SEC Form 5 · accession 0001209191-17-017075
KROGER CO · KR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert W Clark
Officer — Senior Vice President
Period of report
Jan 28, 2017
Accepted (ET)
Mar 3, 2017 · 12:22 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 StockF1 | Dec 27, 2016 | G | 430 | $0.00 | D | 115,529 | 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 | $14.305 | holding | — | — | — | — | Jun 26, 2018 | Common Stock | 11,000 | 11,000 | D |
| Non-Qualified Stock OptionF2 | $11.17 | holding | — | — | — | — | Jun 25, 2019 | Common Stock | 14,500 | 14,500 | D |
| Non-Qualified Stock OptionF2 | $10.08 | holding | — | — | — | — | Jun 24, 2020 | Common Stock | 14,500 | 14,500 | D |
| Non-Qualified Stock OptionF2 | $10.08 | holding | — | — | — | — | Jun 24, 2020 | Common Stock | 7,000 | 7,000 | D |
| Non-Qualified Stock OptionF2 | $10.94 | holding | — | — | — | — | Sep 16, 2020 | Common Stock | 7,000 | 7,000 | D |
| Non-Qualified Stock OptionF2 | $12.37 | holding | — | — | — | — | Jun 23, 2021 | Common Stock | 14,500 | 14,500 | D |
| Non-Qualified Stock OptionF2 | $12.37 | holding | — | — | — | — | Jun 23, 2021 | Common Stock | 8,000 | 8,000 | D |
| Non-Qualified Stock OptionF2 | $11.76 | holding | — | — | — | — | Dec 8, 2021 | Common Stock | 10,000 | 10,000 | D |
| Non-Qualified Stock OptionF2 | $10.98 | holding | — | — | — | — | Jul 12, 2022 | Common Stock | 16,000 | 16,000 | D |
| Non-Qualified Stock OptionF3 | $15.75 | holding | — | — | — | — | Mar 14, 2023 | Common Stock | 20,000 | 20,000 | D |
| Non-Qualified Stock OptionF2 | $15.75 | holding | — | — | — | — | Mar 14, 2023 | Common Stock | 5,000 | 5,000 | D |
| Non-Qualified Stock OptionF2 | $18.88 | holding | — | — | — | — | Jul 15, 2023 | Common Stock | 30,000 | 30,000 | D |
| Non-Qualified Stock OptionF2 | $24.665 | holding | — | — | — | — | Jul 15, 2024 | Common Stock | 30,000 | 30,000 | D |
| Non-Qualified Stock OptionF2 | $38.33 | holding | — | — | — | — | Jul 15, 2025 | Common Stock | 29,970 | 29,970 | D |
| Non-Qualified Stock OptionF2 | $37.48 | holding | — | — | — | — | Jul 13, 2026 | Common Stock | 57,030 | 57,030 | D |
Explanation of responses
- F1Between September 30, 2016 and December 31, 2016, the reporting person acquired 118.8295 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.
- F3These options were granted under an option plan of The Kroger Co. and vest in equal annual installments in whole share amounts over a three-year period, at the rate of one-third per year commencing one year after the date of grant, with the remainder vesting three years from the date of grant.