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The Kroger Co. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and The Kroger Co.’s Form 8-K, filed 2026-06-26 (Item 5.07 on EDGAR). Page generated 02 October 2026.

24Reported items
1,026Asset managers
13,741Fund votes
2026-06-25Meeting date

Proxy season: 2023-2024 2024-2025 2025-2026

Explore The Kroger Co. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by The Kroger Co.

These tallies are The Kroger Co.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2026-06-26 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

The Kroger Co. — official shareholder meeting results, meeting held 2026-06-25
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Nora A. Aufreiter	480,814,589	11,930,557	--	--	61,479,424	Majority: yes
Elect Director: Kevin M. Brown	485,070,325	7,657,729	--	--	61,479,424	Majority: yes
Elect Director: Mitchell R. Butier	485,645,018	7,055,241	--	--	61,479,424	Majority: yes
Elect Director: Gregory S. Foran	485,443,184	7,150,096	--	--	61,479,424	Majority: yes
Elect Director: Anne Gates	473,609,095	19,360,110	--	--	61,479,424	Majority: yes
Elect Director: Karen M. Hoguet	485,312,166	7,448,287	--	--	61,479,424	Majority: yes
Elect Director: Ronald L. Sargent	468,967,642	23,737,119	--	--	61,479,424	Majority: yes
Elect Director: J. Amanda Sourry Knox	478,144,977	14,601,870	--	--	61,479,424	Majority: yes
Elect Director: Mark S. Sutton	473,892,165	18,494,274	--	--	61,479,424	Majority: yes
Elect Director: Ashok Vemuri	483,649,721	7,996,223	--	--	61,479,424	Majority: yes
Elect Director: Advisory vote approving executive compensation	438,059,369	54,634,483	1,990,113	--	61,479,424	Majority: yes
Elect Director: Shareholder proposal regarding a report on GHG emissions	85,776,050	404,190,678	4,717,237	--	61,479,424	Majority: no

Source: The Kroger Co., Form 8-K, filed with the SEC on 2026-06-26 — read the filing on EDGAR.

How asset managers voted at the The Kroger Co. 2025-2026 meeting

Each item below shows how the 1,026 asset managers that disclosed a The Kroger Co. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of The Kroger Co.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Approval, on an advisory basis, of Kroger's executive compensation.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2026-06-25.

Combines 24 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%11%

FOR: 438,059,369AGAINST: 54,634,483

The Kroger Co.’s own tally for this item (“Elect Director: Advisory vote approving executive compensation”): 438,059,369 for, 54,634,483 against, per its Form 8-K filed 2026-06-26 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 72% for, 9% against (80% of the company cast a for/against vote).

The 982 asset managers below cast 92% of the shares they voted on this item FOR (387,480,276 for, 35,408,390 against).

FOR 91%8%

FOR: 387,480,276 (91.5%)AGAINST: 35,408,390 (8.4%)ABSTAIN: 159,503 (0.0%)SPLIT: 609,313 (0.1%)NOT VOTED: 45,283 (0.0%)

Largest asset managers voting on “Approval, on an advisory basis, of Kroger's executive compensation.” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	92,965,823	1,058	42	For
BlackRock	42,022,085	10,073	0	For
Fidelity	34,199,383	0	0	For
Wellington	23,302,642	0	0	For
State Street	502,379	18,585,878	40,249	Against
Putnam	18,007,435	0	0	For
GEODE CAPITAL MANAGEMENT, LLC	16,024,566	0	0	For
Invesco	10,453,861	0	0	For
GQG Partners LLC	10,115,087	0	0	For
Charles Schwab	9,479,412	0	0	For
Dimensional	7,372,797	0	0	For
Northern Trust	5,362,371	0	0	For
SEI	5,149,236	0	0	For
American Century	4,263,862	0	0	For
LSV ASSET MANAGEMENT	3,672,285	132,300	0	For
PARAMETRIC PORTFOLIO ASSOCIATES LLC	3,634,957	0	0	For
UBS	3,549,266	12,378	0	For
Russell Investments	3,166,527	0	0	For
AQR	2,749,797	0	0	For
MELLON INVESTMENTS Corp	2,629,691	0	0	For
Amundi	0	2,559,701	0	Against
Goldman Sachs	2,496,614	0	0	For
Brandywine Global Investment Management, LLC	2,395,925	0	0	For
STATE OF MICHIGAN RETIREMENT SYSTEM	2,285,087	0	0	For
CAPTRUST FINANCIAL ADVISORS	2,231,659	0	0	For

Showing the 25 largest of 982 asset managers. See all 982 in the interactive database.

2. Approval of the 2019 Second Amended and Restated Long-Term Incentive Plan.

COMPENSATION

Meeting held 2026-06-25.

Combines 4 wordings of this item as funds reported it.

99.8% fund support · no official result

FOR 99.7%

The 155 asset managers below cast 99.8% of the shares they voted on this item FOR (191,684,890 for, 296,731 against).

