Document and Entity Information - USD ($) $ / shares in Units, $ in Billions	12 Months Ended
	Jan. 28, 2023	Mar. 22, 2023	Aug. 13, 2022
Document and Entity Information
Document Type	10-K
Document Annual Report	true
Document Period End Date	Jan. 28, 2023
Document Transition Report	false
Entity File Number	1-303
Entity Registrant Name	THE KROGER CO.
Entity Incorporation, State or Country Code	OH
Entity Tax Identification Number	31-0345740
Entity Address, Address Line One	1014 Vine Street
Entity Address, City or Town	Cincinnati
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	45202
City Area Code	513
Local Phone Number	762-4000
Title of 12(b) Security	Common, $1.00 Par Value
Trading Symbol	KR
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Public Float			$ 33.6
Entity Common Stock, Shares Outstanding		717,467,532
Auditor Name	PricewaterhouseCoopers LLP
Auditor Firm ID	238
Auditor Location	Cincinnati, Ohio
Entity Listing, Par Value Per Share	$ 1
Entity Central Index Key	0000056873
Current Fiscal Year End Date	--01-28
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Amendment Flag	false

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Jan. 28, 2023	Jan. 29, 2022
Current assets
Cash and temporary cash investments	$ 1,015	$ 1,821
Store deposits in-transit	1,127	1,082
Receivables	2,234	1,828
FIFO inventory	9,756	8,353
LIFO reserve	(2,196)	(1,570)
Prepaid and other current assets	734	660
Total current assets	12,670	12,174
Property, plant and equipment, net	24,726	23,789
Operating lease assets	6,662	6,695
Intangibles, net	899	942
Goodwill	2,916	3,076
Other assets	1,750	2,410
Total Assets	49,623	49,086
Current liabilities
Current portion of long-term debt including obligations under finance leases	1,310	555
Current portion of operating lease liabilities	662	650
Trade accounts payable	7,119	7,117
Accrued salaries and wages	1,746	1,736
Other current liabilities	6,401	6,265
Total current liabilities	17,238	16,323
Long-term debt including obligations under finance leases	12,068	12,809
Noncurrent operating lease liabilities	6,372	6,426
Deferred income taxes	1,672	1,562
Pension and postretirement benefit obligations	436	478
Other long-term liabilities	1,823	2,059
Total Liabilities	39,609	39,657
Commitments and contingencies see Note 12
SHAREOWNERS' EQUITY
Preferred shares, $100 par per share, 5 shares authorized and unissued
Common shares, $1 par per share, 2,000 shares authorized; 1,918 shares issued in 2022 and 2021	1,918	1,918
Additional paid-in capital	3,805	3,657
Accumulated other comprehensive loss	(632)	(467)
Accumulated earnings	25,601	24,066
Common shares in treasury, at cost, 1,202 shares in 2022 and 1,191 shares in 2021	(20,650)	(19,722)
Total Shareowners' Equity - The Kroger Co.	10,042	9,452
Noncontrolling interests	(28)	(23)
Total Equity	10,014	9,429
Total Liabilities and Equity	$ 49,623	$ 49,086

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Millions	Jan. 28, 2023	Jan. 29, 2022
CONSOLIDATED BALANCE SHEETS
Preferred shares, par per share (in dollars per share)	$ 100	$ 100
Preferred shares, shares authorized	5	5
Preferred shares, shares unissued	5	5
Common shares, par per share (in dollars per share)	$ 1	$ 1
Common shares, shares authorized	2,000	2,000
Common shares, shares issued	1,918	1,918
Common shares in treasury, shares	1,202	1,191

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
CONSOLIDATED STATEMENTS OF OPERATIONS
Sales	$ 148,258	$ 137,888	$ 132,498
Operating expenses
Merchandise costs, including advertising, warehousing, and transportation, excluding items shown separately below	116,480	107,539	101,597
Operating, general and administrative	23,848	23,203	24,500
Rent	839	845	874
Depreciation and amortization	2,965	2,824	2,747
Operating profit	4,126	3,477	2,780
Other income (expense)
Interest expense	(535)	(571)	(544)
Non-service component of company-sponsored pension plan benefits (costs)	39	(34)	29
(Loss) gain on investments	(728)	(821)	1,105
Net earnings before income tax expense	2,902	2,051	3,370
Income tax expense	653	385	782
Net earnings including noncontrolling interests	2,249	1,666	2,588
Net income attributable to noncontrolling interests	5	11	3
Net earnings attributable to The Kroger Co.	$ 2,244	$ 1,655	$ 2,585
Net earnings attributable to The Kroger Co. per basic common share	$ 3.10	$ 2.20	$ 3.31
Average number of common shares used in basic calculation	718	744	773
Net earnings attributable to The Kroger Co. per diluted common share	$ 3.06	$ 2.17	$ 3.27
Average number of common shares used in diluted calculation	727	754	781

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Millions

12 Months Ended

Jan. 28, 2023

Jan. 29, 2022

Jan. 30, 2021

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Net earnings including noncontrolling interests

$ 2,249

$ 1,666

$ 2,588

Other comprehensive (loss) income

Change in pension and other postretirement defined benefit plans, net of income tax

^[1]

(83)

156

22

Unrealized gains and losses on cash flow hedging activities, net of income tax

^[2]

(89)

(14)

Amortization of unrealized gains and losses on cash flow hedging activities, net of income tax

^[3]

7

2

Total other comprehensive (loss) income

(165)

163

10

Comprehensive income

2,084

1,829

2,598

Comprehensive income attributable to noncontrolling interests

5

11

3

Comprehensive income attributable to The Kroger Co.

$ 2,079

$ 1,818

$ 2,595

[1]	Amount is net of tax (benefit) expense of ($26) in 2022, $48 in 2021 and $7 in 2020.
[2]	Amount is net of tax benefit of ($27) in 2022 and ($8) in 2020.
[3]	Amount is net of tax expense of $2 in 2022, $3 in 2021 and $2 in 2020.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Change in pension and other postretirement defined benefit plans, income tax	$ (26)	$ 48	$ 7
Unrealized gains and losses on cash flow hedging activities, income tax	(27)		(8)
Amortization of unrealized gains and losses on cash flow hedging activities, income tax	$ 2	$ 3	$ 2

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Cash Flows from Operating Activities:
Net earnings including noncontrolling interests	$ 2,249	$ 1,666	$ 2,588
Adjustments to reconcile net earnings including noncontrolling interests to net cash provided by operating activities:
Depreciation and amortization	2,965	2,824	2,747
Asset impairment charges	68	64	70
Goodwill and fixed asset impairment charges related to Vitacost.com	164
Operating lease asset amortization	614	605	626
LIFO charge (credit)	626	197	(7)
Share-based employee compensation	190	203	185
Company-sponsored pension plans (benefit) expense	(26)	50	(9)
Deferred income taxes	161	(31)	73
Gain on the sale of assets	(40)	(44)	(59)
Loss (gain) on investments	728	821	(1,105)
Other	(8)	64	165
Changes in operating assets and liabilities:
Store deposits in-transit	(45)	13	83
Receivables	(222)	(61)	(90)
Inventories	(1,370)	80	7
Prepaid and other current assets	(36)	232	(342)
Trade accounts payable	3	438	330
Accrued expenses	(126)	331	1,382
Income taxes receivable and payable	(190)	16	24
Operating lease liabilities	(622)	(618)	(552)
Other	(585)	(660)	699
Net cash provided by operating activities	4,498	6,190	6,815
Cash Flows from Investing Activities:
Payments for property and equipment, including payments for lease buyouts	(3,078)	(2,614)	(2,865)
Proceeds from sale of assets	78	153	165
Other	(15)	(150)	(114)
Net cash used by investing activities	(3,015)	(2,611)	(2,814)
Cash Flows from Financing Activities:
Proceeds from issuance of long-term debt		56	1,049
Payments on long-term debt including obligations under finance leases	(552)	(1,442)	(747)
Net payments on commercial paper			(1,150)
Dividends paid	(682)	(589)	(534)
Financing fees paid	(84)	(5)	(9)
Proceeds from issuance of capital stock	134	172	127
Treasury stock purchases	(993)	(1,647)	(1,324)
Proceeds from financing arrangement		166
Other	(112)	(156)	(125)
Net cash used by financing activities	(2,289)	(3,445)	(2,713)
Net (decrease) increase in cash and temporary cash investments	(806)	134	1,288
Cash and temporary cash investments:
Beginning of year	1,821	1,687	399
End of year	1,015	1,821	1,687
Reconciliation of capital investments:
Payments for property and equipment, including payments for lease buyouts	(3,078)	(2,614)	(2,865)
Payments for lease buyouts	21		58
Changes in construction-in-progress payables	(281)	(542)	(359)
Total capital investments, excluding lease buyouts	(3,338)	(3,156)	(3,166)
Disclosure of cash flow information:
Cash paid during the year for interest	545	607	564
Cash paid during the year for income taxes	$ 698	$ 513	$ 659

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREOWNERS' EQUITY - USD ($) shares in Millions, $ in Millions	Common Stock	Additional Paid-In Capital	Treasury Stock	Accumulated Other Comprehensive Loss	Accumulated Earnings	Noncontrolling Interest	Total
Balances at Feb. 01, 2020	$ 1,918	$ 3,337	$ (16,991)	$ (640)	$ 20,978	$ (29)	$ 8,573
Balances (in shares) at Feb. 01, 2020	1,918
Balances (in shares) at Feb. 01, 2020			1,130
Issuance of common stock:
Stock options exercised			$ 127				127
Stock options exercised (in shares)			(7)
Restricted stock issued		(134)	$ 71				(63)
Restricted stock issued (in shares)			(3)
Treasury stock activity:
Treasury stock purchases, at cost			$ (1,196)				(1,196)
Treasury stock purchases, at cost (in shares)			36
Stock options exchanged			$ (128)				(128)
Stock options exchanged (in shares)			4
Share-based employee compensation		185					185
Other comprehensive income (loss), net of income tax				10			10
Other		73	$ (74)				(1)
Cash dividends declared per common share					(545)		(545)
Net earnings including non-controlling interests					2,585	3	2,588
Balances at Jan. 30, 2021	$ 1,918	3,461	$ (18,191)	(630)	23,018	(26)	9,550
Balances (in shares) at Jan. 30, 2021	1,918
Balances (in shares) at Jan. 30, 2021			1,160
Issuance of common stock:
Stock options exercised			$ 172				172
Stock options exercised (in shares)			(7)
Restricted stock issued		(137)	$ 73				(64)
Restricted stock issued (in shares)			(3)
Treasury stock activity:
Treasury stock purchases, at cost			$ (1,422)				(1,422)
Treasury stock purchases, at cost (in shares)			35
Stock options exchanged			$ (225)				(225)
Stock options exchanged (in shares)			6
Share-based employee compensation		203					203
Other comprehensive income (loss), net of income tax				163			163
Other		130	$ (129)			(8)	(7)
Cash dividends declared per common share					(607)		(607)
Net earnings including non-controlling interests					1,655	11	1,666
Balances at Jan. 29, 2022	$ 1,918	3,657	$ (19,722)	(467)	24,066	(23)	$ 9,429
Balances (in shares) at Jan. 29, 2022	1,918						1,918
Balances (in shares) at Jan. 29, 2022			1,191				1,191
Issuance of common stock:
Stock options exercised			$ 134				$ 134
Stock options exercised (in shares)			(4)
Restricted stock issued		(173)	$ 62				(111)
Restricted stock issued (in shares)			(4)
Treasury stock activity:
Treasury stock purchases, at cost			$ (821)				(821)
Treasury stock purchases, at cost (in shares)			16
Stock options exchanged			$ (172)				$ (172)
Stock options exchanged (in shares)			3				3
Share-based employee compensation		190					$ 190
Other comprehensive income (loss), net of income tax				(165)			(165)
Other		131	$ (131)			(10)	(10)
Cash dividends declared per common share					(709)		(709)
Net earnings including non-controlling interests					2,244	5	2,249
Balances at Jan. 28, 2023	$ 1,918	$ 3,805	$ (20,650)	$ (632)	$ 25,601	$ (28)	$ 10,014
Balances (in shares) at Jan. 28, 2023	1,918						1,918
Balances (in shares) at Jan. 28, 2023			1,202				1,202

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREOWNERS' EQUITY (Parenthetical) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREOWNERS' EQUITY
Other comprehensive income (loss), income tax	$ (51)	$ 51	$ 1
Cash dividends declared per common share (in dollars per share)	$ 0.99	$ 0.81	$ 0.70

ACCOUNTING POLICIES

12 Months Ended

Jan. 28, 2023

ACCOUNTING POLICIES

ACCOUNTING POLICIES

1.	ACCOUNTING POLICIES

The following is a summary of the significant accounting policies followed in preparing these financial statements.

Description of Business, Basis of Presentation and Principles of Consolidation

The Kroger Co. (the “Company”) was founded in 1883 and incorporated in 1902. The Company is a food and drug retailer that operates 2,719 supermarkets, 2,252 pharmacies and 1,637 fuel centers across 35 states while also operating online through a digital ecosystem to offer customers an omnichannel shopping experience. The Company also manufactures and processes food for sale by its supermarkets and online. The accompanying financial statements include the consolidated accounts of the Company, its wholly-owned subsidiaries and other consolidated entities. Intercompany transactions and balances have been eliminated.

Fiscal Year

The Company’s fiscal year ends on the Saturday nearest January 31. The last three fiscal years consist of the 52-week periods ended January 28, 2023, January 29, 2022 and January 30, 2021.

Pervasiveness of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities. Disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of consolidated revenues and expenses during the reporting period is also required. Actual results could differ from those estimates.

Cash, Temporary Cash Investments and Book Overdrafts

Cash and temporary cash investments represent store cash and short-term investments with original maturities of less than three months. Book overdrafts are included in “Trade accounts payable” and “Accrued salaries and wages” in the Consolidated Balance Sheets.

Deposits In-Transit

Deposits in-transit generally represent funds deposited to the Company’s bank accounts at the end of the year related to sales, a majority of which were paid for with debit cards, credit cards and checks, to which the Company does not have immediate access but settle within a few days of the sales transaction.

Inventories

Inventories are stated at the lower of cost (principally on a last-in, first-out “LIFO” basis) or market. In total, approximately 89% of inventories in 2022 and 91% of inventories in 2021 were valued using the LIFO method. The remaining inventories, including substantially all fuel inventories, are stated at the lower of cost (on a FIFO basis) or net realizable value. Replacement cost was higher than the carrying amount by $2,196 at January 28, 2023 and $1,570 at January 29, 2022. The Company follows the Link-Chain, Dollar-Value LIFO method for purposes of calculating its LIFO charge or credit. During 2020, the Company had a LIFO liquidation primarily related to pharmacy inventory. The liquidated inventory was carried at lower costs prevailing in prior years as compared with current costs. The effect of this reduction in inventory decreased “Merchandise costs” by approximately $76, $58 net of tax.

The item-cost method of accounting to determine inventory cost before the LIFO adjustment is followed for substantially all store inventories at the Company’s supermarket divisions. This method involves counting each item in inventory, assigning costs to each of these items based on the actual purchase costs (net of vendor allowances and cash discounts) of each item and recording the cost of items sold. The item-cost method of accounting allows for more accurate reporting of periodic inventory balances and enables management to more precisely manage inventory. In addition, substantially all of the Company’s inventory consists of finished goods and is recorded at actual purchase costs (net of vendor allowances and cash discounts).

The Company evaluates inventory shortages throughout the year based on actual physical counts in its facilities. Allowances for inventory shortages are recorded based on the results of these counts to provide for estimated shortages as of the financial statement date.

Property, Plant and Equipment

Property, plant and equipment are recorded at cost or, in the case of assets acquired in a business combination, at fair value. Depreciation and amortization expense, which includes the depreciation of assets recorded under finance leases, is computed principally using the straight-line method over the estimated useful lives of individual assets. Buildings and land improvements are depreciated based on lives varying from 10 to 40 years. All new purchases of store equipment are assigned lives varying from three to nine years. Leasehold improvements are amortized over the shorter of the lease term to which they relate, which generally varies from four to 25 years, or the useful life of the asset. Food production plant, fulfillment center and distribution center equipment is depreciated over lives varying from three to 15 years. Information technology assets are generally depreciated over three to five years. Depreciation and amortization expense was $2,965 in 2022, $2,824 in 2021 and $2,747 in 2020.

Interest costs on significant projects constructed for the Company’s own use are capitalized as part of the costs of the newly constructed facilities. Upon retirement or disposal of assets, the cost and related accumulated depreciation and amortization are removed from the balance sheet and any gain or loss is reflected in net earnings. Refer to Note 3 for further information regarding the Company’s property, plant and equipment.

Leases

The Company leases certain store real estate, warehouses, distribution centers, fulfillment centers, office space and equipment. The Company determines if an arrangement is a lease at inception. Finance and operating lease assets and liabilities are recognized at the lease commencement date. Finance and operating lease liabilities represent the present value of minimum lease payments not yet paid. Operating lease assets represent the right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments, lease incentives and impairment, if any. To determine the present value of lease payments, the Company estimates an incremental borrowing rate which represents the rate used for a secured borrowing of a similar term as the lease.

Lease terms generally range from 10 to 20 years with options to renew for varying terms at the Company’s sole discretion. The lease term includes the initial contractual term as well as any options to extend the lease when it is reasonably certain that the Company will exercise that option. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Certain leases include escalation clauses or payment of executory costs such as property taxes, utilities or insurance and maintenance. Operating lease payments are charged on a straight-line basis to rent expense over the lease term and finance lease payments are charged to interest expense and depreciation and amortization expense over the lease term. Assets under finance leases are amortized in accordance with the Company’s normal depreciation policy for owned assets or over the lease term, if shorter. The Company’s lease agreements do not contain any residual value guarantees or material restrictive covenants. For additional information on leases, see Note 9 to the Consolidated Financial Statements.

Goodwill

The Company reviews goodwill for impairment during the fourth quarter of each year, or earlier upon the occurrence of a triggering event. The Company performs reviews of each of its operating divisions and other consolidated entities (collectively, “reporting units”) that have goodwill balances. Generally, fair value is determined using a market multiple model, or discounted projected future cash flows, and is compared to the carrying value of a reporting unit for purposes of identifying potential impairment. Projected future cash flows are based on management’s knowledge of the current operating environment and expectations for the future. Goodwill impairment is recognized for any excess of the reporting unit’s carrying value over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit. Results of the goodwill impairment reviews performed during 2022, 2021 and 2020 are summarized in Note 2.

Impairment of Long-Lived Assets

The Company monitors the carrying value of long-lived assets for potential impairment each quarter based on whether certain triggering events have occurred. These events include current period losses combined with a history of losses or a projection of continuing losses or a significant decrease in the market value of an asset. When a triggering event occurs, an impairment calculation is performed, comparing projected undiscounted future cash flows, utilizing current cash flow information and expected growth rates related to specific stores, to the carrying value for those stores. If the Company identifies impairment for long-lived assets to be held and used, the Company compares the assets’ current carrying value to the assets’ fair value. Fair value is based on current market values or discounted future cash flows. The Company records impairment when the carrying value exceeds fair market value. With respect to owned property and equipment held for disposal, the value of the property and equipment is adjusted to reflect recoverable values based on previous efforts to dispose of similar assets and current economic conditions. Impairment is recognized for the excess of the carrying value over the estimated fair market value, reduced by estimated direct costs of disposal. The Company recorded asset impairments totaling $68, $64 and $70 in 2022, 2021 and 2020, respectively. Costs to reduce the carrying value of long-lived assets for each of the years presented have been included in the Consolidated Statements of Operations as Operating, general and administrative (“OG&A”) expense.

Accounts Payable Financing Arrangement

The Company has an agreement with a third party to provide an accounts payable tracking system which facilitates participating suppliers’ ability to finance payment obligations from the Company with designated third-party financial institutions. Participating suppliers may, at their sole discretion, make offers to finance one or more payment obligations of the Company prior to their scheduled due dates at a discounted price to participating financial institutions. The Company’s obligations to its suppliers, including amounts due and scheduled payment dates, are not affected by suppliers’ decisions to finance amounts under this arrangement. As of January 28, 2023, the Company had $65 and $249 in “Other current liabilities” and “Trade accounts payable,” respectively, associated with financing arrangements. As of January 29, 2022, the Company had $59 and $236 in “Other current liabilities” and “Trade accounts payable,” respectively, associated with financing arrangements.

Contingent Consideration

The Company’s Home Chef business combination involves potential payment of future consideration that is contingent upon the achievement of certain performance milestones. The Company recorded contingent consideration at fair value at the date of acquisition based on the consideration expected to be transferred, estimated as the probability-weighted future cash flows, discounted back to present value using a discount rate determined in accordance with accepted valuation methods. The liability for contingent consideration is remeasured to fair value at each reporting period using Level 3 inputs, and the change in fair value, including accretion for the passage of time, is recognized in earnings until the contingency is resolved. In 2022, 2021 and 2020, adjustments to increase the contingent consideration liability as of year-end were recorded for $20, $66 and $189, respectively, in OG&A expense. During the first quarter of 2023, the Company will make the final contingent consideration payment, which is based on the fair value of the outstanding year-end 2022 liability.

Store Closing Costs

The Company regularly evaluates the performance of its stores and periodically closes those stores that are underperforming. Related liabilities arise, such as severance, contractual obligations and other accruals associated with store closings. The Company records a liability for costs associated with an exit or disposal activity when the liability is incurred, usually in the period the store closes. Adjustments to closed store liabilities primarily relate to actual exit costs differing from original estimates. Adjustments are made for changes in estimates in the period in which the change becomes known.

Owned stores held for disposal are reduced to their estimated net realizable value. Costs to reduce the carrying values of property, plant, equipment and operating lease assets are accounted for in accordance with the Company’s policy on impairment of long-lived assets. Inventory write-downs, if any, in connection with store closings, are classified in the Consolidated Statements of Operations as “Merchandise costs”. Costs to transfer inventory and equipment from closed stores are expensed as incurred.

Interest Rate Risk Management

The Company uses derivative instruments primarily to manage its exposure to changes in interest rates. The Company’s current program relative to interest rate protection and the methods by which the Company accounts for its derivative instruments are described in Note 6.

Benefit Plans and Multi-Employer Pension Plans

The Company recognizes the funded status of its retirement plans on the Consolidated Balance Sheets. Actuarial gains or losses, prior service costs or credits and transition obligations that have not yet been recognized as part of net periodic benefit cost are required to be recorded as a component of Accumulated Other Comprehensive Income (“AOCI”). The Company has elected to measure defined benefit plan assets and obligations as of January 31, which is the month-end that is closest to its fiscal year-ends, which were January 28, 2023 for fiscal 2022 and January 29, 2022 for fiscal 2021.

The determination of the obligation and expense for company-sponsored pension plans and other post-retirement benefits is dependent on the selection of assumptions used by actuaries and the Company in calculating those amounts. Those assumptions are described in Note 14 and include, among others, the discount rate, the expected long-term rate of return on plan assets, mortality and the rates of increase in compensation and health care costs. Actual results that differ from the assumptions are accumulated and amortized over future periods and, therefore, generally affect the recognized expense and recorded obligation in future periods. While the Company believes that the assumptions are appropriate, significant differences in actual experience or significant changes in assumptions may materially affect the pension and other post-retirement obligations and future expense.

The Company also participates in various multi-employer plans for substantially all union employees. Pension expense for these plans is recognized as contributions are funded or when commitments are probable and reasonably estimable, in accordance with GAAP. Refer to Note 15 for additional information regarding the Company’s participation in these various multi-employer pension plans.

The Company administers and makes contributions to the employee 401(k) retirement savings accounts. Contributions to the employee 401(k) retirement savings accounts are expensed when contributed or over the service period in the case of automatic contributions. Refer to Note 14 for additional information regarding the Company’s benefit plans.

Share Based Compensation

The Company recognizes compensation expense for all share-based payments granted under fair value recognition provisions. The Company recognizes share-based compensation expense, net of an estimated forfeiture rate, over the requisite service period of the award based on the fair value at the date of the grant. The Company grants options for common shares (“stock options”) to employees under various plans at an option price equal to the fair market value of the stock option at the date of grant. Stock options typically expire 10 years from the date of grant. Stock options vest between one and four years from the date of grant. In addition to stock options, the Company awards restricted stock to employees and incentive shares to nonemployee directors under various plans. The restrictions on these restricted stock awards generally lapse between one and four years from the date of the awards. The Company determines the fair value for restricted stock awards in an amount equal to the fair market value of the underlying shares on the grant date of the award.

Deferred Income Taxes

Deferred income taxes are recorded to reflect the tax consequences of differences between the tax basis of assets and liabilities and their financial reporting basis. Refer to Note 4 for the types of differences that give rise to significant portions of deferred income tax assets and liabilities.

Uncertain Tax Positions

The Company reviews the tax positions taken or expected to be taken on tax returns to determine whether and to what extent a benefit can be recognized in its consolidated financial statements. Refer to Note 4 for the amount of unrecognized tax benefits and other related disclosures related to uncertain tax positions.

