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Macellum owns about 5% of the retailer and wants its candidates to replace some of the long-tenured directors, including chairman Peter Boneparth and other members of the executive committee.
This is not the first attempt by Macellum, which is led by veteran retail investor Jonathan Duskin, to change the board.
Earlier this year, the hedge fund had pushed to replace 10 directors when the retailer first tried to sell itself, but the move was rejected by investors in May.
The retailer decided against a sale and chose to remain independent in July, disappointing investors who had pushed for a deal and resulting in a plunge in its shares.
Kohl’s, whose market capitalization has halved to about $3 billion since the start of the year, said it was disappointed that Macellum has launched another “disruptive public campaign”, five months after shareholders rejected its candidates.
Shareholder pressure for Kohl’s returned again last month when Ancora Holdings, one of the hedge funds that spearheaded a board shake-up last year, sought the removal of chief executive and board chairman.
“There is an urgent need for change now, rather than waiting another eight months for another contested election at the 2023 annual meeting,” Macellum’s managing partner Duskin wrote.
In its letter to investors, Macellum also said it had recently approached the board to work together on a refresh, but that was rebuffed by the chairman.
Kohl’s said the interactions with Macellum over the past two years have been “unproductive and a distraction from running the business”.
