The unexpected termination of a high-profile CEO can send shockwaves through the corporate world—especially when the reason involves ethical violations. That’s exactly what happened at Kohl’s, where newly appointed CEO Ashley Buchanan was fired just four months into his role. The central question on everyone’s mind has been: what did Ashley Buchanan do to warrant such a swift and public dismissal? The answer lies in a series of undisclosed conflicts of interest that have drawn scrutiny not only to Buchanan’s personal conduct but also to the company’s broader governance.
What Did Ashley Buchanan Do? A Key Ethical Failure
The core of the scandal centers on what did Ashley Buchanan do that led to his termination. The official reason cited was a violation of Kohl’s code of ethics, particularly involving business dealings with a vendor and a consulting firm tied to someone with whom Buchanan had a personal relationship.
The company’s board launched an investigation—conducted by outside counsel and overseen by the audit committee—and found that Buchanan:
- Directed Kohl’s to enter into a vendor agreement with a company “founded by an individual with whom Mr. Buchanan has a personal relationship.”
- Orchestrated a multi-million-dollar consulting deal with a team that included this same individual.
- Failed to disclose these personal ties, thereby violating Kohl’s ethics policies.
This personal relationship, according to The Wall Street Journal, was with Chandra Holt, a former executive at Walmart and Bed Bath & Beyond, and an advisor at Boston Consulting Group.
The Core Ethical Lapse: Undisclosed Conflicts of Interest
The primary reason for Buchanan’s termination was his violation of Kohl’s code of ethics and company policies by directing vendor transactions involving undisclosed conflicts of interest. An investigation found that what did Ashley Buchanan do involved steering business towards an individual with whom he had a personal relationship.
Specifically, the investigation uncovered two distinct types of business dealings:
- A business deal with a vendor: Buchanan directed Kohl’s to conduct business with a vendor “founded by an individual with whom Mr. Buchanan has a personal relationship.” The terms of this agreement were described as “highly unusual terms favorable to the vendor.”
- A multimillion-dollar consulting agreement: He also caused Kohl’s to enter into a “multi-million dollar consulting agreement” with a consulting team that included this same individual.
In both instances, the critical violation was Buchanan’s failure to disclose this personal relationship, which is a requirement under Kohl’s company policy and code of ethics.
The Individuals Involved: Buchanan, Holt, and Associated Businesses
While Kohl’s did not publicly name the individual involved in their official filings, The Wall Street Journal identified her as Chandra Holt. The Journal reported that Buchanan and Holt were romantically involved.
Their connection dates back several years to when they both worked at Walmart. Holt has had a notable career, including leaving Walmart in 2021 and serving as CEO of Bed Bath & Beyond (later Beyond Inc.) for a year.
Holt is associated with the businesses involved in the transactions. She is the founder of Incredibrew, a coffee brand. She has also worked as a senior advisor for Boston Consulting Group (BCG) since August. The Wall Street Journal reported that the multimillion-dollar consulting agreement was with Boston Consulting Group, where Holt was an advisor.
Holt has provided statements regarding the situation. She told The Wall Street Journal she had known Buchanan for 10 years but denied receiving any compensation for her Incredibrew business from Kohl’s. She also denied being in a relationship with Buchanan when he attempted to hire her at Michaels.
Boston Consulting Group itself was reportedly “shocked to learn of the relationship” and stated they have “strict guidelines for our senior advisors to disclose any conflicts of interest.” BCG conducted its own investigation into Holt’s “nondisclosure” and terminated her contract. They noted that Holt was a recognized industry expert working part-time and was not involved in structuring or negotiating the project terms.
The Investigation and Severe Consequences
The decision to terminate Buchanan followed an investigation conducted by “outside counsel.” This investigation was overseen by the company’s board’s “audit committee,” demonstrating a standard practice for handling serious allegations at the executive level.
The investigation’s findings directly led to Buchanan’s termination “for cause.” A “for cause” termination is a significant event in the business community and carries severe financial penalties for the executive. Due to the termination being for cause related to his ethical violations, Buchanan faces substantial losses, including:
- Forfeiture of all equity awards: He is required to forfeit all stock options and awards granted by Kohl’s.
- Signing bonus reimbursement: He must repay a prorated portion of his $2.5 million signing bonus.
- No severance: He is not entitled to severance payments, aside from basic accrued obligations and continuing benefits.
Furthermore, his nomination for election as a director at the company’s annual shareholder meeting was withdrawn.
Kohl’s Broader Context: A Retailer in Crisis
Buchanan’s firing did not occur in a vacuum; it happened while Kohl’s was already deeply entrenched in efforts to revitalize its business. The sources consistently describe Kohl’s as a “struggling retailer” that has faced “turmoil” over the past few years.
