01—Abstract
Summary
Summary of the 10-K filed April 1, 2025. Cited figures are marked; the original filing is the authoritative source.
The Kroger Co. reported fiscal 2024 (52 weeks ended February 1, 2025) sales of $147.1 billiona, down from $150.0 billion in 2023, which included a 53rd week (the Extra Week).
Sales without fuel and the Extra Week rose to $132.2 billionb from $131.0 billion, and identical sales excluding fuel increased 1.5%. Operating profit rose to $3.85 billion from $3.10 billion, and net earnings attributable to The Kroger Co. were $2.67 billion, or $3.67 per diluted share. Excluding the Adjusted Items and the Extra Week, adjusted net earnings per diluted share were $4.47, compared with $4.56 in 2023.
Management highlighted digital sales of more than $13.0 billionc, alternative profit operating profit of $1.35 billion, and a 17% increase in third-party media revenue excluding the Extra Week. Capital allocation was the major theme of the year. Kroger issued $10.5 billion of senior notes to fund a portion of the proposed Albertsons merger consideration, then redeemed $4.7 billion of special mandatory redemption notes after the merger was terminated on December 11, 2024.
The company entered into a $5.0 billiond accelerated share repurchase agreement and returned $5.1 billion to shareholders through repurchases and dividends. Cash flow from operations was $5.79 billion, down from $6.79 billion, and total debt including finance leases rose to $17.9 billion. Albertsons has sued for a $600 million termination fee, which Kroger disputes and has countersued over.
Leadership changed in March 2025, with Ronald L. Sargent serving as Interim Chief Executive Officer and Chairman and Todd A. Foley as Interim Chief Financial Officer.
The company resumed share repurchases, declared a quarterly dividend of $0.32 per share, and reiterated a target total shareholder return of 8% to 11% over time. Opioid settlement payments and multi-employer pension exposure remain significant long-term obligations.
02—Key points
Key Highlights
- Sales were $147.12 billion in 2024, down from $150.04 billion in 2023; sales without fuel and the Extra Week were $132.15 billion, up 0.9%.
- Identical sales excluding fuel increased 1.5% in 2024, driven by growth in total and loyal households, Health and Wellness, and digital sales.
- Operating profit was $3.85 billion, up 24.3% from $3.10 billion, while adjusted FIFO operating profit excluding the Extra Week was $4.67 billion, down 2.6%.
- Diluted EPS was $3.67, up 24.0%; adjusted diluted EPS excluding the Adjusted Items and Extra Week was $4.47, down 2.0%.
- Kroger repurchased $4.19 billion of shares in 2024, including a $5.0 billion ASR program, and paid $883 million in dividends.
- Total debt including finance leases rose by $5.68 billion to $17.9 billion after the $10.5 billion senior notes issuance and $4.7 billion redemption following the terminated Albertsons merger.
- Albertsons has sued for a $600 million termination fee; Kroger has denied the claim and filed counterclaims, and opioid settlement liabilities total $1.42 billion.
03—One dollar
04—Financials
Financial Highlights
Figures from 10-KFY2025filed April 1, 2025Financial Statements
FY2025 against FY2024
| Line item | FY2025FY2024 | Change |
|---|---|---|
| Revenue | $147.12B$150.04B | −1.9% |
| Operating Income | $3.85B$3.10B | +24.3% |
| Net Income | $2.67B$2.17B | +23.2% |
| EPS (Basic) | $3.70$2.99 | +23.7% |
| EPS (Diluted) | $3.67$2.96 | +24.0% |
| Shares Outstanding (Basic) | 715.00M718.00M | −0.4% |
| Shares Outstanding (Diluted) | 720.00M725.00M | −0.7% |
05—Questions
Frequently Asked Questions
Why did reported sales decline in 2024?
Total sales fell to $147.12 billion from $150.04 billion. The filing attributes the decrease mainly to lower supermarket fuel sales, which fell 8.4% against adjusted 2023 fuel sales, and the sale of Kroger Specialty Pharmacy, partially offset by growth in sales without fuel. The 2023 comparison also included the 53rd week.
What drove the increase in reported operating profit and EPS?
Operating profit rose to $3.85 billion from $3.10 billion, and diluted EPS rose to $3.67 from $2.96. The filing links the increase to lower OG&A as a percentage of sales, a higher FIFO gross margin rate, and the absence of the 2023 opioid settlement charge. Adjusted EPS, which excludes these items and the Extra Week, declined to $4.47 from $4.56.
What is the status of the Albertsons merger and its financial effects?
The merger agreement was terminated on December 11, 2024, after a federal court preliminary injunction and a Washington court permanent injunction. Albertsons has sued for a $600 million termination fee, and Kroger has denied the allegations and filed counterclaims. Kroger redeemed $4.7 billion of special mandatory redemption notes and used the remaining proceeds to fund a $5.0 billion ASR program.
How much cash is the company returning to shareholders and what is its capital return outlook?
In 2024 Kroger returned $5.1 billion through share repurchases and dividends. At year-end $2.5 billion remained under the December 2024 repurchase program. The board declared a quarterly dividend of $0.32 per share payable June 1, 2025, and the company expects to continue paying comparable, growing dividends and reiterated a total shareholder return target of 8% to 11% over time.
What are the main remaining liabilities investors should watch?
Opioid settlement liabilities were $279 million current and $1.139 billion long-term as of February 1, 2025, with scheduled payments over multiple years. Kroger's estimated share of underfunding in multi-employer pension plans was approximately $1.9 billion, or $1.4 billion net of tax. Cash flow from operations also fell to $5.79 billion from $6.79 billion, and the company reported a net debt to adjusted EBITDA ratio target range of 2.30 to 2.50.
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