FOR: 191,684,890 (99.8%)AGAINST: 296,731 (0.2%)ABSTAIN: 92,692 (0.0%)NOT VOTED: 751 (0.0%)

Largest asset managers voting on “Approval of the 2019 Second Amended and Restated Long-Term Incentive Plan.” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	86,647,194	476	39	For
Fidelity	23,339,321	134,063	0	For
BlackRock	22,019,068	0	0	For
State Street	8,176,689	85	0	For
Putnam	7,264,017	0	0	For
Dimensional	5,414,833	0	0	For
Invesco	4,785,151	0	0	For
Charles Schwab	4,688,407	0	0	For
American Century	2,093,927	0	0	For
Advisors' Inner Circle Fund III	1,945,936	0	0	For
Bridge Builder Trust	1,944,124	0	0	For
Hartford	1,863,144	0	0	For
SEI	1,613,377	33,207	0	For
Russell Investments	1,267,416	0	0	For
Jackson National	1,212,966	0	0	For
TIAA	1,125,598	0	0	For
Columbia Threadneedle	960,066	0	0	For
MASTER INVESTMENT PORTFOLIO	886,549	0	0	For
AQR	729,059	0	0	For
Victory Capital	705,151	0	0	For
Brighthouse	544,991	0	92,653	For
Equitable	541,673	0	0	For
WisdomTree	537,908	0	0	For
Lincoln Financial	471,825	0	0	For
John Hancock	471,697	0	0	For

Showing the 25 largest of 155 asset managers. See all 155 in the interactive database.

3. Election of Directors: Nora A. Aufreiter

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-06-25.

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 480,814,589AGAINST: 11,930,557

The Kroger Co.’s own tally for this item (“Elect Director: Nora A. Aufreiter”): 480,814,589 for, 11,930,557 against, per its Form 8-K filed 2026-06-26 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 78% for, 2% against (80% of the company cast a for/against vote).

The 154 asset managers below cast 99.9% of the shares they voted on this item FOR (192,622,604 for, 121,682 against).

FOR 99.8%

FOR: 192,622,604 (99.9%)AGAINST: 121,682 (0.1%)ABSTAIN: 92,693 (0.0%)NOT VOTED: 751 (0.0%)

Largest asset managers voting on “Election of Directors: Nora A. Aufreiter” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	86,647,449	219	40	For
Fidelity	23,473,384	0	0	For
BlackRock	21,903,475	115,593	0	For
State Street	8,176,774	0	0	For
Putnam	7,264,017	0	0	For
Dimensional	5,414,833	0	0	For
Invesco	4,785,151	0	0	For
Charles Schwab	4,688,407	0	0	For
American Century	2,093,927	0	0	For
Advisors' Inner Circle Fund III	1,945,936	0	0	For
Bridge Builder Trust	1,944,124	0	0	For
Hartford	1,863,144	0	0	For
SEI	1,646,584	0	0	For
Russell Investments	1,267,416	0	0	For
Jackson National	1,212,966	0	0	For
TIAA	1,125,598	0	0	For
Columbia Threadneedle	960,066	0	0	For
MASTER INVESTMENT PORTFOLIO	886,549	0	0	For
AQR	729,059	0	0	For
Victory Capital	705,151	0	0	For
Brighthouse	544,991	0	92,653	For
Cardano Risk Management B.V.	543,786	0	0	For
Equitable	541,673	0	0	For
WisdomTree	537,908	0	0	For
Lincoln Financial	522,536	0	0	For

Showing the 25 largest of 154 asset managers. See all 154 in the interactive database.

4. Election of Directors: Kevin M. Brown

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-06-25.

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 485,070,325AGAINST: 7,657,729

The Kroger Co.’s own tally for this item (“Elect Director: Kevin M. Brown”): 485,070,325 for, 7,657,729 against, per its Form 8-K filed 2026-06-26 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 79% for, 1% against (80% of the company cast a for/against vote).

The 154 asset managers below cast 99.9% of the shares they voted on this item FOR (192,744,152 for, 132 against).

FOR 99.9%

FOR: 192,744,152 (100.0%)AGAINST: 132 (0.0%)ABSTAIN: 92,694 (0.0%)NOT VOTED: 751 (0.0%)

Largest asset managers voting on “Election of Directors: Kevin M. Brown” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	86,647,535	132	41	For
Fidelity	23,473,384	0	0	For
BlackRock	22,019,068	0	0	For
State Street	8,176,774	0	0	For
Putnam	7,264,017	0	0	For
Dimensional	5,414,833	0	0	For
Invesco	4,785,151	0	0	For
Charles Schwab	4,688,407	0	0	For
American Century	2,093,927	0	0	For
Advisors' Inner Circle Fund III	1,945,936	0	0	For
Bridge Builder Trust	1,944,124	0	0	For
Hartford	1,863,144	0	0	For
SEI	1,646,584	0	0	For
Russell Investments	1,267,416	0	0	For
Jackson National	1,212,966	0	0	For
TIAA	1,125,598	0	0	For
Columbia Threadneedle	960,066	0	0	For
MASTER INVESTMENT PORTFOLIO	886,549	0	0	For
AQR	729,059	0	0	For
Victory Capital	705,151	0	0	For
Brighthouse	544,991	0	92,653	For
Cardano Risk Management B.V.	543,786	0	0	For
Equitable	541,673	0	0	For
WisdomTree	537,908	0	0	For
Lincoln Financial	522,536	0	0	For

Showing the 25 largest of 154 asset managers. See all 154 in the interactive database.

