Table of Contents
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FRONT COVER
FAMILY OF COMPANIES
LETTER TO SHAREHOLDERS
2017 ZERO HUNGER | ZERO WASTE CHAMPION AWARD
PROXY STATEMENT
Notice of 2018 Annual Meeting of Shareholders
Kroger’s Corporate Governance Practices
Proposals to Shareholders
Information Concerning the Board of Directors
Director Compensation
Beneficial Ownership of Common Stock
Section 16(a) Beneficial Ownership Reporting Compliance
Related Person Transactions
Compensation Discussion and Analysis
Compensation Committee Report
Article VII - Amendment of Regulations
Audit Committee Report
Shareholder Proposals and Director Nominations - 2019 Annual Meeting
2017 Annual Report
Householding of Proxy Materials
Appendix A - Proposed Proxy Access Provision
ANNUAL REPORT
Financial Report 2017
Selected Financial Data
Common Share Price Range
Performance Graph
Management’s Discussion and Analysis of Financial Condition and Results of Operations
OUR BUSINESS
USE OF NON-GAAP FINANCIAL MEASURES
OVERVIEW
RESULTS OF OPERATIONS
COMMON SHARE REPURCHASE PROGRAMS
CAPITAL INVESTMENTS
RETURN ON INVESTED CAPITAL
CRITICAL ACCOUNTING POLICIES
RECENTLY ADOPTED ACCOUNTING STANDARDS
RECENTLY ISSUED ACCOUNTING STANDARDS
LIQUIDITY AND CAPITAL RESOURCES
OUTLOOK
Report of Independent Registered Public Accounting Firm
Consolidated Financial Statements
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED STATEMENTS OF OPERATIONS
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
CONSOLIDATED STATEMENTS OF CASH FLOWS
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. ACCOUNTING POLICIES
2. MERGERS
3. GOODWILL AND INTANGIBLE ASSETS
4. PROPERTY, PLANT AND EQUIPMENT, NET
5. TAXES BASED ON INCOME
6. DEBT OBLIGATIONS
7. DERIVATIVE FINANCIAL INSTRUMENTS
8. FAIR VALUE MEASUREMENTS
9. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
10. LEASES AND LEASE-FINANCED TRANSACTIONS
11. EARNINGS PER COMMON SHARE
12. STOCK OPTION PLANS
13. COMMITMENTS AND CONTINGENCIES
14. STOCK
15. COMPANY- SPONSORED BENEFIT PLANS
16. MULTI-EMPLOYER PENSION PLANS
17. HELD FOR SALE
18. VOLUNTARY RETIREMENT OFFERING
19. RECENTLY ADOPTED ACCOUNTING STANDARDS
20. RECENTLY ISSUED ACCOUNTING STANDARDS
21. QUARTERLY DATA (UNAUDITED)
22. SUBSEQUENT EVENTS
EXECUTIVE OFFICERS
OPERATING UNIT HEADS
BACK COVER