KROGER CO — Director's Dealing 2015

Mar 16, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KROGER CO (KR)
CIK: 0000056873
Period of Report: 2015-03-12

Reporting Person: MARMER LYNN (Group Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-12	Common Stock	A	2692	$0.00	Acquired	43368.1731	Direct
2015-03-12	Common Stock	F	914	$76.29	Disposed	42454.1731	Direct

Footnotes

F1: Payment of tax liability associated with share award.

F2: 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.