The company is confronting a confluence of difficult market conditions:
- Shifting Consumer Behavior: Consumers are changing where and how they shop.
- Competition: Kohl’s faces stiff competition, particularly from online sellers like Amazon and competitors such as Walmart, which have been improving their fashion offerings at affordable prices.
- Economic Headwinds: High inflation and a resulting pullback in consumer spending on discretionary items are impacting sales.
- Potential Tariffs: The company, like other retailers, faces uncertainty surrounding potential tariffs.
- Declining Performance: Kohl’s has experienced declining sales and a plunge in stock price. Net sales dropped 7.2% in 2024 to $15.4 billion, and comparable sales decreased by 6.5%. The fourth quarter was worse than expected, with a 9.4% drop in net sales and a cut dividend.
- Store Closures: Kohl’s recently announced the closure of 27 “underperforming stores”, leaving approximately 1,100 locations.
Adding to these challenges is a history of leadership instability. Buchanan was Kohl’s “third leader in four years” or “third CEO in three years.” His predecessor, Tom Kingsbury, lasted less than two years after succeeding Michelle Gass. Kingsbury himself admitted to past “damaging decisions,” such as carrying less inventory and shrinking the fine-jewelry business, stating, “We thought, ‘We can do more with a lot less’… And that didn’t work out for us.” Experts have noted Kohl’s has had a “muddled strategy.”
This context underscores the precarious state of the company at the time of Buchanan’s ethical violation and termination.
Reactions and Impact on Kohl’s
The news of Buchanan’s firing led to a positive reaction in the stock market, with Kohl’s shares soaring as much as 8%.
Retail analysts provided commentary on the impact of this event. Neil Saunders, managing director of GlobalData Retail, called the firing a “distraction that the company does not need and can ill afford.” He further described it as a “blow upon a bruise” for the struggling company. Saunders noted that while the sacking was unrelated to performance, it “gives the impression that Kohl’s is in perpetual state of chaos,” which is detrimental for a retailer attempting a turnaround. He also raised “questions about the due diligence over his appointment” given the swift and problematic departure.
Internally, the interim CEO reportedly sought to reassure staffers in an all-hands meeting, describing the event as “not a moment we expected nor the outcome we wanted.”
The company is now tasked with finding a permanent CEO while simultaneously attempting to stabilize its business.
Lessons Learned: Corporate Ethics and Governance
The Ashley Buchanan case at Kohl’s provides a compelling, albeit negative, case study in corporate ethics and governance. The details of what did Ashley Buchanan do highlight several critical areas:
- The Sanctity of the Code of Ethics: This incident underscores that a company’s code of ethics is not merely a guideline but a set of rules whose violation can lead to severe consequences, particularly for senior leadership.
- Mandatory Disclosure: The case reinforces the fundamental requirement for executives to disclose any personal relationships that could potentially create a conflict of interest in business dealings. Failure to do so, regardless of intent or whether the deals were ultimately beneficial to the company (though here the terms were “unusual” and “favorable to the vendor”), is a serious breach of trust and policy. As Boston Consulting Group stated, they have “strict guidelines” for disclosure.
- Robust Board Oversight: The role of the board’s audit committee and the use of independent outside counsel in conducting the investigation demonstrate best practices in corporate governance when addressing allegations against senior executives. This process is designed to ensure an objective assessment of the facts.
- Due Diligence in Hiring: The speed of Buchanan’s departure and the reason for it prompted analysts to question the due diligence conducted during his hiring. While sources don’t detail the hiring process, the outcome implicitly suggests the importance of thorough vetting, including potential conflicts arising from candidates’ past relationships and ventures.
- Personal Cost of Ethical Breaches: Buchanan’s forfeiture of over $20 million in compensation, including stock awards and the required reimbursement of his signing bonus, serves as a powerful illustration of the significant personal financial consequences of violating corporate ethics at the highest level.
Conclusion: An Unwelcome Setback
IIn conclusion, the question “what did Ashley Buchanan do” can be answered with troubling clarity: he violated Kohl’s ethics code by engaging in undisclosed, self-serving relationships that compromised corporate integrity. His personal and financial downfall is dramatic, but the larger damage to Kohl’s reputation and stability may prove even more costly.
For companies and executives alike, this story is a sobering reminder that trust and transparency are non-negotiable in leadership.
Terminated “for cause” after an investigation overseen by the board, Buchanan forfeited his significant compensation package.
This incident adds yet another layer of complexity and instability for Kohl’s, a retailer already struggling with declining sales, changing market dynamics, and recent leadership turnover. The company is now searching for its next permanent leader, a critical task made more challenging by this public ethical lapse. The case serves as a stark reminder of the absolute necessity of transparency, ethical conduct, and robust corporate governance at all levels, particularly for those entrusted with leading public companies.
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