-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, US7gOD2Y62Dt1e0V0OofI7aMpr7KzmTXLFAdBT0RBofm+7V4+KA8VXbwtQOBWwrP Gmk6EKs4XHrrwt2NdYKwBQ== 0001181431-05-016488.txt : 20050314 0001181431-05-016488.hdr.sgml : 20050314 20050314162644 ACCESSION NUMBER: 0001181431-05-016488 CONFORMED SUBMISSION TYPE: 5 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050129 FILED AS OF DATE: 20050314 DATE AS OF CHANGE: 20050314 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KROGER CO CENTRAL INDEX KEY: 0000056873 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411] IRS NUMBER: 310345740 STATE OF INCORPORATION: OH FISCAL YEAR END: 0102 BUSINESS ADDRESS: STREET 1: 1014 VINE ST CITY: CINCINNATI STATE: OH ZIP: 45201 BUSINESS PHONE: 5137624000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PERRY M MARNETTE CENTRAL INDEX KEY: 0001221497 FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00303 FILM NUMBER: 05678710 BUSINESS ADDRESS: STREET 1: 1014 VINE STREET CITY: CINCINNATI STATE: OH ZIP: 45202 5 1 rrd70707.xml FORM 5 X0202 5 2005-01-29 0 0 0 0000056873 KROGER CO KR 0001221497 PERRY M MARNETTE 1014 VINE STREET CINCINNATI OH 45202 0 1 0 0 Senior Vice President Common Stock 61986.4667 D Non-Qualified Stock Option 6.3750 2005-04-19 Common Stock 16000 16000 D Non-Qualified Stock Option 10.375 2006-04-17 Common Stock 16000 16000 D Non-Qualified Stock Option 13.4375 2007-05-14 Common Stock 6000 6000 D Non-Qualified Performance Stock Option 13.4375 2007-05-14 Common Stock 6000 6000 D Non-Qualified Stock Option 14.5938 2007-09-10 Common Stock 16000 16000 D Non-Qualified Stock Option 22.2344 2008-04-15 Common Stock 18000 18000 D Non-Qualified Performance Stock Option 22.2344 2008-04-15 Common Stock 18000 18000 D Non-Qualified Stock Option 27.1719 2009-05-26 Common Stock 18000 18000 D Non-Qualified Performance Stock Option 27.1719 2009-05-26 Common Stock 18000 18000 D Non-Qualified Stock Option 16.5938 2010-02-10 Common Stock 10000 10000 D Non-Qualified Performance Stock Option 16.5938 2010-02-10 Common Stock 10000 10000 D Non-Qualified Stock Option 24.43 2011-05-09 Common Stock 10000 10000 D Non-Qualified Performance Stock Option 24.43 2011-05-09 Common Stock 10000 10000 D Non-Qualified Stock Option 22.995 2012-05-09 Common Stock 20000 20000 D Non-Qualified Performance Stock Option 22.995 2012-05-09 Common Stock 10000 10000 D Non-Qualified Stock Option 14.925 2012-12-12 Common Stock 60000 60000 D Non-Qualified Stock Option 18.185 2013-09-17 Common Stock 20000 20000 D Non-Qualified Stock Option 17.31 2014-05-06 Common Stock 40000 40000 D The total amount of securities directly owned by the reporting person includes shares in the Company's employee benefit plans which are deemed to be 'tax-conditioned plans' pursuant to Rule 16b-3, to the extent disclosed on reports received from plan trustees. These options were granted under an option plan of The Kroger Co. and vest in equal annual installments in whole share amounts over a three-year period, at the rate of one-third per year commencing one year after the date of grant, with the remainder vesting three years from the date of grant. These options were granted under an option plan of The Kroger Co. and vest in equal annual installments in whole amounts over a five-year period, at the rate of 20% per year commencing one year from the date of grant. These options will vest during the first four years from the date of the grant only if the Company's stock price has achieved a 63% appreciation from the option price. Thereafter, the options vest only if the Company's stock price has achieved a minimum of 13% appreciation per annum from the date of grant or 200% appreciation, whichever is less. The options vest nine years and six months after grant, if not sooner vested. These options will vest during the first four years from the date of the grant only if the Company's stock price has achieved a 75% appreciation from the option price. Thereafter, the options vest only if the Company's stock price has achieved a minimum 15% appreciation per annum from the date of grant or 252% appreciation, whichever is less. The options vest nine years and six months after grant, if not sooner vested. These options will vest during the first four years from the date of the grant only if the Company's stock price has achieved an 81% appreciation from the option price. Thereafter, the options vest only if the Company's stock price has achieved a minimum 16% appreciation per annum from the date of grant or 280% appreciation, whichever is less. The options vest nine years and six months after grant, if not sooner vested. These options will vest during the first four years from the date of the grant only if the Company's stock price has achieved a 78% appreciation from the option price. Thereafter, the options vest only if the Company's stock price has achieved a minimum 15% appreciation per annum from the date of grant or 208% appreciation, whichever is less. The options vest nine years and six months after grant, if not sooner vested. These options will vest during the first four years from the date of the grant only if the Company's stock price has achieved a 55% appreciation from the option price. Thereafter, the options vest only if the Company's stock price has achieved a minimum 13% appreciation per annum from the date of grant or 185% appreciation, whichever is less. The options vest nine years and six months after grant, if not sooner vested. /s/ M. Marnette Perry 2005-03-14 -----END PRIVACY-ENHANCED MESSAGE-----