KROGER CO — Director's Dealing 2020

Jul 22, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KROGER CO (KR)
CIK: 0000056873
Period of Report: 2020-07-21

Reporting Person: Tuffin Mark C (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-07-21	Common Stock	M	20000	$11.305	Acquired	217153	Direct
2020-07-21	Common Stock	M	15000	$12.37	Acquired	232153	Direct
2020-07-21	Common Stock	S	35000	$35.00	Disposed	197153	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-07-21	Non-Qualified Stock Option	$12.37	M	15000	Disposed	2021-06-23	Common Stock (15000)	Direct
2020-07-21	Non-Qualified Stock Option	$11.305	M	20000	Disposed	2021-09-15	Common Stock (20000)	Direct

Footnotes

F1: The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 21, 2020.

F2: These options were granted under a long-term incentive plan of The Kroger Co. and vested in equal annual installments over a five-year period, at the rate of 20% per year commencing one year from the date of the grant.