Calvin J. Kaufman - 08 Mar 2022 Form 4 Insider Report for KROGER CO (KR)

Role: Senior Vice President
Signature: /s/ Calvin J. Kaufman, by Dorothy D. Roberts, Attorney-in-Fact
Issuer symbol: KR
Transactions as of: 08 Mar 2022
Net transactions value: -$1,367,849
Form type: 4
Filing time: 09 Mar 2022, 15:30:02 UTC
Previous filing: 03 Jan 2022
Next filing: 14 Mar 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	KR	Common Stock	Options Exercise	$803,487	+32,576	+22%	$24.66	182,986	08 Mar 2022	Direct
transaction	KR	Common Stock	Options Exercise	$536,313	+13,992	+7.6%	$38.33	196,978	08 Mar 2022	Direct
transaction	KR	Common Stock	Sale	$2,707,650	-46,568	-24%	$58.14	150,410	08 Mar 2022	Direct	F1, F2

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	-32,576	-100%	$0.000000^*	0	08 Mar 2022	Common Stock	32,576	$24.66	Direct	F3
transaction	KR	Non-Qualified Stock Option	Options Exercise	$0	-13,992	-100%	$0.000000^*	0	08 Mar 2022	Common Stock	13,992	$38.33	Direct	F3

* 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 $58.10 to $58.21, 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	Between October 1, 2021 and December 31, 2021, the reporting person acquired 12.3737 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	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.