Form 4: Kroger SVP Valerie Jabbar Reports Equity Awards

Kroger Senior Vice President Valerie L. Jabbar reported the acquisition of common stock and non-qualified stock options, alongside dispositions for tax liabilities, under long-term incentive plans.

Summary

• Valerie L. Jabbar, Senior Vice President of The Kroger Co., reported several transactions related to her beneficial ownership of company securities.
• On March 12, 2026, 5,135 shares of Common Stock were awarded to Ms. Jabbar pursuant to a long-term incentive plan, with a transaction price of $0.
• Also on March 12, 2026, 2,255 shares of Common Stock were disposed of at a price of $74.96 to cover tax liability associated with a share award.
• An additional 8,005 restricted shares of Common Stock were awarded on March 12, 2026, with a transaction price of $0. These shares will vest in equal annual installments over a three-year period, commencing one year from the award date.
• On March 13, 2026, 2,400 shares of Common Stock were disposed of at a price of $75.60 for tax liability associated with restricted stock.
• Ms. Jabbar was granted 18,108 Non-Qualified Stock Options on March 12, 2026, under a long-term incentive plan, with an exercise price of $74.96. These options vest in equal annual installments over a three-year period, commencing one year after the grant date, and expire on March 12, 2036.
• Following these transactions, Ms. Jabbar's direct beneficial ownership of Common Stock is 88,666 shares, and her direct beneficial ownership of Non-Qualified Stock Options is 18,108.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a positive signal of continued executive alignment with long-term company performance, reflecting standard compensation practices that incentivize management to drive shareholder value.

Positives

• The awards of common stock and non-qualified stock options align executive incentives with the long-term performance and shareholder value creation of The Kroger Co.
• The long-term incentive plans demonstrate the company's commitment to retaining and motivating key senior management.

Future Outlook

The restricted stock and non-qualified stock options granted to Valerie L. Jabbar are structured to vest in equal annual installments over a three-year period, commencing one year from their respective award/grant dates, indicating a forward-looking incentive structure.

Industry Context

StockSavvy.ai notes that equity awards, including restricted stock and stock options, are a standard component of executive compensation packages across the retail grocery industry. This practice is designed to align the interests of senior management with those of shareholders by tying a portion of their compensation to the company's long-term stock performance.

Comparison to Industry Standards

• The use of long-term incentive plans with equity awards (restricted stock and stock options) is a common practice among major U.S. corporations, including Kroger's competitors such as Walmart (WMT) and Albertsons (ACI).
• The three-year vesting schedule for both restricted stock and stock options is typical for executive compensation plans, aiming to foster long-term commitment and performance.
• The grant of options with an exercise price at or near the market price on the grant date is standard for non-qualified stock options, providing value as the stock price appreciates.

Related Party Transactions

• The reported transactions involve equity awards and dispositions for tax liability between Valerie L. Jabbar, a Senior Vice President, and The Kroger Co., which are considered related-party transactions as part of executive compensation.

Stakeholder Impact

• Shareholders: The equity awards are designed to align the interests of a key executive with those of shareholders, potentially leading to improved long-term company performance and value creation.
• Employees: The long-term incentive plans contribute to executive retention and motivation, which can indirectly benefit overall company stability and strategic direction.

Next Steps

• The restricted stock and non-qualified stock options will vest in equal annual installments over a three-year period, commencing one year from their respective award/grant dates.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation awards and associated tax-related dispositions, which are standard practice and do not provide new fundamental information to warrant a change in investment recommendation. It reinforces management's long-term alignment but does not alter the company's underlying value proposition or immediate outlook.

Keywords

Kroger, KR, Form 4, Insider Transaction, Equity Awards, Stock Options, Executive Compensation, Long-Term Incentive Plan, Senior Vice President