5. Election of Directors: Mitchell R. Butier

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-06-25.

Combines 6 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 485,645,018AGAINST: 7,055,241

The Kroger Co.’s own tally for this item (“Elect Director: Mitchell R. Butier”): 485,645,018 for, 7,055,241 against, per its Form 8-K filed 2026-06-26 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 79% for, 1% against (80% of the company cast a for/against vote).

The 154 asset managers below cast 99.9% of the shares they voted on this item FOR (192,744,137 for, 147 against).

FOR 99.9%

FOR: 192,744,137 (100.0%)AGAINST: 147 (0.0%)ABSTAIN: 92,694 (0.0%)NOT VOTED: 751 (0.0%)

Largest asset managers voting on “Election of Directors: Mitchell R. Butier” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	86,647,520	147	41	For
Fidelity	23,473,384	0	0	For
BlackRock	22,019,068	0	0	For
State Street	8,176,774	0	0	For
Putnam	7,264,017	0	0	For
Dimensional	5,414,833	0	0	For
Invesco	4,785,151	0	0	For
Charles Schwab	4,688,407	0	0	For
American Century	2,093,927	0	0	For
Advisors' Inner Circle Fund III	1,945,936	0	0	For
Bridge Builder Trust	1,944,124	0	0	For
Hartford	1,863,144	0	0	For
SEI	1,646,584	0	0	For
Russell Investments	1,267,416	0	0	For
Jackson National	1,212,966	0	0	For
TIAA	1,125,598	0	0	For
Columbia Threadneedle	960,066	0	0	For
MASTER INVESTMENT PORTFOLIO	886,549	0	0	For
AQR	729,059	0	0	For
Victory Capital	705,151	0	0	For
Brighthouse	544,991	0	92,653	For
Cardano Risk Management B.V.	543,786	0	0	For
Equitable	541,673	0	0	For
WisdomTree	537,908	0	0	For
Lincoln Financial	522,536	0	0	For

Showing the 25 largest of 154 asset managers. See all 154 in the interactive database.

6. Election of Directors: Gregory S. Foran

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-06-25.

Combines 7 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 485,443,184AGAINST: 7,150,096

The Kroger Co.’s own tally for this item (“Elect Director: Gregory S. Foran”): 485,443,184 for, 7,150,096 against, per its Form 8-K filed 2026-06-26 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 79% for, 1% against (80% of the company cast a for/against vote).

The 154 asset managers below cast 99.9% of the shares they voted on this item FOR (192,744,132 for, 150 against).

FOR 99.9%

FOR: 192,744,132 (100.0%)AGAINST: 150 (0.0%)ABSTAIN: 92,696 (0.0%)NOT VOTED: 751 (0.0%)

Largest asset managers voting on “Election of Directors: Gregory S. Foran” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	86,647,515	150	43	For
Fidelity	23,473,384	0	0	For
BlackRock	22,019,068	0	0	For
State Street	8,176,774	0	0	For
Putnam	7,264,017	0	0	For
Dimensional	5,414,833	0	0	For
Invesco	4,785,151	0	0	For
Charles Schwab	4,688,407	0	0	For
American Century	2,093,927	0	0	For
Advisors' Inner Circle Fund III	1,945,936	0	0	For
Bridge Builder Trust	1,944,124	0	0	For
Hartford	1,863,144	0	0	For
SEI	1,646,584	0	0	For
Russell Investments	1,267,416	0	0	For
Jackson National	1,212,966	0	0	For
TIAA	1,125,598	0	0	For
Columbia Threadneedle	960,066	0	0	For
MASTER INVESTMENT PORTFOLIO	886,549	0	0	For
AQR	729,059	0	0	For
Victory Capital	705,151	0	0	For
Brighthouse	544,991	0	92,653	For
Cardano Risk Management B.V.	543,786	0	0	For
Equitable	541,673	0	0	For
WisdomTree	537,908	0	0	For
Lincoln Financial	522,536	0	0	For

Showing the 25 largest of 154 asset managers. See all 154 in the interactive database.

7. Election of Directors: Anne Gates

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-06-25.

Combines 6 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 473,609,095AGAINST: 19,360,110

The Kroger Co.’s own tally for this item (“Elect Director: Anne Gates”): 473,609,095 for, 19,360,110 against, per its Form 8-K filed 2026-06-26 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 77% for, 3% against (80% of the company cast a for/against vote).

The 154 asset managers below cast 99.6% of the shares they voted on this item FOR (192,115,874 for, 628,414 against).

