KR / The Kroger Co. - SEC फाइलिंग, वार्षिक रिपोर्ट, प्रॉक्सी स्टेटमेंट

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CIK 56873
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to The Kroger Co.
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
July 11, 2025 144

144

144 0001190767 XXXXXXXX LIVE 0000056873 KROGER CO 001-00303 1014 VINE ST CINCINNATI OH 45201 5137624437 MOORE CLYDE R Director Common Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917 26814 1890405.

June 27, 2025 EX-99.1

Question Asked During Kroger’s 2025 Annual Meeting of Shareholders

Exhibit 99.1 Question Asked During Kroger’s 2025 Annual Meeting of Shareholders Question: A shareholder asked how is Kroger thinking about the changing tariff situation and will the company pass those costs on to the consumer? Kroger Response (Ronald Sargent, Interim Chief Executive Officer and Chairman of the Board): As I shared last week, Kroger is less impacted by the proposed tariffs than some

June 27, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 24, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. (Exact name

June 27, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report : June 26, 2025 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number)

June 26, 2025 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. 401(k) Retirement Savings A

June 24, 2025 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 Harris Teeter Supermarkets, Inc. Retiremen

June 20, 2025 EX-99.1

Kroger Reports First Quarter 2025 Results and Updates Identical Sales without Fuel Guidance for 2025

Exhibit 99.1 Kroger Reports First Quarter 2025 Results and Updates Identical Sales without Fuel Guidance for 2025 First Quarter Highlights · Identical Sales without fuel increased 3.2%*[1] · Operating Profit of $1,322 million; EPS of $1.29 · Adjusted FIFO Operating Profit of $1,518 million and Adjusted EPS of $1.49 · eCommerce sales increased 15% CINCINNATI, June 20, 2025 – The Kroger Co. (NYSE: K

June 20, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report : June 20, 2025 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number)

June 13, 2025 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. Savings Plan 1014 Vine Stre

May 23, 2025 EX-1.01

Conflict Minerals Report for the reporting period January 1, 2024 to December 31, 2024, as required by Items 1.01 and 1.02 of this Form SD.

Exhibit 1.01 Conflict Minerals Report of The Kroger Co. For the calendar-year reporting period ended December 31, 2024 This is the Conflict Minerals Report (“Report”) of The Kroger Co. (“Kroger” or “we”) for calendar year 2024 in accordance with Section 13(p) of the Securities Exchange Act of 1934, as amended, and Rule 13p-1 and Form SD thereunder (collectively, the “Rule”). Please refer to the te

May 23, 2025 SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD Specialized Disclosure Report The Kroger Co. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD Specialized Disclosure Report The Kroger Co.

May 23, 2025 PX14A6G

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 Name of the Registrant: Kroger Co. Name of persons relying on exemption: The Shareholder Commons, Inc. Address of persons relying on exemption: PO

May 15, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant 🗹     Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) 🗹 Definitive Proxy

May 15, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant 🗹     Filed by a Party other than the Registrant  ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy

April 1, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 1, 2025. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 THE KROGER CO. (Exa

April 1, 2025 EX-24.1

Powers of Attorney.

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of THE KROGER CO. (the “Company”) hereby makes, constitutes and appoints Christine S. Wheatley and Stacey M. Heiser, or either of them, his or her true and lawful attorneys-in-fact to sign and execute for and on his or her behalf the Company’s annual report on Form 10-K, and any and all amendm

April 1, 2025 EX-10.18

Amended and Restated Employment Agreement between The Kroger Co. and David Kennerley dated March 28, 2025.

Exhibit 10.18 THE KROGER CO. 1014 VINE STREET CINCINNATI, OHIO 45202-1100 Date: March 28, 2025 To: David Kennerley From: Ron Sargent Subject: Executive New Hire – Amended and Restated Offer David, We are pleased to offer you the position of Senior Vice President of The Kroger Co. (“Kroger” or the “Company”) effective March 10, 2025 and Chief Financial Officer effective April 3, 2025, reporting sol

April 1, 2025 EX-97

The Kroger Co. Policy on Incentive Based Compensation Recovery

Exhibit 97 The Kroger Co. Policy on Incentive-Based Compensation Recovery Section 1. Introduction. The board of directors (the “Board”) of The Kroger Co. (the “Company”) has adopted this policy (the “Policy”) to provide for the recovery by the Company, in the event of a Recovery Trigger (as defined below), of certain incentive-based compensation received by certain current and former executive off

April 1, 2025 EX-19.2

The Kroger Co. Policy on Securities Trading

Exhibit 19.2 The Kroger Co. Policy on Securities Trading I. INTRODUCTION A. Purpose The Kroger Co. (“Kroger”) and its subsidiaries (collectively, the “Company”) have a culture which requires, and have developed a well-earned reputation for, integrity, ethical conduct and fair dealing. The purpose of this Policy on Securities Trading (this “Policy”) is to promote compliance with federal and state s

April 1, 2025 EX-19.1

The Kroger Co. Share Repurchase Policy

Exhibit 19.1 The Kroger Co. Share Repurchase Policy This purpose of this policy (this “Policy”) is to help The Kroger Co. and its subsidiaries (collectively, “Kroger” or “the Company”) comply with U.S. securities laws, rules and regulations (collectively, “Securities Laws”) concerning insider trading matters with respect to the Company’s open market repurchase of Company’s securities, including an

April 1, 2025 EX-21.1

Subsidiaries of the Registrant.

EXHIBIT 21.1 SUBSIDIARIES OF THE KROGER CO. 84.51 LLC [Ohio] 84.51 HQ Building Company, LLC [Ohio] Alpha Beta Company [California] Also Doing Business As: Food 4 Less Ralphs Ansonborough Square Investors I, LLC [Delaware] Ansonborough Square Retail, LLC [South Carolina] Bay Area Warehouse Stores, Inc. [California] Also Doing Business As: Foods Co. Beech Tree Holdings, LLC [Delaware] Bleecker Ventu

March 20, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 13, 2025 The Kroger Co.

March 6, 2025 EX-99.1

Kroger Reports Fourth Quarter and Full-Year 2024 Results Announces Guidance for 2025

Exhibit 99.1 Kroger Reports Fourth Quarter and Full-Year 2024 Results Announces Guidance for 2025 Fourth Quarter Highlights · Identical Sales without fuel increased 2.4% · Operating Profit of $912 million; EPS of $0.90 · Adjusted FIFO Operating Profit of $1,174 million and Adjusted EPS of $1.14 · Delivered 11% digital sales growth, excluding the 53rd week in 2023 Fiscal 2024 Highlights · Identical

March 6, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report : March 6, 2025 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number)

March 5, 2025 CORRESP

March 5, 2025

March 5, 2025 United States Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.

March 3, 2025 EX-99.1

Kroger Announces Resignation of CEO Rodney McMullen

Exhibit 99.1 Kroger Announces Resignation of CEO Rodney McMullen · Ronald Sargent appointed Chairman of the Board of Directors and Interim CEO · Mark Sutton will serve as Kroger’s lead independent director · Kroger expects full-year Identical Sales without fuel to be at the high end of its guidance range · Kroger expects full-year Adjusted Earnings Per Share to be slightly above the high end of it

March 3, 2025 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 2, 2025 The Kroger Co.

February 13, 2025 EX-99.1

Kroger Announces David Kennerley as Incoming Chief Financial Officer Todd Foley to ensure seamless transition before retiring

Exhibit 99.1 Kroger Announces David Kennerley as Incoming Chief Financial Officer Todd Foley to ensure seamless transition before retiring CINCINNATI – February 12, 2025 – The Kroger Co. (NYSE: KR) today announced its succession plan for Chief Financial Officer. David Kennerley, senior vice president and CFO for PepsiCo Europe, will succeed Todd Foley as senior vice president and chief financial o

February 13, 2025 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 12, 2025 The Kroger Co.

February 11, 2025 CORRESP

February 11, 2025

February 11, 2025 United States Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.

January 22, 2025 CORRESP

1014 Vine Street, Cincinnati, OH 45202

1014 Vine Street, Cincinnati, OH 45202 January 22, 2025 VIA Edgar Securities and Exchange Commission Division of Corporate Finance 100 F Street N.

December 13, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 9, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. (Exact n

December 13, 2024 8-K

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numbe

December 11, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 11, 2024 The Kroger Co. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 11, 2024 The Kroger Co.