Various taxing authorities periodically audit the Company’s income tax returns. These audits include questions regarding the Company’s tax filing positions, including the timing and amount of deductions and the allocation of income to various tax jurisdictions. In evaluating the exposures connected with these various tax filing positions, including state and local taxes, the Company records allowances for probable exposures. A number of years may elapse before a particular matter, for which an allowance has been established, is audited and fully resolved. As of January 28, 2023, the years ended February 1, 2020 and forward remain open for review for federal income tax purposes.

The assessment of the Company’s tax position relies on the judgment of management to estimate the exposures associated with the Company’s various filing positions.

Self-Insurance Costs

The Company is primarily self-insured for costs related to workers’ compensation and general liability claims. Liabilities are actuarially determined and are recognized based on claims filed and an estimate of claims incurred but not reported. The liabilities for workers’ compensation claims are accounted for on a present value basis. The Company has purchased stop-loss coverage to limit its exposure to any significant exposure on a per claim basis. The Company is insured for covered costs in excess of these per claim limits.

The following table summarizes the changes in the Company’s self-insurance liability through January 28, 2023:


	2022		2021		2020
Beginning balance	$	721	$	731	$	689
Expense		227		226		262
Claim payments		(236)		(236)		(220)
Ending balance		712		721		731
Less: Current portion		(236)		(236)		(220)
Long-term portion	$	476	$	485	$	511

The current portion of the self-insured liability is included in “Other current liabilities,” and the long-term portion is included in “Other long-term liabilities” in the Consolidated Balance Sheets.

The Company maintains surety bonds related to self-insured workers’ compensation claims. These bonds are required by most states in which the Company is self-insured for workers’ compensation and are placed with third-party insurance providers to insure payment of the Company’s obligations in the event the Company is unable to meet its claim payment obligations up to its self-insured retention levels. These bonds do not represent liabilities of the Company, as the Company has recorded reserves for the claim costs.

The Company also maintains insurance coverages for certain risks, including cyber exposure and property-related losses. The Company’s insurance coverage begins for these exposures ranging from $25 to $30.

Revenue Recognition

Sales

The Company recognizes revenues from the retail sale of products, net of sales taxes, at the point of sale. Pharmacy sales are recorded when the product is provided to the customer. Digital channel originated sales are recognized either upon pickup in store or upon delivery to the customer. Amounts billed to a customer related to shipping and delivery represent revenues earned for the goods provided and are classified as sales. When shipping is discounted, it is recorded as an adjustment to sales. Discounts provided to customers by the Company at the time of sale, including those provided in connection with loyalty cards, are recognized as a reduction in sales as the products are sold. Discounts provided by vendors, usually in the form of coupons, are not recognized as a reduction in sales provided the coupons are redeemable at any retailer that accepts coupons. The Company records a receivable from the vendor for the difference in sales price and cash received. For merchandise sold in one of the Company’s stores or online, tender is accepted at the point of sale. The Company acts as principal in certain vendor arrangements where the purchase and sale of inventory are virtually simultaneous. The Company records revenue and related costs on a gross basis for these arrangements. For pharmacy sales, collection of third-party receivables is typically expected within three months or less from the time of purchase. The third-party receivables from pharmacy sales are recorded in “Receivables” in the Company’s Consolidated Balance Sheets and were $867 as of January 28, 2023 and $774 as of January 29, 2022.

Gift Cards and Gift Certificates

The Company does not recognize revenue when it sells its own gift cards and gift certificates (collectively “gift cards”). Rather, it records a deferred revenue liability equal to the amount received. A sale is then recognized when the gift cards are redeemed to purchase the Company’s products. The Company’s gift cards do not expire. While gift cards are generally redeemed within 12 months, some are never fully redeemed. The Company recognizes gift card breakage under the proportional method, where recognition of breakage income is based upon the historical run-off rate of unredeemed gift cards. The Company’s gift card deferred revenue liability was $200 as of January 28, 2023 and $185 as of January 29, 2022.

Disaggregated Revenues

The following table presents sales revenue by type of product for the year-ended January 28, 2023, January 29, 2022, and January 30, 2021:


	2022				2021				2020
	Amount		% of total		Amount		% of total		Amount		% of total
Non Perishable⁽¹⁾	$	74,121	50.0	%	$	69,648	50.6	%	$	71,434	53.9	%
Fresh⁽²⁾		35,433	23.9	%		33,972	24.6	%		33,449	25.2	%
Supermarket Fuel		18,632	12.6	%		14,678	10.6	%		9,486	7.2	%
Pharmacy		13,377	9.0	%		12,401	9.0	%		11,388	8.6	%
Other⁽³⁾		6,695	4.5	%		7,189	5.2	%		6,741	5.1	%

Total Sales	$	148,258	100	%	$	137,888	100	%	$	132,498	100	%

(1)

Consists primarily of grocery, general merchandise, health and beauty care and natural foods.

(2)

Consists primarily of produce, floral, meat, seafood, deli, bakery and fresh prepared.

(3)

Consists primarily of sales related to food production plants to outside parties, data analytic services, third-party media revenue, other consolidated entities, specialty pharmacy, in-store health clinics, digital coupon services and other online sales not included in the categories above. The decrease in 2022, compared to 2021, is primarily due to discontinued patient therapies at Kroger Specialty Pharmacy.

Merchandise Costs

The “Merchandise costs” line item of the Consolidated Statements of Operations includes product costs, net of discounts and allowances; advertising costs (see separate discussion below); inbound freight charges; warehousing costs, including receiving and inspection costs; transportation costs; and food production and operational costs. Warehousing, transportation and manufacturing management salaries are also included in the “Merchandise costs” line item; however, purchasing management salaries and administration costs are included in the “OG&A” line item along with most of the Company’s other managerial and administrative costs. Shipping and delivery costs associated with the Company’s digital offerings originating from non-retail store locations are included in the “Merchandise costs” line item. Rent expense and depreciation and amortization expense are shown separately in the Consolidated Statements of Operations.

Warehousing and transportation costs include distribution center direct wages, transportation direct wages, repairs and maintenance, utilities, inbound freight and, where applicable, third-party warehouse management fees. These costs are recognized in the periods the related expenses are incurred.

The Company believes the classification of costs included in merchandise costs could vary widely throughout the industry. The Company’s approach is to include in the “Merchandise costs” line item the direct, net costs of acquiring products and making them available to customers. The Company believes this approach most accurately presents the actual costs of products sold.

The Company recognizes all vendor allowances as a reduction in merchandise costs when the related product is sold. When possible, vendor allowances are applied to the related product cost by item and, therefore, reduce the carrying value of inventory by item. When the items are sold, the vendor allowance is recognized. When it is not possible, due to systems constraints, to allocate vendor allowances to the product by item, vendor allowances are recognized as a reduction in merchandise costs based on inventory turns and, therefore, recognized as the product is sold.

Advertising Costs

The Company’s advertising costs are recognized in the periods the related expenses are incurred and are included in the “Merchandise costs” line item of the Consolidated Statements of Operations. The Company’s advertising costs totaled $1,030 in 2022, $984 in 2021 and $888 in 2020. The Company does not record vendor allowances for co-operative advertising as a reduction of advertising expense.

Operating, General and Administrative Expenses

OG&A expenses consist primarily of employee-related costs such as wages, healthcare benefit costs, retirement plan costs, utilities, and credit card fees. Shipping and delivery costs associated with the Company's digital offerings originating from retail store locations, including third-party delivery fees, are included in the “OG&A” line item of the Consolidated Statements of Operations. Rent expense, depreciation and amortization expense and interest expense are shown separately in the Consolidated Statement of Operations.

Consolidated Statements of Cash Flows

For purposes of the Consolidated Statements of Cash Flows, the Company considers all highly liquid debt instruments purchased with an original maturity of three months or less to be temporary cash investments.

Segments

The Company operates supermarkets, multi-department stores and fulfillment centers throughout the United States. The Company’s retail operations, which represent 97% of the Company’s consolidated sales, are its only reportable segment. The Company aggregates its operating divisions into one reportable segment due to the operating divisions having similar economic characteristics with similar long-term financial performance. In addition, the Company’s operating divisions offer customers similar products, have similar distribution methods, operate in similar regulatory environments, purchase the majority of the merchandise for retail sale from similar (and in many cases identical) vendors on a coordinated basis from a centralized location, serve similar types of customers, and are allocated capital from a centralized location. Operating divisions are organized primarily on a geographical basis so that the operating division management team can be responsive to local needs of the operating division and can execute company strategic plans and initiatives throughout the locations in their operating division. This geographical separation is the primary differentiation between these retail operating divisions. The geographical basis of organization reflects how the business is managed and how the Company’s Chief Executive Officer, who acts as the Company’s chief operating decision maker, assesses performance internally. All of the Company’s operations are domestic.

GOODWILL AND INTANGIBLE ASSETS

12 Months Ended

Jan. 28, 2023

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS

2.	GOODWILL AND INTANGIBLE ASSETS

The following table summarizes the changes in the Company’s net goodwill balance through January 28, 2023:


	2022		2021
Balance beginning of year
Goodwill	$	5,737	$	5,737
Accumulated impairment losses		(2,661)		(2,661)
Subtotal		3,076		3,076

Activity during the year
Impairment charge related to Vitacost.com		(160)		—


Balance end of year
Goodwill		5,737		5,737
Accumulated impairment losses		(2,821)		(2,661)
Total Goodwill	$	2,916	$	3,076

Testing for impairment is performed annually, or on an interim basis upon the occurrence of a triggering event or a change in circumstances that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The annual evaluation of goodwill and indefinite-lived intangible assets was performed during the fourth quarter of 2021 and 2020 and did not result in impairment.

Based on the results of the Company’s impairment assessment in the fourth quarter of 2022, Vitacost.com recorded a $160 goodwill impairment. In the fourth quarter of 2022, as the Company’s digital strategy evolved, the Company’s primary focus will be to effectively utilize its Pickup and Delivery capabilities. This reprioritization resulted in reduced long-term profitability expectations and a decline in the market value for one underlying channel of business and led to the pre-tax and after-tax impairment charge of $160. The pre-impairment goodwill balance for Vitacost.com was $160 as of the fourth quarter 2022. There is no goodwill remaining for Vitacost.com as of January 28, 2023.

The following table summarizes the Company’s intangible assets balance through January 28, 2023:


	2022				2021
	Gross carrying		Accumulated		Gross carrying		Accumulated
	amount		amortization⁽¹⁾		amount		amortization⁽¹⁾
Definite-lived pharmacy prescription files	$	325	$	(230)	$	317	$	(199)
Definite-lived customer relationships		186		(173)		186		(160)
Definite-lived other		112		(96)		111		(88)
Indefinite-lived trade name		685		—		685		—
Indefinite-lived liquor licenses		90		—		90		—

Total	$	1,398	$	(499)	$	1,389	$	(447)

(1)	Pharmacy prescription files are amortized to merchandise costs, customer relationships are amortized to depreciation and amortization expense and other intangibles are amortized to OG&A expense and depreciation and amortization expense.

Amortization expense associated with intangible assets totaled approximately $52, $59 and $67, during fiscal years 2022, 2021 and 2020, respectively. Future amortization expense associated with the net carrying amount of definite-lived intangible assets for the years subsequent to 2022 is estimated to be approximately:


2023	$	41
2024		36
2025		32
2026		11
2027		2
Thereafter		2

Total future estimated amortization associated with definite-lived intangible assets	$	124

PROPERTY, PLANT AND EQUIPMENT, NET

12 Months Ended

Jan. 28, 2023

PROPERTY, PLANT AND EQUIPMENT, NET

PROPERTY, PLANT AND EQUIPMENT, NET

3.	PROPERTY, PLANT AND EQUIPMENT, NET

Property, plant and equipment, net consists of:


	2022		2021
Land	$	3,442	$	3,395
Buildings and land improvements		14,539		13,996
Equipment		17,328		15,951
Leasehold improvements		11,435		10,775
Construction-in-progress		4,044		3,831
Leased property under finance leases		2,580		1,939

Total property, plant and equipment		53,368		49,887
Accumulated depreciation and amortization		(28,642)		(26,098)

Property, plant and equipment, net	$	24,726	$	23,789

Accumulated depreciation and amortization for leased property under finance leases was $562 at January 28, 2023 and $414 at January 29, 2022.

Approximately $124 and $136, net book value, of property, plant and equipment collateralized certain mortgages at January 28, 2023 and January 29, 2022, respectively.

Capitalized implementation costs associated with cloud computing arrangements of $193, net of accumulated amortization of $36, and $151, net of accumulated amortization of $15, are included in “Other assets” in the Company’s Consolidated Balance Sheets as of January 28, 2023 and January 29, 2022, respectively. The corresponding cash flows related to these arrangements are included in “Net cash provided by operating activities” in the Company’s Consolidated Statements of Cash Flows.

TAXES BASED ON INCOME

12 Months Ended

Jan. 28, 2023

TAXES BASED ON INCOME

TAXES BASED ON INCOME

4.	TAXES BASED ON INCOME

The provision for taxes based on income consists of:


	2022		2021		2020
Federal
Current	$	401	$	349	$	577
Deferred		162		(46)		75

Subtotal federal		563		303		652

State and local
Current		91		67		133
Deferred		(1)		15		(3)

Subtotal state and local		90		82		130

Total	$	653	$	385	$	782

A reconciliation of the statutory federal rate and the effective rate follows:


	2022		2021		2020
Statutory rate	21.0	%	21.0	%	21.0	%
State income taxes, net of federal tax benefit	2.5		3.2		3.0
Credits	(0.8)		(1.3)		(0.7)
Resolution of tax audit examinations	(0.2)		(3.1)		—
Excess tax benefits from share-based payments	(1.9)		(1.3)		(0.8)
Impairment of goodwill related to Vitacost.com	1.2		—		—
Non-deductible executive compensation	0.5		0.6		0.3
Other changes, net	0.2		(0.3)		0.4

	22.5	%	18.8	%	23.2	%

The Company’s effective income tax rates were 22.5% in 2022, 18.8% in 2021, and 23.2% in 2020.

The 2022 tax rate differed from the federal statutory rate due to the effect of state income taxes and non-deductible goodwill impairment charges related to Vitacost.com, partially offset by the benefits from share-based payments and the utilization of tax credits.

The 2021 tax rate differed from the federal statutory rate primarily due to a discrete benefit of $47 which was primarily from the favorable outcome of income tax audit examinations covering multiple years, the benefit from share-based payments and the utilization of tax credits, partially offset by the effect of state income taxes.

The 2020 tax rate differed from the federal statutory rate primarily due to the effect of state income taxes, partially offset by the utilization of tax credits and deductions.

The tax effects of significant temporary differences that comprise tax balances were as follows:


	2022		2021
Deferred tax assets:
Compensation related costs	$	409	$	560
Lease liabilities		1,892		1,926
Closed store reserves		51		46
Unrealized losses on hedging instruments		74		—
Net operating loss and credit carryforwards		101		98
Deferred income		104		126
Allowance for uncollectible receivables		26		36
Other		13		25

Subtotal		2,670		2,817
Valuation allowance		(83)		(72)

Total deferred tax assets		2,587		2,745

Deferred tax liabilities:
Depreciation and amortization		(1,954)		(2,006)
Operating lease assets		(1,759)		(1,790)
Insurance related costs		(257)		(54)
Inventory related costs		(281)		(310)
Equity investments in excess of tax basis		(8)		(147)

Total deferred tax liabilities		(4,259)		(4,307)

Deferred taxes	$	(1,672)	$	(1,562)

At January 28, 2023, the Company had net operating loss carryforwards for state income tax purposes of $1,468. These net operating loss carryforwards expire from 2023 through 2042. The utilization of certain of the Company’s state net operating loss carryforwards may be limited in a given year. Further, the Company has recorded a valuation allowance against certain deferred tax assets resulting from its state net operating losses.

At January 28, 2023, the Company had state credit carryforwards of $34. These state credit carryforwards expire from 2023 through 2036. The utilization of certain of the Company’s credits may be limited in a given year. Further, the Company has recorded a valuation allowance against certain deferred tax assets resulting from its state credits.

The Company regularly reviews all deferred tax assets on a tax filer and jurisdictional basis to estimate whether these assets are more likely than not to be realized based on all available evidence. This evidence includes historical taxable income, projected future taxable income, the expected timing of the reversal of existing temporary differences and the implementation of tax planning strategies. Projected future taxable income is based on expected results and assumptions as to the jurisdiction in which the income will be earned. The expected timing of the reversals of existing temporary differences is based on current tax law and the Company’s tax methods of accounting. Unless deferred tax assets are more likely than not to be realized, a valuation allowance is established to reduce the carrying value of the deferred tax asset until such time that realization becomes more likely than not. Increases and decreases in these valuation allowances are included in "Income tax expense" in the Consolidated Statements of Operations. As of January 28, 2023, January 29, 2022 and January 28, 2021 the total valuation allowance was $83, $72 and $53, respectively.

A reconciliation of the beginning and ending amount of unrecognized tax benefits, including positions impacting only the timing of tax benefits, is as follows:


	2022		2021		2020
Beginning balance	$	100	$	193	$	174
Additions based on tax positions related to the current year		8		10		7
Additions for tax positions of prior years		6		9		16
Reductions for tax positions of prior years		(4)		(108)		—
Settlements		(9)		—		—
Lapse of statute		(8)		(4)		(4)
Ending balance	$	93	$	100	$	193

As of January 28, 2023, January 29, 2022 and January 30, 2021, the amount of unrecognized tax benefits that, if recognized, would effect the effective tax rate was $66, $73 and $85, respectively.

To the extent interest and penalties would be assessed by taxing authorities on any underpayment of income tax, such amounts have been accrued and classified as a component of income tax expense. During the years ended January 28, 2023, January 29, 2022 and January 30, 2021, the Company recognized approximately $(6), $(15) and $7, respectively, in interest and penalties (recoveries). The Company had accrued approximately $14, $22 and $38 for the payment of interest and penalties as of January 28, 2023, January 29, 2022 and January 30, 2021, respectively.

As of January 28, 2023, the years ended February 1, 2020 and forward remain open for review for federal income tax purposes.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Section S99
-Paragraph 1
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-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
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-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

DEBT OBLIGATIONS

12 Months Ended

Jan. 28, 2023

DEBT OBLIGATIONS

DEBT OBLIGATIONS

5.	DEBT OBLIGATIONS

Long-term debt consists of:


	January 28,		January 29,
	2023		2022
1.70% to 8.00% Senior Notes due through 2049	$	10,215	$	10,607
Other		1,077		1,138

Total debt, excluding obligations under finance leases		11,292		11,745
Less current portion		(1,153)		(451)

Total long-term debt, excluding obligations under finance leases	$	10,139	$	11,294

In 2022, the Company repaid $400 of senior notes bearing an interest rate of 2.80% using cash on hand.

In 2021, the Company repaid $300 of senior notes bearing an interest rate of 2.60%, $500 of senior notes bearing an interest rate of 2.95%, and $500 of senior notes bearing an interest rate of 3.40%, all using cash on hand.

Additionally in 2021, the Company acquired 28, previously leased, properties for a purchase price of $455. Separately, the Company also entered into a transaction to sell those properties to a third party for total proceeds of $621. Total cash proceeds received as a result of the transactions was $166. The sale transaction did not qualify for sale-leaseback accounting treatment. As a result, the Company recorded property, plant and equipment for the $455 price paid and recorded a $621 financing obligation. The leases have a base term of 25 years and twelve option periods of five years each. The Company has the option to purchase the individual properties for fair market value at the end of the base term or at the end of any option period. The Company is obligated to repurchase the properties at the end of the base term for $300 if the lessor exercises its put option.

On July 6, 2021, the Company entered into an amended and restated credit agreement, which credit agreement was further amended on November 9, 2022 (as so amended, the “Credit Agreement”) providing for a $2,750 unsecured revolving credit facility (the “Revolving Credit Facility”), with a termination date of July 6, 2026, unless extended as permitted under the Credit Agreement. The Company has the ability to increase the size of the Revolving Credit Facility by up to an additional $1,250, subject to certain conditions.

Borrowings under the Credit Agreement bear interest, at the Company’s option, at either (i) adjusted Term SOFR plus a market spread, based on the Company’s Public Debt Rating or (ii) the base rate, defined as the highest of (a) the Federal Funds Rate plus 0.5%, (b) Bank of America’s prime rate, and (c) one-month Term SOFR plus 1.0%, plus a market rate spread based on the Company’s Public Debt Rating. The Company will also pay a Commitment Fee based on its Public Debt Rating and Letter of Credit fees equal to a market rate spread based on the Company’s Public Debt Rating. “Public Debt Rating” means, as of any date, the rating that has been most recently announced by either S&P or Moody’s, as the case may be, for any class of non-credit enhanced long-term senior unsecured debt issued by the Company.

The Credit Agreement contains a covenant, which, among other things, requires the maintenance of a Leverage Ratio of not greater than (i) 3.50:1.00 or (ii) upon the consummation of the proposed merger with Albertsons, 4.50 to 1.00, with step downs to 4.25:1.00, 4.00:1.00, 3.75:1.00 and 3.50:1.00 effective at the end of the third, fifth, seventh and ninth, full fiscal quarters after the consummation of the proposed merger, respectively. The Company may repay the Credit Agreement in whole or in part at any time without premium or penalty. The Credit Agreement is not guaranteed by the Company’s subsidiaries.

On October 13, 2022, the Company entered into a merger agreement with Albertsons Companies, Inc. (“Albertsons”). For additional information about the Company’s unsecured bridge term loan facility and term loan credit agreement associated with the merger agreement, see Note 16 to the Consolidated Financial Statements.

As of January 28, 2023, and January 29, 2022, the Company had no commercial paper borrowings and no borrowings under the Credit Agreement.

As of January 28, 2023, the Company had outstanding letters of credit in the amount of $310, of which $2 reduces funds available under the Credit Agreement. As of January 29, 2022, the Company had outstanding letters of credit in the amount of $363, of which $2 reduces funds available under the Credit Agreement. The letters of credit are maintained primarily to support performance, payment, deposit or surety obligations of the Company.

Most of the Company’s outstanding public debt is subject to early redemption at varying times and premiums, at the option of the Company. In addition, subject to certain conditions, some of the Company’s publicly issued debt will be subject to redemption, in whole or in part, at the option of the holder upon the occurrence of a redemption event, upon not less than five days’ notice prior to the date of redemption, at a redemption price equal to the default amount, plus a specified premium. “Redemption Event” is defined in the indentures as the occurrence of (i) any person or group, together with any affiliate thereof, beneficially owning 50% or more of the voting power of the Company, (ii) any one person or group, or affiliate thereof, succeeding in having a majority of its nominees elected to the Company’s Board of Directors, in each case, without the consent of a majority of the continuing directors of the Company or (iii) both a change of control and a below investment grade rating.

The aggregate annual maturities and scheduled payments of long-term debt, as of year-end 2022, and for the years subsequent to 2022 are:


2023	$	1,153
2024		25
2025		84
2026		1,386
2027		607
Thereafter		8,037

Total debt	$	11,292

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

DERIVATIVE FINANCIAL INSTRUMENTS

12 Months Ended

Jan. 28, 2023

DERIVATIVE FINANCIAL INSTRUMENTS

DERIVATIVE FINANCIAL INSTRUMENTS

6.	DERIVATIVE FINANCIAL INSTRUMENTS

GAAP requires that derivatives be carried at fair value on the balance sheet and provides for hedge accounting when certain conditions are met. The Company’s derivative financial instruments are recognized on the balance sheet at fair value. Changes in the fair value of derivative instruments designated as “cash flow” hedges, to the extent the hedges are highly effective, are recorded in other comprehensive income, net of tax effects. Ineffective cash flow hedges, if any, are recognized in current period earnings. Other comprehensive income or loss is reclassified into current period earnings when the hedged transaction affects earnings. Changes in the fair value of derivative instruments designated as “fair value” hedges, along with corresponding changes in the fair values of the hedged assets or liabilities, are recorded in current period earnings. Ineffective fair value hedges, if any, are recognized in current period earnings. Changes in fair value of derivative instruments not designated as hedges are recognized in current period earnings and included in “(Loss) gain on investments” in the Company’s Consolidated Statements of Operations.

The Company assesses, both at the inception of the hedge and on an ongoing basis, whether derivatives used as hedging instruments are highly effective in offsetting the changes in the fair value or cash flow of the hedged items. If it is determined that a derivative is not highly effective as a hedge or ceases to be highly effective, the Company discontinues hedge accounting prospectively.

Interest Rate Risk Management

The Company is exposed to market risk from fluctuations in interest rates. The Company manages its exposure to interest rate fluctuations through the use of a commercial paper program, interest rate swaps (fair value hedges) and forward-starting interest rate swaps (cash flow hedges). The Company’s current program relative to interest rate protection contemplates hedging the exposure to changes in the fair value of fixed-rate debt attributable to changes in interest rates. To do this, the Company uses the following guidelines: (i) use average daily outstanding borrowings to determine annual debt amounts subject to interest rate exposure, (ii) limit the average annual amount subject to interest rate reset and the amount of floating rate debt to a combined total amount that represents 25% of the carrying value of the Company’s debt portfolio or less, (iii) include no leveraged products, and (iv) hedge without regard to profit motive or sensitivity to current mark-to-market status.