FOR 99.6%

FOR: 192,115,874 (99.6%)AGAINST: 628,414 (0.3%)ABSTAIN: 92,689 (0.0%)NOT VOTED: 751 (0.0%)

Largest asset managers voting on “Election of Directors: Anne Gates” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	86,647,292	379	36	For
Fidelity	23,473,384	0	0	For
BlackRock	22,019,068	0	0	For
State Street	8,176,774	0	0	For
Putnam	7,264,017	0	0	For
Dimensional	5,414,833	0	0	For
Invesco	4,785,151	0	0	For
Charles Schwab	4,688,407	0	0	For
American Century	2,093,927	0	0	For
Advisors' Inner Circle Fund III	1,907,244	38,692	0	For
Bridge Builder Trust	1,944,124	0	0	For
Hartford	1,863,144	0	0	For
SEI	1,646,584	0	0	For
Russell Investments	1,267,416	0	0	For
Jackson National	1,212,966	0	0	For
TIAA	1,125,598	0	0	For
Columbia Threadneedle	960,066	0	0	For
MASTER INVESTMENT PORTFOLIO	886,549	0	0	For
AQR	729,059	0	0	For
Victory Capital	705,151	0	0	For
Brighthouse	544,991	0	92,653	For
Cardano Risk Management B.V.	543,786	0	0	For
Equitable	541,673	0	0	For
WisdomTree	537,908	0	0	For
Lincoln Financial	522,536	0	0	For

Showing the 25 largest of 154 asset managers. See all 154 in the interactive database.

8. Election of Directors: Karen M. Hoguet

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-06-25.

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 485,312,166AGAINST: 7,448,287

The Kroger Co.’s own tally for this item (“Elect Director: Karen M. Hoguet”): 485,312,166 for, 7,448,287 against, per its Form 8-K filed 2026-06-26 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 79% for, 1% against (80% of the company cast a for/against vote).

The 154 asset managers below cast 99.9% of the shares they voted on this item FOR (192,744,134 for, 150 against).

FOR 99.9%

FOR: 192,744,134 (100.0%)AGAINST: 150 (0.0%)ABSTAIN: 92,693 (0.0%)NOT VOTED: 751 (0.0%)

Largest asset managers voting on “Election of Directors: Karen M. Hoguet” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	86,647,517	150	40	For
Fidelity	23,473,384	0	0	For
BlackRock	22,019,068	0	0	For
State Street	8,176,774	0	0	For
Putnam	7,264,017	0	0	For
Dimensional	5,414,833	0	0	For
Invesco	4,785,151	0	0	For
Charles Schwab	4,688,407	0	0	For
American Century	2,093,927	0	0	For
Advisors' Inner Circle Fund III	1,945,936	0	0	For
Bridge Builder Trust	1,944,124	0	0	For
Hartford	1,863,144	0	0	For
SEI	1,646,584	0	0	For
Russell Investments	1,267,416	0	0	For
Jackson National	1,212,966	0	0	For
TIAA	1,125,598	0	0	For
Columbia Threadneedle	960,066	0	0	For
MASTER INVESTMENT PORTFOLIO	886,549	0	0	For
AQR	729,059	0	0	For
Victory Capital	705,151	0	0	For
Brighthouse	544,991	0	92,653	For
Cardano Risk Management B.V.	543,786	0	0	For
Equitable	541,673	0	0	For
WisdomTree	537,908	0	0	For
Lincoln Financial	522,536	0	0	For

Showing the 25 largest of 154 asset managers. See all 154 in the interactive database.

9. Election of Directors: Ronald L. Sargent

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-06-25.

Combines 6 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%

FOR: 468,967,642AGAINST: 23,737,119

The Kroger Co.’s own tally for this item (“Elect Director: Ronald L. Sargent”): 468,967,642 for, 23,737,119 against, per its Form 8-K filed 2026-06-26 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 77% for, 4% against (80% of the company cast a for/against vote).

The 154 asset managers below cast 99.5% of the shares they voted on this item FOR (191,785,228 for, 953,185 against).

FOR 99.4%

FOR: 191,785,228 (99.5%)AGAINST: 953,185 (0.5%)ABSTAIN: 98,562 (0.1%)NOT VOTED: 751 (0.0%)

Largest asset managers voting on “Election of Directors: Ronald L. Sargent” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	86,647,218	448	39	For
Fidelity	23,473,384	0	0	For
BlackRock	22,019,068	0	0	For
State Street	8,176,730	44	0	For
Putnam	7,264,017	0	0	For
Dimensional	5,414,833	0	0	For
Invesco	4,785,151	0	0	For
Charles Schwab	4,688,407	0	0	For
American Century	2,093,927	0	0	For
Advisors' Inner Circle Fund III	1,907,244	38,692	0	For
Bridge Builder Trust	1,944,124	0	0	For
Hartford	1,863,144	0	0	For
SEI	1,628,974	17,610	0	For
Russell Investments	1,267,416	0	0	For
Jackson National	1,212,966	0	0	For
TIAA	1,125,598	0	0	For
Columbia Threadneedle	960,066	0	0	For
MASTER INVESTMENT PORTFOLIO	886,549	0	0	For
AQR	729,059	0	0	For
Victory Capital	705,151	0	0	For
Brighthouse	544,991	0	92,653	For
Cardano Risk Management B.V.	0	543,786	0	Against
Equitable	541,673	0	0	For
WisdomTree	537,908	0	0	For
Lincoln Financial	522,536	0	0	For

Showing the 25 largest of 154 asset managers. See all 154 in the interactive database.

10. Election of Directors: Mark S. Sutton

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-06-25.

Combines 6 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 473,892,165AGAINST: 18,494,274

The Kroger Co.’s own tally for this item (“Elect Director: Mark S. Sutton”): 473,892,165 for, 18,494,274 against, per its Form 8-K filed 2026-06-26 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 77% for, 3% against (80% of the company cast a for/against vote).