December 11, 2024 EX-99.1

Kroger Reiterates Its Commitment to Lower Prices and Initiates New $7.5B Share Buyback Program Reiterates Commitment to Investing in America to Lower Grocery Prices, Raise Associate Wages, and Support Local Communities Highlights Resilience of Value

Exhibit 99.1 Kroger Reiterates Its Commitment to Lower Prices and Initiates New $7.5B Share Buyback Program Reiterates Commitment to Investing in America to Lower Grocery Prices, Raise Associate Wages, and Support Local Communities Highlights Resilience of Value Creation Model and Strong Momentum to Drive Long-term, Sustainable Growth Board of Directors Authorizes $7.5B Share Repurchase Program in

December 6, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number

December 6, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, December 6, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Comp

December 5, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report : December 5, 2024 (Date of earliest event reported) The Kroger Co.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report : December 5, 2024 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numbe

December 5, 2024 EX-99.1

Kroger Reports Third Quarter 2024 Results and Narrows Guidance Range

Exhibit 99.1 Kroger Reports Third Quarter 2024 Results and Narrows Guidance Range Third Quarter Highlights · Identical Sales without fuel increased 2.3% · Operating Profit of $828 million; EPS of $0.84 · Adjusted FIFO Operating Profit of $1,017 million and Adjusted EPS of $0.98 · Achieved strong Adjusted Free Cash Flow · Executed its go-to-market strategy to deliver value for customers o Grew digi

December 2, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number

December 2, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, December 2, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Comp

November 25, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, November 25, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Com

November 25, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 25, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numbe

November 22, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 19, 2024 The Kroger Co.

November 19, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, November 19, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Com

November 19, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 19, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numbe

November 13, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numbe

November 13, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, November 13, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Com

November 6, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, November 6, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Comp

November 6, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 The Kroger Co. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number

October 31, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, October 31, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Comp

October 31, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number

October 25, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number

October 25, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, October 25, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Comp

October 21, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, October 21, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Comp

October 21, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 21, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number

October 15, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, October 15, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Comp

October 15, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 15, 2024 The Kroger Co. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 15, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number

October 9, 2024 EX-10.1

Amendment No. 1 to Credit Agreement, dated as of October 8, 2024, by and among the Company, the lenders party thereto, Wells Fargo Bank, National Association and Citibank, N.A., as co-administrative agents, and Wells Fargo Bank, National Association, as the paying agent, to the Credit Agreement, dated as of September 13, 2024, which is hereby incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on October 9, 2024.

Exhibit 10.1 EXECUTION VERSION WEIL:\100012870\2\57387.0027 #99189043v3 AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of October 8, 2024 (this “Amendment”), is entered into among THE KROGER CO., an Ohio Corporation (the “Borrower”), the Lenders signatory hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION and CITIBANK, N.A., as co-administrative agents (in such

October 9, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 8, 2024 The Kroger Co.

October 9, 2024 EX-10.2

Amendment No. 3 to Term Loan Credit Agreement, dated as of October 8, 2024, by and among the Company, the lenders party thereto and Citibank, N.A., as administrative agent, to the Term Loan Credit Agreement, dated as of November 9, 2022, which is hereby incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on October 9, 2024.

Exhibit 10.2 EXECUTION VERSION WEIL:\100012861\2\57387.0027 #99189045v3 AMENDMENT NO. 3 TO TERM LOAN CREDIT AGREEMENT This AMENDMENT NO. 3 TO TERM LOAN CREDIT AGREEMENT, dated as of October 8, 2024 (this “Amendment”), is entered into among THE KROGER CO., an Ohio Corporation (the “Borrower”), the Lenders signatory hereto and CITIBANK, N.A., as administrative agent (in such capacity, the “Administr

October 8, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, October 8, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Compa

October 8, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 8, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number)

October 2, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, October 2, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Compa

October 2, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2024 The Kroger Co. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number)

September 26, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, September 26, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Co

September 26, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 26, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numb

September 20, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numb

September 20, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 17, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. (Exact na

September 20, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, September 20, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Co

September 16, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numb

September 16, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, September 16, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Co

September 13, 2024 EX-10.2

Amendment No. 2 to Term Loan Credit Agreement, dated as of September 13, 2024, by and among the Company, the lenders party thereto and Citibank, N.A., as administrative agent, to the Term Loan Credit Agreement, dated as of November 9, 2022, which is hereby incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on September 13, 2024.

Exhibit 10.2 EXECUTION COPY AMENDMENT NO. 2 TO TERM LOAN CREDIT AGREEMENT This AMENDMENT NO. 2 TO TERM LOAN CREDIT AGREEMENT, dated as of September 13, 2024 (this “Amendment”), is entered into among THE KROGER CO., an Ohio Corporation (the “Borrower”), the Lenders signatory hereto and CITIBANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”). WHEREAS, the Borrower, the

September 13, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 13, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numb

September 13, 2024 EX-10.1

Credit Agreement, dated as of September 13, 2024, by and among the Company, the lenders from time to time party thereto, Wells Fargo Bank, National Association and Citibank, N.A., as co-administrative agents, and Wells Fargo Bank, National Association, as the paying agent, which is hereby incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on September 13, 2024.

Exhibit 10.1 EXECUTION VERSION Deal CUSIP: 50102PAS5 Facility CUSIP: 50102PAT3 U.S. $5,000,000,000 CREDIT AGREEMENT Dated as of September 13, 2024 Among THE KROGER CO. as Borrower and THE LENDERS and WELLS FARGO BANK, NATIONAL ASSOCIATION and CITIBANK, N.A. as Co-Administrative Agents WELLS FARGO SECURITIES LLC CITIBANK, N.A. MIZUHO BANK, LTD. U.S. BANK NATIONAL ASSOCIATION and TRUIST SECURITIES,

September 12, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: September 12, 2024 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numb

September 12, 2024 EX-99.1

Kroger Reports Second Quarter 2024 Results and Updates Full-Year Identical Sales Without Fuel Guidance

Exhibit 99.1 Kroger Reports Second Quarter 2024 Results and Updates Full-Year Identical Sales Without Fuel Guidance Second Quarter Highlights · Identical Sales without fuel increased 1.2% · Operating Profit of $815 million; EPS of $0.64 · Adjusted FIFO Operating Profit of $984 million and Adjusted EPS of $0.93 · Achieved strong Adjusted Free Cash Flow · Executed its go-to-market strategy to delive

September 12, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2024 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numb

September 12, 2024 EX-99.1

Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes

Exhibit 99.1 Kroger Announces Extension of Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes CINCINNATI, September 11, 2024 — The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has extended the expiration date of the previously announced offers to exchange (the “Exchange Offers”) any and all outstanding notes (the “ACI Notes”) of Albertsons Co

August 29, 2024 EX-99.1

Kroger Announces Results of Early Participation in Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes and Certain Amendments to the Exchange Offers and Consent Solicitations

Exhibit 99.1 Kroger Announces Results of Early Participation in Exchange Offers and Consent Solicitations for Albertsons Companies, Inc. Notes and Certain Amendments to the Exchange Offers and Consent Solicitations CINCINNATI, August 29, 2024 – The Kroger Co. (NYSE:KR) (the “Company” or “Kroger”) announced today that it has received the requisite number of consents to adopt certain proposed amendm

August 29, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2024 (August 28, 2024) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commi

August 27, 2024 EX-1.1(1)

Pricing Agreement, dated as of August 20, 2024, among the Company, Citigroup Global Markets Inc. and Wells Fargo Securities, LLC.

Exhibit 1.1.1 Pricing Agreement Citigroup Global Markets Inc. Wells Fargo Securities, LLC As Representatives of the several Underwriters named in Schedule I hereto. August 20, 2024 Ladies and Gentlemen: The Kroger Co., an Ohio corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Underwriting Agreement, dated August 20, 2024 (the “Underwriting Agreemen

August 27, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: August 27, 2024 (Date of earliest event reported) The Kroger Co. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: August 27, 2024 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number)

August 27, 2024 EX-4.3(1)

Fiftieth Supplemental Indenture, dated as of August 27, 2024 between the Company and U.S. Bank National Association (formerly known as Firstar Bank, National Association), as Trustee which is hereby incorporated by reference to Exhibit 4.3.1 of the Company’s Current Report on Form 8-K filed with the SEC on August 27, 2024

  Exhibit 4.3.1   THE KROGER CO. TO U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (formerly known as Firstar Bank, N.A.) Trustee FIFTIETH SUPPLEMENTAL INDENTURE   Dated as of August 27, 2024 to   INDENTURE   Dated as of June 25, 1999 4.700% Senior Notes due 2026 4.600% Senior Notes due 2027 4.650% Senior Notes due 2029 4.900% Senior Notes due 2031 5.000% Senior Notes due 2034 5.500% Senior Notes d

August 27, 2024 EX-1.1

Underwriting Agreement, dated as of August 20, 2024.