The Company reviews compliance with these guidelines annually with the Finance Committee of the Board of Directors. These guidelines may change as the Company’s needs dictate.

Fair Value Interest Rate Swaps

The Company did not have any outstanding interest rate derivatives classified as fair value hedges as of January 28, 2023 and January 29, 2022.

Cash Flow Forward-Starting Interest Rate Swaps

As of January 28, 2023, the Company had five forward-starting interest rate swap agreements with a maturity date of August 2027 with an aggregate notional amount totaling $5,350. A forward-starting interest rate swap is an agreement that effectively hedges the variability in future benchmark interest payments attributable to changes in interest rates on the forecasted issuance of fixed-rate debt. The Company entered into these forward-starting interest rate swaps in order to lock in fixed interest rates on its forecasted issuances of debt. A notional amount of $2,350 of these forward-starting interest rate swaps was designated as a cash-flow hedge as defined by GAAP. Accordingly, the changes in fair value of these forward-starting interest rate swaps are recorded to other comprehensive income and reclassified into net earnings when the hedged transaction affects net earnings. As of January 28, 2023, the fair value of these interest rate swaps designated as cash flow hedges was recorded in other long-term liabilities for $116 and accumulated other comprehensive income for $89, net of tax. The remainder of the notional amount of $3,000 of the forward-starting interest rate swaps was not designated as a cash-flow hedge. Accordingly, the changes in the fair value of these forward-starting interest rate swaps not designated as cash-flow hedges are recognized through net earnings. As of January 28, 2023, the fair value of these swaps was recorded in other long-term liabilities for $142. In 2022, the Company recognized an unrealized loss of $142 related to these swaps that is included in “(Loss) gain on investments” in the Company’s Consolidated Statements of Operations.

The Company did not have any outstanding forward-starting interest rate swap agreements as of January 29, 2022.

The following table summarizes the effect of the Company’s derivative instruments designated as cash flow hedges for 2022, 2021 and 2020:


	Year-To-Date
	Amount of Gain/(Loss) in						Amount of Gain/(Loss)
Derivatives in Cash Flow Hedging	AOCI on Derivative						Reclassified from AOCI into Income						Location of Gain/(Loss)
Relationships	2022		2021		2020		2022		2021		2020		Reclassified into Income
Forward-Starting Interest Rate Swaps, net of tax⁽¹⁾	$	(129)	$	(47)	$	(54)	$	(7)	$	(7)	$	(2)	Interest expense

(1)

The amounts of Gain/(Loss) reclassified from AOCI into income on derivatives include unamortized proceeds and payments from forward-starting interest rate swaps once classified as cash flow hedges that were terminated prior to the end of 2020.

For the above cash flow interest rate swaps, the Company has entered into International Swaps and Derivatives Association master netting agreements that permit the net settlement of amounts owed under their respective derivative contracts. Under these master netting agreements, net settlement generally permits the Company or the counterparty to determine the net amount payable for contracts due on the same date and in the same currency for similar types of derivative transactions. These master netting agreements generally also provide for net settlement of all outstanding contracts with a counterparty in the case of an event of default or a termination event.

Collateral is generally not required of the counterparties or of the Company under these master netting agreements. As of January 28, 2023, no cash collateral was received or pledged under the master netting agreements.

The effect of the net settlement provisions of these master netting agreements on the Company’s derivative balances upon an event of default or termination event is as follows as of January 28, 2023:


							Gross Amounts Not Offset in the
					Net Amount		Balance Sheet
	Gross Amount		Gross Amounts Offset		Presented in the		Financial
January 28, 2023	Recognized		in the Balance Sheet		Balance Sheet		Instruments		Cash Collateral		Net Amount
Liabilities
Cash Flow Forward-Starting Interest Rate Swaps	$	258	$	—	$	258	$	—	$	—	$	258

FAIR VALUE MEASUREMENTS

12 Months Ended

Jan. 28, 2023

Fair Value Measurements

FAIR VALUE MEASUREMENTS

7.	FAIR VALUE MEASUREMENTS

GAAP establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The three levels of the fair value hierarchy defined in the standards are as follows:

Level 1 - Quoted prices are available in active markets for identical assets or liabilities;

Level 2 - Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable;

Level 3 - Unobservable pricing inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions about the assumptions that market participants would use in pricing an asset or liability.

For items carried at (or adjusted to) fair value in the consolidated financial statements, the following tables summarize the fair value of these instruments at January 28, 2023 and January 29, 2022:

January 28, 2023 Fair Value Measurements Using


	Quoted Prices in
	Active Markets
	for Identical		Significant Other
	Assets		Observable Inputs
	(Level 1)		(Level 2)		Total
Marketable Securities	$	463	$	—	$	463
Interest Rate Hedges		—		(258)		(258)
Total	$	463	$	(258)	$	205

January 29, 2022 Fair Value Measurements Using


	Quoted Prices in
	Active Markets
	for Identical
	Assets
	(Level 1)
Marketable Securities	$	1,054

The company values interest rate hedges using observable forward yield curves. These forward yield curves are classified as Level 2 inputs.

Fair value measurements of non-financial assets and non-financial liabilities are primarily used in the impairment analysis of goodwill, other intangible assets, long-lived assets and in the valuation of store lease exit costs. The Company reviews goodwill and indefinite-lived intangible assets for impairment annually, during the fourth quarter of each fiscal year, and as circumstances indicate the possibility of impairment. See Note 2 for further discussion related to the Company’s carrying value of goodwill. Long-lived assets and store lease exit costs were measured at fair value on a nonrecurring basis using Level 3 inputs as defined in the fair value hierarchy. See Note 1 for further discussion of the Company’s policies for impairments of long-lived assets and valuation of store lease exit costs. In 2022, long-lived assets with a carrying amount of $69 were written down to their fair value of $1, resulting in an impairment charge of $68. In 2021, long-lived assets with a carrying amount of $74 were written down to their fair value of $10, resulting in an impairment charge of $64.

Fair Value of Other Financial Instruments

Current and Long-term Debt

The fair value of the Company’s long-term debt, including current maturities, was estimated based on the quoted market prices for the same or similar issues adjusted for illiquidity based on available market evidence. If quoted market prices were not available, the fair value was based upon the net present value of the future cash flow using the forward interest rate yield curve in effect at respective year-ends. At January 28, 2023, the fair value of total debt excluding obligations under finance leases was $10,593 compared to a carrying value of $11,292. At January 29, 2022, the fair value of total debt excluding obligations under finance leases was $13,189 compared to a carrying value of $11,745.

Contingent Consideration

As a result of the Home Chef merger in 2018, the Company recognized a contingent liability of $91 on the acquisition date. The contingent consideration was measured using unobservable (Level 3) inputs and was included in “Other long-term liabilities” within the Consolidated Balance Sheet. The Company estimated the fair value of the earnout liability by applying a Monte-Carlo simulation method using the Company’s projection of future operating results for both the online and offline businesses related to the Home Chef merger and the estimated probability of achievement of the earnout target metrics. The Monte-Carlo simulation is a generally accepted statistical technique used to generate a defined number of valuation paths in order to develop a reasonable estimate of the fair value of the earnout liability. The liability is remeasured to fair value using the Monte-Carlo simulation method at each reporting period, and the change in fair value, including accretion for the passage of time, is recognized in net earnings until the contingency is resolved. In 2020, the Company amended the contingent consideration agreement including the performance milestones to align with the Company’s current business strategies. In 2022 and 2021, the Company recorded adjustments to increase the contingent consideration liability for $20 and $66, respectively, in OG&A. During the first quarter of 2023, the Company will make the final contingent consideration payment, which is based on the fair value of the outstanding year-end 2022 liability.

Cash and Temporary Cash Investments, Store Deposits In-Transit, Receivables, Prepaid and Other Current Assets, Trade Accounts Payable, Accrued Salaries and Wages and Other Current Liabilities

The carrying amounts of these items approximated fair value due to their short term nature.

Other Assets

The equity investment in Ocado Group plc is measured at fair value through net earnings. The fair value of all shares owned, which is measured using Level 1 inputs, was $401 and $987 as of January 28, 2023 and January 29, 2022, respectively, and is included in “Other assets” in the Company’s Consolidated Balance Sheets. The unrealized (loss) gain for this Level 1 investment was approximately ($586), ($821) and $1,032 for 2022, 2021, and 2020, respectively, and is included in “(Loss) Gain on investments” in the Company’s Consolidated Statements of Operations.

The Company held other equity investments without a readily determinable fair value. These investments are measured initially at cost and remeasured for observable price changes to fair value through net earnings. The value of these investments was $320 and $309 as of January 28, 2023 and January 29, 2022, respectively, and is included in “Other assets” in the Company’s Consolidated Balance Sheets. There were no observable price changes or impairments for these investments during 2022 or 2021, and as such, they are excluded from the fair value measurements table above for January 28, 2023 and January 29, 2022.

The following table presents the Company’s remaining other assets as of January 28, 2023 and January 29 2022:


	January 28, 2023		January 29, 2022
Other Assets
Equity method and other long-term investments	$	274	$	282
Notes receivable		169		191
Prepaid deposits under certain contractual arrangements		199		214
Implementation costs related to cloud computing arrangements		193		151
Funded asset status of pension plans		69		156
Other		125		120
Total	$	1,029	$	1,114

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

12 Months Ended

Jan. 28, 2023

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS).

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

8.	ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The following table represents the changes in AOCI by component for the years ended January 28, 2023 and January 29, 2022:


			Pension and
	Cash Flow		Postretirement
	Hedging		Defined Benefit
	Activities⁽¹⁾		Plans⁽¹⁾		Total⁽¹⁾
Balance at January 30, 2021	$	(54)	$	(576)	$	(630)
OCI before reclassifications⁽²⁾		—		82		82
Amounts reclassified out of AOCI⁽³⁾		7		74		81
Net current-period OCI		7		156		163
Balance at January 29, 2022	$	(47)	$	(420)	$	(467)

Balance at January 29, 2022	$	(47)	$	(420)	$	(467)
OCI before reclassifications⁽²⁾		(89)		(88)		(177)
Amounts reclassified out of AOCI⁽³⁾		7		5		12
Net current-period OCI		(82)		(83)		(165)
Balance at January 28, 2023	$	(129)	$	(503)	$	(632)

(1)	All amounts are net of tax.

(2)	Net of tax of $25 for pension and postretirement defined benefit plans as of January 29, 2022. Net of tax of ($28) and ($27) for pension and postretirement defined benefit plans and cash flow hedging activities, respectively, as of January 28, 2023.

(3)	Net of tax of $23 and $3 for pension and postretirement defined benefit plans and cash flow hedging activities, respectively, as of January 29, 2022. Net of tax of $2 and $2 for pension and postretirement defined benefit plans and cash flow hedging activities, respectively, as of January 28, 2023.

The following table represents the items reclassified out of AOCI and the related tax effects for the years ended January 28, 2023, January 29, 2022 and January 30, 2021:


	For the year ended		For the year ended		For the year ended
	January 28, 2023		January 29, 2022		January 30, 2021

Cash flow hedging activity items
Amortization of gains and losses on cash flow hedging activities⁽¹⁾	$	9	$	10	$	4
Tax expense		(2)		(3)		(2)
Net of tax		7		7		2

Pension and postretirement defined benefit plan items
Amortization of amounts included in net periodic pension cost⁽²⁾		7		97		19
Tax expense		(2)		(23)		(5)
Net of tax		5		74		14
Total reclassifications, net of tax	$	12	$	81	$	16

(1)	Reclassified from AOCI into interest expense.

(2)	Reclassified from AOCI into non-service component of company-sponsored pension plan costs. These components are included in the computation of net periodic pension expense.

LEASES AND LEASE-FINANCED TRANSACTIONS

12 Months Ended

Jan. 28, 2023

LEASES AND LEASE-FINANCED TRANSACTIONS

LEASES AND LEASE-FINANCED TRANSACTIONS

9.	LEASES AND LEASE-FINANCED TRANSACTIONS

The Company leases certain store real estate, warehouses, distribution centers, fulfillment centers, office space and equipment. The Company operates in leased facilities in approximately half of its store locations. Lease terms generally range from 10 to 20 years with options to renew for varying terms at the Company’s sole discretion. Certain leases also include options to purchase the leased property. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Certain leases include escalation clauses or payment of executory costs such as property taxes, utilities or insurance and maintenance. Rent expense for leases with escalation clauses or other lease concessions are accounted for on a straight-line basis over the lease term. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. Certain properties or portions thereof are subleased to others for periods generally ranging from one to 20 years.

The following table provides supplemental balance sheet classification information related to leases:


		January 28,		January 29,
	Classification	2023		2022
Assets
Operating	Operating lease assets	$	6,662	$	6,695
Finance	Property, plant and equipment, net⁽¹⁾		2,018		1,525

Total leased assets		$	8,680	$	8,220

Liabilities
Current
Operating	Current portion of operating lease liabilities	$	662	$	650
Finance	Current portion of long-term debt including obligations under finance leases		157		104

Noncurrent
Operating	Noncurrent operating lease liabilities		6,372		6,426
Finance	Long-term debt including obligations under finance leases		1,929		1,515

Total lease liabilities		$	9,120	$	8,695

(1)

Finance lease assets are recorded net of accumulated amortization of $562 and $414 as of January 28, 2023 and January 29, 2022.

The following table provides the components of lease cost:


		Year-To-Date		Year-To-Date
Lease Cost	Classification	January 28, 2023		January 29, 2022
Operating lease cost⁽¹⁾	Rent Expense	$	950	$	954
Sublease and other rental income	Rent Expense		(111)		(109)
Finance lease cost
Amortization of leased assets	Depreciation and Amortization		161		95
Interest on lease liabilities	Interest Expense		66		52

Net lease cost		$	1,066	$	992

(1)

Includes short-term leases and variable lease costs, which are immaterial.

Maturities of operating and finance lease liabilities are listed below. Amounts in the table include options to extend lease terms that are reasonably certain of being exercised.


	Operating		Finance
	Leases		Leases		Total
2023	$	930	$	228	$	1,158
2024		864		226		1,090
2025		791		222		1,013
2026		740		221		961
2027		683		223		906
Thereafter		5,688		1,492		7,180

Total lease payments		9,696		2,612	$	12,308

Less amount representing interest		2,662		526

Present value of lease liabilities⁽¹⁾	$	7,034	$	2,086

(1)

Includes the current portion of $662 for operating leases and $157 for finance leases.

Total future minimum rentals under non-cancellable subleases at January 28, 2023 were $232.

The following table provides the weighted-average lease term and discount rate for operating and finance leases:


	January 28, 2023		January 29, 2022
Weighted-average remaining lease term (years)
Operating leases	14.3		14.9
Finance leases	12.7		14.7
Weighted-average discount rate
Operating leases	4.2	%	4.1	%
Finance leases	3.5	%	3.7	%

The following table provides supplemental cash flow information related to leases:


	Year-To-Date		Year-To-Date
	January 28, 2023		January 29, 2022
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	903	$	897
Operating cash flows from finance leases	$	66	$	52
Financing cash flows from finance leases	$	132	$	127
Leased assets obtained in exchange for new operating lease liabilities	$	602	$	669
Leased assets obtained in exchange for new finance lease liabilities	$	656	$	753
Net gain recognized from sale and leaseback transactions⁽¹⁾	$	30	$	35
Impairment of operating lease assets	$	1	$	8
Impairment of finance lease assets	$	2	$	4

(1)

In 2022, the Company entered into sale leaseback transactions related to five properties, which resulted in total proceeds of $44. In 2021, the Company entered into sale leaseback transactions related to seven properties, which resulted in total proceeds of $79.

On May 17, 2018, the Company entered into a Partnership Framework Agreement with Ocado International Holdings Limited and Ocado Group plc (“Ocado”), which has since been amended. Under this agreement, Ocado will partner exclusively with the Company in the U.S., enhancing the Company’s digital and robotics capabilities in its distribution networks. In 2022, the Company opened four additional Kroger Delivery customer fulfillment centers in Romulus, Michigan, Dallas, Texas, Pleasant Prairie, Wisconsin, and Aurora, Colorado. The Company determined the arrangement with Ocado contains a lease of the robotic equipment used to fulfill customer orders. As a result, the Company establishes a finance lease when each facility begins fulfilling orders to customers. The base term of each lease is 10 years with options to renew at the Company’s sole discretion. The Company elected to combine the lease and non-lease elements in the contract. As a result, the Company will account for all payments to Ocado as lease payments. In 2022, the Company recorded finance lease assets of $629 and finance lease liabilities of $583 related to these location openings. In 2021, the Company recorded finance lease assets of $401 and finance lease liabilities of $372 related to openings during 2021.

EARNINGS PER COMMON SHARE

12 Months Ended

Jan. 28, 2023

EARNINGS PER COMMON SHARE

EARNINGS PER COMMON SHARE

10.

EARNINGS PER COMMON SHARE

Net earnings attributable to The Kroger Co. per basic common share equals net earnings attributable to The Kroger Co. less income allocated to participating securities divided by the weighted average number of common shares outstanding. Net earnings attributable to The Kroger Co. per diluted common share equals net earnings attributable to The Kroger Co. less income allocated to participating securities divided by the weighted average number of common shares outstanding, after giving effect to dilutive stock options. The following table provides a reconciliation of net earnings attributable to The Kroger Co. and shares used in calculating net earnings attributable to The Kroger Co. per basic common share to those used in calculating net earnings attributable to The Kroger Co. per diluted common share:


	For the year ended					For the year ended					For the year ended
	January 28, 2023					January 29, 2022					January 30, 2021
				Per					Per					Per
	Earnings		Shares	Share		Earnings		Shares	Share		Earnings		Shares	Share
(in millions, except per share amounts)	(Numerator)		(Denominator)	Amount		(Numerator)		(Denominator)	Amount		(Numerator)		(Denominator)	Amount
Net earnings attributable to The Kroger Co. per basic common share	$	2,224	718	$	3.10	$	1,639	744	$	2.20	$	2,556	773	$	3.31
Dilutive effect of stock options			9					10					8

Net earnings attributable to The Kroger Co. per diluted common share	$	2,224	727	$	3.06	$	1,639	754	$	2.17	$	2,556	781	$	3.27

The Company had combined undistributed and distributed earnings to participating securities totaling $20, $16 and $29 in 2022, 2021 and 2020, respectively.

The Company had stock options outstanding for approximately 1.7 million, 2.4 million and 9.1 million shares, respectively, for the years ended January 28, 2023, January 29, 2022, and January 30, 2021, which were excluded from the computations of net earnings per diluted common share because their inclusion would have had an anti-dilutive effect on net earnings per diluted share.

STOCK OPTION PLANS

12 Months Ended

Jan. 28, 2023

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION

11.

STOCK-BASED COMPENSATION

The Company recognizes compensation expense for all share-based payments granted. The Company recognizes share-based compensation expense, net of an estimated forfeiture rate, over the requisite service period of the award based on the fair value at the date of the grant.

The Company grants options for common shares (“stock options”) to employees under various plans at an option price equal to the fair market value of the stock option at the date of grant. The Company accounts for stock options under the fair value recognition provisions. Stock options typically expire 10 years from the date of grant. Stock options vest between one and four years from the date of grant.

In addition to the stock options described above, the Company awards restricted stock to employees and incentive shares to nonemployee directors under various plans. The restrictions on the restricted share awards generally lapse between one and four years from the date of the awards. The Company determines the fair value for restricted stock awards in an amount equal to the fair market value of the underlying shares on the grant date of the award.

At January 28, 2023, approximately 53 million common shares were available for future options or restricted stock grants under the 2019 Amended and Restated Long-Term Incentive Plan. Options granted reduce the shares available under the Plans at a ratio of one to one. Restricted stock grants reduce the shares available under the Plans at a ratio of 2.83 to one.

Equity awards granted are based on the aggregate value of the award on the grant date. This can affect the number of shares granted in a given year as equity awards. Excess tax benefits related to equity awards are recognized in the provision for income taxes. Equity awards may be approved at one of four meetings of its Board of Directors occurring shortly after the Company’s release of quarterly earnings. The 2022 primary grants were made in conjunction with the March and June meetings of the Company’s Board of Directors.

All awards become immediately exercisable upon certain changes of control of the Company.

Stock Options

Changes in options outstanding under the stock option plans are summarized below:


	Shares	Weighted-
	subject	average
	to option	exercise
	(in millions)	price
Outstanding, year-end 2019	32.2	$	24.52
Granted	2.9	$	29.31
Exercised	(7.3)	$	17.72
Canceled or Forfeited	(1.0)	$	30.53

Outstanding, year-end 2020	26.8	$	26.65
Granted	2.1	$	35.45
Exercised	(7.1)	$	24.70
Canceled or Forfeited	(0.7)	$	28.88

Outstanding, year-end 2021	21.1	$	28.15
Granted	1.2	$	56.13
Exercised	(5.4)	$	26.02
Canceled or Forfeited	(0.3)	$	31.54

Outstanding, year-end 2022	16.6	$	30.81

A summary of options outstanding, exercisable and expected to vest at January 28, 2023 follows:


		Weighted-average			Aggregate
		remaining	Weighted-average		intrinsic
	Number of shares	contractual life	exercise price		value
	(in millions)	(in years)			(in millions)
Options Outstanding	16.6	5.08	$	30.81	$	250
Options Exercisable	12.3	4.07	$	28.29	$	205
Options Expected to Vest	4.3	7.89	$	37.77	$	44

Restricted stock

Changes in restricted stock outstanding under the restricted stock plans are summarized below:


	Restricted
	shares	Weighted-average
	outstanding	grant-date
	(in millions)	fair value
Outstanding, year-end 2019	9.3	$	24.85
Granted	4.0	$	31.99
Lapsed	(4.9)	$	24.69
Canceled or Forfeited	(0.6)	$	26.71

Outstanding, year-end 2020	7.8	$	28.46
Granted	3.9	$	37.29
Lapsed	(4.0)	$	29.58
Canceled or Forfeited	(0.5)	$	31.31

Outstanding, year-end 2021	7.2	$	32.52
Granted	3.0	$	50.50
Lapsed	(4.0)	$	32.16
Canceled or Forfeited	(0.4)	$	38.32

Outstanding, year-end 2022	5.8	$	41.76

The weighted-average grant date fair value of stock options granted during 2022, 2021 and 2020 was $15.91, $8.54 and $6.43, respectively. The fair value of each stock option grant was estimated on the date of grant using the Black-Scholes option-pricing model, based on the assumptions shown in the table below. The Black-Scholes model utilizes accounting judgment and financial estimates, including the term option holders are expected to retain their stock options before exercising them, the volatility of the Company’s share price over that expected term, the dividend yield over the term and the number of awards expected to be forfeited before they vest. Using alternative assumptions in the calculation of fair value would produce fair values for stock option grants that could be different than those used to record stock-based compensation expense in the Consolidated Statements of Operations. The increase in the fair value of the stock options granted during 2022, compared to 2021, resulted primarily from increases in the Company’s share price, the weighted-average expected volatility, and an increase in the weighted-average risk-free interest rate. The increase in the fair value of the stock options granted during 2021, compared to 2020, resulted primarily from increases in the Company’s share price and the weighted-average expected volatility.

The following table reflects the weighted-average assumptions used for grants awarded to option holders:


	2022		2021		2020
Weighted average expected volatility	30.47	%	28.52	%	26.96	%
Weighted average risk-free interest rate	2.09	%	1.21	%	0.82	%
Expected dividend yield	1.82	%	2.00	%	2.00	%
Expected term (based on historical results)	7.2	years	7.2	years	7.2	years

The weighted-average risk-free interest rate was based on the yield of a treasury note as of the grant date, continuously compounded, which matures at a date that approximates the expected term of the options. The dividend yield was based on our history and expectation of dividend payouts. Expected volatility was determined based upon historical stock volatilities; however, implied volatility was also considered. Expected term was determined based upon historical exercise and cancellation experience.

Total stock compensation recognized in 2022, 2021 and 2020 was $190, $203 and $185, respectively. Stock option compensation recognized in 2022, 2021 and 2020 was $19, $20 and $22, respectively. Restricted shares compensation recognized in 2022, 2021 and 2020 was $171, $183 and $163, respectively.

The total intrinsic value of stock options exercised was $159, $121 and $115 in 2022, 2021 and 2020, respectively. The total amount of cash received in 2022 by the Company from the exercise of stock options granted under share-based payment arrangements was $134. As of January 28, 2023, there was $206 of total unrecognized compensation expense remaining related to non-vested share-based compensation arrangements granted under the Plans. This cost is expected to be recognized over a weighted-average period of approximately two years. The total fair value of options that vested was $19, $20 and $23 in 2022, 2021 and 2020, respectively.

