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KROGER CO Director's Dealing 2016

Dec 12, 2016

30047_dirs_2016-12-12_a6cc102e-9c0f-437b-b1b1-a4f8632c6f17.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KROGER CO (KR)
CIK: 0000056873
Period of Report: 2016-12-09

Reporting Person: Madlinger Sukanya R (Senior Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-12-09 Common Stock F 514 $34.78 Disposed 72942 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 5382.3248 Indirect

Footnotes

F1: Payment of tax liability associated with restricted stock.

F2: The reporting person's spouse is a former employee of The Kroger Co. Between June 30, 2016 and September 30, 2016, the reporting person's spouse acquired 18.2956 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's spouse 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.