Welcome to our dedicated page for Kroger SEC filings (Ticker: KR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Kroger Co. (NYSE: KR) files a range of documents with the U.S. Securities and Exchange Commission that provide detailed insight into its operations as a major supermarket and grocery retailer. These SEC filings include current reports on Form 8-K, annual and quarterly reports, proxy statements, and other disclosures that help investors understand Kroger’s financial condition, strategy, and governance.
Recent Form 8-K filings illustrate how Kroger uses current reports to communicate material events. For example, the company has filed 8-Ks to announce first, second, and third quarter results, giving investors timely access to earnings information and related commentary. It has also filed 8-Ks under Item 2.06 to disclose material impairments associated with closing certain eCommerce fulfillment centers in the United States and to describe impairment charges and a cash payment to Ocado linked to its automated fulfillment network.
Other 8-K filings cover shareholder and governance matters. Kroger reports the results of its Annual Meeting of Shareholders, including the election of directors, advisory votes on executive compensation, ratification of the independent auditor, and the outcomes of shareholder proposals on topics such as environmental and social reporting. These filings also document any technical issues or follow-up communications related to the meeting.
Over time, investors can use Kroger’s SEC filings to track its strategic decisions, such as updates to its eCommerce plan, the sale of non-core assets like Vitacost.com, and other corporate actions. On this page, Stock Titan surfaces those filings in one place and adds AI-powered summaries that explain key sections, highlight important items like 10-K and 10-Q disclosures when available, and make it easier to interpret complex language. Users can also monitor new 8-Ks and other forms in near real time, helping them stay aligned with Kroger’s regulatory reporting and corporate developments.
Kroger Co. director and Chief Executive Officer Gregory S. Foran filed a Form 3 insider report related to the company’s common stock. The filing shows a holding entry dated February 10, 2026, with 0 shares of common stock reported as directly owned following the reported status.
Kroger Co. executive Victor Remon Smith filed an initial ownership report showing his existing equity holdings in the company. As of January 30, 2026, he directly holds several tranches of non-qualified stock options, with post-transaction balances of 3,315, 4,752, 6,270 and 8,539 options, plus 21,993 shares of common stock. Footnotes explain that 3,402 of these shares are held in employee benefit plans and that the options were granted under Kroger’s long-term incentive plan, vesting in equal 25% installments over four years from each grant date. The filing records ownership positions rather than new purchases or sales.
Wellington Management’s affiliated entities report a sizable but non‑controlling stake in The Kroger Co. They disclose beneficial ownership of 20,068,489 shares of Kroger common stock, representing about 3.2% of the class as of 12/31/2025. The shares are owned of record by clients of various Wellington investment advisers, with Wellington entities having shared voting power over 20,061,519 shares and shared dispositive power over 20,068,489 shares, and no sole voting or dispositive power. The filing emphasizes that the holdings are in the ordinary course of business and are not intended to change or influence control of Kroger, and that no individual client is known to hold more than 5% of the stock.
The Kroger Co. appointed retail veteran Gregory S. (Greg) Foran, 64, as Chief Executive Officer, effective February 10, 2026, and named him to its Board of Directors. He succeeds interim CEO Ron Sargent, who will remain Chairman of the Board and act as principal executive officer until the fiscal 2025 Form 10-K is filed.
Foran will receive a $1,500,000 annual base salary, an annual cash incentive target equal to 200% of salary, and a long-term equity incentive target of $12,000,000 beginning with a March 2026 grant, plus special performance-unit grants tied to ongoing 2024–2026 and 2025–2027 cycles. His package also includes expatriate benefits, use of company aircraft up to $200,000 per year, and change-in-control severance equal to two times salary plus target bonus upon a qualifying termination.
Kroger highlighted Foran’s prior leadership at Walmart U.S. and Air New Zealand and reaffirmed its previously issued fiscal year 2025 guidance, signaling continuity in its strategic and financial outlook during the leadership transition.
State Street Corporation has filed a Schedule 13G reporting beneficial ownership of 31,992,265 shares of Kroger common stock, representing 5.1% of the outstanding class as of the event date 12/31/2025. State Street reports shared voting power over 20,556,750 shares and shared dispositive power over 31,987,451 shares, with no sole voting or dispositive power.
The filing classifies the position as held in the ordinary course of business and states that the securities were not acquired to change or influence control of Kroger. Various State Street Global Advisors subsidiaries are identified as investment adviser affiliates involved in holding these shares.
The Kroger Co. director Elaine L. Chao reported changes in her equity-linked holdings. As of the reported transaction, she directly beneficially owned 4,083.512 shares of Kroger common stock. She also acquired 407.0083 phantom stock units at a reference price of $64.495 per unit under a deferred compensation arrangement, bringing her total beneficially owned derivative securities to 5,672.622 phantom stock units.
Each phantom share represents the right to receive in cash the value of one share of Kroger common stock when amounts are distributed from her deferred compensation account, and these phantom stock amounts are payable in cash after she terminates her service as an independent director.
The Kroger Co. chairman and interim CEO reports a new stock award. On 12/19/2025, the officer received 96,139 shares of Kroger common stock as a restricted stock grant under a long-term incentive plan at a price of $0, meaning no cash purchase was required.
After this grant, the officer beneficially owns 281,565 Kroger shares in direct ownership. The filing notes that the restrictions on these restricted stock shares will lapse one year from the award date, at which point they are scheduled to fully vest if plan conditions are met.
Kroger Co. executive vice president Mary Ellen Adcock reported a tax-related stock transaction. On 12/19/2025, 722 shares of Kroger common stock were disposed of at a price of $62.41 per share under transaction code “F,” which indicates shares were withheld to cover taxes owed on restricted stock rather than sold in an open-market trade. After this transaction, she beneficially owns 183,095 Kroger shares in direct ownership.
The Kroger Co. reported Q3 2025 sales of $33.9 billion, up modestly 0.7%, with identical sales excluding fuel and adjusted items up 2.6%, showing steady core demand. Despite this, Kroger posted a net loss of $1.32 billion, or -$2.02 per diluted share, versus a profit a year ago, driven by a large non-cash impairment.
The company recorded $2.585 billion of impairment and related charges tied to its automated fulfillment network after a strategic review, including plans to close three fulfillment centers, cancel a planned site and an accrued cash termination payment of about $350 million to Ocado. Excluding this and other adjusted items, adjusted net earnings were $697 million, or $1.05 per diluted share, up from $0.98.
Operating cash flow for the first three quarters reached $4.66 billion, and Kroger continued returning capital with a $5.0 billion accelerated share repurchase that retired 75.6 million shares at an average price of $66.68, plus a higher quarterly dividend of $0.35 per share. Management expects the eCommerce business to be profitable in 2026 following the network optimization.
Kroger Co. senior vice president Joseph M. Kelley filed a Form 4 reporting a small change in his ownership of Kroger common stock. On December 9, 2025, 458 shares of common stock were disposed of with transaction code F, which indicates shares were withheld to cover tax obligations, at a price of $62.90 per share. After this tax-related transaction, Kelley directly owned 39,938.025 Kroger shares.
The filing notes that between July 1, 2025 and September 30, 2025, Kelley acquired 12.1040 Kroger shares through the company’s employee benefit plans based on information from plan trustees. These plan shares are included in his directly owned total and are treated as being held in tax-conditioned plans under applicable insider trading rules.