |  |  | 2018 |  |  | 2017 |
| (Shares in Thousands) |  | Shares |  |  | Weighted Average Grant Date Fair Value |  |  | Shares |  |  | Weighted Average Grant Date Fair Value |  |  | Shares |  |  | Weighted Average Grant Date Fair Value |
| Balance at beginning of year |  |  | 1,046 |  |  | $ | 52.08 |  |  |  | 724 |  |  | $ | 46.07 |  |  |  | 512 |  |  | $ | 57.80 |
| Granted |  |  | 665 |  |  |  | 69.30 |  |  |  | 365 |  |  |  | 66.66 |  |  |  | 429 |  |  |  | 43.32 |
| Vested |  |  | (336 | ) |  |  | 46.87 |  |  |  | (38 | ) |  |  | 78.35 |  |  |  | (106 | ) |  |  | 57.58 |
| Forfeited |  |  | (101 | ) |  |  | 63.41 |  |  |  | (5 | ) |  |  | 46.91 |  |  |  | (111 | ) |  |  | 78.35 |
| Balance at end of year |  |  | 1,274 |  |  | $ | 61.55 |  |  |  | 1,046 |  |  | $ | 52.08 |  |  |  | 724 |  |  | $ | 46.07 |
Stock Warrants Effective April 18, 2019, in connection with our entry into a commercial agreement with Amazon.com Services, Inc. (“Amazon”), we issued warrants to an affiliate of Amazon, to purchase up to 1,747,441 shares of our common stock at an exercise price of $69.68, subject to customary anti-dilution provisions. The fair value was estimated to be $17.52 per warrant using a binomial lattice method. The warrants vest in five equal annual installments. The first installment vested on January 15, 2020. Total vested and unvested shares as of February 1, 2020 were 349,489 and 1,397,952, respectively. The warrants will expire on April 18, 2026. Unvested warrants will not vest if the commercial agreement is terminated, not renewed, or if no substitute written returns arrangement is entered into between the parties. Other Required Disclosures Stock-based compensation expense, other than that included in Impairments, store closing and other costs, is included in Selling, general and administrative expenses in our Consolidated Statements of Income. Stock-based compensation expense totaled $56 million for 2019, $87 million for 2018 and $55 million for 2017. At February 1, 2020, we had approximately $89 million of unrecognized share-based compensation expense, which is expected to be recognized over a weighted-average period of 1.3 years.

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