SEC Form 4 · accession 0001209191-18-042776
KROGER CO · KR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
W Rodney McMullen
Officer — Chairman of the Board & CEO · Director
Period of report
Jul 13, 2018
Accepted (ET)
Jul 17, 2018 · 10:49 am 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 StockF1 | Jul 13, 2018 | A | 75,516 | $0.00 | A | 2,685,600 | D | |
| Common StockF2,F3 | Jul 13, 2018 | F | 38,476 | $28.05 | D | 2,647,124 | 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 OptionF4 | $28.05 | Jul 13, 2018 | A | 312,419 | A | — | Jul 13, 2028 | Common Stock | 312,419 | 312,419 | D |
Explanation of responses
- F1Restricted stock awarded pursuant to a long-term incentive plan of The Kroger Co. The restrictions on these shares lapse in equal annual installments in whole amounts over a four-year period, at the rate of 25% per year commencing one year from the date of the award.
- F2Payment of tax liability associated with restricted stock.
- F3Between April 1, 2018 and June 30, 2018, the reporting person acquired 784.4364 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.
- F4These options were granted under a long-term incentive plan of The Kroger Co. and vest in equal annual installments over a four-year period, at the rate of 25% per year commencing one year from the date of the grant.