01—Abstract
Summary
Summary of the 10-K/A filed May 17, 2000. Cited figures are marked; the original filing is the authoritative source.
This Form 10-K/A for The Kroger Co. covers the fiscal year ended January 29, 2000.
It reports 830,804,611 common shares outstanding on April 26, 2000, and an aggregate market value of $12,256,639,106a for shares held by non-affiliates as of March 6, 2000 (about $12.26 billion). The amendment's substantive content is Item 12, Security Ownership of Certain Beneficial Owners and Management. The filing states that the Proxy Statement, to be filed on or before May 28, 2000, is incorporated by reference into Parts II and III of the Form 10-K.
The filing shows that Ronald W. Burkle is the largest individual holder, with 19,843,811 shares, including a currently exercisable warrant held by affiliates for 7,738,732 shares. Burkle and his affiliates own 2.3%b of the common stock.
Directors and executive officers as a group beneficially owned 27,034,450 shares, or 3.1%c of the company. Joseph A. Pichler (2,397,051 shares) and David B.
Dillon (1,289,399 shares) are the other executives with the largest reported holdings. Five percent or greater outside holders reported in the filing are AXA Assurances and I.A.R.D.
Mutuelle, with 89,715,479 shares (10.2%d); The Kroger Co. Savings Plan, with 57,274,157 shares (6.5%), held by plan trustees for participants; and Oppenheimer Capital, with 50,255,891 shares (5.7%). Ownership is concentrated among these holders relative to the broader shareholder base.
02—Key points
Key Highlights
- Shares outstanding were 830,804,611 as of April 26, 2000, and non-affiliate market value was $12,256,639,106 as of March 6, 2000 (about $12.26 billion).
- Ronald W. Burkle beneficially owned 19,843,811 shares, including a warrant held by affiliates for 7,738,732 shares, and owns 2.3% of the common stock.
- Directors and executive officers as a group beneficially owned 27,034,450 shares, or 3.1% of the company's common stock.
- AXA Assurances and I.A.R.D. Mutuelle reported 89,715,479 shares, or 10.2% of the class, based on Schedule 13G filings or other reliable information.
- The Kroger Co. Savings Plan reported 57,274,157 shares (6.5%), held by plan trustees for employee benefit plan participants.
- Oppenheimer Capital reported 50,255,891 shares, or 5.7% of the class.
- Part III information, including the proxy statement, is incorporated by reference from the proxy statement to be filed on or before May 28, 2000.
03—Questions
Frequently Asked Questions
How much of Kroger's stock do insiders own?
Directors and executive officers as a group beneficially owned 27,034,450 shares, or 3.1% of the common stock, as of March 6, 2000. This total includes 3,757,490 shares represented by options exercisable on or before May 5, 2000.
Who are the largest beneficial owners of Kroger common stock?
The filing lists AXA Assurances and I.A.R.D. Mutuelle with 89,715,479 shares (10.2%), The Kroger Co. Savings Plan with 57,274,157 shares (6.5%), and Oppenheimer Capital with 50,255,891 shares (5.7%). Ronald W. Burkle, a director, reports 19,843,811 shares, including the warrant-related shares, and owns 2.3% of the company.
What portion of Burkle's holdings comes from a warrant?
Burkle's total includes a currently exercisable warrant held by affiliates to purchase 7,738,732 shares, and 50,000 shares held by a charitable trust of which he is trustee. He disclaims beneficial ownership except to the extent of his pecuniary interest.
Where will executive compensation and governance details be found?
The filing states that the Proxy Statement, to be filed under Regulation 14A on or before May 28, 2000, is incorporated by reference into Parts II and III of Form 10-K.
04—Continue