KROGER CO — Director's Dealing 2022

Mar 8, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KROGER CO (KR)
CIK: 0000056873
Period of Report: 2022-03-07

Reporting Person: COSSET YAEL (Senior Vice President and CIO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-03-07	Common Stock	M	13992	$38.33	Acquired	169119	Direct
2022-03-07	Common Stock	M	18130	$37.48	Acquired	187249	Direct
2022-03-07	Common Stock	M	6632	$31.25	Acquired	193881	Direct
2022-03-07	Common Stock	S	38754	$57.5268	Disposed	155127	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-03-07	Non-Qualified Stock Option	$38.33	M	13992	Disposed	2025-07-15	Common Stock (13992)	Direct
2022-03-07	Non-Qualified Stock Option	$37.48	M	18130	Disposed	2026-07-13	Common Stock (18130)	Direct
2022-03-07	Non-Qualified Stock Option	$31.25	M	6632	Disposed	2026-09-15	Common Stock (6632)	Direct

Footnotes

F1: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.43 to $57.62, inclusive. The reporting person undertakes to provide to The Kroger Co., any security holder of The Kroger Co., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

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.