The 154 asset managers below cast 99.7% of the shares they voted on this item FOR (192,335,035 for, 409,245 against).

FOR 99.7%

FOR: 192,335,035 (99.7%)AGAINST: 409,245 (0.2%)ABSTAIN: 92,699 (0.0%)NOT VOTED: 751 (0.0%)

Largest asset managers voting on “Election of Directors: Mark S. Sutton” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	86,647,288	375	46	For
Fidelity	23,473,384	0	0	For
BlackRock	22,019,068	0	0	For
State Street	8,176,774	0	0	For
Putnam	7,264,017	0	0	For
Dimensional	5,414,833	0	0	For
Invesco	4,785,151	0	0	For
Charles Schwab	4,688,407	0	0	For
American Century	2,093,927	0	0	For
Advisors' Inner Circle Fund III	1,945,936	0	0	For
Bridge Builder Trust	1,935,412	8,712	0	For
Hartford	1,842,100	21,044	0	For
SEI	1,646,584	0	0	For
Russell Investments	1,267,416	0	0	For
Jackson National	1,212,966	0	0	For
TIAA	1,125,598	0	0	For
Columbia Threadneedle	960,066	0	0	For
MASTER INVESTMENT PORTFOLIO	886,549	0	0	For
AQR	729,059	0	0	For
Victory Capital	705,151	0	0	For
Brighthouse	544,580	411	92,653	For
Cardano Risk Management B.V.	543,786	0	0	For
Equitable	541,673	0	0	For
WisdomTree	537,908	0	0	For
Lincoln Financial	522,536	0	0	For

Showing the 25 largest of 154 asset managers. See all 154 in the interactive database.

11. Election of Directors: Ashok Vemuri

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-06-25.

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 483,649,721AGAINST: 7,996,223

The Kroger Co.’s own tally for this item (“Elect Director: Ashok Vemuri”): 483,649,721 for, 7,996,223 against, per its Form 8-K filed 2026-06-26 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 79% for, 1% against (80% of the company cast a for/against vote).

The 154 asset managers below cast 99.9% of the shares they voted on this item FOR (192,744,100 for, 162 against).

FOR 99.9%

FOR: 192,744,100 (100.0%)AGAINST: 162 (0.0%)ABSTAIN: 92,717 (0.0%)NOT VOTED: 751 (0.0%)

Largest asset managers voting on “Election of Directors: Ashok Vemuri” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	86,647,483	162	64	For
Fidelity	23,473,384	0	0	For
BlackRock	22,019,068	0	0	For
State Street	8,176,774	0	0	For
Putnam	7,264,017	0	0	For
Dimensional	5,414,833	0	0	For
Invesco	4,785,151	0	0	For
Charles Schwab	4,688,407	0	0	For
American Century	2,093,927	0	0	For
Advisors' Inner Circle Fund III	1,945,936	0	0	For
Bridge Builder Trust	1,944,124	0	0	For
Hartford	1,863,144	0	0	For
SEI	1,646,584	0	0	For
Russell Investments	1,267,416	0	0	For
Jackson National	1,212,966	0	0	For
TIAA	1,125,598	0	0	For
Columbia Threadneedle	960,066	0	0	For
MASTER INVESTMENT PORTFOLIO	886,549	0	0	For
AQR	729,059	0	0	For
Victory Capital	705,151	0	0	For
Brighthouse	544,991	0	92,653	For
Cardano Risk Management B.V.	543,786	0	0	For
Equitable	541,673	0	0	For
WisdomTree	537,908	0	0	For
Lincoln Financial	522,536	0	0	For

Showing the 25 largest of 154 asset managers. See all 154 in the interactive database.

12. Report on GHG emissions reductions.

ENVIRONMENT OR CLIMATEMajority of the votes cast: no

Meeting held 2026-06-25.

Combines 5 wordings of this item as funds reported it.

18% Majority: no · of votes cast

FOR 18%AGAINST 82%

FOR: 85,776,050AGAINST: 404,190,678

The Kroger Co.’s own tally for this item (“Elect Director: Shareholder proposal regarding a report on GHG emissions”): 85,776,050 for, 404,190,678 against, per its Form 8-K filed 2026-06-26 (Item 5.07). FOR was not more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 14% for, 66% against (80% of the company cast a for/against vote).

The 153 asset managers below cast 1% of the shares they voted on this item FOR (2,574,570 for, 189,074,171 against).

AGAINST 98%

FOR: 2,574,570 (1.3%)AGAINST: 189,074,171 (98.4%)ABSTAIN: 569,255 (0.3%)NOT VOTED: 14,945 (0.0%)

Largest asset managers voting on “Report on GHG emissions reductions.” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	100,124	86,547,488	95	Against
Fidelity	61	23,473,323	0	Against
BlackRock	127,633	21,891,435	0	Against
State Street	1,816	8,174,958	0	Against
Putnam	0	7,264,017	0	Against
Dimensional	0	5,414,833	0	Against
Invesco	0	4,785,151	0	Against
Charles Schwab	0	4,688,407	0	Against
American Century	0	2,093,927	0	Against
Advisors' Inner Circle Fund III	38,692	1,907,244	0	Against
Bridge Builder Trust	0	1,944,124	0	Against
Hartford	21,044	1,842,100	0	Against
SEI	50,817	1,595,767	0	Against
Russell Investments	1,267,416	0	0	For
Jackson National	0	1,212,966	0	Against
TIAA	0	1,125,598	0	Against
Columbia Threadneedle	0	960,066	0	Against
MASTER INVESTMENT PORTFOLIO	0	886,549	0	Against
AQR	0	729,059	0	Against
Victory Capital	0	705,151	0	Against
Brighthouse	411	538,936	98,297	Against
Equitable	0	541,673	0	Against
WisdomTree	0	537,908	0	Against
Lincoln Financial	121,800	400,736	0	Against
John Hancock	282,807	188,890	0	For

Showing the 25 largest of 153 asset managers. See all 153 in the interactive database.