Shares issued as a result of stock option exercises may be newly issued shares or reissued treasury shares. Proceeds received from the exercise of options, and the related tax benefit, may be utilized to repurchase the Company’s common shares under a stock repurchase program adopted by the Company’s Board of Directors. During 2022, the Company repurchased approximately three million common shares in such a manner.

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Jan. 28, 2023

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

12.

COMMITMENTS AND CONTINGENCIES

The Company continuously evaluates contingencies based upon the best available evidence.

The Company believes that allowances for loss have been provided to the extent necessary and that its assessment of contingencies is reasonable. To the extent that resolution of contingencies results in amounts that vary from the Company’s estimates, future earnings will be charged or credited.

The principal contingencies are described below:

Insurance — The Company’s workers’ compensation risks are self-insured in most states. In addition, other workers’ compensation risks and certain levels of insured general liability risks are based on retrospective premium plans, deductible plans, and self-insured retention plans. The liability for workers’ compensation risks is accounted for on a present value basis. Actual claim settlements and expenses incident thereto may differ from the provisions for loss. Property risks have been underwritten by a subsidiary and are all reinsured with unrelated insurance companies. Operating divisions and subsidiaries have paid premiums, and the insurance subsidiary has provided loss allowances, based upon actuarially determined estimates.

Litigation — Various claims and lawsuits arising in the normal course of business, including personal injury, contract disputes, employment discrimination, wage and hour and other regulatory claims are pending against the Company. Some of these suits purport or have been determined to be class actions and/or seek substantial damages. Although it is not possible at this time to evaluate the merits of all of these claims and lawsuits, nor their likelihood of success, the Company is of the belief that any resulting liability will not have a material effect on the Company’s financial position, results of operations, or cash flows.

The Company continually evaluates its exposure to loss contingencies arising from pending or threatened litigation and believes it has made provisions where it is reasonably possible to estimate and when an adverse outcome is probable. Nonetheless, assessing and predicting the outcomes of these matters involves substantial uncertainties. Management currently believes that the aggregate range of loss for the Company’s exposure is not material to the Company. It remains possible that despite management’s current belief, material differences in actual outcomes or changes in management’s evaluation or predictions could arise that could have a material adverse effect on the Company’s financial condition, results of operations, or cash flows.

The Company is one of dozens of companies that have been named in various lawsuits alleging that defendants contributed to create a public nuisance through the distribution and dispensing of opioids.

At present, the Company is named in a significant number of lawsuits pending in various state courts, including cases brought by certain state Attorneys General, as well as in the United States District Court for the Northern District of Ohio, where over 2,000 cases have been consolidated as Multi-District Litigation (“MDL”) pursuant to 28 U.S.C. §1407 in a case entitled In re National Prescription Opiate Litigation. Most of these cases have been stayed pending developments in bellwether MDL cases, including some in which the Company is named, which are proceeding on a staggered discovery schedule. Once discovery is completed, those cases will be remanded to the originating federal court for trial. In addition, the Company has received requests for documents and information from government agencies regarding opioids. The Company has and will cooperate with these inquiries.

The Company is vigorously defending these matters and believes that these cases are without merit. At this stage in the proceedings, the Company is unable to determine the probability of the outcome of these matters or the range of reasonably possible loss, if any.

In the third quarter of 2022, the Company recorded a charge of $85 relating to a settlement of opioid litigation claims with the State of New Mexico. The agreed upon settlement framework allocates $85 among various constituents related to the state of New Mexico. This settlement agreement resolved all opioid lawsuits and claims by the state of New Mexico against the Company. Kroger continues to vigorously defend against all claims and lawsuits relating to opioids.

Assignments — The Company is contingently liable for leases that have been assigned to various third parties in connection with facility closings and dispositions. The Company could be required to satisfy the obligations under the leases if any of the assignees is unable to fulfill its lease obligations. Due to the wide distribution of the Company’s assignments among third parties, and various other remedies available, the Company believes the likelihood that it will be required to assume a material amount of these obligations is remote.

STOCK

12 Months Ended

Jan. 28, 2023

STOCK

STOCK

13.

STOCK

Preferred Shares

The Company has authorized five million shares of voting cumulative preferred shares; two million shares were available for issuance at January 28, 2023. The shares have a par value of $100 per share and are issuable in series.

Common Shares

The Company has authorized two billion common shares, $1 par value per share.

Common Stock Repurchase Program

The Company maintains stock repurchase programs that comply with Rule 10b5-1 of the Securities Exchange Act of 1934 to allow for the orderly repurchase of The Kroger Co. common shares, from time to time. The Company made open market purchases totaling $821, $1,422 and $1,196 under these repurchase programs in 2022, 2021 and 2020, respectively.

In addition to these repurchase programs, in December 1999, the Company began a program to repurchase common shares to reduce dilution resulting from its employee stock option plans. This program is solely funded by proceeds from stock option exercises and the related tax benefit. The Company repurchased approximately $172, $225 and $128 under the stock option program during 2022, 2021 and 2020, respectively.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 13
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Subparagraph (SX 210.3-04)
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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-Publisher FASB
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

COMPANY-SPONSORED BENEFIT PLANS

12 Months Ended

Jan. 28, 2023

COMPANY-SPONSORED BENEFIT PLANS

BENEFIT PLANS

14.

COMPANY- SPONSORED BENEFIT PLANS

The Company administers non-contributory defined benefit retirement plans for some non-union employees and union-represented employees as determined by the terms and conditions of collective bargaining agreements. These include several qualified pension plans (the “Qualified Plans”) and non-qualified pension plans (the “Non-Qualified Plans”). The Non-Qualified Plans pay benefits to any employee that earns in excess of the maximum allowed for the Qualified Plans by Section 415 of the Internal Revenue Code. The Company only funds obligations under the Qualified Plans. Funding for the company-sponsored pension plans is based on a review of the specific requirements and on evaluation of the assets and liabilities of each plan.

In addition to providing pension benefits, the Company provides certain health care benefits for retired employees. Based on employee’s age, years of service and position with the Company, the employee may be eligible for retiree health care benefits. Funding of retiree health care benefits occurs as claims or premiums are paid.

The Company recognizes the funded status of its retirement plans on the Consolidated Balance Sheets. Actuarial gains or losses and prior service credits that have not yet been recognized as part of net periodic benefit cost are required to be recorded as a component of AOCI. The Company has elected to measure defined benefit plan assets and obligations as of January 31, which is the month-end that is closest to its fiscal year-ends, which were January 28, 2023 for fiscal 2022 and January 29, 2022 for fiscal 2021.

Amounts recognized in AOCI as of January 28, 2023 and January 29, 2022 consist of the following (pre-tax):


	Pension Benefits				Other Benefits				Total
	2022		2021		2022		2021		2022		2021
Net actuarial loss (gain)	$	785	$	715	$	(108)	$	(127)	$	677	$	588
Prior service credit		—		—		(23)		(43)		(23)		(43)

Total	$	785	$	715	$	(131)	$	(170)	$	654	$	545

Other changes recognized in other comprehensive income (loss) in 2022, 2021 and 2020 were as follows (pre-tax):


	Pension Benefits						Other Benefits						Total
	2022		2021		2020		2022		2021		2020		2022		2021		2020
Incurred net actuarial loss (gain)	$	101	$	(109)	$	36	$	15	$	2	$	(46)	$	116	$	(107)	$	(10)
Amortization of prior service credit		—		—		—		13		12		13		13		12		13
Amortization of net actuarial gain (loss)		(31)		(126)		(40)		11		17		8		(20)		(109)		(32)
Total recognized in other comprehensive income (loss)	$	70	$	(235)	$	(4)	$	39	$	31	$	(25)	$	109	$	(204)	$	(29)

Total recognized in net periodic benefit cost and other comprehensive income (loss)	$	58	$	(164)	$	(4)	$	25	$	10	$	(34)	$	83	$	(154)	$	(38)

Information with respect to change in benefit obligation, change in plan assets, the funded status of the plans recorded in the Consolidated Balance Sheets, net amounts recognized at the end of fiscal years, weighted-average assumptions and components of net periodic benefit cost follow:


	Pension Benefits
	Qualified Plans				Non-Qualified Plans				Other Benefits
	2022		2021		2022		2021		2022		2021
Change in benefit obligation:
Benefit obligation at beginning of fiscal year	$	2,977	$	3,615	$	325	$	351	$	150	$	152
Service cost		8		12		—		—		5		4
Interest cost		92		92		10		9		5		4
Plan participants’ contributions		4		—		—		—		12		13
Actuarial (gain) loss		(421)		(125)		(40)		(12)		8		2
Plan settlements		(33)		(442)		(2)		—		—		—
Benefits paid		(159)		(172)		(22)		(24)		(22)		(25)
Other		(5)		(3)		—		1		7		—

Benefit obligation at end of fiscal year	$	2,463	$	2,977	$	271	$	325	$	165	$	150

Change in plan assets:
Fair value of plan assets at beginning of fiscal year	$	3,096	$	3,569	$	—	$	—	$	—	$	—
Actual return on plan assets		(409)		141		—		—		—		—
Employer contributions		2		—		24		24		10		12
Plan participants’ contributions		4		—		—		—		12		13
Plan settlements		(33)		(442)		(2)		—		—		—
Benefits paid		(159)		(172)		(22)		(24)		(22)		(25)
Other		(5)		—		—		—		—		—

Fair value of plan assets at end of fiscal year	$	2,496	$	3,096	$	—	$	—	$	—	$	—
Funded status and net asset and liability recognized at end of fiscal year	$	33	$	119	$	(271)	$	(325)	$	(165)	$	(150)

As of January 28, 2023, other assets and other current liabilities include $69 and $36, respectively, of the net asset and liability recognized for the above benefit plans. As of January 29, 2022, other assets and other current liabilities include $156 and $34, respectively, of the net asset and liability recognized for the above benefit plans. Pension plan assets do not include common shares of The Kroger Co.

In 2021, the Company settled certain company-sponsored pension plan obligations using existing assets of the plans. The Company recognized a non-cash settlement charge of $87, $68 net of tax, associated with the settlement of its obligations for the eligible participants’ pension balances that were distributed out of the plans via a lump sum distribution or the purchase of an annuity contract, based on each participant’s election. The settlement charge is included in “Non-service component of company-sponsored pension plan costs” in the Consolidated Statements of Operations.

The following table outlines the weighted average assumptions associated with pension and other benefit costs for 2022, 2021 and 2020:


	Pension Benefits						Other Benefits
Weighted average assumptions	2022		2021		2020		2022		2021		2020
Discount rate — Benefit obligation	4.90	%	3.17	%	2.72	%	4.86	%	3.01	%	2.43	%
Discount rate — Net periodic benefit cost	3.17	%	2.72	%	3.01	%	3.01	%	2.43	%	2.97	%
Expected long-term rate of return on plan assets	5.50	%	5.50	%	5.50	%
Rate of compensation increase — Net periodic benefit cost	3.05	%	3.03	%	3.03	%
Rate of compensation increase — Benefit obligation	2.57	%	3.05	%	3.03	%
Cash Balance plan interest crediting rate	3.30	%	3.30	%	3.30	%

The Company’s discount rate assumptions were intended to reflect the rates at which the pension benefits could be effectively settled. They take into account the timing and amount of benefits that would be available under the plans. The Company’s policy is to match the plan’s cash flows to that of a hypothetical bond portfolio whose cash flow from coupons and maturities match the plan’s projected benefit cash flows. The discount rates are the single rates that produce the same present value of cash flows. The selection of the 4.90% and 4.86% discount rates as of year-end 2022 for pension and other benefits, respectively, represents the hypothetical bond portfolio using bonds with an AA or better rating constructed with the assistance of an outside consultant. A 100 basis point increase in the discount rate would decrease the projected pension benefit obligation as of January 28, 2023, by approximately $225.

The Company’s assumed pension plan investment return rate was 5.50% in 2022, 2021, and 2020. The value of all investments in the company-sponsored defined benefit pension plans during the calendar year ended December 31, 2022, net of investment management fees and expenses, decreased 22.5% and for fiscal year 2022 investments decreased 15.4%. Historically, the Company’s pension plans’ average rate of return was 4.4% for the 10 calendar years ended December 31, 2022, net of all investment management fees and expenses. For the past 20 years, the Company’s pension plans’ average annual rate of return has been 7.0%. To determine the expected rate of return on pension plan assets held by the Company, the Company considers current and forecasted plan asset allocations as well as historical and forecasted rates of return on various asset categories.

The Company calculates its expected return on plan assets by using the market-related value of plan assets. The market-related value of plan assets is determined by adjusting the actual fair value of plan assets for gains or losses on plan assets. Gains or losses represent the difference between actual and expected returns on plan investments for each plan year. Gains or losses on plan assets are recognized evenly over a five-year period. Using a different method to calculate the market-related value of plan assets would provide a different expected return on plan assets.

The pension benefit unfunded status increased in 2022, compared to 2021, due primarily to a lower actual rate of return on plan assets, partially offset by an increase in discount rates, which lowered the benefit obligation. The Company’s Qualified Plans were fully funded as of January 28, 2023 and January 29, 2022.

The following table provides the components of the Company’s net periodic benefit costs for 2022, 2021 and 2020:


	Pension Benefits
	Qualified Plans						Non-Qualified Plans						Other Benefits
	2022		2021		2020		2022		2021		2020		2022		2021		2020
Components of net periodic benefit cost:
Service cost	$	8	$	12	$	13	$	—	$	—	$	—	$	5	$	4	$	7
Interest cost		92		92		104		10		9		10		5		4		6
Expected return on plan assets		(153)		(168)		(168)		—		—		—		—		—		—
Amortization of:
Prior service credit		—		—		—		—		—		—		(13)		(12)		(13)
Actuarial (gain) loss		22		33		35		5		6		5		(11)		(17)		(8)
Settlement loss recognized		4		87		—		—		—		—		—		—		—
Other		—		(1)		1		—		1		—		—		—		(1)
Net periodic benefit cost	$	(27)	$	55	$	(15)	$	15	$	16	$	15	$	(14)	$	(21)	$	(9)

The following table provides the projected benefit obligation (“PBO”) and the fair value of plan assets for those company-sponsored pension plans with projected benefit obligations in excess of plan assets:


	Qualified Plans				Non-Qualified Plans
	2022		2021		2022		2021
PBO at end of fiscal year	$	176	$	244	$	271	$	325
Fair value of plan assets at end of year	$	141	$	207	$	—	$	—

The following table provides the accumulated benefit obligation (“ABO”) and the fair value of plan assets for those company-sponsored pension plans with accumulated benefit obligations in excess of plan assets:


	Qualified Plans				Non-Qualified Plans
	2022		2021		2022		2021
ABO at end of fiscal year	$	176	$	244	$	271	$	325
Fair value of plan assets at end of year	$	141	$	207	$	—	$	—

The following table provides information about the Company’s estimated future benefit payments:


	Pension		Other
	Benefits		Benefits
2023	$	206	$	13
2024	$	209	$	14
2025	$	210	$	15
2026	$	211	$	16
2027	$	210	$	16
2028 —2032	$	998	$	75

The following table provides information about the target and actual pension plan asset allocations as of January 28, 2023:


			Actual
	Target allocations		Allocations
	2022		2022		2021
Pension plan asset allocation
Global equity securities	5.0	%	4.9	%	7.0	%
Emerging market equity securities	—		—		1.7
Investment grade debt securities	78.0		75.8		73.6
High yield debt securities	3.0		2.9		2.5
Private equity	10.0		9.8		10.6
Hedge funds	2.0		2.3		2.9
Real estate	2.0		1.8		1.7
Other	—		2.5		—

Total	100.0	%	100.0	%	100.0	%

Investment objectives, policies and strategies are set by the Retirement Benefit Plan Management Committee (the “Committee”). The primary objectives include holding and investing the assets and distributing benefits to participants and beneficiaries of the pension plans. Investment objectives have been established based on a comprehensive review of the capital markets and each underlying plan’s current and projected financial requirements. The time horizon of the investment objectives is long-term in nature and plan assets are managed on a going-concern basis.

Investment objectives and guidelines specifically applicable to each manager of assets are established and reviewed annually. Derivative instruments may be used for specified purposes, including rebalancing exposures to certain asset classes. Any use of derivative instruments for a purpose or in a manner not specifically authorized is prohibited, unless approved in advance by the Committee.

The target allocations shown for 2022 were established at the beginning of 2022 based on the Company’s liability-driven investment (“LDI”) strategy. An LDI strategy focuses on maintaining a close to fully-funded status over the long-term with minimal funded status risk. This is achieved by investing more of the plan assets in fixed income instruments to more closely match the duration of the plan liability.

The Company did not make any significant contributions to its company-sponsored pension plans in 2022, and the Company is not required to make any contributions to these plans in 2023. If the Company does make any contributions in 2023, the Company expects these contributions will decrease its required contributions in future years. Among other things, investment performance of plan assets, the interest rates required to be used to calculate the pension obligations, and future changes in legislation, will determine the amounts of any contributions. The Company expects 2023 net periodic benefit costs for company-sponsored pension plans to be approximately ($7).

Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. The Company used a 6.20% initial health care cost trend rate, which is assumed to decrease on a linear basis to a 4.00% ultimate health care cost trend rate in 2046, to determine its expense.

The following tables, set forth by level within the fair value hierarchy, present the Qualified Plans’ assets at fair value as of January 28, 2023 and January 29, 2022:

Assets at Fair Value as of January 28, 2023


	Quoted Prices in				Significant
	Active Markets for		Significant Other		Unobservable		Assets
	Identical Assets		Observable Inputs		Inputs		Measured
	(Level 1)		(Level 2)		(Level 3)		at NAV		Total
Cash and cash equivalents	$	178	$	—	$	—	$	—	$	178
Corporate Stocks		4		—		—		—		4
Corporate Bonds		—		1,113		—		—		1,113
U.S. Government Securities		—		115		—		—		115
Mutual Funds		124		—		—		—		124
Collective Trusts		—		—		—		514		514
Hedge Funds		—		—		31		28		59
Private Equity		—		—		—		248		248
Real Estate		—		—		28		16		44
Other		—		98		—		—		98
Total	$	306	$	1,326	$	59	$	806	$	2,497

Assets at Fair Value as of January 29, 2022


	Quoted Prices in				Significant
	Active Markets for		Significant Other		Unobservable		Assets
	Identical Assets		Observable Inputs		Inputs		Measured
	(Level 1)		(Level 2)		(Level 3)		at NAV		Total
Cash and cash equivalents	$	80	$	—	$	—	$	—	$	80
Corporate Stocks		98		—		—		—		98
Corporate Bonds		—		1,070		—		—		1,070
U.S. Government Securities		—		144		—		—		144
Mutual Funds		265		—		—		—		265
Collective Trusts		—		—		—		871		871
Hedge Funds		—		—		39		49		88
Private Equity		—		—		—		326		326
Real Estate		—		—		37		16		53
Other		—		101		—		—		101
Total	$	443	$	1,315	$	76	$	1,262	$	3,096

Certain investments that are measured at fair value using the NAV per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented for these investments in the preceding tables are intended to permit reconciliation of the fair value hierarchies to the total fair value of plan assets.

For measurements using significant unobservable inputs (Level 3) during 2022 and 2021, a reconciliation of the beginning and ending balances is as follows:


	Hedge Funds		Real Estate
Ending balance, January 30, 2021	$	35	$	39
Contributions into Fund		—		1
Realized gains		2		2
Unrealized gains		7		6
Distributions		(5)		(11)

Ending balance, January 29, 2022		39		37
Contributions into Fund		—		1
Realized gains		—		12
Unrealized losses		(3)		(6)
Distributions		(5)		(16)

Ending balance, January 28, 2023	$	31	$	28

See Note 7 for a discussion of the levels of the fair value hierarchy. The assets’ fair value measurement level above is based on the lowest level of any input that is significant to the fair value measurement.

The following is a description of the valuation methods used for the Qualified Plans’ assets measured at fair value in the above tables:

●

Cash and cash equivalents: The carrying value approximates fair value.

●

Corporate Stocks: The fair values of these securities are based on observable market quotations for identical assets and are valued at the closing price reported on the active market on which the individual securities are traded.

●

Corporate Bonds: The fair values of these securities are primarily based on observable market quotations for similar bonds, valued at the closing price reported on the active market on which the individual securities are traded. When such quoted prices are not available, the bonds are valued using a discounted cash flow approach using current yields on similar instruments of issuers with similar credit ratings, including adjustments for certain risks that may not be observable, such as credit and liquidity risks.

●

U.S. Government Securities: Certain U.S. Government securities are valued at the closing price reported in the active market in which the security is traded. Other U.S. government securities are valued based on yields currently available on comparable securities of issuers with similar credit ratings. When quoted prices are not available for similar securities, the security is valued under a discounted cash flow approach that maximizes observable inputs, such as current yields of similar instruments, but includes adjustments for certain risks that may not be observable, such as credit and liquidity risks.

●

Mutual Funds: The fair values of these securities are based on observable market quotations for identical assets and are valued at the closing price reported on the active market on which the individual securities are traded.

●

Collective Trusts: The collective trust funds are public investment vehicles valued using a Net Asset Value (NAV) provided by the manager of each fund. These assets have been valued using NAV as a practical expedient.

●

Hedge Funds: The Hedge funds classified as Level 3 include investments that are not readily tradeable and have valuations that are not based on readily observable data inputs. The fair value of these assets is estimated based on information provided by the fund managers or the general partners. Therefore, these assets are classified as Level 3. Certain other hedge funds are private investment vehicles valued using a NAV provided by the manager of each fund. These assets have been valued using NAV as a practical expedient.

●

Private Equity: Private Equity investments are valued based on the fair value of the underlying securities within the fund, which include investments both traded on an active market and not traded on an active market. For those investments that are traded on an active market, the values are based on the closing price reported on the active market on which those individual securities are traded. For investments not traded on an active market, or for which a quoted price is not publicly available, a variety of unobservable valuation methodologies, including discounted cash flow, market multiple and cost valuation approaches, are employed by the fund manager to value investments. Fair values of all investments are adjusted annually, if necessary, based on audits of the private equity fund financial statements; such adjustments are reflected in the fair value of the plan’s assets.

●

Real Estate: Real estate investments include investments in real estate funds managed by a fund manager. These investments are valued using a variety of unobservable valuation methodologies, including discounted cash flow, market multiple and cost valuation approaches. The valuations for these investments are not based on readily observable inputs and are classified as Level 3 investments. Certain other real estate investments are valued using a NAV provided by the manager of each fund. These assets have been valued using NAV as a practical expedient.

The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement.

The Company contributed and expensed $315, $289 and $294 to employee 401(k) retirement savings accounts in 2022, 2021 and 2020, respectively. The 401(k) retirement savings account plans provide to eligible employees both matching contributions and automatic contributions from the Company based on participant contributions, compensation as defined by the plan and length of service.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

MULTI-EMPLOYER PENSION PLANS

12 Months Ended

Jan. 28, 2023

MULTI-EMPLOYER PENSION PLANS

MULTI-EMPLOYER PENSION PLANS

15.

MULTI-EMPLOYER PENSION PLANS

The Company contributes to various multi-employer pension plans based on obligations arising from collective bargaining agreements. These multi-employer pension plans provide retirement benefits to participants based on their service to contributing employers. The benefits are paid from assets held in trust for that purpose. Trustees are appointed in equal number by employers and unions. The trustees typically are responsible for determining the level of benefits to be provided to participants as well as for such matters as the investment of the assets and the administration of the plans.

The Company recognizes expense in connection with these plans as contributions are funded or when commitments are probable and reasonably estimable, in accordance with GAAP. The Company made cash contributions to these plans of $620 in 2022, $1,109 in 2021 and $619 in 2020. The decrease in 2022, compared to 2021, and the increase in 2021, compared to 2020, are due to the contractual payments the Company made in 2021 related to its commitments established for the restructuring of certain multi-employer pension plan agreements.

The Company continues to evaluate and address potential exposure to under-funded multi-employer pension plans as it relates to the Company’s associates who are beneficiaries of these plans. These under-fundings are not a liability of the Company. When an opportunity arises that is economically feasible and beneficial to the Company and its associates, the Company may negotiate the restructuring of under-funded multi-employer pension plan obligations to help stabilize associates’ future benefits and become the fiduciary of the restructured multi-employer pension plan. The commitments from these restructurings do not change the Company’s debt profile as it relates to its credit rating since these off balance sheet commitments are typically considered in the Company’s investment grade debt rating.

The Company is currently designated as the named fiduciary of the United Food and Commercial Workers (“UFCW”) Consolidated Pension Plan and the International Brotherhood of Teamsters (“IBT”) Consolidated Pension Fund and has sole investment authority over these assets. Due to opportunities arising, the Company has restructured certain multi-employer pension plans. The significant effects of these restructuring agreements recorded in our Consolidated Financial Statements are:

●

In 2022, the Company incurred a $25 charge, $19 net of tax, for obligations related to withdrawal liabilities for certain multi-employer pension funds.

