SEC Form 4 · accession 0001209191-16-117279
KROGER CO · KR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
W Rodney McMullen
Officer — Chairman of the Board & CEO · Director
Period of report
May 2, 2016
Accepted (ET)
May 4, 2016 · 1:57 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000056873
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 2, 2016 | M | 120,000 | $9.97 | A | 2,371,336 | D | |
| Common StockF1,F2 | May 2, 2016 | F | 67,523 | $35.36 | D | 2,303,813 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock OptionF3 | $9.97 | May 2, 2016 | M | 120,000 | D | — | May 4, 2016 | Common Stock | 120,000 | 0 | D |
Explanation of responses
- F1Between December 31, 2015 and March 31, 2016, the reporting person acquired 928.9619 shares of Kroger common stock in the Company's employee benefit plans, based on information from plan trustees.
- F2The total amount of securities directly owned by the reporting person includes shares in the Company's employee benefit plans that are deemed to be 'tax-conditioned plans' pursuant to Rule 16b-3, to the extent disclosed on reports received from plan trustees.
- F3These options were granted under a long-term incentive plan of The Kroger Co. and vest in equal annual installments in whole amounts over a five-year period, at the rate of 20% per year commencing one year from the date of the grant.