Exhibit 1.1 The Kroger Co. Debt Securities Underwriting Agreement August 20, 2024 To the Representatives of the several Underwriters named in Schedule I to the applicable Pricing Agreement hereinafter described. Ladies and Gentlemen: From time to time The Kroger Co., an Ohio corporation (the “Company”), proposes to enter into one or more Pricing Agreements (each a “Pricing Agreement”) in the form

August 22, 2024 424B5

$10,500,000,000 The Kroger Co. $1,000,000,000 4.700% Senior Notes due 2026 $1,000,000,000 4.600% Senior Notes due 2027 $1,400,000,000 4.650% Senior Notes due 2029 $1,300,000,000 4.900% Senior Notes due 2031 $2,200,000,000 5.000% Senior Notes due 2034

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(5)  Registration No. 333-265130 PROSPECTUS SUPPLEMENT (To Prospectus dated May 20, 2022) $10,500,000,000 The Kroger Co. $1,000,000,000 4.700% Senior Notes due 2026 $1,000,000,000 4.600% Senior Notes due 2027 $1,400,000,000 4.650% Senior Notes due 2029 $1,300,000,000 4.900% Senior Notes due 2031 $2,200,000,000 5.000% Senior Notes due 2034 $2,100,000,

August 22, 2024 EX-FILING FEES

Table 1: Newly Registered and Carry Forward Securities

Calculation of Filing Fee Tables S-3 KROGER CO Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Debt 4.

August 20, 2024 FWP

The Kroger Co. $1,000,000,000 4.700% Senior Notes Due 2026 $1,000,000,000 4.600% Senior Notes Due 2027 $1,400,000,000 4.650% Senior Notes Due 2029 $1,300,000,000 4.900% Senior Notes Due 2031 $2,200,000,000 5.000% Senior Notes Due 2034 $2,100,000,000

FWP 1 tm2421523d5fwp.htm FWP Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement No. 333-265130 The Kroger Co. $1,000,000,000 4.700% Senior Notes Due 2026 $1,000,000,000 4.600% Senior Notes Due 2027 $1,400,000,000 4.650% Senior Notes Due 2029 $1,300,000,000 4.900% Senior Notes Due 2031 $2,200,000,000 5.000% Senior Notes Due 2034 $2,100,000,000 5.500% Senior Notes Due 2

August 19, 2024 424B5

SUBJECT TO COMPLETION, DATED AUGUST 19, 2024

TABLE OF CONTENTS This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, but is not complete and may be changed.

August 19, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: August 19, 2024 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number)

August 15, 2024 EX-99.1

Kroger Announces Commencement of Exchange Offers and Consent Solicitations for Albertsons Companies Notes

Exhibit 99.1 Kroger Announces Commencement of Exchange Offers and Consent Solicitations for Albertsons Companies Notes CINCINNATI - August 15, 2024 – The Kroger Co. (NYSE:KR) (“Kroger” or the “Company”) announced today that it has commenced private exchange offers to certain eligible holders (“Eligible Holders”) (each an “Exchange Offer” and, collectively, the “Exchange Offers”) for any and all ou

August 15, 2024 EX-99.1

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION All amounts in the unaudited pro forma condensed combined financial information (the “pro forma financial information”) are in millions except per share amounts. The following pro forma financial information presents the pro forma effects of the following (collectively, the “Transactions”): · The proposed transaction among T

August 15, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: August 15, 2024 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number)

August 15, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: August 15, 2024 (Date of earliest event reported) The Kroger Co. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: August 15, 2024 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number)

June 28, 2024 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from            to Commission file number 1-303 The Kroger Co. 401(k) Retiremen

June 28, 2024 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: June 27, 2024 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

June 28, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 25, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. (Exact name

June 28, 2024 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. Savings Plan 1014 Vine Stre

June 21, 2024 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from                   to Commission file number 1-303 Harris Teeter Supermarke

June 20, 2024 EX-99.1

Kroger Reports First Quarter 2024 Results and Reaffirms Guidance

Exhibit 99.1 Kroger Reports First Quarter 2024 Results and Reaffirms Guidance First Quarter Highlights · Identical Sales without fuel increased 0.5% · Operating Profit of $1,294 million; EPS of $1.29 · Adjusted FIFO Operating Profit of $1,499 million and Adjusted EPS of $1.43 · Executed its go-to-market strategy to deliver value for customers o Grew digital sales more than 8%, with Delivery and Pi

June 20, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 20, 2024 (Date of earliest event reported) The Kroger Co. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 20, 2024 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

June 5, 2024 PX14A6G

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION (Voluntary Submission)

As filed with the Securities and Exchange Commission on June 5, 2024 FORM PX14A6G United States Securities and Exchange Commission Washington, D.

May 31, 2024 EX-1.01

Conflict Minerals Report for the reporting period January 1, 2023 to December 31, 2023, as required by Items 1.01 and 1.02 of this Form SD.

Exhibit 1.01 Conflict Minerals Report of The Kroger Co. For the calendar-year reporting period ended December 31, 2023 This is the Conflict Minerals Report (“Report”) of The Kroger Co. (“Kroger” or “we”) for calendar year 2023 in accordance with Section 13(p) of the Securities Exchange Act of 1934, as amended, and Rule 13p-1 and Form SD thereunder (collectively, the “Rule”). Please refer to the te

May 31, 2024 SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD Specialized Disclosure Report The Kroger Co. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD Specialized Disclosure Report The Kroger Co.

May 21, 2024 PX14A6G

Notice of Exempt Solicitation

Notice of Exempt Solicitation NAME OF REGISTRANT: THE KROGER COMPANY NAME OF RELYING ON EXEMPTION: SISTERS OF ST.

May 16, 2024 PX14A6G

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 Name of the Registrant: Kroger Co. Name of persons relying on exemption: The Shareholder Commons, Inc. Address of persons relying on exemption: PO

May 15, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant 🗹     Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) 🗹 Definitive Proxy

April 22, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 22, 2024 The Kroger Co. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 22, 2024 The Kroger Co.

April 22, 2024 EX-99.1

Kroger, Albertsons Companies and C&S Wholesale Grocers, LLC Announce an Updated and Expanded Divestiture Plan Amended Divestiture Plan Adds Stores, Facilities and Banner Names to Enhance Competition in Overlap Geographies and to Address Regulator Con

Exhibit 99.1 Kroger, Albertsons Companies and C&S Wholesale Grocers, LLC Announce an Updated and Expanded Divestiture Plan Amended Divestiture Plan Adds Stores, Facilities and Banner Names to Enhance Competition in Overlap Geographies and to Address Regulator Concerns CINCINNATI (April 22, 2024) – The Kroger Co. (NYSE: KR) and Albertsons Companies Inc. (NYSE: ACI) announced today that they have am

April 2, 2024 EX-21.1

Subsidiaries of the Registrant.

EXHIBIT 21.1 SUBSIDIARIES OF THE KROGER CO. 84.51 LLC [Ohio] 84.51 HQ Building Company, LLC [Ohio] Alpha Beta Company [California] Also Doing Business As: Food 4 Less Ralphs Ansonborough Square Investors I, LLC [Delaware] Ansonborough Square Retail, LLC [South Carolina] Bay Area Warehouse Stores, Inc. [California] Also Doing Business As: Foods Co. Beech Tree Holdings, LLC [Delaware] Bleecker Ventu

April 2, 2024 EX-97

The Kroger Co. Policy on Incentive Based Compensation Recovery

Exhibit 97 The Kroger Co. Policy on Incentive-Based Compensation Recovery Section 1. Introduction. The board of directors (the “Board”) of The Kroger Co. (the “Company”) has adopted this policy (the “Policy”) to provide for the recovery by the Company, in the event of a Recovery Trigger (as defined below), of certain incentive-based compensation received by certain current and former executive off

April 2, 2024 EX-24.1

Powers of Attorney.

