Mark C. Tuffin - Mar 7, 2022 Form 4 Insider Report for KROGER CO (KR)

Role: Senior Vice President
Signature: /s/ Mark C. Tuffin, by Dorothy D. Roberts, Attorney-in-Fact
Stock symbol: KR
Transactions as of: Mar 7, 2022
Transactions value $: -$1,860,091
Form type: 4
Date filed: 3/8/2022, 01:48 PM
Previous filing: Jul 15, 2021
Next filing: Mar 14, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	KR	Common Stock	Options Exercise	$1.29M	+33.8K	+15.54%	$38.33	251K	Mar 7, 2022	Direct
transaction	KR	Common Stock	Options Exercise	$1.64M	+43.8K	+17.43%	$37.48	295K	Mar 7, 2022	Direct
transaction	KR	Common Stock	Sale	-$4.8M	-77.5K	-26.3%	$61.84	217K	Mar 7, 2022	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	KR	Non-Qualified Stock Option	Options Exercise	$0	-33.8K	-100%	$0.00^*	0	Mar 7, 2022	Common Stock	33.8K	$38.33	Direct	F2
transaction	KR	Non-Qualified Stock Option	Options Exercise	$0	-43.8K	-100%	$0.00^*	0	Mar 7, 2022	Common Stock	43.8K	$37.48	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.80 to $61.95, 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.

Content

The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.80 to $61.95, 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.

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.