●

In 2021, associates within the Fred Meyer and QFC divisions ratified an agreement for the transfer of liabilities from the Sound Retirement Trust to the UFCW Consolidated Pension Plan. The Company transferred $449, $344 net of tax, in net accrued pension liabilities and prepaid escrow funds to fulfill obligations for past service for associates and retirees. The agreement will be satisfied by cash installment payments to the UFCW Consolidated Pension Plan and will be paid evenly over seven years.

●

In 2020, certain of the Company’s associates ratified an agreement with certain UFCW local unions to withdraw from the UFCW International Union-Industry Pension Fund (“National Fund”). Due to the ratification of the agreement, the Company incurred a withdrawal liability charge of $962, on a pre-tax basis, to fulfill obligations for past service for associates and retirees in the National Fund. The Company also incurred an additional $27 commitment to a transition reserve in the new variable annuity pension plan. On an after-tax basis, the withdrawal liability and commitment to the transition reserve totaled $754. As of January 29, 2022, the current portion of the commitment of $233 is included in “Other current liabilities” and the long-term portion of the commitment of $233 is included in “Other long-term liabilities” in the Company’s Consolidated Balance Sheets. As of January 28, 2023, the current portion of the commitment of $240 is included in “Other current liabilities” in the Company’s Consolidated Balance Sheets. In 2022 and 2021, the Company paid $226 and $523 of these commitments, respectively. The original commitment of $962 on a pre-tax basis, will be satisfied by payment to the National Fund over three years. In 2020, in “Other” within “Changes in operating assets and liabilities”, the Company’s Consolidated Statements of Cash Flows includes the change related to recording the long-term portion of the withdrawal liability commitment.

The risks of participating in multi-employer pension plans are different from the risks of participating in single-employer pension plans in the following respects:

●

Assets contributed to the multi-employer plan by one employer may be used to provide benefits to employees of other participating employers.

●

If a participating employer stops contributing to the plan, the unfunded obligations of the plan allocable to such withdrawing employer may be borne by the remaining participating employers.

●

If the Company stops participating in some of its multi-employer pension plans, the Company may be required to pay those plans an amount based on its allocable share of the unfunded vested benefits of the plan, referred to as a withdrawal liability.

The Company’s participation in multi-employer plans is outlined in the following tables. The EIN / Pension Plan Number column provides the Employer Identification Number (“EIN”) and the three-digit pension plan number. The most recent Pension Protection Act Zone Status available in 2022 and 2021 is for the plan’s year-end at December 31, 2021 and December 31, 2020, respectively. Among other factors, generally, plans in the red zone are less than 65 percent funded, plans in the yellow zone are less than 80 percent funded and plans in the green zone are at least 80 percent funded. The zone status is confirmed by each plan’s actuarial valuation. The FIP/RP Status Pending / Implemented Column indicates plans for which a funding improvement plan (“FIP”) or a rehabilitation plan (“RP”) is either pending or has been implemented. Unless otherwise noted, the information for these tables was obtained from the Forms 5500 filed for each plan’s year-end at December 31, 2021 and December 31, 2020. The multi-employer contributions listed in the table below are the Company’s multi-employer contributions made in fiscal years 2022, 2021 and 2020.

The following table contains information about the Company’s multi-employer pension plans:


				FIP/RP
		Pension Protection		Status
	EIN / Pension	Act Zone Status		Pending/	Multi-Employer Contributions						Surcharge
Pension Fund	Plan Number	2022	2021	Implemented	2022		2021		2020		Imposed⁽⁵⁾
SO CA UFCW Unions & Food Employers Joint Pension Trust Fund⁽¹⁾⁽²⁾	95-1939092 - 001	Red	Yellow	Implemented	$	84	$	83	$	86	No
Desert States Employers & UFCW Unions Pension Plan⁽¹⁾	84-6277982 - 001	Green	Green	No		20		22		19	No
Sound Variable Annuity Pension Trust⁽¹⁾⁽³⁾	86-3278029 - 001	Green	Yellow	No		14		24		29	No
Rocky Mountain UFCW Unions and Employers Pension Plan⁽¹⁾	84-6045986 - 001	Green	Green	No		27		29		28	No
Oregon Retail Employees Pension Plan⁽¹⁾	93-6074377 - 001	Red	Green	Implemented		9		10		9	No
Bakery and Confectionary Union & Industry International Pension Fund⁽¹⁾	52-6118572 - 001	Red	Red	Implemented		7		8		8	No
Retail Food Employers & UFCW Local 711 Pension⁽¹⁾	51-6031512 - 001	Red	Yellow	Implemented		11		11		11	No
UFCW International Union — Industry Variable Annuity Pension Plan⁽¹⁾⁽⁴⁾	51-6055922 - 001	Green	Green	No		282		550		29	No
Western Conference of Teamsters Pension Plan	91-6145047 - 001	Green	Green	No		40		37		35	No
Central States, Southeast & Southwest Areas Pension Plan	36-6044243 - 001	Red	Red	Implemented		34		37		12	No
UFCW Consolidated Pension Plan⁽¹⁾	58-6101602 - 001	Green	Green	No		56		243		321	No
IBT Consolidated Pension Plan⁽¹⁾⁽⁶⁾	82-2153627 - 001	N/A	N/A	No		7		29		18	No
Other						29		26		14
Total Contributions					$	620	$	1,109	$	619

(1)	The Company's multi-employer contributions to these respective funds represent more than 5% of the total contributions received by the pension funds.

(2)	The information for this fund was obtained from the Form 5500 filed for the plan's year-end at March 31, 2022 and March 31, 2021.

(3)	The information for this fund was obtained from the Form 5500 filed for the plan's year-end at September 30, 2021 and September 30, 2020.

(4)	The information for this fund was obtained from the Form 5500 filed for the plan's year-end at June 30, 2021 and June 30, 2020.

(5)

Under the Pension Protection Act, a surcharge may be imposed when employers make contributions under a collective bargaining agreement that is not in compliance with a rehabilitation plan. As of January 28, 2023, the collective bargaining agreements under which the Company was making contributions were in compliance with rehabilitation plans adopted by the applicable pension fund.

(6)	The plan was formed after 2006, and therefore is not subject to zone status certifications.

The following table describes (a) the expiration date of the Company’s collective bargaining agreements and (b) the expiration date of the Company’s most significant collective bargaining agreements for each of the material multi-employer funds in which the Company participates:


	Expiration Date
	of Collective	Most Significant Collective
	Bargaining	Bargaining Agreements⁽¹⁾
Pension Fund	Agreements	Count	Expiration
SO CA UFCW Unions & Food Employers Joint Pension Trust Fund	June 2024 to March 2025	2	June 2024 to March 2025
UFCW Consolidated Pension Plan	February 2023 to July 2026	3	February 2024 to March 2026
Desert States Employers & UFCW Unions Pension Plan	April 2023 to June 2025	1	October 2023
Sound Variable Annuity Pension Trust	June 2023 to February 2026	5	May 2025 to August 2025
Rocky Mountain UFCW Unions and Employers Pension Plan	January 2025 to February 2025	2	January 2025
Oregon Retail Employees Pension Plan	August 2024 to March 2026	3	August 2024 to July 2025
Bakery and Confectionary Union & Industry International Pension Fund	April 2024 to September 2025	4	May 2024 to October 2024
Retail Food Employers & UFCW Local 711 Pension	April 2023 to March 2025	1	March 2025
UFCW International Union — Industry Variable Annuity Pension Plan	June 2025	1	June 2025
Western Conference of Teamsters Pension Plan	April 2023 to September 2025	5	April 2024 to September 2025
IBT Consolidated Pension Plan	September 2024 to September 2027	3	September 2024 to September 2027

(1)

This column represents the number of significant collective bargaining agreements and their expiration date for each of the Company’s pension funds listed above. For the purposes of this table, the “significant collective bargaining agreements” are the largest based on covered employees that, when aggregated, cover the majority of the employees for which we make multi-employer contributions for the referenced pension fund.

In 2020, the Company held escrow deposits amounting to $271 due to certain restructuring agreements. These payments were included in “Prepaid and other current assets” in the Company’s Consolidated Balance Sheets. These escrow deposits were paid in 2021.

Based on the most recent information available to it, the Company believes the present value of actuarial accrued liabilities in most of these multi-employer plans exceeds the value of the assets held in trust to pay benefits. Moreover, if the Company were to exit certain markets or otherwise cease making contributions to these funds, the Company could trigger a withdrawal liability. Any adjustment for withdrawal liability will be recorded when it is probable that a liability exists and it can be reasonably estimated.

The Company also contributes to various other multi-employer benefit plans that provide health and welfare benefits to active and retired participants. Total contributions made by the Company to these other multi-employer health and welfare plans were approximately $1,129 in 2022, $1,197 in 2021, and $1,262 in 2020.

PROPOSED MERGER WITH ALBERTSONS COMPANIES, INC.

12 Months Ended

Jan. 28, 2023

PROPOSED MERGER WITH ALBERTSONS COMPANIES, INC.

PROPOSED MERGER WITH ALBERTSONS COMPANIES, INC.

16.

PROPOSED MERGER WITH ALBERTSONS COMPANIES, INC.

As previously disclosed, on October 13, 2022, the Company entered into a merger agreement with Albertsons pursuant to which all of the outstanding shares of Albertsons common and preferred stock (on an as converted basis) automatically will be converted into the right to receive $34.10 per share, subject to certain reductions described below. This price implies a total enterprise value of approximately $24,600, including the assumption of approximately $4,700 of Albertsons net debt.

In connection with obtaining the requisite regulatory clearance necessary to consummate the transaction, the Company and Albertsons expect to make store divestitures. Subject to the outcome of the divestiture process and as described in the merger agreement, Albertsons is prepared to establish an Albertsons subsidiary (“SpinCo”). SpinCo would be spun-off to Albertsons shareholders immediately prior to the closing of the merger and operate as a standalone public company. The Company and Albertsons have agreed to work together to determine which stores, if any, would comprise SpinCo, as well as the pro forma capitalization of SpinCo. The per share cash purchase price of $34.10 payable to Albertsons shareholders in the merger would be reduced by an amount equal to (i) $6.85, which is the per share amount of a special pre-closing cash dividend that was paid on January 20, 2023 to Albertsons shareholders of record as of October 24, 2022 plus (ii) three times the four-wall adjusted EBITDA for the stores contributed to SpinCo., if any, divided by the number of shares of Albertsons common stock (including shares of Albertsons common stock issuable upon conversion of Albertsons preferred stock) outstanding as of the record date for the spin-off. The Company and Albertsons continue to work to determine whether any stores will be contributed to SpinCo. The current adjusted per share cash purchase price is expected to be $27.25, pending determination of any required adjustments for SpinCo.

In connection with the merger agreement, on October 13, 2022, the Company entered into a commitment letter with certain lenders pursuant to which the lenders have committed to provide a $17,400 senior unsecured bridge term loan facility, which, if entered into, would mature 364 days after the closing date of the merger. The commitments are intended to be drawn to finance the merger with Albertsons only to the extent the Company does not arrange for alternative financing prior to closing. As alternative financing for the merger is secured, the commitments with respect to the bridge term loan facility under the commitment letter will be reduced. Upfront fees with respect to the bridge term loan facility are included in “Financing fees paid” in the Company’s Consolidated Statements of Cash Flows and will be recognized as operating, general and administrative expense in the Company’s Consolidated Statements of Operations over the commitment period.

On November 9, 2022, the Company executed a term loan credit agreement with certain lenders pursuant to which the lenders committed to provide, contingent upon the completion of the merger with Albertsons and certain other customary conditions to funding, (1) senior unsecured term loans in an aggregate principal amount of $3,000 maturing on the third anniversary of the merger closing date and (2) senior unsecured term loans in an aggregate principal amount of $1,750 maturing on the date that is 18 months after the merger closing date (collectively, the “Term Loan Facilities”). Borrowings under the Term Loan Facilities will be used to pay a portion of the consideration and other amounts payable in connection with the merger with Albertsons. The entry into the term loan credit agreement reduces the commitments under the Company’s $17,400 bridge facility commitment by $4,750. Borrowings under the Term Loan Facilities will bear interest at rates that vary based on the type of loan and the Company’s debt rating. In addition to the sources of financing described above, the Company expects to finance the transaction with senior notes issuances, borrowings under its commercial paper program, bank credit facility capacity and cash on hand.

The agreement provides for certain termination rights for the Company and Albertsons, including if the closing does not occur on or prior to January 13, 2024 (the “Outside Date”), provided that the Outside Date may be extended by either party for up to 270 days in the aggregate. The Company will be obligated to pay a termination fee of $600 if the merger agreement is terminated by either party in connection with the occurrence of the Outside Date, and, at the time of such termination, all closing conditions other than regulatory approval have been satisfied. The transaction is expected to close in early 2024, subject to the receipt of required regulatory clearance and other customary closing conditions.

RECENTLY ISSUED ACCOUNTING STANDARDS

12 Months Ended

Jan. 28, 2023

RECENTLY ISSUED ACCOUNTING STANDARDS

RECENTLY ISSUED ACCOUNTING STANDARDS

17.

RECENTLY ISSUED ACCOUNTING STANDARDS

In September 2022, the FASB issued ASU No. 2022-04, "Liabilities - Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations". This guidance requires annual and interim disclosures for entities that use supplier finance programs in connection with the purchase of goods and services. These amendments are effective for fiscal years beginning after December 15, 2022, except for the amendment on roll forward information, which is effective for fiscal years beginning after December 15, 2023. The Company is currently assessing the effect that adoption of this guidance will have on its Consolidated Financial Statements.

ACCOUNTING POLICIES (Policies)

12 Months Ended

Jan. 28, 2023

ACCOUNTING POLICIES

Description of Business, Basis of Presentation and Principles of Consolidation

Description of Business, Basis of Presentation and Principles of Consolidation

The Kroger Co. (the “Company”) was founded in 1883 and incorporated in 1902. The Company is a food and drug retailer that operates 2,719 supermarkets, 2,252 pharmacies and 1,637 fuel centers across 35 states while also operating online through a digital ecosystem to offer customers an omnichannel shopping experience. The Company also manufactures and processes food for sale by its supermarkets and online. The accompanying financial statements include the consolidated accounts of the Company, its wholly-owned subsidiaries and other consolidated entities. Intercompany transactions and balances have been eliminated.

Fiscal Year

Fiscal Year

The Company’s fiscal year ends on the Saturday nearest January 31. The last three fiscal years consist of the 52-week periods ended January 28, 2023, January 29, 2022 and January 30, 2021.

Pervasiveness of Estimates

Pervasiveness of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities. Disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of consolidated revenues and expenses during the reporting period is also required. Actual results could differ from those estimates.

Cash, Temporary Cash Investments and Book Overdrafts

Cash, Temporary Cash Investments and Book Overdrafts

Cash and temporary cash investments represent store cash and short-term investments with original maturities of less than three months. Book overdrafts are included in “Trade accounts payable” and “Accrued salaries and wages” in the Consolidated Balance Sheets.

Deposits In-Transit

Deposits In-Transit

Deposits in-transit generally represent funds deposited to the Company’s bank accounts at the end of the year related to sales, a majority of which were paid for with debit cards, credit cards and checks, to which the Company does not have immediate access but settle within a few days of the sales transaction.

Inventories

Inventories

Inventories are stated at the lower of cost (principally on a last-in, first-out “LIFO” basis) or market. In total, approximately 89% of inventories in 2022 and 91% of inventories in 2021 were valued using the LIFO method. The remaining inventories, including substantially all fuel inventories, are stated at the lower of cost (on a FIFO basis) or net realizable value. Replacement cost was higher than the carrying amount by $2,196 at January 28, 2023 and $1,570 at January 29, 2022. The Company follows the Link-Chain, Dollar-Value LIFO method for purposes of calculating its LIFO charge or credit. During 2020, the Company had a LIFO liquidation primarily related to pharmacy inventory. The liquidated inventory was carried at lower costs prevailing in prior years as compared with current costs. The effect of this reduction in inventory decreased “Merchandise costs” by approximately $76, $58 net of tax.

The item-cost method of accounting to determine inventory cost before the LIFO adjustment is followed for substantially all store inventories at the Company’s supermarket divisions. This method involves counting each item in inventory, assigning costs to each of these items based on the actual purchase costs (net of vendor allowances and cash discounts) of each item and recording the cost of items sold. The item-cost method of accounting allows for more accurate reporting of periodic inventory balances and enables management to more precisely manage inventory. In addition, substantially all of the Company’s inventory consists of finished goods and is recorded at actual purchase costs (net of vendor allowances and cash discounts).

The Company evaluates inventory shortages throughout the year based on actual physical counts in its facilities. Allowances for inventory shortages are recorded based on the results of these counts to provide for estimated shortages as of the financial statement date.

Property, Plant and Equipment

Property, Plant and Equipment

Property, plant and equipment are recorded at cost or, in the case of assets acquired in a business combination, at fair value. Depreciation and amortization expense, which includes the depreciation of assets recorded under finance leases, is computed principally using the straight-line method over the estimated useful lives of individual assets. Buildings and land improvements are depreciated based on lives varying from 10 to 40 years. All new purchases of store equipment are assigned lives varying from three to nine years. Leasehold improvements are amortized over the shorter of the lease term to which they relate, which generally varies from four to 25 years, or the useful life of the asset. Food production plant, fulfillment center and distribution center equipment is depreciated over lives varying from three to 15 years. Information technology assets are generally depreciated over three to five years. Depreciation and amortization expense was $2,965 in 2022, $2,824 in 2021 and $2,747 in 2020.

Interest costs on significant projects constructed for the Company’s own use are capitalized as part of the costs of the newly constructed facilities. Upon retirement or disposal of assets, the cost and related accumulated depreciation and amortization are removed from the balance sheet and any gain or loss is reflected in net earnings. Refer to Note 3 for further information regarding the Company’s property, plant and equipment.

Leases

Leases

The Company leases certain store real estate, warehouses, distribution centers, fulfillment centers, office space and equipment. The Company determines if an arrangement is a lease at inception. Finance and operating lease assets and liabilities are recognized at the lease commencement date. Finance and operating lease liabilities represent the present value of minimum lease payments not yet paid. Operating lease assets represent the right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments, lease incentives and impairment, if any. To determine the present value of lease payments, the Company estimates an incremental borrowing rate which represents the rate used for a secured borrowing of a similar term as the lease.

Lease terms generally range from 10 to 20 years with options to renew for varying terms at the Company’s sole discretion. The lease term includes the initial contractual term as well as any options to extend the lease when it is reasonably certain that the Company will exercise that option. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Certain leases include escalation clauses or payment of executory costs such as property taxes, utilities or insurance and maintenance. Operating lease payments are charged on a straight-line basis to rent expense over the lease term and finance lease payments are charged to interest expense and depreciation and amortization expense over the lease term. Assets under finance leases are amortized in accordance with the Company’s normal depreciation policy for owned assets or over the lease term, if shorter. The Company’s lease agreements do not contain any residual value guarantees or material restrictive covenants. For additional information on leases, see Note 9 to the Consolidated Financial Statements.

Goodwill

Goodwill

The Company reviews goodwill for impairment during the fourth quarter of each year, or earlier upon the occurrence of a triggering event. The Company performs reviews of each of its operating divisions and other consolidated entities (collectively, “reporting units”) that have goodwill balances. Generally, fair value is determined using a market multiple model, or discounted projected future cash flows, and is compared to the carrying value of a reporting unit for purposes of identifying potential impairment. Projected future cash flows are based on management’s knowledge of the current operating environment and expectations for the future. Goodwill impairment is recognized for any excess of the reporting unit’s carrying value over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit. Results of the goodwill impairment reviews performed during 2022, 2021 and 2020 are summarized in Note 2.

Impairment of Long-Lived Assets

Impairment of Long-Lived Assets

The Company monitors the carrying value of long-lived assets for potential impairment each quarter based on whether certain triggering events have occurred. These events include current period losses combined with a history of losses or a projection of continuing losses or a significant decrease in the market value of an asset. When a triggering event occurs, an impairment calculation is performed, comparing projected undiscounted future cash flows, utilizing current cash flow information and expected growth rates related to specific stores, to the carrying value for those stores. If the Company identifies impairment for long-lived assets to be held and used, the Company compares the assets’ current carrying value to the assets’ fair value. Fair value is based on current market values or discounted future cash flows. The Company records impairment when the carrying value exceeds fair market value. With respect to owned property and equipment held for disposal, the value of the property and equipment is adjusted to reflect recoverable values based on previous efforts to dispose of similar assets and current economic conditions. Impairment is recognized for the excess of the carrying value over the estimated fair market value, reduced by estimated direct costs of disposal. The Company recorded asset impairments totaling $68, $64 and $70 in 2022, 2021 and 2020, respectively. Costs to reduce the carrying value of long-lived assets for each of the years presented have been included in the Consolidated Statements of Operations as Operating, general and administrative (“OG&A”) expense.

Accounts Payable Financing Arrangement

Accounts Payable Financing Arrangement

The Company has an agreement with a third party to provide an accounts payable tracking system which facilitates participating suppliers’ ability to finance payment obligations from the Company with designated third-party financial institutions. Participating suppliers may, at their sole discretion, make offers to finance one or more payment obligations of the Company prior to their scheduled due dates at a discounted price to participating financial institutions. The Company’s obligations to its suppliers, including amounts due and scheduled payment dates, are not affected by suppliers’ decisions to finance amounts under this arrangement. As of January 28, 2023, the Company had $65 and $249 in “Other current liabilities” and “Trade accounts payable,” respectively, associated with financing arrangements. As of January 29, 2022, the Company had $59 and $236 in “Other current liabilities” and “Trade accounts payable,” respectively, associated with financing arrangements.

Contingent Consideration

Contingent Consideration

The Company’s Home Chef business combination involves potential payment of future consideration that is contingent upon the achievement of certain performance milestones. The Company recorded contingent consideration at fair value at the date of acquisition based on the consideration expected to be transferred, estimated as the probability-weighted future cash flows, discounted back to present value using a discount rate determined in accordance with accepted valuation methods. The liability for contingent consideration is remeasured to fair value at each reporting period using Level 3 inputs, and the change in fair value, including accretion for the passage of time, is recognized in earnings until the contingency is resolved. In 2022, 2021 and 2020, adjustments to increase the contingent consideration liability as of year-end were recorded for $20, $66 and $189, respectively, in OG&A expense. During the first quarter of 2023, the Company will make the final contingent consideration payment, which is based on the fair value of the outstanding year-end 2022 liability.

Store Closing Costs

Store Closing Costs

The Company regularly evaluates the performance of its stores and periodically closes those stores that are underperforming. Related liabilities arise, such as severance, contractual obligations and other accruals associated with store closings. The Company records a liability for costs associated with an exit or disposal activity when the liability is incurred, usually in the period the store closes. Adjustments to closed store liabilities primarily relate to actual exit costs differing from original estimates. Adjustments are made for changes in estimates in the period in which the change becomes known.

Owned stores held for disposal are reduced to their estimated net realizable value. Costs to reduce the carrying values of property, plant, equipment and operating lease assets are accounted for in accordance with the Company’s policy on impairment of long-lived assets. Inventory write-downs, if any, in connection with store closings, are classified in the Consolidated Statements of Operations as “Merchandise costs”. Costs to transfer inventory and equipment from closed stores are expensed as incurred.

Interest Rate Risk Management

Interest Rate Risk Management

The Company uses derivative instruments primarily to manage its exposure to changes in interest rates. The Company’s current program relative to interest rate protection and the methods by which the Company accounts for its derivative instruments are described in Note 6.

Benefit Plans and Multi-Employer Pension Plans

Benefit Plans and Multi-Employer Pension Plans

The Company recognizes the funded status of its retirement plans on the Consolidated Balance Sheets. Actuarial gains or losses, prior service costs or credits and transition obligations that have not yet been recognized as part of net periodic benefit cost are required to be recorded as a component of Accumulated Other Comprehensive Income (“AOCI”). The Company has elected to measure defined benefit plan assets and obligations as of January 31, which is the month-end that is closest to its fiscal year-ends, which were January 28, 2023 for fiscal 2022 and January 29, 2022 for fiscal 2021.

The determination of the obligation and expense for company-sponsored pension plans and other post-retirement benefits is dependent on the selection of assumptions used by actuaries and the Company in calculating those amounts. Those assumptions are described in Note 14 and include, among others, the discount rate, the expected long-term rate of return on plan assets, mortality and the rates of increase in compensation and health care costs. Actual results that differ from the assumptions are accumulated and amortized over future periods and, therefore, generally affect the recognized expense and recorded obligation in future periods. While the Company believes that the assumptions are appropriate, significant differences in actual experience or significant changes in assumptions may materially affect the pension and other post-retirement obligations and future expense.

The Company also participates in various multi-employer plans for substantially all union employees. Pension expense for these plans is recognized as contributions are funded or when commitments are probable and reasonably estimable, in accordance with GAAP. Refer to Note 15 for additional information regarding the Company’s participation in these various multi-employer pension plans.

The Company administers and makes contributions to the employee 401(k) retirement savings accounts. Contributions to the employee 401(k) retirement savings accounts are expensed when contributed or over the service period in the case of automatic contributions. Refer to Note 14 for additional information regarding the Company’s benefit plans.