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of THE KROGER CO. (the “Company”) hereby makes, constitutes and appoints Christine S. Wheatley and Stacey M. Heiser, or either of them, his or her true and lawful attorneys-in-fact to sign and execute for and on his or her behalf the Company’s annual report on Form 10-K, and any and all amendm

April 2, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 3, 2024. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 THE KROGER CO. (Exa

March 7, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 7, 2024 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

March 7, 2024 EX-99.1

Kroger Reports Fourth Quarter and Full-Year 2023 Results Announces Guidance for 2024

Exhibit 99.1 Kroger Reports Fourth Quarter and Full-Year 2023 Results Announces Guidance for 2024 Fourth Quarter Highlights · Identical Sales without fuel decreased 0.8%; underlying Identical Sales without fuel increased 0.1%(1) · Operating Profit of $1,194 million; EPS of $1.01 · Adjusted FIFO Operating Profit of $1,307 million and Adjusted EPS of $1.34, which include a benefit of $187 million an

February 13, 2024 SC 13G/A

KR / The Kroger Co. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01301-krogercothe.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Kroger Co/The Title of Class of Securities: Common Stock CUSIP Number: 501044101 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule

February 5, 2024 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 30, 2024 The Kroger Co.

February 5, 2024 EX-99.1

Kroger Announces CFO Transition Todd Foley Appointed Interim CFO

Exhibit 99.1 Kroger Announces CFO Transition Todd Foley Appointed Interim CFO CINCINNATI, February 5, 2024 – The Kroger Co. (NYSE: KR) today announced that Gary Millerchip is stepping down as senior vice president and chief financial officer to assume an executive role at another public company. Todd Foley, group vice president, corporate controller and chief accounting officer, has been appointed

December 8, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 4, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. (Exact n

November 30, 2023 EX-99.1

Kroger Reports Third Quarter 2023 Results and Updates Guidance

Exhibit 99.1 Kroger Reports Third Quarter 2023 Results and Updates Guidance Third Quarter Highlights · Identical Sales without fuel decreased 0.6%; underlying Identical Sales without fuel increased 1.0%(1) · Operating Profit of $912 million; EPS of $0.88 · Adjusted FIFO Operating Profit of $1,022 million; Adjusted EPS of $0.95 · Achieved strong Adjusted Free Cash Flow leading to a net total debt t

November 30, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: November 30, 2023 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numbe

September 15, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 12, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. (Exact na

September 8, 2023 EX-99.2

Kroger Reaches Agreement in Principle for Nationwide Opioid Settlement

Exhibit 99.2 Kroger Reaches Agreement in Principle for Nationwide Opioid Settlement CINCINNATI, September 8, 2023 – The Kroger Co. (NYSE: KR) has reached an agreement in principle with plaintiffs to settle the majority of opioid claims that have been or could be brought against the Company by states, subdivisions, and Native American tribes. Along with the execution of certain non-monetary conditi

September 8, 2023 EX-99.3

Kroger and Albertsons Companies Announce Comprehensive Divestiture Plan with C&S Wholesale Grocers, LLC in Connection with Proposed Merger Plan Marks Key Step in Merger Process Both the Kroger and Albertsons Cos. Combination and the Divestiture Sale

Exhibit 99.3 Kroger and Albertsons Companies Announce Comprehensive Divestiture Plan with C&S Wholesale Grocers, LLC in Connection with Proposed Merger Plan Marks Key Step in Merger Process Both the Kroger and Albertsons Cos. Combination and the Divestiture Sale to C&S will Create Meaningful and Measurable Benefits for Associates, Customers and Communities Agreement with C&S Includes Sale of 413 S

September 8, 2023 EX-99.1

Kroger Reports Second Quarter 2023 Results and Reaffirms Guidance

Exhibit 99.1 Kroger Reports Second Quarter 2023 Results and Reaffirms Guidance Second Quarter Highlights ● Identical Sales without fuel increased 1.0% with underlying growth of 2.6%(1) ● Operating Loss of ($479) million; EPS of ($0.25) o Includes a $1.4 billion charge ($1.54 loss per share) for nationwide opioid settlement framework ● Adjusted FIFO Operating Profit of $989 million; Adjusted EPS of

September 8, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 8, 2023 The Kroger Co. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 8, 2023 The Kroger Co.

July 12, 2023 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. Savings Plan 1014 Vine Stre

July 12, 2023 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. 401(k) Retirement Savings A

June 29, 2023 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022. OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 Harris Teeter Supermarkets, Inc. Retireme

June 26, 2023 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ¨ Form 10-K ¨ Form 20-F x Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: January 28, 2023 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

June 26, 2023 NT 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ¨Form 10-K ¨ Form 20-F x Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: January 28, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

June 23, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: June 22, 2023 (Date of earliest event reported) The Kroger Co. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: June 22, 2023 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

June 23, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 20, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. (Exact name

June 15, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 15, 2023 (Date of earliest event reported) The Kroger Co. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 15, 2023 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

June 15, 2023 EX-99.1

Kroger Reports First Quarter 2023 Results and Reaffirms Full-Year Identical Sales Without Fuel and Adjusted EPS Guidance

Exhibit 99.1 Kroger Reports First Quarter 2023 Results and Reaffirms Full-Year Identical Sales Without Fuel and Adjusted EPS Guidance First Quarter Highlights · Identical Sales without fuel increased 3.5% with underlying growth of 5.0% (1) · Operating Profit of $1,470 million; Adjusted FIFO Operating Profit of $1,669 million · EPS of $1.32; Adjusted EPS of $1.51 · Achieved strong Adjusted Free Cas

June 2, 2023 PX14A6G

The Kroger Co. (KR) Vote Yes: Item #7– Report on Reducing Use of Plastic Packaging Annual Meeting: June 22, 2023

Main Post Office, P.O. Box 751 www.asyousow.org Berkeley, CA 94704 BUILDING A SAFE, JUST, AND SUSTAINABLE WORLD SINCE 1992 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: The Kroger Co. (KR) Name of persons relying on exemption: As You Sow Address of persons relying on exemption: Main Post Office, P.O. Box 751, Berkeley, CA 94704 Written materials are submitted pursu

May 25, 2023 SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD Specialized Disclosure Report The Kroger Co. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD Specialized Disclosure Report The Kroger Co.

May 25, 2023 EX-1.01

Conflict Minerals Report for the reporting period January 1, 2022 to December 31, 2022, as required by Items 1.01 and 1.02 of this Form SD.

Exhibit 1.01 Conflict Minerals Report of The Kroger Co. For the calendar-year reporting period ended December 31, 2022 This is the Conflict Minerals Report (“Report”) of The Kroger Co. (“Kroger” or “we”) for calendar year 2022 in accordance with Section 13(p) of the Securities Exchange Act of 1934, as amended, and Rule 13p-1 and Form SD thereunder (collectively, the “Rule”). Please refer to the te

May 22, 2023 PX14A6G

Notice of Exempt Solicitation

Notice of Exempt Solicitation NAME OF REGISTRANT: The Kroger Co. NAME OF PERSONS RELYING ON EXEMPTION: Arjuna Capital ADDRESS OF PERSON RELYING ON EXEMPTION: 13 Elm St. Manchester, MA 01944 WRITTEN MATERIALS: The attached written materials are submitted pursuant to Rule 14a-6(g)(1) (the “Rule”) promulgated under the Securities Exchange Act of 1934,* in connection with a proxy proposal to be voted

May 12, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant 🗹     Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) 🗹 Definitive Proxy

March 28, 2023 EX-24.1

Powers of Attorney.

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of THE KROGER CO. (the “Company”) hereby makes, constitutes and appoints Christine S. Wheatley and Stacey M. Heiser, or either of them, his or her true and lawful attorneys-in-fact to sign and execute for and on his or her behalf the Company’s annual report on Form 10-K, and any and all amendm

March 28, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 28, 2023. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 THE KROGER CO. (Exa

March 28, 2023 EX-21.1

Subsidiaries of the Registrant.

