KROGER CO 4

Independent director Anne Gates received an award of 3,660 phantom stock incentive shares of Kroger Co., tied to common stock, as part of a long-term incentive plan.

On July 15, 2026, independent director Anne Gates received an award of 3,660 phantom stock incentive shares of The Kroger Co. under a long-term incentive plan, each representing the right to receive one share of common stock upon distribution from her deferred compensation account after she leaves the board. This award increased her indirect phantom stock holdings while her directly held common stock position remained 31,025 shares, and the phantom shares carried no acquisition price. Based on Kroger’s recent share price of approximately $58.04, the new phantom stock grant is worth roughly $212,430, and her directly owned shares are worth about $1.80 million, with phantom shares to be settled in stock upon termination of her board service, indicating a routine, compensation-related equity grant rather than an open-market transaction.

Filing Facts

CIK

56873

Ticker

KR

Form

4

Source Type

sec

Accession

0001660111-26-000006

Alert Tier

5