SEC Form 4 · accession 0001209191-17-015096
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
Feb 27, 2017
Accepted (ET)
Feb 28, 2017 · 12:30 pm EST
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 | Feb 27, 2017 | M | 120,000 | $14.135 | A | 2,478,704 | D | |
| Common StockF1 | Feb 27, 2017 | F | 79,650 | $32.27 | D | 2,399,054 | 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 OptionF2 | $14.135 | Feb 27, 2017 | M | 120,000 | D | — | Jun 28, 2017 | Common Stock | 120,000 | 0 | D |
Explanation of responses
- F1Between September 30, 2016 and December 31, 2016, the reporting person acquired 582.8838 shares of Kroger common stock in the Company's employee benefit plans, based on information from plan trustees. The 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.
- F2These 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.