Filing Details

Accession Number:
0001209191-12-026843
Form Type:
4
Zero Holdings:
No
Publication Time:
2012-05-09 11:49:52
Reporting Period:
2012-05-07
Filing Date:
2012-05-09
Accepted Time:
2012-05-09 10:49:52
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
56873 Kroger Co KR Retail-Grocery Stores (5411) 310345740
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1186583 J Geoffrey Covert The Kroger Co.
1014 Vine Street
Cincinnati OH 45202
Senior Vice President No Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2012-05-07 40,000 $23.00 141,438 No 4 M Direct
Common Stock Disposition 2012-05-07 40,000 $23.07 101,438 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Non-Qualified Performance Stock Option Disposition 2012-05-07 13,333 $0.00 13,333 $23.00
Common Stock Non-Qualified Stock Option Disposition 2012-05-07 26,667 $0.00 26,667 $23.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2012-05-09 No 4 M Direct
0 2012-05-09 No 4 M Direct
Footnotes
  1. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 17, 2012.
  2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.00 to $23.15, 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.
  3. 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.
  4. These options will vest during the first four years from the date of the grant only if the Company's stock price has achieved a 55% appreciation from the option price. Thereafter, the options vest only if the Company's stock price has achieved a minimum 13% appreciation per annum from the date of grant or 185% appreciation, whichever is less. The options vest nine years and six months after grant, if not sooner vested.
  5. These options were granted under a long-term incentive plan of The Kroger Co. and vest in equal annual installments in whole amounts over a five-year period, at the rate of 20% per year commencing one year from the date of the grant.