SEC Form 4 · accession 0001676766-26-000006

KROGER CO · KR

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

Reporting owner

Mary Ellen Adcock

Officer — Executive Vice President

Period of report

Sep 18, 2026

Accepted (ET)

Sep 21, 2026 · 1:14 pm EDT

Rule 10b5-1 plan

box not checked

Issuer CIK

0000056873

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock	Sep 18, 2026	M	37,960	$34.94	A	237,288	D
Common Stock	Sep 18, 2026	M	10,846	$38.32	A	248,134	D
Common Stock^F1	Sep 18, 2026	S	37,960	$60.735	D	210,174	D
Common Stock^F2	Sep 18, 2026	S	10,846	$60.642	D	199,328	D
Common Stock^F3	Sep 18, 2026	S	24,095	$60.681	D	175,233	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 Options^F4	$34.94	Sep 18, 2026	M	37,960	D	—	Mar 11, 2031	Common Stock	37,960	0	D
Non-Qualified Stock Options^F4	$38.32	Sep 18, 2026	M	10,846	D	—	Jul 14, 2031	Common Stock	10,846	0	D

Explanation of responses

F1The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.690 to $60.755, 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.
F2The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.630 to $60.690, 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.
F3The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.660 to $60.690, 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.
F4These options were granted under a long-term incentive plan of The Kroger Co. and vested 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.