0001209191-12-010992.txt : 20120217 0001209191-12-010992.hdr.sgml : 20120217 20120217100957 ACCESSION NUMBER: 0001209191-12-010992 CONFORMED SUBMISSION TYPE: 5 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120128 FILED AS OF DATE: 20120217 DATE AS OF CHANGE: 20120217 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: 0203 BUSINESS ADDRESS: STREET 1: 1014 VINE ST CITY: CINCINNATI STATE: OH ZIP: 45201 BUSINESS PHONE: 5137624000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Williams R. Pete CENTRAL INDEX KEY: 0001409116 FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00303 FILM NUMBER: 12621238 MAIL ADDRESS: STREET 1: 1014 VINE STREET CITY: CINCINNATI STATE: OH ZIP: 45202 5 1 doc5.xml FORM 5 SUBMISSION X0304 5 2012-01-28 0 0 0 0000056873 KROGER CO KR 0001409116 Williams R. Pete 1014 VINE STREET CINCINNATI OH 45202 0 1 0 0 Senior Vice President Common Stock 87642.8587 D Non-Qualified Performance Stock Option 22.995 2012-05-09 Common Stock 10000 10000 D Non-Qualified Stock Option 22.995 2012-05-09 Common Stock 20000 20000 D Non-Qualified Stock Option 17.31 2014-05-06 Common Stock 30000 30000 D Non-Qualified Stock Option 16.385 2015-05-05 Common Stock 30000 30000 D Non-Qualified Stock Option 19.94 2016-05-04 Common Stock 18000 18000 D Non-Qualified Stock Option 28.27 2017-06-28 Common Stock 20000 20000 D Non-Qualified Stock Option 28.61 2018-06-26 Common Stock 20000 20000 D Non-Qualified Stock Option 22.34 2019-06-25 Common Stock 20000 20000 D Non-Qualified Stock Option 20.16 2020-06-24 Common Stock 20000 20000 D Non-Qualified Stock Option 24.74 2021-06-23 Common Stock 25360 25360 D Between January 29, 2011 and January 28, 2012, the reporting person acquired 1,499.4445 shares of Kroger common stock in the Company's employee benefit plans that are deemed to be 'tax-conditioned plans' pursuant to Rule 16b-3,to the extent disclosed on reports received by plan trustees. The total amount of securities directly owned by the reporting person includes shares in the Company's employee benefit plans that are deemed to be 'tax-conditioned plans' pursuant to Rule 16b-3, to the extent disclosed on reports received from plan trustees. 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. These options were granted under a long-term incentive plan of The Kroger Co. and vest in equal annual installments in whole amounts over a five-year period, at the rate of 20% per year commencing one year from the date of the grant. /s/ R. Pete Williams 2012-02-17