EXHIBIT 21.1 SUBSIDIARIES OF THE KROGER CO. 84.51 LLC [Ohio] 84.51 HQ Building Company, LLC [Ohio] Alpha Beta Company [California] Also Doing Business As: Food 4 Less Ralphs Ansonborough Square Investors I, LLC [Delaware] Ansonborough Square Retail, LLC [South Carolina] Bay Area Warehouse Stores, Inc. [California] Also Doing Business As: Foods Co. Beech Tree Holdings, LLC [Delaware] Bleecker Ventu

March 2, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 2, 2023 (Date of earliest event reported) The Kroger Co. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 2, 2023 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

March 2, 2023 EX-99.1

Kroger Reports Fourth Quarter and Full-Year 2022 Results Announces Growth Expectations for 2023

Exhibit 99.1 Kroger Reports Fourth Quarter and Full-Year 2022 Results Announces Growth Expectations for 2023 Fourth Quarter Highlights ● Identical Sales without fuel increased 6.2%(1) ● Operating Profit of $826 million; Adjusted FIFO Operating Profit of $1,274 million ● EPS of $0.62; Adjusted EPS of $0.99 ● Executed go-to-market strategy to deliver value for customers o Our Brands identical sales

February 14, 2023 EX-99.B

SCHEDULE 13G JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)

EX-99.B Exhibit B SCHEDULE 13G EXHIBIT B JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1) The undersigned persons hereby agree that reports on Schedule 13G, and amendments thereto, with respect to the Common Stock of RH may be filed in a single statement on behalf of each of such persons, and further, each of such persons designates Warren E. Buffett as its agent and Attorney-in-Fact for the pu

February 14, 2023 EX-99.A

SCHEDULE 13G RELEVANT SUBSIDIARIES AND MEMBERS OF FILING GROUP

EX-99.A Exhibit A SCHEDULE 13G EXHIBIT A RELEVANT SUBSIDIARIES AND MEMBERS OF FILING GROUP PARENT HOLDING COMPANIES OR CONTROL PERSONS: Warren E. Buffett (an individual who may be deemed to control Berkshire Hathaway Inc.) Berkshire Hathaway Inc. INSURANCE COMPANIES AS DEFINED IN SECTION 3(a)(19) OF THE ACT: National Indemnity Company Berkshire Hathaway Homestate Insurance Company Berkshire Hathaw

February 14, 2023 SC 13G/A

KR / Kroger Co / BERKSHIRE HATHAWAY INC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.

February 9, 2023 SC 13G/A

KR / Kroger Co / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01261-krogerco.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Kroger Co. Title of Class of Securities: Common Stock CUSIP Number: 501044101 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursu

December 9, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 5, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. (Exact n

December 1, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: December 1, 2022 (Date of earliest event reported) The Kroger Co. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: December 1, 2022 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number

December 1, 2022 EX-99.1

Kroger Reports Third Quarter 2022 Results and Raises Full-Year Guidance

Exhibit 99.1 Kroger Reports Third Quarter 2022 Results and Raises Full-Year Guidance Third Quarter Highlights · Identical Sales without fuel increased 6.9% · Operating Profit of $841 million; Adjusted FIFO Operating Profit of $1,094 million · EPS of $0.55; Adjusted EPS of $0.88 · Company is executing its go-to-market strategy to deliver value for customers o Our Brands identical sales increased 10

November 10, 2022 EX-10.2

Amendment No. 1 to Credit Agreement, dated as of November 9, 2022, by and among the Company, the lenders party thereto, and Bank of America, N.A., as paying agent to the Amended and Rested Credit Agreement, dated as of July 6, 2021, is hereby incorporated by reference to Exhibit 10.2 of the Company’s 8-K filed with the SEC on November 10, 2022.

Exhibit 10.2 Execution Version AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of November 9, 2022 (this ?Amendment?), is entered into by and among THE KROGER CO., an Ohio corporation (the ?Borrower?), the Lenders signatory hereto, and BANK OF AMERICA, N.A., as paying agent for the Lenders (in such capacity, the ?Paying Agent?) under the Amended and Restated

November 10, 2022 EX-10.1

Term Loan Agreement, dated as of November 9, 2022, by and among the Company, the lenders from time to time party thereto, and Citibank, N.A., as administrative agent for the lenders, is hereby incorporated by reference to Exhibit 10.1 of the Company’s 8-K filed with the SEC on November 10, 2022.

Exhibit 10.1 Execution Version U.S. $4,750,000,000 TERM LOAN CREDIT AGREEMENT Dated as of November 9, 2022 Among THE KROGER CO. as Borrower and THE LENDERS and CITIBANK, N.A. as Administrative Agent and WELLS FARGO BANK, NATIONAL ASSOCIATION, MIZUHO BANK, LTD., TRUIST BANK, and U.S. BANK NATIONAL ASSOCIATION as Co-Syndication Agents and JPMORGAN CHASE BANK, N.A., MUFG BANK, LTD., PNC BANK, NATIONA

November 10, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 9, 2022 The Kroger Co.

October 14, 2022 EX-99.2

OCTOBER 14, 2022 1

Exhibit 99.2 OCTOBER 14, 2022 1 2 Safe Harbor This presentation contains certain statements that constitute “ forward - looking statements ” within the meaning of federal securities laws, including statements regarding the effects of the proposed transaction. These statements are based on the assumptions and beliefs of Kr oge r and Albertsons management in light of the information currently availa

October 14, 2022 EX-2.1

Agreement and Plan of Merger, dated as of October 13, 2022, by and among the Company, Parent and Merger Sub, is hereby incorporated by reference to Exhibit 2.1 of the Company’s 8-K filed with the SEC on October 14, 2022.

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER BY AND AMONG ALBERTSONS COMPANIES, INC. THE KROGER CO. AND KETTLE MERGER SUB, INC. Dated as of October 13, 2022 TABLE OF CONTENTS ARTICLE I DEFINITIONS 2 Section 1.1 Certain Definitions 2 Section 1.2 Interpretation 21 ARTICLE II THE DISTRIBUTION; THE MERGER; EFFECTS OF THE MERGER 22 Section 2.1 The Distribution 22 Section 2.2 The Merger 23

October 14, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 13, 2022 The Kroger Co. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 13, 2022 The Kroger Co.

October 14, 2022 EX-99.1

Kroger and Albertsons Companies Announce Definitive Merger Agreement Establishes National Footprint to Serve America with Fresh, Affordable Food for Everyone Combines Two Companies with Shared Values to Unite Around Kroger’s Purpose to Feed the Human

Exhibit 99.1 Kroger and Albertsons Companies Announce Definitive Merger Agreement Establishes National Footprint to Serve America with Fresh, Affordable Food for Everyone Combines Two Companies with Shared Values to Unite Around Kroger’s Purpose to Feed the Human Spirit Accelerates Kroger’s Go-to-Market Strategy and Positions Combined Company as a Premier Omnichannel Food Retailer, Delivering Qual

September 16, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? ? FORM 10-Q ? ? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the quarterly period ended August 13, 2022 OR ? ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to Commission file number 1-303 ? ? ? Th

September 9, 2022 EX-99.1

Kroger Reports Second Quarter 2022 Results and Raises Full-Year Guidance

Exhibit 99.1 Kroger Reports Second Quarter 2022 Results and Raises Full-Year Guidance Second Quarter Highlights ? Identical Sales without fuel increased 5.8% ? Operating Profit of $954 million; Adjusted FIFO Operating Profit of $1,110 million ? EPS of $1.00; Adjusted EPS of $0.90 ? Company is executing its go-to-market strategy to deliver value for customers o Our Brands identical sales increased

September 9, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: September 9, 2022 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numbe

July 6, 2022 EX-24.1

Power of Attorney

EX-24.1 4 tm2219416d1ex24-1.htm EXHIBIT 24.1 EXHIBIT 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of The Kroger Co. (the “Company”) hereby makes, constitutes and appoints Christine S. Wheatley and Stacey M. Heiser, or either of them, his or her true and lawful attorneys-in-fact and agents to sign and execute for and on his or her behalf the Comp

July 6, 2022 EX-99.1

The Amended and Restated Kroger 2019 Long-Term Incentive Plan

Exhibit 99.1 THE KROGER CO. 2019 AMENDED AND RESTATED LONG-TERM INCENTIVE PLAN 1. Purpose. The purpose of The Kroger Co. 2019 Amended and Restated Long-Term Incentive Plan is to further align the interests of eligible participants with those of the Company?s shareholders by providing incentive compensation opportunities tied to the performance of the Company and its Common Shares. The Plan is inte