Share Based Compensation

Share Based Compensation

The Company recognizes compensation expense for all share-based payments granted under fair value recognition provisions. The Company recognizes share-based compensation expense, net of an estimated forfeiture rate, over the requisite service period of the award based on the fair value at the date of the grant. The Company grants options for common shares (“stock options”) to employees under various plans at an option price equal to the fair market value of the stock option at the date of grant. Stock options typically expire 10 years from the date of grant. Stock options vest between one and four years from the date of grant. In addition to stock options, the Company awards restricted stock to employees and incentive shares to nonemployee directors under various plans. The restrictions on these restricted stock awards generally lapse between one and four years from the date of the awards. The Company determines the fair value for restricted stock awards in an amount equal to the fair market value of the underlying shares on the grant date of the award.

Deferred Income Taxes

Deferred Income Taxes

Deferred income taxes are recorded to reflect the tax consequences of differences between the tax basis of assets and liabilities and their financial reporting basis. Refer to Note 4 for the types of differences that give rise to significant portions of deferred income tax assets and liabilities.

Uncertain Tax Positions

Uncertain Tax Positions

The Company reviews the tax positions taken or expected to be taken on tax returns to determine whether and to what extent a benefit can be recognized in its consolidated financial statements. Refer to Note 4 for the amount of unrecognized tax benefits and other related disclosures related to uncertain tax positions.

Various taxing authorities periodically audit the Company’s income tax returns. These audits include questions regarding the Company’s tax filing positions, including the timing and amount of deductions and the allocation of income to various tax jurisdictions. In evaluating the exposures connected with these various tax filing positions, including state and local taxes, the Company records allowances for probable exposures. A number of years may elapse before a particular matter, for which an allowance has been established, is audited and fully resolved. As of January 28, 2023, the years ended February 1, 2020 and forward remain open for review for federal income tax purposes.

The assessment of the Company’s tax position relies on the judgment of management to estimate the exposures associated with the Company’s various filing positions.

Self-Insurance Costs

Self-Insurance Costs

The Company is primarily self-insured for costs related to workers’ compensation and general liability claims. Liabilities are actuarially determined and are recognized based on claims filed and an estimate of claims incurred but not reported. The liabilities for workers’ compensation claims are accounted for on a present value basis. The Company has purchased stop-loss coverage to limit its exposure to any significant exposure on a per claim basis. The Company is insured for covered costs in excess of these per claim limits.

The following table summarizes the changes in the Company’s self-insurance liability through January 28, 2023:


	2022		2021		2020
Beginning balance	$	721	$	731	$	689
Expense		227		226		262
Claim payments		(236)		(236)		(220)
Ending balance		712		721		731
Less: Current portion		(236)		(236)		(220)
Long-term portion	$	476	$	485	$	511

The current portion of the self-insured liability is included in “Other current liabilities,” and the long-term portion is included in “Other long-term liabilities” in the Consolidated Balance Sheets.

The Company maintains surety bonds related to self-insured workers’ compensation claims. These bonds are required by most states in which the Company is self-insured for workers’ compensation and are placed with third-party insurance providers to insure payment of the Company’s obligations in the event the Company is unable to meet its claim payment obligations up to its self-insured retention levels. These bonds do not represent liabilities of the Company, as the Company has recorded reserves for the claim costs.

The Company also maintains insurance coverages for certain risks, including cyber exposure and property-related losses. The Company’s insurance coverage begins for these exposures ranging from $25 to $30.

Revenue Recognition

Revenue Recognition

Sales

The Company recognizes revenues from the retail sale of products, net of sales taxes, at the point of sale. Pharmacy sales are recorded when the product is provided to the customer. Digital channel originated sales are recognized either upon pickup in store or upon delivery to the customer. Amounts billed to a customer related to shipping and delivery represent revenues earned for the goods provided and are classified as sales. When shipping is discounted, it is recorded as an adjustment to sales. Discounts provided to customers by the Company at the time of sale, including those provided in connection with loyalty cards, are recognized as a reduction in sales as the products are sold. Discounts provided by vendors, usually in the form of coupons, are not recognized as a reduction in sales provided the coupons are redeemable at any retailer that accepts coupons. The Company records a receivable from the vendor for the difference in sales price and cash received. For merchandise sold in one of the Company’s stores or online, tender is accepted at the point of sale. The Company acts as principal in certain vendor arrangements where the purchase and sale of inventory are virtually simultaneous. The Company records revenue and related costs on a gross basis for these arrangements. For pharmacy sales, collection of third-party receivables is typically expected within three months or less from the time of purchase. The third-party receivables from pharmacy sales are recorded in “Receivables” in the Company’s Consolidated Balance Sheets and were $867 as of January 28, 2023 and $774 as of January 29, 2022.

Gift Cards and Gift Certificates

The Company does not recognize revenue when it sells its own gift cards and gift certificates (collectively “gift cards”). Rather, it records a deferred revenue liability equal to the amount received. A sale is then recognized when the gift cards are redeemed to purchase the Company’s products. The Company’s gift cards do not expire. While gift cards are generally redeemed within 12 months, some are never fully redeemed. The Company recognizes gift card breakage under the proportional method, where recognition of breakage income is based upon the historical run-off rate of unredeemed gift cards. The Company’s gift card deferred revenue liability was $200 as of January 28, 2023 and $185 as of January 29, 2022.

Disaggregated Revenues

The following table presents sales revenue by type of product for the year-ended January 28, 2023, January 29, 2022, and January 30, 2021:


	2022				2021				2020
	Amount		% of total		Amount		% of total		Amount		% of total
Non Perishable⁽¹⁾	$	74,121	50.0	%	$	69,648	50.6	%	$	71,434	53.9	%
Fresh⁽²⁾		35,433	23.9	%		33,972	24.6	%		33,449	25.2	%
Supermarket Fuel		18,632	12.6	%		14,678	10.6	%		9,486	7.2	%
Pharmacy		13,377	9.0	%		12,401	9.0	%		11,388	8.6	%
Other⁽³⁾		6,695	4.5	%		7,189	5.2	%		6,741	5.1	%

Total Sales	$	148,258	100	%	$	137,888	100	%	$	132,498	100	%

(1)

Consists primarily of grocery, general merchandise, health and beauty care and natural foods.

(2)

Consists primarily of produce, floral, meat, seafood, deli, bakery and fresh prepared.

(3)

Consists primarily of sales related to food production plants to outside parties, data analytic services, third-party media revenue, other consolidated entities, specialty pharmacy, in-store health clinics, digital coupon services and other online sales not included in the categories above. The decrease in 2022, compared to 2021, is primarily due to discontinued patient therapies at Kroger Specialty Pharmacy.

Merchandise Costs

Merchandise Costs

The “Merchandise costs” line item of the Consolidated Statements of Operations includes product costs, net of discounts and allowances; advertising costs (see separate discussion below); inbound freight charges; warehousing costs, including receiving and inspection costs; transportation costs; and food production and operational costs. Warehousing, transportation and manufacturing management salaries are also included in the “Merchandise costs” line item; however, purchasing management salaries and administration costs are included in the “OG&A” line item along with most of the Company’s other managerial and administrative costs. Shipping and delivery costs associated with the Company’s digital offerings originating from non-retail store locations are included in the “Merchandise costs” line item. Rent expense and depreciation and amortization expense are shown separately in the Consolidated Statements of Operations.

Warehousing and transportation costs include distribution center direct wages, transportation direct wages, repairs and maintenance, utilities, inbound freight and, where applicable, third-party warehouse management fees. These costs are recognized in the periods the related expenses are incurred.

The Company believes the classification of costs included in merchandise costs could vary widely throughout the industry. The Company’s approach is to include in the “Merchandise costs” line item the direct, net costs of acquiring products and making them available to customers. The Company believes this approach most accurately presents the actual costs of products sold.

The Company recognizes all vendor allowances as a reduction in merchandise costs when the related product is sold. When possible, vendor allowances are applied to the related product cost by item and, therefore, reduce the carrying value of inventory by item. When the items are sold, the vendor allowance is recognized. When it is not possible, due to systems constraints, to allocate vendor allowances to the product by item, vendor allowances are recognized as a reduction in merchandise costs based on inventory turns and, therefore, recognized as the product is sold.

Advertising Costs

Advertising Costs

The Company’s advertising costs are recognized in the periods the related expenses are incurred and are included in the “Merchandise costs” line item of the Consolidated Statements of Operations. The Company’s advertising costs totaled $1,030 in 2022, $984 in 2021 and $888 in 2020. The Company does not record vendor allowances for co-operative advertising as a reduction of advertising expense.

Operating, General and Administrative Expenses

Operating, General and Administrative Expenses

OG&A expenses consist primarily of employee-related costs such as wages, healthcare benefit costs, retirement plan costs, utilities, and credit card fees. Shipping and delivery costs associated with the Company's digital offerings originating from retail store locations, including third-party delivery fees, are included in the “OG&A” line item of the Consolidated Statements of Operations. Rent expense, depreciation and amortization expense and interest expense are shown separately in the Consolidated Statement of Operations.

Consolidated Statements of Cash Flows

Consolidated Statements of Cash Flows

For purposes of the Consolidated Statements of Cash Flows, the Company considers all highly liquid debt instruments purchased with an original maturity of three months or less to be temporary cash investments.

Segments

Segments

The Company operates supermarkets, multi-department stores and fulfillment centers throughout the United States. The Company’s retail operations, which represent 97% of the Company’s consolidated sales, are its only reportable segment. The Company aggregates its operating divisions into one reportable segment due to the operating divisions having similar economic characteristics with similar long-term financial performance. In addition, the Company’s operating divisions offer customers similar products, have similar distribution methods, operate in similar regulatory environments, purchase the majority of the merchandise for retail sale from similar (and in many cases identical) vendors on a coordinated basis from a centralized location, serve similar types of customers, and are allocated capital from a centralized location. Operating divisions are organized primarily on a geographical basis so that the operating division management team can be responsive to local needs of the operating division and can execute company strategic plans and initiatives throughout the locations in their operating division. This geographical separation is the primary differentiation between these retail operating divisions. The geographical basis of organization reflects how the business is managed and how the Company’s Chief Executive Officer, who acts as the Company’s chief operating decision maker, assesses performance internally. All of the Company’s operations are domestic.

ACCOUNTING POLICIES (Tables)

12 Months Ended

Jan. 28, 2023

ACCOUNTING POLICIES

Summary of changes in self-insurance liability


	2022		2021		2020
Beginning balance	$	721	$	731	$	689
Expense		227		226		262
Claim payments		(236)		(236)		(220)
Ending balance		712		721		731
Less: Current portion		(236)		(236)		(220)
Long-term portion	$	476	$	485	$	511

Schedule of sales revenue by type of product


	2022				2021				2020
	Amount		% of total		Amount		% of total		Amount		% of total
Non Perishable⁽¹⁾	$	74,121	50.0	%	$	69,648	50.6	%	$	71,434	53.9	%
Fresh⁽²⁾		35,433	23.9	%		33,972	24.6	%		33,449	25.2	%
Supermarket Fuel		18,632	12.6	%		14,678	10.6	%		9,486	7.2	%
Pharmacy		13,377	9.0	%		12,401	9.0	%		11,388	8.6	%
Other⁽³⁾		6,695	4.5	%		7,189	5.2	%		6,741	5.1	%

Total Sales	$	148,258	100	%	$	137,888	100	%	$	132,498	100	%

(1)

Consists primarily of grocery, general merchandise, health and beauty care and natural foods.

(2)

Consists primarily of produce, floral, meat, seafood, deli, bakery and fresh prepared.

(3)

Consists primarily of sales related to food production plants to outside parties, data analytic services, third-party media revenue, other consolidated entities, specialty pharmacy, in-store health clinics, digital coupon services and other online sales not included in the categories above. The decrease in 2022, compared to 2021, is primarily due to discontinued patient therapies at Kroger Specialty Pharmacy.

GOODWILL AND INTANGIBLE ASSETS (Tables)

12 Months Ended

Jan. 28, 2023

GOODWILL AND INTANGIBLE ASSETS

Summary of the changes in net goodwill


	2022		2021
Balance beginning of year
Goodwill	$	5,737	$	5,737
Accumulated impairment losses		(2,661)		(2,661)
Subtotal		3,076		3,076

Activity during the year
Impairment charge related to Vitacost.com		(160)		—


Balance end of year
Goodwill		5,737		5,737
Accumulated impairment losses		(2,821)		(2,661)
Total Goodwill	$	2,916	$	3,076

Summary of intangible assets


	2022				2021
	Gross carrying		Accumulated		Gross carrying		Accumulated
	amount		amortization⁽¹⁾		amount		amortization⁽¹⁾
Definite-lived pharmacy prescription files	$	325	$	(230)	$	317	$	(199)
Definite-lived customer relationships		186		(173)		186		(160)
Definite-lived other		112		(96)		111		(88)
Indefinite-lived trade name		685		—		685		—
Indefinite-lived liquor licenses		90		—		90		—

Total	$	1,398	$	(499)	$	1,389	$	(447)

(1)	Pharmacy prescription files are amortized to merchandise costs, customer relationships are amortized to depreciation and amortization expense and other intangibles are amortized to OG&A expense and depreciation and amortization expense.

Schedule of future amortization expense associated with the net carrying amount of definite-lived intangible assets


2023	$	41
2024		36
2025		32
2026		11
2027		2
Thereafter		2

Total future estimated amortization associated with definite-lived intangible assets	$	124

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1A
-URI https://asc.fasb.org/extlink&oid=121556970&loc=SL108378252-109267

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

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+ Details

PROPERTY, PLANT AND EQUIPMENT, NET (Tables)

12 Months Ended

Jan. 28, 2023

PROPERTY, PLANT AND EQUIPMENT, NET

Schedule of property, plant and equipment, net


	2022		2021
Land	$	3,442	$	3,395
Buildings and land improvements		14,539		13,996
Equipment		17,328		15,951
Leasehold improvements		11,435		10,775
Construction-in-progress		4,044		3,831
Leased property under finance leases		2,580		1,939

Total property, plant and equipment		53,368		49,887
Accumulated depreciation and amortization		(28,642)		(26,098)

Property, plant and equipment, net	$	24,726	$	23,789

TAXES BASED ON INCOME (Tables)

12 Months Ended

Jan. 28, 2023

TAXES BASED ON INCOME

Schedule of provision for taxes based on income


	2022		2021		2020
Federal
Current	$	401	$	349	$	577
Deferred		162		(46)		75

Subtotal federal		563		303		652

State and local
Current		91		67		133
Deferred		(1)		15		(3)

Subtotal state and local		90		82		130

Total	$	653	$	385	$	782

Schedule of reconciliation of the statutory federal rate and the effective rate


	2022		2021		2020
Statutory rate	21.0	%	21.0	%	21.0	%
State income taxes, net of federal tax benefit	2.5		3.2		3.0
Credits	(0.8)		(1.3)		(0.7)
Resolution of tax audit examinations	(0.2)		(3.1)		—
Excess tax benefits from share-based payments	(1.9)		(1.3)		(0.8)
Impairment of goodwill related to Vitacost.com	1.2		—		—
Non-deductible executive compensation	0.5		0.6		0.3
Other changes, net	0.2		(0.3)		0.4

	22.5	%	18.8	%	23.2	%

Schedule of the tax effects of significant temporary differences that comprise tax balances


	2022		2021
Deferred tax assets:
Compensation related costs	$	409	$	560
Lease liabilities		1,892		1,926
Closed store reserves		51		46
Unrealized losses on hedging instruments		74		—
Net operating loss and credit carryforwards		101		98
Deferred income		104		126
Allowance for uncollectible receivables		26		36
Other		13		25

Subtotal		2,670		2,817
Valuation allowance		(83)		(72)

Total deferred tax assets		2,587		2,745

Deferred tax liabilities:
Depreciation and amortization		(1,954)		(2,006)
Operating lease assets		(1,759)		(1,790)
Insurance related costs		(257)		(54)
Inventory related costs		(281)		(310)
Equity investments in excess of tax basis		(8)		(147)

Total deferred tax liabilities		(4,259)		(4,307)

Deferred taxes	$	(1,672)	$	(1,562)

Schedule of reconciliation of beginning and ending amounts of unrecognized tax benefits


	2022		2021		2020
Beginning balance	$	100	$	193	$	174
Additions based on tax positions related to the current year		8		10		7
Additions for tax positions of prior years		6		9		16
Reductions for tax positions of prior years		(4)		(108)		—
Settlements		(9)		—		—
Lapse of statute		(8)		(4)		(4)
Ending balance	$	93	$	100	$	193

DEBT OBLIGATIONS (Tables)

12 Months Ended

Jan. 28, 2023

DEBT OBLIGATIONS

Schedule of long-term debt


	January 28,		January 29,
	2023		2022
1.70% to 8.00% Senior Notes due through 2049	$	10,215	$	10,607
Other		1,077		1,138

Total debt, excluding obligations under finance leases		11,292		11,745
Less current portion		(1,153)		(451)

Total long-term debt, excluding obligations under finance leases	$	10,139	$	11,294

Schedule of aggregate annual maturities and scheduled payments of long-term debt

The aggregate annual maturities and scheduled payments of long-term debt, as of year-end 2022, and for the years subsequent to 2022 are:


2023	$	1,153
2024		25
2025		84
2026		1,386
2027		607
Thereafter		8,037

Total debt	$	11,292

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

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-Name Accounting Standards Codification
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-SubTopic 10
-Section S99
-Paragraph 1
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-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

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-Section S99
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-Subparagraph (SX 210.12-04(a))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
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Reference 7: http://www.xbrl.org/2003/role/exampleRef
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+ Details

DERIVATIVE FINANCIAL INSTRUMENTS (Tables)

12 Months Ended

Jan. 28, 2023

DERIVATIVE FINANCIAL INSTRUMENTS

Schedule of effect of derivative instruments designated as cash flow hedges


	Year-To-Date
	Amount of Gain/(Loss) in						Amount of Gain/(Loss)
Derivatives in Cash Flow Hedging	AOCI on Derivative						Reclassified from AOCI into Income						Location of Gain/(Loss)
Relationships	2022		2021		2020		2022		2021		2020		Reclassified into Income
Forward-Starting Interest Rate Swaps, net of tax⁽¹⁾	$	(129)	$	(47)	$	(54)	$	(7)	$	(7)	$	(2)	Interest expense

(1)

The amounts of Gain/(Loss) reclassified from AOCI into income on derivatives include unamortized proceeds and payments from forward-starting interest rate swaps once classified as cash flow hedges that were terminated prior to the end of 2020.

Schedule of effects of master netting agreements


							Gross Amounts Not Offset in the
					Net Amount		Balance Sheet
	Gross Amount		Gross Amounts Offset		Presented in the		Financial
January 28, 2023	Recognized		in the Balance Sheet		Balance Sheet		Instruments		Cash Collateral		Net Amount
Liabilities
Cash Flow Forward-Starting Interest Rate Swaps	$	258	$	—	$	258	$	—	$	—	$	258

FAIR VALUE MEASUREMENTS (Tables)

12 Months Ended

Jan. 28, 2023

Fair Value Measurements

Summary of fair value measurements

January 28, 2023 Fair Value Measurements Using


	Quoted Prices in
	Active Markets
	for Identical		Significant Other
	Assets		Observable Inputs
	(Level 1)		(Level 2)		Total
Marketable Securities	$	463	$	—	$	463
Interest Rate Hedges		—		(258)		(258)
Total	$	463	$	(258)	$	205

January 29, 2022 Fair Value Measurements Using


	Quoted Prices in
	Active Markets
	for Identical
	Assets
	(Level 1)
Marketable Securities	$	1,054

Schedule of other assets


	January 28, 2023		January 29, 2022
Other Assets
Equity method and other long-term investments	$	274	$	282
Notes receivable		169		191
Prepaid deposits under certain contractual arrangements		199		214
Implementation costs related to cloud computing arrangements		193		151
Funded asset status of pension plans		69		156
Other		125		120
Total	$	1,029	$	1,114

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables)

12 Months Ended

Jan. 28, 2023

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS).

Schedule of changes in AOCI by component


			Pension and
	Cash Flow		Postretirement
	Hedging		Defined Benefit
	Activities⁽¹⁾		Plans⁽¹⁾		Total⁽¹⁾
Balance at January 30, 2021	$	(54)	$	(576)	$	(630)
OCI before reclassifications⁽²⁾		—		82		82
Amounts reclassified out of AOCI⁽³⁾		7		74		81
Net current-period OCI		7		156		163
Balance at January 29, 2022	$	(47)	$	(420)	$	(467)

Balance at January 29, 2022	$	(47)	$	(420)	$	(467)
OCI before reclassifications⁽²⁾		(89)		(88)		(177)
Amounts reclassified out of AOCI⁽³⁾		7		5		12
Net current-period OCI		(82)		(83)		(165)
Balance at January 28, 2023	$	(129)	$	(503)	$	(632)

(1)	All amounts are net of tax.

(2)	Net of tax of $25 for pension and postretirement defined benefit plans as of January 29, 2022. Net of tax of ($28) and ($27) for pension and postretirement defined benefit plans and cash flow hedging activities, respectively, as of January 28, 2023.

(3)	Net of tax of $23 and $3 for pension and postretirement defined benefit plans and cash flow hedging activities, respectively, as of January 29, 2022. Net of tax of $2 and $2 for pension and postretirement defined benefit plans and cash flow hedging activities, respectively, as of January 28, 2023.

Schedule of items reclassified out of AOCI and the related tax effects


	For the year ended		For the year ended		For the year ended
	January 28, 2023		January 29, 2022		January 30, 2021

Cash flow hedging activity items
Amortization of gains and losses on cash flow hedging activities⁽¹⁾	$	9	$	10	$	4
Tax expense		(2)		(3)		(2)
Net of tax		7		7		2

Pension and postretirement defined benefit plan items
Amortization of amounts included in net periodic pension cost⁽²⁾		7		97		19
Tax expense		(2)		(23)		(5)
Net of tax		5		74		14
Total reclassifications, net of tax	$	12	$	81	$	16

(1)	Reclassified from AOCI into interest expense.

(2)	Reclassified from AOCI into non-service component of company-sponsored pension plan costs. These components are included in the computation of net periodic pension expense.

LEASES AND LEASE-FINANCED TRANSACTIONS (Tables)

12 Months Ended

Jan. 28, 2023

LEASES AND LEASE-FINANCED TRANSACTIONS

Schedule of supplemental balance sheet classification


		January 28,		January 29,
	Classification	2023		2022
Assets
Operating	Operating lease assets	$	6,662	$	6,695
Finance	Property, plant and equipment, net⁽¹⁾		2,018		1,525

Total leased assets		$	8,680	$	8,220

Liabilities
Current
Operating	Current portion of operating lease liabilities	$	662	$	650
Finance	Current portion of long-term debt including obligations under finance leases		157		104

Noncurrent
Operating	Noncurrent operating lease liabilities		6,372		6,426
Finance	Long-term debt including obligations under finance leases		1,929		1,515

Total lease liabilities		$	9,120	$	8,695

(1)

Finance lease assets are recorded net of accumulated amortization of $562 and $414 as of January 28, 2023 and January 29, 2022.

Schedule of components of lease cost


		Year-To-Date		Year-To-Date
Lease Cost	Classification	January 28, 2023		January 29, 2022
Operating lease cost⁽¹⁾	Rent Expense	$	950	$	954
Sublease and other rental income	Rent Expense		(111)		(109)
Finance lease cost
Amortization of leased assets	Depreciation and Amortization		161		95
Interest on lease liabilities	Interest Expense		66		52

Net lease cost		$	1,066	$	992

(1)

Includes short-term leases and variable lease costs, which are immaterial.

Schedule of maturities of operating and finance lease liabilities


	Operating		Finance
	Leases		Leases		Total
2023	$	930	$	228	$	1,158
2024		864		226		1,090
2025		791		222		1,013
2026		740		221		961
2027		683		223		906
Thereafter		5,688		1,492		7,180

Total lease payments		9,696		2,612	$	12,308

Less amount representing interest		2,662		526

Present value of lease liabilities⁽¹⁾	$	7,034	$	2,086

(1)

Includes the current portion of $662 for operating leases and $157 for finance leases.

Schedule of weighted-average lease term and discount rate


	January 28, 2023		January 29, 2022
Weighted-average remaining lease term (years)
Operating leases	14.3		14.9
Finance leases	12.7		14.7
Weighted-average discount rate
Operating leases	4.2	%	4.1	%
Finance leases	3.5	%	3.7	%

Schedule of supplemental cash flow information


	Year-To-Date		Year-To-Date
	January 28, 2023		January 29, 2022
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	903	$	897
Operating cash flows from finance leases	$	66	$	52
Financing cash flows from finance leases	$	132	$	127
Leased assets obtained in exchange for new operating lease liabilities	$	602	$	669
Leased assets obtained in exchange for new finance lease liabilities	$	656	$	753
Net gain recognized from sale and leaseback transactions⁽¹⁾	$	30	$	35
Impairment of operating lease assets	$	1	$	8
Impairment of finance lease assets	$	2	$	4

(1)

In 2022, the Company entered into sale leaseback transactions related to five properties, which resulted in total proceeds of $44. In 2021, the Company entered into sale leaseback transactions related to seven properties, which resulted in total proceeds of $79.

