KROGER CO — Director's Dealing 2019

Jul 16, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KROGER CO (KR)
CIK: 0000056873
Period of Report: 2019-07-12

Reporting Person: FIKE CARIN L (Vice President and Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-07-12	Common Stock	F	498	$21.89	Disposed	30062.918	Direct
2019-07-15	Common Stock	F	267	$22.08	Disposed	29795.918	Direct
2019-07-12	Common Stock	F	470	$21.89	Disposed	6335	Indirect
2019-07-15	Common Stock	F	74	$22.08	Disposed	6261	Indirect
2019-07-15	Common Stock	A	4471	$0.00	Acquired	10732	Indirect

Footnotes

F1: Payment of tax liability associated with restricted stock.

F2: Between January 1, 2019 and June 30, 2019, the reporting person acquired 66.5932 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.

F3: Restricted stock awarded pursuant to a long-term incentive plan of The Kroger Co. The restrictions on these shares lapse in equal annual installments over a four-year period, at the rate of 25% per year commencing one year from the date of the award.