July 6, 2022 S-8

As filed with the Securities and Exchange Commission on July 6, 2022

S-8 1 tm2219416d1s8.htm FORM S-8 As filed with the Securities and Exchange Commission on July 6, 2022 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 The Kroger Co. (Exact name of registrant as specified in its charter) Ohio 31-0345740 (State or other jurisdiction of incorporation or orga

July 6, 2022 EX-FILING FEES

Calculation of Filing Fee Table

EX-FILING FEES 6 tm2219416d1ex-filingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables S-8 (Form Type) THE KROGER CO. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1)(2) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price Fee Rate Amoun

June 28, 2022 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. Savings Plan 1014 Vine Stre

June 28, 2022 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. 401(k) Retirement Savings A

June 28, 2022 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

11-K 1 tm2219542d311k.htm FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021. OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 Harri

June 24, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? ? FORM 10-Q ? ? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the quarterly period ended May 21, 2022 OR ? ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to Commission file number 1-303 ? ? ? The K

June 23, 2022 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: June 23, 2022 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

June 16, 2022 EX-99.1

Kroger Reports First Quarter 2022 Results and Raises Full-Year Guidance

Exhibit 99.1 Kroger Reports First Quarter 2022 Results and Raises Full-Year Guidance First Quarter Highlights ? Identical Sales without fuel increased 4.1% ? Operating Profit of $1,505 million; Adjusted FIFO Operating Profit of $1,601 million ? EPS of $0.90; Adjusted EPS of $1.45 ? Company is widening its competitive moats to deliver value for customers o Fresh Department identical sales increased

June 16, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 16, 2022 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

June 6, 2022 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. __)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

May 26, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x????Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy St

May 26, 2022 PX14A6G

As filed with the Securities and Exchange Commission on May 26, 2022 Form PX14A6G Kroger Co Filed by: Domini Impact Investments LLC NOTICE OF EXEMPT SOLICITATION (Voluntary Submission) NAME OF REGISTRANT: Kroger Co NAME OF PERSON RELYING ON EXEMPTION

PX14A6G 1 d346877dpx14a6g.htm FILING OF EXEMPT SOLICITATION As filed with the Securities and Exchange Commission on May 26, 2022 Form PX14A6G Kroger Co Filed by: Domini Impact Investments LLC NOTICE OF EXEMPT SOLICITATION (Voluntary Submission) NAME OF REGISTRANT: Kroger Co NAME OF PERSON RELYING ON EXEMPTION: Domini Impact Investments LLC ADDRESS OF PERSON RELYING ON EXEMPTION: 180 Maiden Lane, S

May 20, 2022 SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD Specialized Disclosure Report The Kroger Co. (Exact name of registrant as specified in its charter)

SD 1 tm2216041d1sd.htm FORM SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD Specialized Disclosure Report The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 1014 Vine Street Cincinnati, OH 45202 (Addr

May 20, 2022 EX-25.1

Form T-1 Statement of Eligibility and Qualification under the Trust Indenture Act of 1939.

Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ? U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E

May 20, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A 1 tm2212949d7defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ    Filed by a Party other than the Registrant  ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted b

May 20, 2022 EX-24.1

Powers of Attorney.

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned directors of The Kroger Co. (the ?Company?) hereby make, constitute and appoint Christine S. Wheatley and Stacey M. Heiser or either one of them (with full power to each of them to act alone) his or her true and lawful attorneys-in-fact to sign and execute for and on his or her behalf a Registration Statement a

May 20, 2022 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) The Kroger Co. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit(1) Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee(2)

May 20, 2022 S-3ASR

As filed with the Securities and Exchange Commission on May 20, 2022

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 20, 2022 Registration No.

May 20, 2022 EX-1.01

Conflict Minerals Report for the reporting period January 1, 2021 to December 31, 2021, as required by Items 1.01 and 1.02 of this Form SD.

Exhibit 1.01 Conflict Minerals Report of The Kroger Co. For the calendar-year reporting period ended December 31, 2021 This is the Conflict Minerals Report (?Report?) of The Kroger Co. (?Kroger? or ?we?) for calendar year 2021 in accordance with Section 13(p) of the Securities Exchange Act of 1934, as amended, and Rule 13p-1 and Form SD thereunder (collectively, the ?Rule?). Please refer to the te

May 20, 2022 PX14A6G

Notice of Exempt Solicitation

PX14A6G 1 r519220px14a6g.htm Notice of Exempt Solicitation NAME OF REGISTRANT: The Kroger Company NAME OF PERSON RELYING ON EXEMPTION: The Sisters of the Presentation of the Blessed Virgin Mary ADDRESS OF PERSON RELYING ON EXEMPTION: 1702 S. 7th Ave. #210, Sioux Falls, SD 57105 Written materials are submitted pursuant to Rule 14(a)-6(g)(1) promulgated under the Securities and Exchange Act of 1934.

May 19, 2022 PX14A6G

Rationale to vote FOR the Proposal and Rebuttal to Company’s Opposition Statement

1 NAME OF REGISTERANT: THE KROGER COMPANY NAME OF PERSON RELYING ON EXEMPTION: FRIENDS FIDUCIARY CORPORATION ADDRESS OF PERSON RELYING ON EXEMPTION: 1700 MARKET STREET, SUITE 1535, PHILADELPHIA, PA 19103 May 19, 2022 To Kroger Stockholders: Friends Fiduciary Corporation seeks your support for Item No.

May 17, 2022 PX14A6G

The Kroger Co. (KR) Vote Yes: Item #5– Report on Reducing Use of Plastic Packaging Annual Meeting: June 23, 2022 Kelly McBee | [email protected]

PX14A6G 1 o517223px14a6g.htm Main Post Office, P.O. Box 751 www.asyousow.org Berkeley, CA 94704 BUILDING A SAFE, JUST, AND SUSTAINABLE WORLD SINCE 1992 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: The Kroger Co. (KR) Name of persons relying on exemption: As You Sow Address of persons relying on exemption: Main Post Office, P.O. Box 751, Berkeley, CA 94704 Written

May 9, 2022 PREC14A

our proxy statement filed with the Commission on May 9, 2022

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14-a6(e)(2)) ? Definitive Proxy State

May 2, 2022 DEFC14A

proxy statement filed with the SEC on May 2, 2022

? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 ? SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 ? Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? ? Definiti

April 25, 2022 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DFAN14A 1 d622313ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as

April 19, 2022 PREC14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 ? SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 ? Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? ? Definiti

March 30, 2022 DFAN14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. __)

DFAN14A 1 d340458ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as

March 29, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? FORM 10-K (Mark One) ? ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the fiscal year ended January 29, 2022. ? OR ? ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to ? Commission file number 1-303 ?

March 29, 2022 EX-21.1

Subsidiaries of the Registrant.

EXHIBIT 21.1 ? SUBSIDIARIES OF THE KROGER CO. ? 84.51 LLC [Ohio] 84.51 HQ Building Company, LLC [Ohio] Alpha Beta Company [California] Also Doing Business As: Food 4 Less Ralphs Ansonborough Square Investors I, LLC [Delaware] Ansonborough Square Retail, LLC [South Carolina] Ardrey Kell Investments, LLC [North Carolina] Bay Area Warehouse Stores, Inc. [California] Also Doing Business As: Foods Co.

March 29, 2022 EX-24.1

Powers of Attorney.

