Kroger Co (NYSE: KR) director receives 3,660-share stock award grant

Rhea-AI Filing Summary

Butier Mitchell R reported acquisition or exercise transactions in this Form 4 filing.

Kroger Co. director Mitchell R. Butier received an equity award of 3,660 shares of Common Stock on July 15, 2026, at $0.00 per share. The shares were granted under The Kroger Co. long-term incentive plan. After this compensation grant, he directly holds 3,949 Kroger shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Butier Mitchell R

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	3,660	$0.00	--

Holdings After Transaction: Common Stock — 3,949 shares (Direct)

Footnotes (1)

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Key Figures

Shares acquired: 3,660 shares Award price per share: $0.00 per share Shares held after transaction: 3,949 shares

3 metrics

Shares acquired 3,660 shares Common Stock award on 2026-07-15

Award price per share $0.00 per share Grant under long-term incentive plan

Shares held after transaction 3,949 shares Direct holdings of Mitchell R. Butier following award

Key Terms

long-term incentive plan, Common Stock, Grant, award, or other acquisition

3 terms

long-term incentive plan financial

"Shares awarded pursuant to a long-term incentive plan of The Kroger Co."

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

Common Stock financial

"security_title: Common Stock in the reported award transaction"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/16/2026 - 12:33 PM Accepted by SEC EDGAR 07/16/2026 - 12:33 PM Learn about SEC filing dates

FAQ

What insider transaction did Kroger (KR) director Mitchell R. Butier report?

Mitchell R. Butier reported receiving 3,660 shares of Kroger Common Stock as an equity award on July 15, 2026. The shares were granted at $0.00 per share under Kroger’s long-term incentive plan, reflecting stock-based compensation rather than an open-market purchase.

How many Kroger (KR) shares does Mitchell R. Butier hold after this Form 4 transaction?

Following the reported equity award, Mitchell R. Butier directly holds 3,949 shares of Kroger Common Stock. This total includes the 3,660-share grant received on July 15, 2026, under The Kroger Co. long-term incentive plan for directors and executives.

Was cash paid for the 3,660 Kroger (KR) shares in Mitchell R. Butier’s award?

No cash was paid for the award; the 3,660 Kroger shares were granted at $0.00 per share. This indicates a stock-based compensation grant under a long-term incentive plan, not an open-market purchase by the director with personal funds.

What is the nature of the Kroger (KR) shares reported in Mitchell R. Butier’s Form 4?

The reported shares are Common Stock of Kroger Co., received as an equity award under a long-term incentive plan. The transaction is coded as a grant or award acquisition, reflecting compensation rather than trading activity in the open market.

Is Mitchell R. Butier’s Form 4 transaction in Kroger (KR) stock a purchase or an award?

The transaction is an award, not an open-market purchase. Mitchell R. Butier acquired 3,660 shares of Kroger Common Stock at $0.00 per share as a grant under Kroger’s long-term incentive compensation plan for directors and key personnel.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Butier Mitchell R

(Last) (First) (Middle)

C/O THE KROGER CO.

1014 VINE STREET

(Street)

CINCINNATI OHIO 45202

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
KROGER CO [ KR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/15/2026		A		3,660(1)	A	$0	3,949	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares awarded pursuant to a long-term incentive plan of The Kroger Co.

	/s/ Mitchell R. Butier, by Dorothy D. Roberts, Attorney-in-Fact	07/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)