SEC Form 4 · accession 0001209191-18-061920

KROGER CO · KR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Senior Vice President

Period of report

Dec 7, 2018

Accepted (ET)

Dec 11, 2018 · 9:40 am 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	Dec 7, 2018	M	14,500	$11.17	A	181,087	D
Common Stock^F1,F2	Dec 7, 2018	S	14,500	$29.06	D	166,587	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Non-Qualified Stock Option^F3	$11.17	Dec 7, 2018	M	14,500	D	—	Jun 25, 2019	Common Stock	14,500	0	D

F1The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.05 to $29.08, inclusive. The reporting person undertakes to provide to The Kroger Co., any security holder of The Kroger Co., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
F2Between July 1, 2018 and September 30, 2018, the reporting person acquired 101.3497 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.
F3These options were granted under a long-term incentive plan of The Kroger Co. and vested in equal annual installments over a five-year period, at the rate of 20% per year commencing one year from the date of the grant.