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of THE KROGER CO. (the ?Company?) hereby makes, constitutes and appoints Christine S. Wheatley and Stacey M. Heiser, or either of them, his or her true and lawful attorneys-in-fact to sign and execute for and on his or her behalf the Company?s annual report on Form 10-K, and any and all amendm

March 29, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A 1 tm2210757d1defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (

March 29, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A 1 tm2210757d2defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (

March 4, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 4, 2022 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

March 4, 2022 EX-99.1

Kroger Outlines How it is Delivering for Today and Investing in the Future at Business Update Event Company to Host Investor Webcast Today at 8:30 a.m. ET

Exhibit 99.1 Kroger Outlines How it is Delivering for Today and Investing in the Future at Business Update Event Company to Host Investor Webcast Today at 8:30 a.m. ET CINCINNATI and ORLANDO, March 4, 2022 - The Kroger Co. (NYSE: KR), America's largest grocer, is hosting a 2022 Business Update today in Orlando, Florida, where management will provide an update on the company's strategy of Leading w

March 3, 2022 EX-99.1

Kroger Reports Fourth Quarter and Full-Year 2021 Results Issues 2022 Full Year Guidance

Exhibit 99.1 Kroger Reports Fourth Quarter and Full-Year 2021 Results Issues 2022 Full Year Guidance Fourth Quarter Highlights ? Identical Sales without fuel increased 4.0%; two-year stack increased 14.6% ? Digital Sales two-year stack grew 105% ? EPS of $0.75; Adjusted EPS of $0.91 ? Operating Profit of $965 million; Adjusted FIFO Operating Profit of $1,014 million Fiscal 2021 Highlights ? Identi

March 3, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 3, 2022 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

February 14, 2022 SC 13G

KR / Kroger Co / BERKSHIRE HATHAWAY INC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.

January 10, 2022 SC 13G/A

KR / Kroger Co / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Kroger Co. Title of Class of Securities: Common Stock CUSIP Number: 501044101 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ??Rule 13d

December 10, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 6, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. (Exact n

December 2, 2021 EX-99.1

  Kroger Reports Third Quarter 2021 Results and Raises Full-Year Guidance

Exhibit 99.1 ? Kroger Reports Third Quarter 2021 Results and Raises Full-Year Guidance Third Quarter Highlights ? Identical Sales without fuel increased 3.1%; two-year stack increased 14.0% ? Digital Sales two-year stack grew 103% ? EPS of $0.64; Adjusted EPS of $0.78 ? Operating Profit of $868 million; Adjusted FIFO Operating Profit of $974 million ? Alternative profit business delivered record t

December 2, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: December 2, 2021 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number

September 17, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? ? FORM 10-Q ? ? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the quarterly period ended August 14, 2021 OR ? ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to Commission file number 1-303 ? ? ? Th

September 10, 2021 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: September 10, 2021 (Date of earliest event reported) The Kroger Co.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: September 10, 2021 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numb

September 10, 2021 EX-99.1

Kroger Reports Strong Second Quarter Results and Raises Full-Year 2021 Guidance

Exhibit 99.1 Kroger Reports Strong Second Quarter Results and Raises Full-Year 2021 Guidance Second Quarter Highlights ? Identical Sales without fuel decreased 0.6%; two-year stack increased 14.0% ? Digital Sales two-year stack grew 114% ? EPS of $0.61; Adjusted EPS of $0.80 ? Operating Profit of $839 million; Adjusted FIFO Operating Profit of $947 million ? Alternative profit business continued s

August 2, 2021 EX-99.1

Kroger Elects Elaine Chao to Board of Directors

Exhibit 99.1 Kroger Elects Elaine Chao to Board of Directors CINCINNATI (August 2, 2021) ? The Kroger Co. (NYSE: KR) today announced that Elaine Chao has been elected to the company's board of directors. "We are pleased to welcome Elaine to Kroger," said Rodney McMullen, Kroger's chairman and CEO. "She?s an experienced national and global leader who brings to Kroger?s board deep knowledge of corpo

August 2, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: August 2, 2021 (Date of earliest event reported) THE KROGER CO. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number)

July 7, 2021 EX-10.1

Amended and Restated Credit Agreement, dated as of July 6, 2021, by and among the Company, the lenders from time to time party thereto, Bank of America, N.A. and Wells Fargo Bank National Association, as co-administrative agents, and Bank of America, N.A., as paying agent.

Exhibit 10.1 EXECUTION COPY Deal CUSIP: 50102PAM8 Facility CUSIP: 50102PAN6 U.S. $2,750,000,000 AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 6, 2021 Among THE KROGER CO. as Borrower and THE LENDERS and BANK OF AMERICA, N.A. and WELLS FARGO BANK, NATIONAL ASSOCIATION as Co-Administrative Agents and CITIBANK, N.A. as Syndication Agent and MIZUHO BANK, LTD. and U.S. BANK NATIONAL ASSOCIATIO

July 7, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: July 6, 2021 (Date of earliest event reported) THE KROGER CO. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (I

June 25, 2021 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. Savings Plan 1014 Vine Stre

June 25, 2021 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020. OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 Harris Teeter Supermarkets, Inc. Retireme

June 25, 2021 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: June 24, 2021 (Date of earliest event reported) THE KROGER CO. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

June 25, 2021 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

11-K 1 tm2120555d211k.htm FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kr

June 25, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? ? FORM 10-Q ? ? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the quarterly period ended May 22, 2021 OR ? ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to Commission file number 1-303 ? ? ? The K

June 17, 2021 EX-99.1

Kroger Delivers Strong First Quarter Results and Raises Full-Year 2021 Guidance

Exhibit 99.1 Kroger Delivers Strong First Quarter Results and Raises Full-Year 2021 Guidance First Quarter Highlights ? Identical Sales without fuel decreased 4.1%; two-year stack increased 14.9% ? Digital sales grew 16%; two-year stack grew 108% ? EPS of $0.18; Adjusted EPS of $1.19 ? Operating Profit of $805 million; Adjusted FIFO Operating Profit of $1,375 million ? Record alternative profit bu

June 17, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 17, 2021 (Date of earliest event reported) THE KROGER CO. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

May 28, 2021 EX-1.01

Conflict Minerals Report of The Kroger Co.

Exhibit 1.01 Conflict Minerals Report of The Kroger Co. For the calendar-year reporting period ended December 31, 2020 This is the Conflict Minerals Report (?Report?) of The Kroger Co. (?Kroger? or ?we?) for calendar year 2020 in accordance with Section 13(p) of the Securities Exchange Act of 1934, as amended, and Rule 13p-1 and Form SD thereunder (collectively, the ?Rule?). Please refer to the te

May 28, 2021 SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD Specialized Disclosure Report The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD Specialized Disclosure Report The Kroger Co.

May 21, 2021 PX14A6G

The Kroger Co. KR) Vote Yes: Item #4 Shareholder Proposal on Reducing Use of Plastic Packaging Annual Meeting: June 24, 2021

PX14A6G 1 px521210px14a6g.htm 2150 Kittredge St. Suite 450 www.asyousow.org Berkeley, CA 94704 BUILDING A SAFE, JUST, AND SUSTAINABLE WORLD SINCE 1992 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: The Kroger Co. (KR) Name of persons relying on exemption: As You Sow Address of persons relying on exemption: 2150 Kittredge St. Suite 450, Berkeley, CA 94704 Written mat

May 13, 2021 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A 1 nc10022090x2defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☑     Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted

May 13, 2021 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEF 14A 1 nc10022090x1def14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☑     Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitte

March 31, 2021 EX-99.1

Kroger Outlines Strategy to Deliver Strong and Sustainable Total Shareholder Return by Leading With Fresh and Accelerating With Digital Reconfirms 2021 Guidance; Management to Provide Further Details During Investor Webcast at 9:00am ET

Exhibit 99.1 Kroger Outlines Strategy to Deliver Strong and Sustainable Total Shareholder Return by Leading With Fresh and Accelerating With Digital Reconfirms 2021 Guidance; Management to Provide Further Details During Investor Webcast at 9:00am ET CINCINNATI ? March 31, 2021 ? The Kroger Co. (NYSE: KR) will host a virtual 2021 Investor Day today to provide an update on the company?s strategic in

March 31, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 31, 2021 (Date of earliest event reported) THE KROGER CO. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number)

March 30, 2021 EX-21.1

Subsidiaries of the Registrant.

EXHIBIT 21.1 ? SUBSIDIARIES OF THE KROGER CO. ? 84.51 LLC [Ohio] 84.51 HQ Building Company, LLC [Ohio] Alpha Beta Company [California] Also Doing Business As: Food 4 Less Ralphs Ansonborough Square Investors I, LLC [Delaware] Ansonborough Square Retail, LLC [South Carolina] Ardrey Kell Investments, LLC [North Carolina] Bay Area Warehouse Stores, Inc. [California] Also Doing Business As: Foods Co.