13. Election of Directors: J. Amanda Sourry Knox

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-06-25.

Combines 7 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 478,144,977AGAINST: 14,601,870

The Kroger Co.’s own tally for this item (“Elect Director: J. Amanda Sourry Knox”): 478,144,977 for, 14,601,870 against, per its Form 8-K filed 2026-06-26 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 78% for, 2% against (80% of the company cast a for/against vote).

The 153 asset managers below cast 99.9% of the shares they voted on this item FOR (192,719,965 for, 293 against).

FOR 99.9%

FOR: 192,719,965 (100.0%)AGAINST: 293 (0.0%)ABSTAIN: 92,693 (0.0%)NOT VOTED: 751 (0.0%)

Largest asset managers voting on “Election of Directors: J. Amanda Sourry Knox” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	86,647,375	293	40	For
Fidelity	23,473,384	0	0	For
BlackRock	22,019,068	0	0	For
State Street	8,176,774	0	0	For
Putnam	7,264,017	0	0	For
Dimensional	5,414,833	0	0	For
Invesco	4,785,151	0	0	For
Charles Schwab	4,688,407	0	0	For
American Century	2,093,927	0	0	For
Advisors' Inner Circle Fund III	1,945,936	0	0	For
Bridge Builder Trust	1,944,124	0	0	For
Hartford	1,863,144	0	0	For
SEI	1,646,584	0	0	For
Russell Investments	1,267,416	0	0	For
Jackson National	1,212,966	0	0	For
TIAA	1,125,598	0	0	For
Columbia Threadneedle	960,066	0	0	For
MASTER INVESTMENT PORTFOLIO	886,549	0	0	For
AQR	729,059	0	0	For
Victory Capital	705,151	0	0	For
Brighthouse	544,991	0	92,653	For
Cardano Risk Management B.V.	543,786	0	0	For
Equitable	541,673	0	0	For
WisdomTree	537,908	0	0	For
Lincoln Financial	522,536	0	0	For

Showing the 25 largest of 153 asset managers. See all 153 in the interactive database.

14. Ratification of PricewaterhouseCoopers LLP, as auditors.

AUDIT-RELATED

Meeting held 2026-06-25.

Combines 6 wordings of this item as funds reported it.

99.6% fund support · no official result

FOR 99.6%

The 152 asset managers below cast 99.6% of the shares they voted on this item FOR (191,523,643 for, 615,266 against).

FOR: 191,523,643 (99.6%)AGAINST: 615,266 (0.3%)ABSTAIN: 92,681 (0.0%)NOT VOTED: 751 (0.0%)

Largest asset managers voting on “Ratification of PricewaterhouseCoopers LLP, as auditors.” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	86,548,370	99,310	28	For
Fidelity	23,473,384	0	0	For
BlackRock	22,015,140	3,928	0	For
State Street	8,176,689	85	0	For
Putnam	7,264,017	0	0	For
Dimensional	5,414,833	0	0	For
Invesco	4,785,151	0	0	For
Charles Schwab	4,688,407	0	0	For
American Century	2,093,927	0	0	For
Advisors' Inner Circle Fund III	1,907,244	38,692	0	For
Bridge Builder Trust	1,944,124	0	0	For
Hartford	1,842,100	21,044	0	For
SEI	1,613,377	33,207	0	For
Russell Investments	1,267,416	0	0	For
Jackson National	1,212,966	0	0	For
TIAA	1,125,598	0	0	For
Columbia Threadneedle	960,066	0	0	For
MASTER INVESTMENT PORTFOLIO	886,549	0	0	For
AQR	729,059	0	0	For
Victory Capital	705,151	0	0	For
Brighthouse	544,580	411	92,653	For
Equitable	541,673	0	0	For
WisdomTree	537,908	0	0	For
Lincoln Financial	522,536	0	0	For
John Hancock	471,697	0	0	For

Showing the 25 largest of 152 asset managers. See all 152 in the interactive database.

15. Advisory Vote to Ratify Named Executive Officers' Compensation

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2026-06-25.

89% Majority: yes · of votes cast

FOR 89%11%

FOR: 438,059,369AGAINST: 54,634,483

The 40 asset managers below cast 41% of the shares they voted on this item FOR (4,370,705 for, 6,263,962 against).

