News & Events

Results of Operations and Financial Condition. On March 5, 2026, The Kroger Co. (NYSE:KR) issued a press release announcing its fourth quarter and full year 2025 results. Attached hereto as Exhibit 99.1, and furnished herewith, is a copy of that release.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 8, 2026, the Board of Directors (the “Board”) of The Kroger Co. (the “Company”) appointed Gregory S. Foran, 64, Chief Executive Officer (“CEO”), effective as of February 10, 2026. Mr. Foran was also appointed as a member of the Board, effective as of February 10, 2026. Mr. Foran previously served as the Chief Executive Officer of Air Ne…

Material Impairments. On December 4, 2025, the Company determined the impairment and related charges as a result of the closure of certain fulfillment centers in the United States includes a cash payment to Ocado of approximately $350 million. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. The Kroger Co. December 5, 2025 By: /s/ George H. Vincent…

Results of Operations and Financial Condition. On December 4, 2025, The Kroger Co. (NYSE:KR) issued a press release announcing its third quarter 2025 results. Attached hereto as Exhibit 99.1, and furnished herewith, is a copy of that release.

Material Impairments. On November 18, 2025, The Kroger Co. (“Kroger” or the “Company”) announced updates to its eCommerce plan. In connection with the foregoing, the Company will close certain fulfillment centers in the United States. The Company expects to incur impairment and related charges in the third fiscal quarter of 2025 of approximately $2.6 billion as a result of these closures and the rest of the automated fulfillment network not meeting financial expectations.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As previously disclosed, on March 2, 2025, the Board of Directors (the “Board”) of The Kroger Co. (the “Company”) appointed Ronald Sargent to serve as interim Chief Executive Officer and Chairman of the Board. In his role as interim Chief Executive Officer and Chairman of the Board, Mr. Sargent will receive an annual base salary of $4,350,000, annu…

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement. As previously disclosed, on December 11, 2024, The Kroger Co. (“Kroger” or the “Company”) delivered a notice to Albertsons Companies, Inc. (“Albertsons”) terminating the previously announced Agreement and Plan of Merger, dated as of October 13, 2022, by and among the Company, Albertsons and Kettle Merger Sub, Inc. (“Merger Sub”), which provided for the merger of…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On November 19, 2024, Stuart Aitken, Senior Vice President and Chief Merchant and Marketing Officer, notified The Kroger Co. (the “Company”) of his intention to resign from his position at the Company effective January 1, 2025, in order to pursue other professional opportunities. SIGNATURES Pursuant to the requirements of the Securities Exchange Ac…