March 30, 2021 EX-10.16

Form of Restricted Stock Grant Agreement under Long-Term Incentive and Cash Bonus Plan. Incorporated by reference to Exhibit 10.16 of the Company’s Annual Report on Form 10-K for the fiscal year ended January 30, 2021.

Exhibit 10.16 ? This document constitutes part of a prospectus covering securities that have been registered under the Securities Act of 1933. The date of this document is . ? THE KROGER CO. RESTRICTED STOCK AGREEMENT ? Pursuant to a Long-Term Incentive Plan (the ?Plan?), The Kroger Co. (?we? or ?us?) hereby grants shares of restricted stock (the ?shares?) to the undersigned grantee (?you?) on (th

March 30, 2021 EX-24.1

Powers of Attorney.

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of THE KROGER CO. (the ?Company?) hereby makes, constitutes and appoints Christine S. Wheatley and Stacey M. Heiser, or either of them, his or her true and lawful attorneys-in-fact to sign and execute for and on his or her behalf the Company?s annual report on Form 10-K, and any and all amendm

March 30, 2021 10-K

Annual Report - 10-K

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? FORM 10-K (Mark One) ? ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the fiscal year ended January 30, 2021. ? OR ? ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to ? Commission file number 1-303 ?

March 4, 2021 EX-99.1

Kroger Delivers Strong Fourth Quarter and Fiscal Year 2020 Results Issues 2021 Full Year Guidance

Exhibit 99.1 Kroger Delivers Strong Fourth Quarter and Fiscal Year 2020 Results Issues 2021 Full Year Guidance Fiscal Q4 Highlights · Identical Sales without fuel grew 10.6%, digital sales grew 118% · EPS of ($0.10); Adjusted EPS of $0.81 · Operating Loss of ($158 million); including a $989 million charge for UFCW pension commitments; Adjusted FIFO Operating Profit of $837 million Fiscal 2020 High

March 4, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 4, 2021 (Date of earliest event reported) THE KROGER CO. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number) (

March 1, 2021 EX-99.1

Kroger Announces Retirement of EVP and COO Mike Donnelly

Exhibit 99.1 Kroger Announces Retirement of EVP and COO Mike Donnelly CINCINNATI (March 1, 2021) ? The Kroger Co. (NYSE: KR) today announced the retirement of Mike Donnelly, executive vice president and COO, after more than 42 years of distinguished service, effective later this spring. A succession plan will be announced at a later date. ?With his relentless focus on the customer, Mike has led th

March 1, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: February 23, 2021 (Date of earliest event reported) THE KROGER CO. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Numbe

February 10, 2021 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Kroger Co. Title of Class of Securities: Common Stock CUSIP Number: 501044101 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d

January 27, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: January 25, 2021 (Date of earliest event reported) THE KROGER CO. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number

January 27, 2021 EX-99.1

Kroger Announces Kevin Brown and Amanda Sourry Elected to Kroger Board of Directors Bobby Shackouls Announces Retirement from Board

Exhibit 99.1 Kroger Announces Kevin Brown and Amanda Sourry Elected to Kroger Board of Directors Bobby Shackouls Announces Retirement from Board CINCINNATI, January 27, 2021 - The Kroger Co. (NYSE: KR) today announced that Kevin Brown and Amanda Sourry have been elected to the company's board of directors. The company also announced that Bobby Shackouls is retiring from Kroger’s board after more t

January 12, 2021 EX-1.1

Underwriting Agreement, dated as of January 5, 2021, among the Company, U.S. Bancorp Investments, Inc., BofA Securities, Inc., Citigroup Global Markets Inc., Mizuho Securities USA LLC, Santander Investment Securities Inc., Wells Fargo Securities, LLC, BNY Mellon Capital Markets, LLC, Fifth Third Securities, Inc., Goldman Sachs & Co. LLC, MUFG Securities Americas Inc., PNC Capital Markets LLC, RBC Capital Markets, LLC, Truist Securities, Inc., and Academy Securities, Inc.

Exhibit 1.1 EXECUTION VERSION The Kroger Co. Debt Securities Underwriting Agreement January 5, 2021 To the Representatives of the several Underwriters named in the respective Pricing Agreements hereinafter described. Ladies and Gentlemen: From time to time The Kroger Co., an Ohio corporation (the “Company”), proposes to enter into one or more Pricing Agreements (each a “Pricing Agreement”) in the

January 12, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: January 12, 2021 (Date of earliest event reported) The Kroger Co.

January 12, 2021 EX-4.3.1

Forty-Ninth Supplemental Indenture, relating to the 1.700% Senior Notes due 2031, dated as of January 12, 2021, between the Company and U.S. Bank National Association (formerly known as Firstar Bank, National Association), as Trustee.

Exhibit 4.3.1 THE KROGER CO. TO U.S. BANK NATIONAL ASSOCIATION (formerly known as Firstar Bank, N.A.) Trustee FORTY-NINTH SUPPLEMENTAL INDENTURE Dated as of January 12, 2021 TO INDENTURE Dated as of June 25, 1999 1.700% SENIOR NOTES DUE 2031 TABLE OF CONTENTS ARTICLE ONE DEFINITIONS 2 Section 101. Definitions 2 ARTICLE TWO SECURITY FORMS 5 Section 201. Form of Securities of this Series 5 Section 2

January 12, 2021 EX-1.1.1

Pricing Agreement, dated as of January 5, 2021, among the Company, U.S. Bancorp Investments, Inc., BofA Securities, Inc., Citigroup Global Markets Inc., Mizuho Securities USA LLC, Santander Investment Securities Inc., Wells Fargo Securities, LLC, BNY Mellon Capital Markets, LLC, Fifth Third Securities, Inc., Goldman Sachs & Co. LLC, MUFG Securities Americas Inc., PNC Capital Markets LLC, RBC Capital Markets, LLC, Truist Securities, Inc., and Academy Securities, Inc.

Exhibit 1.1.1 Pricing Agreement EXECUTION VERSION U.S. Bancorp Investments, Inc. BofA Securities, Inc. Citigroup Global Markets Inc. As Representatives of the several Underwriters named in Schedule I hereto. January 5, 2021 Ladies and Gentlemen: The Kroger Co., an Ohio corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Underwriting Agreement, dated

January 6, 2021 424B5

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities To Be Registered Maximum Offering Price Amount of Registration Fee(1) 1.700% Senior Notes due 2031 $500,000,000 $54,550

Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No.

January 5, 2021 424B5

Subject to Completion, dated January 5, 2021 Prospectus Supplement to Prospectus dated May 24, 2019 The Kroger Co. % Senior Notes due

Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No.

January 5, 2021 FWP

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement Number 333-231727 The Kroger Co. Pricing Term Sheet Dated January 5, 2021

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement Number 333-231727 The Kroger Co.

December 15, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 7, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. (Exact n

December 3, 2020 EX-99.1

Kroger Reports Third Quarter 2020 Results and Raises Full-Year 2020 Guidance

Exhibit 99.1 Kroger Reports Third Quarter 2020 Results and Raises Full-Year 2020 Guidance Third Quarter Highlights · Identical Sales without fuel grew 10.9% · Digital sales grew 108% · EPS of $0.80; Adjusted EPS of $0.71, up 51% compared to prior year · Operating Profit of $792 million; Adjusted FIFO Operating Profit of $871 million, up 33% compared to prior year · Strong alternative profit busine

December 3, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: December 3, 2020 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number

October 27, 2020 EX-99.1

Restock Kroger Transformation Is Successfully Repositioning the Business to Create Sustainable Shareholder Value Reconfirms 2020 Guidance on ID Sales without fuel, Adjusted FIFO Operating Profit, Adjusted EPS and Adjusted Free Cashflow Delivering Val

Exhibit 99.1 Restock Kroger Transformation Is Successfully Repositioning the Business to Create Sustainable Shareholder Value Reconfirms 2020 Guidance on ID Sales without fuel, Adjusted FIFO Operating Profit, Adjusted EPS and Adjusted Free Cashflow Delivering Value for Customers, Associates, Communities and Shareholders Competitive Moats Are Growing in Strength and Relevance as Customers Eat More

October 27, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: October 27, 2020 (Date of earliest event reported) The Kroger Co. (Exact name of registrant as specified in its charter) Ohio No. 1-303 31-0345740 (State or other jurisdiction of incorporation) (Commission File Number

September 22, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 15, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-303 The Kroger Co. (Exact na

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