FOR 41%AGAINST 58%

FOR: 4,370,705 (40.6%)AGAINST: 6,263,962 (58.2%)UNKNOWN: 99,882 (0.9%)NOT VOTED: 26,283 (0.2%)

Largest asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at The Kroger Co., 2025-2026
Asset manager	For	Against	Vote
NORDEA INVESTMENT MANAGEMENT AB	50	5,656,610	Against
Maj Invest Holding A/S	1,528,171	0	For
APG Asset Management US Inc.	1,246,977	0	For
Cardano Risk Management B.V.	0	543,786	Against
BANCO BILBAO VIZCAYA ARGENTARIA, S.A.	206,075	0	For
STOREBRAND ASSET MANAGEMENT AS	204,087	0	For
TD Waterhouse Canada Inc.	192,380	0	For
TOBAM	100,753	0	For
CSM Advisors, LLC	0	0	Unknown
Empower	96,757	0	For
Vinva Investment Management Ltd	87,866	0	For
Arjuna Capital	80,858	0	For
Empirical Financial Services, LLC d.b.a. Empirical Wealth Ma	78,447	0	For
Swiss Life Asset Management Ltd	76,105	0	For
BlackRock	74,462	0	For
Local Pensions Partnership Investment Ltd	58,748	0	For
Union Investment Management GmbH	0	57,696	Against
Two Roads Shared Trust	55,732	0	For
Lincoln Financial	50,711	0	For
Hosking Partners LLP	47,560	0	For
OARSMAN CAPITAL, INC.	34,217	0	For
Canopy Partners, LLC	27,113	0	For
JPMorgan	0	0	Not Voted
Universal-Investment-Gesellschaft mbH	22,001	0	For
AGF Investments Trust	20,560	0	For

Showing the 25 largest of 40 asset managers. See all 40 in the interactive database.

16. Amend Omnibus Stock Plan

CORPORATE GOVERNANCE

Meeting held 2026-06-25.

15% fund support · no official result

FOR 15%AGAINST 85%

The 9 asset managers below cast 15% of the shares they voted on this item FOR (259,911 for, 1,530,291 against).

FOR: 259,911 (14.5%)AGAINST: 1,530,291 (85.5%)

Largest asset managers voting on “Amend Omnibus Stock Plan” at The Kroger Co., 2025-2026
Asset manager	For	Against	Vote
Maj Invest Holding A/S	0	1,528,171	Against
Empower	96,757	0	For
Lincoln Financial	50,711	0	For
OARSMAN CAPITAL, INC.	34,217	0	For
Canopy Partners, LLC	27,113	0	For
AGF Investments Trust	20,560	0	For
CLEARWATER INVESTMENT TRUST	16,523	0	For
NORTHERN LIGHTS FUND TRUST II	13,500	0	For
WASHINGTON CAPITAL MANAGEMENT, INC	530	2,120	Against

17. Approval, on an advisory basis, of Kroger's executive compensation.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2025-06-26 (outside the 2025-2026 season's 1 July to 30 June window; reported in this season's filings).

Combines 2 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%7%

FOR: 479,422,891AGAINST: 37,724,712

The Kroger Co.’s own tally for this item (“Elect Director: Advisory vote approving executive compensation”): 479,422,891 for, 37,724,712 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 612,647,282 outstanding shares: 78% for, 6% against (84% of the company cast a for/against vote).

The 6 asset managers below cast 42% of the shares they voted on this item FOR (203,713 for, 283,065 against).

FOR 42%AGAINST 58%

FOR: 203,713 (41.8%)AGAINST: 283,065 (58.2%)

Largest asset managers voting on “Approval, on an advisory basis, of Kroger's executive compensation.” at The Kroger Co., 2025-2026
Asset manager	For	Against	Vote
PENSIOENFONDS RAIL & OV	0	241,474	Against
Investment Management Corp of Ontario	121,253	0	For
GLENMEDE FUND INC	78,554	0	For
OSSIAM	0	41,591	Against
Wealth Alliance Advisory Group, LLC	3,406	0	For
OSBORNE PARTNERS CAPITAL MANAGEMENT, LLC	500	0	For

18. Amendment to the 2019 Long-Term Incentive Plan

COMPENSATION

Meeting held 2026-06-25.

100% fund support · no official result

FOR 100%

The 5 asset managers below cast 100% of the shares they voted on this item FOR (663,084 for, 0 against).

FOR: 663,084 (100.0%)

Largest asset managers voting on “Amendment to the 2019 Long-Term Incentive Plan” at The Kroger Co., 2025-2026
Asset manager	For	Vote
Cardano Risk Management B.V.	543,786	For
Union Investment Management GmbH	57,696	For
Two Roads Shared Trust	55,732	For
Northern Lights Fund Trust IV	4,850	For
PACE SELECT ADVISORS TRUST	1,020	For

19. Ratify Appointment of Independent Auditors

AUDIT-RELATED

Meeting held 2026-06-25.

10% fund support · no official result

10%AGAINST 90%

The 5 asset managers below cast 10% of the shares they voted on this item FOR (61,332 for, 549,656 against).

FOR: 61,332 (10.0%)AGAINST: 549,656 (90.0%)

Largest asset managers voting on “Ratify Appointment of Independent Auditors” at The Kroger Co., 2025-2026
Asset manager	For	Against	Vote
Cardano Risk Management B.V.	0	543,786	Against
Two Roads Shared Trust	55,732	0	For
WILLIAMSBURG INVESTMENT TRUST	5,600	0	For
Northern Lights Fund Trust IV	0	4,850	Against
PACE SELECT ADVISORS TRUST	0	1,020	Against

20. Shareholder Proposal Regarding GHG Reduction Efforts

ENVIRONMENT OR CLIMATEMajority of the votes cast: no

Meeting held 2026-06-25.

