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KROGER CO Director's Dealing 2016

Mar 14, 2016

30047_dirs_2016-03-14_88258bc8-f747-4e2e-8b89-d1d1c492ffb3.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: 2016-03-10

Reporting Person: MCMULLEN W RODNEY (Director, Chairman of the Board & CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-03-10 Common Stock A 48720 $0.00 Acquired 2270212.1498 Direct
2016-03-10 Common Stock F 19805 $37.73 Disposed 2250407.1498 Direct

Footnotes

F1: Payment of tax liability associated with share award.

F2: Between September 30, 2015 and December 31, 2015, the reporting person acquired 394.4957 shares of Kroger common stock in the Company's employee benefit plans, based on information from plan trustees.

F3: 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.