18% Majority: no · of votes cast

FOR 18%AGAINST 82%

FOR: 85,776,050AGAINST: 404,190,678

The 4 asset managers below cast 91% of the shares they voted on this item FOR (549,656 for, 55,732 against).

FOR 91%9%

FOR: 549,656 (90.8%)AGAINST: 55,732 (9.2%)

Largest asset managers voting on “Shareholder Proposal Regarding GHG Reduction Efforts” at The Kroger Co., 2025-2026
Asset manager	For	Against	Vote
Cardano Risk Management B.V.	543,786	0	For
Two Roads Shared Trust	0	55,732	Against
Northern Lights Fund Trust IV	4,850	0	For
PACE SELECT ADVISORS TRUST	1,020	0	For

21. Approval, on an advisory basis, of Kroger's executive compensation.

SECTION 14A SAY-ON-PAY VOTES

Reported under meeting date 2026-04-28; no official results on file for that date.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (1,134,374 for, 0 against).

FOR: 1,134,374 (100.0%)

Largest asset managers voting on “Approval, on an advisory basis, of Kroger's executive compensation.” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Withheld	Vote
SCHRODER INVESTMENT MANAGEMENT GROUP	1,134,373	0	0	0	For
GLOBALT Investments LLC / GA	1	0	0	0	For

22. Director Elections

DIRECTOR ELECTIONS

Meeting held 2026-06-25.

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (942 for, 0 against).

FOR: 942 (100.0%)

Largest asset managers voting on “Director Elections” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Withheld	Vote
Ballew Advisors, Inc	601	0	0	0	For
Members Trust Co	341	0	0	0	For

23. APPROVAL, ON AN ADVISORY BASIS OF NAMED EXECUTIVE OFFICER COMPENSATION

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2026-06-25.

89% Majority: yes · of votes cast

FOR 89%11%

FOR: 438,059,369AGAINST: 54,634,483

The 2 asset managers below cast 100% of the shares they voted on this item FOR (12,000 for, 0 against).

FOR 99.1%

FOR: 12,000 (99.2%)ABSTAIN: 100 (0.8%)

Largest asset managers voting on “APPROVAL, ON AN ADVISORY BASIS OF NAMED EXECUTIVE OFFICER COMPENSATION” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Withheld	Vote
Capital Group	12,000	0	0	0	For
Icahn	0	0	100	0	Abstain

24. Amend Incentive Stock Option Plan

COMPENSATION

Meeting held 2026-06-25.

0% fund support · no official result

AGAINST 73%ABSTAIN 27%

The 2 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 14,910 against).

AGAINST: 14,910 (72.7%)ABSTAIN: 5,600 (27.3%)

Largest asset managers voting on “Amend Incentive Stock Option Plan” at The Kroger Co., 2025-2026
Asset manager	For	Against	Abstain	Withheld	Vote
LEAVELL INVESTMENT MANAGEMENT, INC.	0	14,910	0	0	Against
WILLIAMSBURG INVESTMENT TRUST	0	0	5,600	0	Abstain

Largest The Kroger Co. shareholders voting in 2025-2026

Ranked by the number of The Kroger Co. shares each manager voted on the most widely held ballot item of the 2025-2026 meeting, shown as a share of the 612,647,282 shares outstanding at the time of that meeting.

Top The Kroger Co. shareholders by shares voted, 2025-2026
#	Asset manager	% of shares outstanding
1	Vanguard	15.17%
2	BlackRock	6.86%
3	Fidelity	5.58%
4	Wellington	3.80%
5	State Street	3.22%
6	Putnam	2.94%
7	GEODE CAPITAL MANAGEMENT, LLC	2.62%
8	Invesco	1.71%
9	GQG Partners LLC	1.65%
10	Charles Schwab	1.55%

Reported The Kroger Co. ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

The Kroger Co. beneficial owners on record for the 2025-2026 proxy season
Holder	% outstanding	Disclosure
Vanguard Group	12.60%	13F
BlackRock	8.67%	13F
Berkshire Hathaway	8.16%	13F
State Street	4.97%	13F
Wellington Management	3.83%	13F
Geode Capital	2.61%	13F
Franklin Templeton	2.48%	13F
FMR (Fidelity)	2.26%	13F
Dimensional Fund Advisors	2.01%	13F
Morgan Stanley	1.65%	13F

Percentages above are of 612,647,282 shares outstanding, as reported by The Kroger Co. on its Form 10-Q dated 2026-06-24 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from The Kroger Co.’s 10-Q dated 2026-06-24. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At The Kroger Co.'s shareholder meeting held 2026-06-25, in the 2025-2026 proxy season, 1,026 asset managers reported how they voted in their SEC Form N-PX filings, covering 13,741 separate fund positions. Their filings are grouped here into 24 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — Approval, on an advisory basis, of Kroger's executive compensation. — FOR was 89% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: The Kroger Co.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2026-06-26.

The Kroger Co. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).