EARNINGS PER COMMON SHARE (Tables)

12 Months Ended

Jan. 28, 2023

EARNINGS PER COMMON SHARE

Schedule of earnings per common and diluted shares


	For the year ended					For the year ended					For the year ended
	January 28, 2023					January 29, 2022					January 30, 2021
				Per					Per					Per
	Earnings		Shares	Share		Earnings		Shares	Share		Earnings		Shares	Share
(in millions, except per share amounts)	(Numerator)		(Denominator)	Amount		(Numerator)		(Denominator)	Amount		(Numerator)		(Denominator)	Amount
Net earnings attributable to The Kroger Co. per basic common share	$	2,224	718	$	3.10	$	1,639	744	$	2.20	$	2,556	773	$	3.31
Dilutive effect of stock options			9					10					8

Net earnings attributable to The Kroger Co. per diluted common share	$	2,224	727	$	3.06	$	1,639	754	$	2.17	$	2,556	781	$	3.27

STOCK OPTION PLANS (Tables)

12 Months Ended

Jan. 28, 2023

STOCK-BASED COMPENSATION

Summary of changes in stock options outstanding


	Shares	Weighted-
	subject	average
	to option	exercise
	(in millions)	price
Outstanding, year-end 2019	32.2	$	24.52
Granted	2.9	$	29.31
Exercised	(7.3)	$	17.72
Canceled or Forfeited	(1.0)	$	30.53

Outstanding, year-end 2020	26.8	$	26.65
Granted	2.1	$	35.45
Exercised	(7.1)	$	24.70
Canceled or Forfeited	(0.7)	$	28.88

Outstanding, year-end 2021	21.1	$	28.15
Granted	1.2	$	56.13
Exercised	(5.4)	$	26.02
Canceled or Forfeited	(0.3)	$	31.54

Outstanding, year-end 2022	16.6	$	30.81

Summary of options outstanding, exercisable and expected to vest


		Weighted-average			Aggregate
		remaining	Weighted-average		intrinsic
	Number of shares	contractual life	exercise price		value
	(in millions)	(in years)			(in millions)
Options Outstanding	16.6	5.08	$	30.81	$	250
Options Exercisable	12.3	4.07	$	28.29	$	205
Options Expected to Vest	4.3	7.89	$	37.77	$	44

Summary of changes in restricted stock outstanding


	Restricted
	shares	Weighted-average
	outstanding	grant-date
	(in millions)	fair value
Outstanding, year-end 2019	9.3	$	24.85
Granted	4.0	$	31.99
Lapsed	(4.9)	$	24.69
Canceled or Forfeited	(0.6)	$	26.71

Outstanding, year-end 2020	7.8	$	28.46
Granted	3.9	$	37.29
Lapsed	(4.0)	$	29.58
Canceled or Forfeited	(0.5)	$	31.31

Outstanding, year-end 2021	7.2	$	32.52
Granted	3.0	$	50.50
Lapsed	(4.0)	$	32.16
Canceled or Forfeited	(0.4)	$	38.32

Outstanding, year-end 2022	5.8	$	41.76

Summary of weighted-average assumptions used for grants awarded to option holders


	2022		2021		2020
Weighted average expected volatility	30.47	%	28.52	%	26.96	%
Weighted average risk-free interest rate	2.09	%	1.21	%	0.82	%
Expected dividend yield	1.82	%	2.00	%	2.00	%
Expected term (based on historical results)	7.2	years	7.2	years	7.2	years

COMPANY-SPONSORED BENEFIT PLANS (Tables)

12 Months Ended

Jan. 28, 2023

COMPANY-SPONSORED BENEFIT PLANS

Schedule of amounts recognized in AOCI (pre-tax)


	Pension Benefits				Other Benefits				Total
	2022		2021		2022		2021		2022		2021
Net actuarial loss (gain)	$	785	$	715	$	(108)	$	(127)	$	677	$	588
Prior service credit		—		—		(23)		(43)		(23)		(43)

Total	$	785	$	715	$	(131)	$	(170)	$	654	$	545

Schedule of other changes recognized in other comprehensive income (loss) (pre-tax)


	Pension Benefits						Other Benefits						Total
	2022		2021		2020		2022		2021		2020		2022		2021		2020
Incurred net actuarial loss (gain)	$	101	$	(109)	$	36	$	15	$	2	$	(46)	$	116	$	(107)	$	(10)
Amortization of prior service credit		—		—		—		13		12		13		13		12		13
Amortization of net actuarial gain (loss)		(31)		(126)		(40)		11		17		8		(20)		(109)		(32)
Total recognized in other comprehensive income (loss)	$	70	$	(235)	$	(4)	$	39	$	31	$	(25)	$	109	$	(204)	$	(29)

Total recognized in net periodic benefit cost and other comprehensive income (loss)	$	58	$	(164)	$	(4)	$	25	$	10	$	(34)	$	83	$	(154)	$	(38)

Schedule of change in benefit obligation, change in plan assets and the funded status of the plans recorded in the Consolidated Balance Sheets and net amounts recognized at the end of fiscal years


	Pension Benefits
	Qualified Plans				Non-Qualified Plans				Other Benefits
	2022		2021		2022		2021		2022		2021
Change in benefit obligation:
Benefit obligation at beginning of fiscal year	$	2,977	$	3,615	$	325	$	351	$	150	$	152
Service cost		8		12		—		—		5		4
Interest cost		92		92		10		9		5		4
Plan participants’ contributions		4		—		—		—		12		13
Actuarial (gain) loss		(421)		(125)		(40)		(12)		8		2
Plan settlements		(33)		(442)		(2)		—		—		—
Benefits paid		(159)		(172)		(22)		(24)		(22)		(25)
Other		(5)		(3)		—		1		7		—

Benefit obligation at end of fiscal year	$	2,463	$	2,977	$	271	$	325	$	165	$	150

Change in plan assets:
Fair value of plan assets at beginning of fiscal year	$	3,096	$	3,569	$	—	$	—	$	—	$	—
Actual return on plan assets		(409)		141		—		—		—		—
Employer contributions		2		—		24		24		10		12
Plan participants’ contributions		4		—		—		—		12		13
Plan settlements		(33)		(442)		(2)		—		—		—
Benefits paid		(159)		(172)		(22)		(24)		(22)		(25)
Other		(5)		—		—		—		—		—

Fair value of plan assets at end of fiscal year	$	2,496	$	3,096	$	—	$	—	$	—	$	—
Funded status and net asset and liability recognized at end of fiscal year	$	33	$	119	$	(271)	$	(325)	$	(165)	$	(150)

Schedule of weighted-average assumptions associated with pension and other benefit costs


	Pension Benefits						Other Benefits
Weighted average assumptions	2022		2021		2020		2022		2021		2020
Discount rate — Benefit obligation	4.90	%	3.17	%	2.72	%	4.86	%	3.01	%	2.43	%
Discount rate — Net periodic benefit cost	3.17	%	2.72	%	3.01	%	3.01	%	2.43	%	2.97	%
Expected long-term rate of return on plan assets	5.50	%	5.50	%	5.50	%
Rate of compensation increase — Net periodic benefit cost	3.05	%	3.03	%	3.03	%
Rate of compensation increase — Benefit obligation	2.57	%	3.05	%	3.03	%
Cash Balance plan interest crediting rate	3.30	%	3.30	%	3.30	%

Schedule of components of net periodic benefit cost


	Pension Benefits
	Qualified Plans						Non-Qualified Plans						Other Benefits
	2022		2021		2020		2022		2021		2020		2022		2021		2020
Components of net periodic benefit cost:
Service cost	$	8	$	12	$	13	$	—	$	—	$	—	$	5	$	4	$	7
Interest cost		92		92		104		10		9		10		5		4		6
Expected return on plan assets		(153)		(168)		(168)		—		—		—		—		—		—
Amortization of:
Prior service credit		—		—		—		—		—		—		(13)		(12)		(13)
Actuarial (gain) loss		22		33		35		5		6		5		(11)		(17)		(8)
Settlement loss recognized		4		87		—		—		—		—		—		—		—
Other		—		(1)		1		—		1		—		—		—		(1)
Net periodic benefit cost	$	(27)	$	55	$	(15)	$	15	$	16	$	15	$	(14)	$	(21)	$	(9)

Schedule of projected benefit obligation ("PBO"), accumulated benefit obligation ("ABO") and the fair value of plan assets for all Company-sponsored pension plans


	Qualified Plans				Non-Qualified Plans
	2022		2021		2022		2021
PBO at end of fiscal year	$	176	$	244	$	271	$	325
Fair value of plan assets at end of year	$	141	$	207	$	—	$	—


	Qualified Plans				Non-Qualified Plans
	2022		2021		2022		2021
ABO at end of fiscal year	$	176	$	244	$	271	$	325
Fair value of plan assets at end of year	$	141	$	207	$	—	$	—

Schedule of estimated future benefit payments for defined benefit pension plans and other benefits


	Pension		Other
	Benefits		Benefits
2023	$	206	$	13
2024	$	209	$	14
2025	$	210	$	15
2026	$	211	$	16
2027	$	210	$	16
2028 —2032	$	998	$	75

Schedule of target and actual pension plan asset allocations


			Actual
	Target allocations		Allocations
	2022		2022		2021
Pension plan asset allocation
Global equity securities	5.0	%	4.9	%	7.0	%
Emerging market equity securities	—		—		1.7
Investment grade debt securities	78.0		75.8		73.6
High yield debt securities	3.0		2.9		2.5
Private equity	10.0		9.8		10.6
Hedge funds	2.0		2.3		2.9
Real estate	2.0		1.8		1.7
Other	—		2.5		—

Total	100.0	%	100.0	%	100.0	%

Schedule of fair values of defined benefit pension plan assets

Assets at Fair Value as of January 28, 2023


	Quoted Prices in				Significant
	Active Markets for		Significant Other		Unobservable		Assets
	Identical Assets		Observable Inputs		Inputs		Measured
	(Level 1)		(Level 2)		(Level 3)		at NAV		Total
Cash and cash equivalents	$	178	$	—	$	—	$	—	$	178
Corporate Stocks		4		—		—		—		4
Corporate Bonds		—		1,113		—		—		1,113
U.S. Government Securities		—		115		—		—		115
Mutual Funds		124		—		—		—		124
Collective Trusts		—		—		—		514		514
Hedge Funds		—		—		31		28		59
Private Equity		—		—		—		248		248
Real Estate		—		—		28		16		44
Other		—		98		—		—		98
Total	$	306	$	1,326	$	59	$	806	$	2,497

Assets at Fair Value as of January 29, 2022


	Quoted Prices in				Significant
	Active Markets for		Significant Other		Unobservable		Assets
	Identical Assets		Observable Inputs		Inputs		Measured
	(Level 1)		(Level 2)		(Level 3)		at NAV		Total
Cash and cash equivalents	$	80	$	—	$	—	$	—	$	80
Corporate Stocks		98		—		—		—		98
Corporate Bonds		—		1,070		—		—		1,070
U.S. Government Securities		—		144		—		—		144
Mutual Funds		265		—		—		—		265
Collective Trusts		—		—		—		871		871
Hedge Funds		—		—		39		49		88
Private Equity		—		—		—		326		326
Real Estate		—		—		37		16		53
Other		—		101		—		—		101
Total	$	443	$	1,315	$	76	$	1,262	$	3,096

Schedule of reconciliation of beginning and ending balances for measurements using significant unobservable inputs (Level 3)


	Hedge Funds		Real Estate
Ending balance, January 30, 2021	$	35	$	39
Contributions into Fund		—		1
Realized gains		2		2
Unrealized gains		7		6
Distributions		(5)		(11)

Ending balance, January 29, 2022		39		37
Contributions into Fund		—		1
Realized gains		—		12
Unrealized losses		(3)		(6)
Distributions		(5)		(16)

Ending balance, January 28, 2023	$	31	$	28

MULTI-EMPLOYER PENSION PLANS (Tables)

12 Months Ended

Jan. 28, 2023

MULTI-EMPLOYER PENSION PLANS

Schedule of multi-employer pension plans


				FIP/RP
		Pension Protection		Status
	EIN / Pension	Act Zone Status		Pending/	Multi-Employer Contributions						Surcharge
Pension Fund	Plan Number	2022	2021	Implemented	2022		2021		2020		Imposed⁽⁵⁾
SO CA UFCW Unions & Food Employers Joint Pension Trust Fund⁽¹⁾⁽²⁾	95-1939092 - 001	Red	Yellow	Implemented	$	84	$	83	$	86	No
Desert States Employers & UFCW Unions Pension Plan⁽¹⁾	84-6277982 - 001	Green	Green	No		20		22		19	No
Sound Variable Annuity Pension Trust⁽¹⁾⁽³⁾	86-3278029 - 001	Green	Yellow	No		14		24		29	No
Rocky Mountain UFCW Unions and Employers Pension Plan⁽¹⁾	84-6045986 - 001	Green	Green	No		27		29		28	No
Oregon Retail Employees Pension Plan⁽¹⁾	93-6074377 - 001	Red	Green	Implemented		9		10		9	No
Bakery and Confectionary Union & Industry International Pension Fund⁽¹⁾	52-6118572 - 001	Red	Red	Implemented		7		8		8	No
Retail Food Employers & UFCW Local 711 Pension⁽¹⁾	51-6031512 - 001	Red	Yellow	Implemented		11		11		11	No
UFCW International Union — Industry Variable Annuity Pension Plan⁽¹⁾⁽⁴⁾	51-6055922 - 001	Green	Green	No		282		550		29	No
Western Conference of Teamsters Pension Plan	91-6145047 - 001	Green	Green	No		40		37		35	No
Central States, Southeast & Southwest Areas Pension Plan	36-6044243 - 001	Red	Red	Implemented		34		37		12	No
UFCW Consolidated Pension Plan⁽¹⁾	58-6101602 - 001	Green	Green	No		56		243		321	No
IBT Consolidated Pension Plan⁽¹⁾⁽⁶⁾	82-2153627 - 001	N/A	N/A	No		7		29		18	No
Other						29		26		14
Total Contributions					$	620	$	1,109	$	619

(1)	The Company's multi-employer contributions to these respective funds represent more than 5% of the total contributions received by the pension funds.

(2)	The information for this fund was obtained from the Form 5500 filed for the plan's year-end at March 31, 2022 and March 31, 2021.

(3)	The information for this fund was obtained from the Form 5500 filed for the plan's year-end at September 30, 2021 and September 30, 2020.

(4)	The information for this fund was obtained from the Form 5500 filed for the plan's year-end at June 30, 2021 and June 30, 2020.

(5)

Under the Pension Protection Act, a surcharge may be imposed when employers make contributions under a collective bargaining agreement that is not in compliance with a rehabilitation plan. As of January 28, 2023, the collective bargaining agreements under which the Company was making contributions were in compliance with rehabilitation plans adopted by the applicable pension fund.

(6)	The plan was formed after 2006, and therefore is not subject to zone status certifications.

Collective Bargaining Agreements

MULTI-EMPLOYER PENSION PLANS

Schedule of multi-employer pension plans


	Expiration Date
	of Collective	Most Significant Collective
	Bargaining	Bargaining Agreements⁽¹⁾
Pension Fund	Agreements	Count	Expiration
SO CA UFCW Unions & Food Employers Joint Pension Trust Fund	June 2024 to March 2025	2	June 2024 to March 2025
UFCW Consolidated Pension Plan	February 2023 to July 2026	3	February 2024 to March 2026
Desert States Employers & UFCW Unions Pension Plan	April 2023 to June 2025	1	October 2023
Sound Variable Annuity Pension Trust	June 2023 to February 2026	5	May 2025 to August 2025
Rocky Mountain UFCW Unions and Employers Pension Plan	January 2025 to February 2025	2	January 2025
Oregon Retail Employees Pension Plan	August 2024 to March 2026	3	August 2024 to July 2025
Bakery and Confectionary Union & Industry International Pension Fund	April 2024 to September 2025	4	May 2024 to October 2024
Retail Food Employers & UFCW Local 711 Pension	April 2023 to March 2025	1	March 2025
UFCW International Union — Industry Variable Annuity Pension Plan	June 2025	1	June 2025
Western Conference of Teamsters Pension Plan	April 2023 to September 2025	5	April 2024 to September 2025
IBT Consolidated Pension Plan	September 2024 to September 2027	3	September 2024 to September 2027

(1)

This column represents the number of significant collective bargaining agreements and their expiration date for each of the Company’s pension funds listed above. For the purposes of this table, the “significant collective bargaining agreements” are the largest based on covered employees that, when aggregated, cover the majority of the employees for which we make multi-employer contributions for the referenced pension fund.

- Definition

Tabular disclosure of information about multiemployer plan.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 80
-Section 50
-Paragraph 5
-Subparagraph (f)(2)
-URI https://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 80
-Section 50
-Paragraph 5
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 80
-Section 50
-Paragraph 5
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 80
-Section 50
-Paragraph 5
-Subparagraph (e)(1)
-URI https://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 80
-Section 55
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=35742348&loc=SL14450788-114948

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 80
-Section 50
-Paragraph 5
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 80
-Section 50
-Paragraph 9
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=65877416&loc=SL14450691-114947

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 80
-Section 50
-Paragraph 5
-Subparagraph (e)(2)
-URI https://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 80
-Section 50
-Paragraph 9
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=65877416&loc=SL14450691-114947

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 80
-Section 50
-Paragraph 5
-Subparagraph (f)(1)
-URI https://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 80
-Section 50
-Paragraph 5
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947

+ Details

ACCOUNTING POLICIES - DESCRIPTION OF BUSINESS (Details) $ in Millions	12 Months Ended
	Jan. 28, 2023 USD ($) Center item state pharmacy	Jan. 29, 2022 USD ($)	Jan. 30, 2021 USD ($)
Description of Business, Basis of Presentation and Principles of Consolidation
Number of operating supermarkets \| item	2,719
Number of operating pharmacies \| pharmacy	2,252
Number of operating fuel centers \| Center	1,637
Number of states in which entity operates \| state	35
Fiscal Year
Length of fiscal period	364 days	364 days	364 days
Inventories
Percentage of inventory valued at LIFO method	89.00%	91.00%
Replacement cost over carrying value	$ 2,196	$ 1,570
Reduction of inventory before tax			$ 76
Reduction of inventory			$ 58

ACCOUNTING POLICIES - PROPERTY AND EQUIPMENT AND LONG-LIVED ASSETS (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Property, Plant and Equipment
Depreciation and amortization	$ 2,965	$ 2,824	$ 2,747
Leases
Term - Finance		25 years
Option to renew - Operating	true
Option to renew - Finance	true
Impairment of Long-Lived Assets
Asset impairment charges	$ 68	$ 64	70
Contingent Consideration
Revaluation of contingent consideration	20	66	$ 189
Other current liabilities
Accounts Payable Financing Arrangement
Accounts payable financing arrangements	65	59
Trade accounts payable
Accounts Payable Financing Arrangement
Accounts payable financing arrangements	$ 249	$ 236
Minimum
Leases
Term - Operating	10 years
Term - Finance	10 years
Maximum
Leases
Term - Operating	20 years
Term - Finance	20 years
Buildings and land improvements \| Minimum
Property, Plant and Equipment
Useful life of the assets	10 years
Buildings and land improvements \| Maximum
Property, Plant and Equipment
Useful life of the assets	40 years
Store equipment \| Minimum
Property, Plant and Equipment
Useful life of the assets	3 years
Store equipment \| Maximum
Property, Plant and Equipment
Useful life of the assets	9 years
Leasehold improvements \| Minimum
Property, Plant and Equipment
Useful life of the assets	4 years
Leasehold improvements \| Maximum
Property, Plant and Equipment
Useful life of the assets	25 years
Food production plant and distribution center equipment \| Minimum
Property, Plant and Equipment
Useful life of the assets	3 years
Food production plant and distribution center equipment \| Maximum
Property, Plant and Equipment
Useful life of the assets	15 years
Information Technology \| Minimum
Property, Plant and Equipment
Useful life of the assets	3 years
Information Technology \| Maximum
Property, Plant and Equipment
Useful life of the assets	5 years

ACCOUNTING POLICIES - STOCK-BASED COMPENSATION (Details)	12 Months Ended
	Jan. 28, 2023
Stock options
Share Based Compensation
Expiration period from date of grant	10 years
Stock options \| Minimum
Share Based Compensation
Vesting period from date of grant	1 year
Stock options \| Maximum
Share Based Compensation
Vesting period from date of grant	4 years
Restricted stock \| Minimum
Share Based Compensation
Vesting period from date of grant	1 year
Restricted stock \| Maximum
Share Based Compensation
Vesting period from date of grant	4 years

ACCOUNTING POLICIES - SELF-INSURANCE (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Changes in self-insurance liability
Balance at the beginning of the period	$ 721	$ 731	$ 689
Expense	227	226	262
Claim payments	(236)	(236)	(220)
Balance at the end of the period	712	721	731
Less: Current portion	(236)	(236)	(220)
Long-term portion	476	$ 485	$ 511
Minimum
Changes in self-insurance liability
Insurance coverage for some risks, including cyber exposure and property-related losses	25
Maximum
Changes in self-insurance liability
Insurance coverage for some risks, including cyber exposure and property-related losses	$ 30

ACCOUNTING POLICIES - REVENUE RECOGNITION (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Disaggregation of revenue
Total Sales and other revenue	$ 148,258	$ 137,888	$ 132,498
Receivables	$ 2,234	1,828
Typical period for redemption of gift certificates	12 months
Gift card and gift certificate deferred revenue liability	$ 200	$ 185
Percentage of total sales	100.00%	100.00%	100.00%
Non Perishable
Disaggregation of revenue
Total Sales and other revenue	$ 74,121	$ 69,648	$ 71,434
Percentage of total sales	50.00%	50.60%	53.90%
Fresh
Disaggregation of revenue
Total Sales and other revenue	$ 35,433	$ 33,972	$ 33,449
Percentage of total sales	23.90%	24.60%	25.20%
Supermarket Fuel
Disaggregation of revenue
Total Sales and other revenue	$ 18,632	$ 14,678	$ 9,486
Percentage of total sales	12.60%	10.60%	7.20%
Pharmacy
Disaggregation of revenue
Total Sales and other revenue	$ 13,377	$ 12,401	$ 11,388
Typical period for collection of third party receivables	3 months
Receivables	$ 867	$ 774
Percentage of total sales	9.00%	9.00%	8.60%
Other Product
Disaggregation of revenue
Total Sales and other revenue	$ 6,695	$ 7,189	$ 6,741
Percentage of total sales	4.50%	5.20%	5.10%

ACCOUNTING POLICIES - ADVERTISING (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Advertising Costs
Advertising costs	$ 1,030	$ 984	$ 888

ACCOUNTING POLICIES - SEGMENTS (Details)	12 Months Ended
ACCOUNTING POLICIES - SEGMENTS (Details)	Jan. 28, 2023 segment
ACCOUNTING POLICIES
Company's retail operations (as a percent)	97.00%
Number of segments	1

GOODWILL AND INTANGIBLE ASSETS - ROLLFORWARD (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Jan. 28, 2023	Jan. 28, 2023	Jan. 29, 2022
Goodwill
Goodwill, Beginning Balance		$ 5,737	$ 5,737
Accumulated impairment losses		(2,661)	(2,661)
Goodwill, beginning balance		3,076	3,076
Impairment charge related to Vitacost.com	$ (160)	(160)	0
Goodwill, end of year	5,737	5,737	5,737
Accumulated impairment losses	(2,821)	(2,821)	(2,661)
Goodwill, Total	$ 2,916	$ 2,916	$ 3,076

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

GOODWILL AND INTANGIBLE ASSETS - IMPAIRMENT (Details) - USD ($) $ in Millions	3 Months Ended			12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021	Jan. 28, 2023	Jan. 29, 2022	Nov. 05, 2022
Goodwill and intangible impairment		$ 0	$ 0
Goodwill impairment charge	$ 160			$ 160	$ 0
Goodwill	2,916	$ 3,076	$ 3,076	2,916	$ 3,076
Vitacost.com reporting unit
Goodwill	$ 0			$ 0		$ 160

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

GOODWILL AND INTANGIBLE ASSETS - INTANGIBLE ASSETS (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Intangible assets
Intangible Assets, Gross (Excluding Goodwill)	$ 1,398	$ 1,389
Accumulated amortization	(499)	(447)
Amortization expense associated with intangible assets	52	59	$ 67
Future amortization expense associated with the net carrying amount of definite-lived intangible assets
2023	41
2024	36
2025	32
2026	11
2027	2
Thereafter	2
Total future estimated amortization associated with definite-lived intangible assets	124
Trade name
Intangible assets
Indefinite-lived, Gross carrying amount	685	685
Liquor licenses
Intangible assets
Indefinite-lived, Gross carrying amount	90	90
Pharmacy prescription files
Intangible assets
Gross carrying amount	325	317
Accumulated amortization	(230)	(199)
Customer relationships.
Intangible assets
Gross carrying amount	186	186
Accumulated amortization	(173)	(160)
Definite-lived other
Intangible assets
Gross carrying amount	112	111
Accumulated amortization	$ (96)	$ (88)

PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($) $ in Millions	Jan. 28, 2023	Jan. 29, 2022
Property, Plant and Equipment
Total property, plant and equipment	$ 53,368	$ 49,887
Accumulated depreciation and amortization	(28,642)	(26,098)
Property, plant and equipment, net	24,726	23,789
Finance leases - accumulated amortization	562	414
Property, plant and equipment collateralized, net book value	124	136
Other assets
Property, Plant and Equipment
Capitalized implementation costs	193	151
Accumulated Amortization	36	15
Land
Property, Plant and Equipment
Total property, plant and equipment	3,442	3,395
Buildings and land improvements
Property, Plant and Equipment
Total property, plant and equipment	14,539	13,996
Equipment
Property, Plant and Equipment
Total property, plant and equipment	17,328	15,951
Leasehold improvements
Property, Plant and Equipment
Total property, plant and equipment	11,435	10,775
Construction-in-progress
Property, Plant and Equipment
Total property, plant and equipment	4,044	3,831
Leased property under finance Leases
Property, Plant and Equipment
Total property, plant and equipment	$ 2,580	$ 1,939

TAXES BASED ON INCOME - COMPONENTS (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Federal
Current	$ 401	$ 349	$ 577
Deferred	162	(46)	75
Subtotal federal	563	303	652
State and local
Current	91	67	133
Deferred	(1)	15	(3)
Subtotal state and local	90	82	130
Total	$ 653	$ 385	$ 782

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

TAXES BASED ON INCOME - RECONCILIATION (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
A reconciliation of the statutory federal rate and the effective rate follows:
Statutory rate	21.00%	21.00%	21.00%
State income taxes, net of federal tax benefit	2.50%	3.20%	3.00%
Credits	(0.80%)	(1.30%)	(0.70%)
Resolution of tax audit examinations	(0.20%)	(3.10%)
Excess tax benefits from share-based payments	(1.90%)	(1.30%)	(0.80%)
Impairment of goodwill related to Vitacost.com	1.20%
Non-deductible executive compensation	0.50%	0.60%	0.30%
Other changes, net	0.20%	(0.30%)	0.40%
Effective income tax rate (as a percent)	22.50%	18.80%	23.20%
Non-recurring income tax benefit		$ 47

TAXES BASED ON INCOME - DEFERRED TAX BALANCES (Details) - USD ($) $ in Millions	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Deferred tax assets
Compensation related costs	$ 409	$ 560
Lease liabilities	1,892	1,926
Closed store reserves	51	46
Unrealized losses on hedging instruments	74
Net operating loss and credit carryforwards	101	98
Deferred Income	104	126
Allowance for uncollectible receivables	26	36
Other	13	25
Subtotal	2,670	2,817
Valuation allowance	(83)	(72)	$ (53)
Total deferred tax assets	2,587	2,745
Deferred tax liabilities:
Depreciation and amortization	(1,954)	(2,006)
Operating lease assets	(1,759)	(1,790)
Insurance related costs	(257)	(54)
Inventory related costs	(281)	(310)
Equity investments in excess of tax basis	(8)	(147)
Total deferred tax liabilities	(4,259)	(4,307)
Deferred taxes	$ (1,672)	$ (1,562)

TAXES BASED ON INCOME - NOLS AND CREDITS (Details) - USD ($) $ in Millions	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Operating loss carryforwards and tax credit carryforwards
Total valuation allowance	$ 83	$ 72	$ 53
State and Local Jurisdiction
Operating loss carryforwards and tax credit carryforwards
Net operating loss carryforwards	1,468
Credit carryforwards	$ 34

TAXES BASED ON INCOME - UNRECOGNIZED TAX BENEFITS (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Reconciliation of the beginning and ending amount of unrecognized tax benefits
Balance at the beginning of the period	$ 100	$ 193	$ 174
Additions based on tax positions related to the current year	8	10	7
Additions for tax positions of prior years	6	9	16
Reductions for tax positions of prior years	(4)	(108)
Settlements	(9)
Lapse of statute	(8)	(4)	(4)
Balance at the end of the period	93	100	193
Impact on effective tax rate, if amount of unrecognized tax benefits is recognized	66	73	85
Interest and penalties recognized (recoveries)	(6)	(15)	7
Interest and penalties	$ 14	$ 22	$ 38

DEBT OBLIGATIONS - NARRATIVE (Details) $ in Millions	12 Months Ended
DEBT OBLIGATIONS - NARRATIVE (Details) $ in Millions	Jan. 28, 2023 USD ($)	Jan. 29, 2022 USD ($) Option property	Jul. 06, 2021 USD ($)
Debt
Total debt, excluding obligations under finance leases	$ 11,292	$ 11,745
Less current portion	(1,153)	(451)
Total long-term debt, excluding obligations under finance leases	$ 10,139	$ 11,294
Number of leased propertied acquired \| property		28
Purchase price		$ 455
Proceeds from sale of lease assets		621
Total cash proceeds from lease transactions		166
Finance lease recorded in PPE		455
Finance obligation recorded		$ 621
Leases base term		25 years
Number of options \| Option		12
Renewal Term		5 years
Obligation to repurchase the property if lessor exercises put option		$ 300
Minimum Number Of Days Notice Required Prior to the Date of Redemption	5 days
Redemption event	50.00%
Minimum
Debt
Leases base term	10 years
Maximum
Debt
Leases base term	20 years
Senior notes due through 2049
Debt
Total debt, excluding obligations under finance leases	$ 10,215	10,607
Senior notes due through 2049 \| Minimum
Debt
Interest rate (as a percent)	1.70%
Senior notes due through 2049 \| Maximum
Debt
Interest rate (as a percent)	8.00%
Senior notes 2.80% due 2022
Debt
Repayment of debt	$ 400
Interest rate (as a percent)	2.80%
Senior notes 2.60% due 2021
Debt
Repayment of debt		$ 300
Interest rate (as a percent)		2.60%
Senior notes 2.95% due 2021
Debt
Repayment of debt		$ 500
Interest rate (as a percent)		2.95%
Senior notes 3.40% due 2021
Debt
Repayment of debt		$ 500
Interest rate (as a percent)		3.40%
Commercial paper borrowings
Debt
Total debt, excluding obligations under finance leases	$ 0	$ 0
Other.
Debt
Total debt, excluding obligations under finance leases	1,077	1,138
Unsecured revolving credit facility
Debt
Total debt, excluding obligations under finance leases	0	0
Maximum borrowing capacity			$ 2,750
Additional borrowing capacity			$ 1,250
Outstanding letters of credit	310	363
Reduction in funds available under letter of credit agreement	$ 2	$ 2
Unsecured revolving credit facility \| Albertsons
Debt
Leverage ratio	4.50
Unsecured revolving credit facility \| Third fiscal quarter after the consummation of the proposed merger \| Albertsons
Debt
Leverage ratio	4.25
Unsecured revolving credit facility \| Fifth fiscal quarter after the consummation of the proposed merger \| Albertsons
Debt
Leverage ratio	4.00
Unsecured revolving credit facility \| Seventh fiscal quarter after the consummation of the proposed merger \| Albertsons
Debt
Leverage ratio	3.75
Unsecured revolving credit facility \| Ninth fiscal quarter after the consummation of the proposed merger \| Albertsons
Debt
Leverage ratio	3.50
Unsecured revolving credit facility \| Federal Funds Rate
Debt
Debt instrument variable basis rate	Federal Funds Rate
Interest rate margin (as a percent)	0.50%
Unsecured revolving credit facility \| Bank of America prime rate
Debt
Debt instrument variable basis rate	Bank of America’s prime rate
Unsecured revolving credit facility \| One-month SOFR plus 1.0 percent plus a market rate spread based on the company's public debt rating
Debt
Debt instrument variable basis rate	one-month Term SOFR plus 1.0%, plus a market rate spread based on the Company’s Public Debt Rating
Interest rate margin (as a percent)	1.00%
Unsecured revolving credit facility \| Maximum
Debt
Leverage ratio	3.50

DEBT OBLIGATIONS - MATURITIES (Details) - USD ($) $ in Millions	Jan. 28, 2023	Jan. 29, 2022
Aggregate annual maturities and scheduled payments of long-term debt
2023	$ 1,153
2024	25
2025	84
2026	1,386
2027	607
Thereafter	8,037
Total debt, excluding obligations under finance leases	$ 11,292	$ 11,745

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

DERIVATIVE FINANCIAL INSTRUMENTS - DERIVATIVE INSTRUMENTS (Details)
$ in Millions

12 Months Ended

Jan. 28, 2023

USD ($)

DerivativeInstrument

Jan. 29, 2022

USD ($)

Jan. 30, 2021

USD ($)

Interest Rate Risk Management

Interest rate risk management guideline of floating debt to total debt portfolio (as a percent)

25.00%

Unrealized gains and losses on cash flow hedging activities, net of income tax

^[1]

$ 89

$ 14

Fair value of liability derivatives

$ 258

Interest rate swaps

Interest Rate Risk Management

Number of interest rate derivatives held | DerivativeInstrument

5

Notional amount

$ 5,350

Designated | Cash flow hedges | Interest rate swaps

Interest Rate Risk Management

Notional amount

2,350

Unrealized gains and losses on cash flow hedging activities, net of income tax

89

Designated | Cash flow hedges | Interest rate swaps | Other long-term liabilities

Interest Rate Risk Management

Fair value liability

116

Designated | Cash flow hedges | Forward-starting interest rate swaps | Interest expense

Interest Rate Risk Management

Gain/(Loss) in AOCI on Derivatives (Effective Portion)

(129)

$ (47)

(54)

Gain/(Loss) Reclassified from AOCI into Income (Effective Portion)

(7)

$ (7)

$ (2)

Not Designated | Interest rate swaps

Interest Rate Risk Management

Notional amount

3,000

Not Designated | Interest rate swaps | (Loss) gain on investments

Interest Rate Risk Management

Unrealized loss

(142)

Not Designated | Interest rate swaps | Other long-term liabilities

Interest Rate Risk Management

Fair value liability

$ 142

[1]	Amount is net of tax benefit of ($27) in 2022 and ($8) in 2020.

DERIVATIVE FINANCIAL INSTRUMENTS - MASTER NETTING AGREEMENTS (Details) $ in Millions	Jan. 28, 2023 USD ($)
Derivative Liabilities
Gross Amount Recognized	$ 258
Net Amount Presented in the Balance Sheet	258
Cash Collateral	0
Net Amount	$ 258

FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Millions	12 Months Ended
FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Millions	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021	Jun. 22, 2018
Fair value of financial instruments carried at fair value
Interest Rate Hedges	$ (258)
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Other Liabilities, Noncurrent
Other long-lived asset impairment charge	$ 68	$ 64	$ 70
Revaluation of contingent consideration	20	66	189
Gain (loss) on investments	(728)	(821)	1,105
Carrying Value
Fair value of financial instruments carried at fair value
Long-lived assets before impairment	69	74
Fair value of total debt	11,292	11,745
Fair value
Fair value of financial instruments carried at fair value
Fair value of total debt	10,593	13,189
Recurring
Fair value of financial instruments carried at fair value
Marketable Securities	463
Interest Rate Hedges	(258)
Total	205
Recurring \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Fair value of financial instruments carried at fair value
Marketable Securities	463	1,054
Total	463
Recurring \| Significant Other Observable Inputs (Level 2)
Fair value of financial instruments carried at fair value
Interest Rate Hedges	(258)
Total	(258)
Nonrecurring \| Fair value
Fair value of financial instruments carried at fair value
Long-Lived Assets	1	10
Home Chef
Fair value of financial instruments carried at fair value
Contingent consideration				$ 91
Ocado \| Quoted Prices in Active Markets for Identical Assets (Level 1) \| Other Assets.
Fair value of financial instruments carried at fair value
Fair value	401	987
Ocado \| Quoted Prices in Active Markets for Identical Assets (Level 1) \| (Loss) Gain on investments
Fair value of financial instruments carried at fair value
Gain (loss) on investments	(586)	(821)	$ 1,032
Other investments
Fair value of financial instruments carried at fair value
Observable price changes or impairments	0
Other investments \| Other Assets.
Fair value of financial instruments carried at fair value
Other equity investments of fair value	$ 320	$ 309

FAIR VALUE MEASUREMENTS - OTHER ASSETS (Details) - USD ($) $ in Millions	Jan. 28, 2023	Jan. 29, 2022
Fair Value Measurements
Equity method and other long-term investments	$ 274	$ 282
Notes receivable	169	191
Prepaid deposits under certain contractual arrangements	199	214
Implementation costs related to cloud computing arrangements	193	151
Funded asset status of pension plans	69	156
Other	125	120
Total	$ 1,029	$ 1,114

- Definition

Amount of asset segregated and restricted to provide benefit under defined benefit plan. Asset includes, but is not limited to, stock, bond, other investment, earning from investment, and contribution by employer and employee.

+ References + Details

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - CHANGES IN AOCI BY COMPONENT (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Accumulated other comprehensive income (loss)
Balance at the beginning of the period	$ 9,452
Amounts reclassified out of AOCI(3)	12	$ 81	$ 16
Net current-period OCI	(165)	163	10
Balance at the end of the period	10,042	9,452
Accumulated Other Comprehensive Loss
Accumulated other comprehensive income (loss)
Balance at the beginning of the period	(467)	(630)
OCI before reclassifications(2)	(177)	82
Amounts reclassified out of AOCI(3)	12	81
Net current-period OCI	(165)	163	10
Balance at the end of the period	(632)	(467)	(630)
Cash Flow Hedging Activities
Accumulated other comprehensive income (loss)
Balance at the beginning of the period	(47)	(54)
OCI before reclassifications(2)	(89)
Amounts reclassified out of AOCI(3)	7	7
Net current-period OCI	(82)	7
Balance at the end of the period	(129)	(47)	(54)
OCI before reclassifications, tax	(27)
Amounts reclassified out of AOCI, tax	2	3
Pension and Postretirement Defined Benefit Plans
Accumulated other comprehensive income (loss)
Balance at the beginning of the period	(420)	(576)
OCI before reclassifications(2)	(88)	82
Amounts reclassified out of AOCI(3)	5	74	14
Net current-period OCI	(83)	156
Balance at the end of the period	(503)	(420)	(576)
OCI before reclassifications, tax	(28)	25
Amounts reclassified out of AOCI, tax	$ 2	$ 23	$ 5

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - ITEMS RECLASSIFIED OUT OF AOCI (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Reclassification out of AOCI and the related tax effects
Amortization of gains and losses on cash flow hedging activities(1)	$ 535	$ 571	$ 544
Tax expense	653	385	782
Net of tax	(2,244)	(1,655)	(2,585)
Total reclassifications, net of tax	12	81	16
Cash Flow Hedging Activities
Reclassification out of AOCI and the related tax effects
Tax expense	(2)	(3)
Total reclassifications, net of tax	7	7
Pension and Postretirement Defined Benefit Plans
Reclassification out of AOCI and the related tax effects
Amortization of amounts included in net periodic pension cost	7	97	19
Tax expense	(2)	(23)	(5)
Total reclassifications, net of tax	5	74	14
Reclassification out of AOCI \| Cash Flow Hedging Activities
Reclassification out of AOCI and the related tax effects
Amortization of gains and losses on cash flow hedging activities(1)	9	10	4
Tax expense	(2)	(3)	(2)
Net of tax	$ 7	$ 7	$ 2

LEASES AND LEASE-FINANCED TRANSACTIONS - NARRATIVE (Details) $ in Millions	12 Months Ended
	Jan. 28, 2023 USD ($) facility	Jan. 29, 2022 USD ($)
LEASES AND LEASE-FINANCED TRANSACTIONS
Term - Finance		25 years
Option to renew - Operating	true
Option to renew - Finance	true
Finance lease assets	$ 2,018	$ 1,525
Finance lease liabilities	$ 2,086
Digital and Robotic Facilities
LEASES AND LEASE-FINANCED TRANSACTIONS
Number of additional fulfillment centers \| facility	4
Term - Finance	10 years
Option to renew - Finance	true
Finance lease assets	$ 629	401
Finance lease liabilities	$ 583	$ 372
Minimum
LEASES AND LEASE-FINANCED TRANSACTIONS
Term - Operating	10 years
Term - Finance	10 years
Sublease term - Operating	1 year
Sublease term - Finance	1 year
Maximum
LEASES AND LEASE-FINANCED TRANSACTIONS
Term - Operating	20 years
Term - Finance	20 years
Sublease term - Operating	20 years
Sublease term - Finance	20 years

LEASES AND LEASE-FINANCED TRANSACTIONS - BALANCE SHEET CLASSIFICATION (Details) - USD ($) $ in Millions	Jan. 28, 2023	Jan. 29, 2022
LEASES AND LEASE-FINANCED TRANSACTIONS
Operating	$ 6,662	$ 6,695
Finance lease assets	$ 2,018	$ 1,525
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Property, Plant and Equipment, Net.	Property, Plant and Equipment, Net.
Total lease assets	$ 8,680	$ 8,220
Current - Operating	662	650
Current - Finance	$ 157	$ 104
Current - Finance - Financial position	Current portion of long-term debt including obligations under finance leases	Current portion of long-term debt including obligations under finance leases
Noncurrent - Operating	$ 6,372	$ 6,426
Noncurrent - Finance	$ 1,929	$ 1,515
Noncurrent - Finance - Financial position	Long-term debt including obligations under finance leases	Long-term debt including obligations under finance leases
Total lease liabilities	$ 9,120	$ 8,695
Finance leases - accumulated amortization	$ 562	$ 414

LEASES AND LEASE-FINANCED TRANSACTIONS - LEASE COST (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022
LEASES AND LEASE-FINANCED TRANSACTIONS
Net lease cost	$ 1,066	$ 992
Rent Expense
LEASES AND LEASE-FINANCED TRANSACTIONS
Operating lease cost	950	954
Sublease and other rental income	(111)	(109)
Depreciation and Amortization
LEASES AND LEASE-FINANCED TRANSACTIONS
Amortization of leased assets	161	95
Interest expense
LEASES AND LEASE-FINANCED TRANSACTIONS
Interest on lease liabilities	$ 66	$ 52

LEASES AND LEASE-FINANCED TRANSACTIONS - MATURITIES (Details) - USD ($) $ in Millions	Jan. 28, 2023	Jan. 29, 2022
Operating leases maturities:
2023	$ 930
2024	864
2025	791
2026	740
2027	683
Thereafter	5,688
Total lease payments	9,696
Less amount representing interest	2,662
Present value of lease liabilities	7,034
Finance leases maturities:
2023	228
2024	226
2025	222
2026	221
2027	223
Thereafter	1,492
Total lease payments	2,612
Less amount representing interest	526
Finance lease liabilities	$ 2,086
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Long Term Debt and Finance Lease, Long Term Debt and Finance Lease Current	Long Term Debt and Finance Lease, Long Term Debt and Finance Lease Current
Maturities
2023	$ 1,158
2024	1,090
2025	1,013
2026	961
2027	906
Thereafter	7,180
Total lease payments	12,308
Current - Operating	662	$ 650
Current finance leases	$ 157	$ 104

LEASES AND LEASE-FINANCED TRANSACTIONS - SUB LEASES (Details) $ in Millions	Jan. 28, 2023 USD ($)
LEASES AND LEASE-FINANCED TRANSACTIONS
Future minimum rentals under non-cancellable subleases	$ 232

LEASES AND LEASE-FINANCED TRANSACTIONS - QUANTITATIVE INFORMATION (Details)	Jan. 28, 2023	Jan. 29, 2022
LEASES AND LEASE-FINANCED TRANSACTIONS
Operating leases -Weighted-average remaining lease term (years)	14 years 3 months 18 days	14 years 10 months 24 days
Finance leases - Weighted-average remaining lease term (years)	12 years 8 months 12 days	14 years 8 months 12 days
Operating leases - Weighted-average discount rate	4.20%	4.10%
Finance leases - Weighted-average discount rate	3.50%	3.70%

LEASES AND LEASE-FINANCED TRANSACTIONS - CASH FLOW INFORMATION (Details) $ in Millions	12 Months Ended
	Jan. 28, 2023 USD ($) property	Jan. 29, 2022 USD ($) property
LEASES AND LEASE-FINANCED TRANSACTIONS
Operating cash flows from operating leases	$ 903	$ 897
Operating cash flows from finance leases	66	52
Financing cash flows from finance leases	132	127
Leased assets obtained in exchange for new operating lease liabilities	602	669
Leased assets obtained in exchange for new finance lease liabilities	656	753
Net gain recognized from sale and leaseback transactions	30	35
Impairment of operating lease assets including Lucky's Market	1	8
Impairment of finance lease assets	$ 2	$ 4
Number of properties in sales leaseback transaction \| property	5	7
Total proceeds	$ 44	$ 79

EARNINGS PER COMMON SHARE (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
EARNINGS PER COMMON SHARE
Net earnings numerator (basic)	$ 2,224	$ 1,639	$ 2,556
Net earnings numerator (diluted)	$ 2,224	$ 1,639	$ 2,556
Average number of common shares used in basic calculation	718.0	744.0	773.0
Net earnings attributable to The Kroger Co. per basic common share	$ 3.10	$ 2.20	$ 3.31
Dilutive effect of stock options (in shares)	9.0	10.0	8.0
Average number of common shares used in diluted calculation	727.0	754.0	781.0
Net earnings attributable to The Kroger Co. per diluted common share	$ 3.06	$ 2.17	$ 3.27
Undistributed and distributed earnings to participating securities	$ 20	$ 16	$ 29
Shares excluded from the earnings per share calculation due to anti-dilutive effect on earnings per share	1.7	2.4	9.1

STOCK-BASED COMPENSATION - STOCK OPTIONS AND RESTRICTED STOCK (Details) $ / shares in Units, shares in Millions, $ in Millions	12 Months Ended
	Jan. 28, 2023 USD ($) $ / shares shares	Jan. 29, 2022 $ / shares shares	Jan. 30, 2021 $ / shares shares
Stock Options Plans
Common stock available for future grants (in shares) \| shares	53.0
Frequency of equity grants made	at one of four meetings of its Board of Directors
Stock options
Stock Options Plans
Expiration period from date of grant	10 years
Share pool ratio	1
Shares subject to option
Outstanding at the beginning of the period (in shares) \| shares	21.1	26.8	32.2
Granted (in shares) \| shares	1.2	2.1	2.9
Exercised (in shares) \| shares	(5.4)	(7.1)	(7.3)
Canceled or Forfeited (in shares) \| shares	(0.3)	(0.7)	(1.0)
Outstanding at the end of the period (in shares) \| shares	16.6	21.1	26.8
Weighted-average exercise price
Outstanding at the beginning of the period (in dollars per share) \| $ / shares	$ 28.15	$ 26.65	$ 24.52
Granted (in dollars per share) \| $ / shares	56.13	35.45	29.31
Exercised (in dollars per share) \| $ / shares	26.02	24.70	17.72
Canceled or Forfeited (in dollars per share) \| $ / shares	31.54	28.88	30.53
Outstanding at the end of the period (in dollars per share) \| $ / shares	$ 30.81	28.15	26.65
Options Outstanding and Exercisable
Options Outstanding, Weighted-average remaining contractual life	5 years 29 days
Options Outstanding, Aggregate intrinsic value \| $	$ 250
Options Exercisable, Number of shares \| shares	12.3
Options Exercisable, Weighted-average remaining contractual life	4 years 25 days
Options Exercisable, Weighted-average exercise price \| $ / shares	$ 28.29
Options Exercisable, Aggregate intrinsic value \| $	$ 205
Options Expected to Vest
Options Expected to Vest, Number of shares \| shares	4.3
Options Expected to Vest, Weighted-average remaining contractual life	7 years 10 months 20 days
Options Expected to Vest, Weighted-average exercise price \| $ / shares	$ 37.77
Options Expected to Vest, Aggregate intrinsic value \| $	$ 44
Weighted-average grant-date fair value
Weighted-average grant date fair value of stock options granted in period (in dollars per share) \| $ / shares	$ 15.91	$ 8.54	$ 6.43
Weighted average assumptions for grants awarded to option holders
Expected volatility	30.47%	28.52%	26.96%
Risk-free interest rate	2.09%	1.21%	0.82%
Expected dividend yield	1.82%	2.00%	2.00%
Expected term	7 years 2 months 12 days	7 years 2 months 12 days	7 years 2 months 12 days
Stock options \| Minimum
Stock Options Plans
Vesting period from date of grant	1 year
Stock options \| Maximum
Stock Options Plans
Vesting period from date of grant	4 years
Restricted stock
Stock Options Plans
Share pool ratio	2.83
Restricted shares outstanding
Outstanding at the beginning of the period (in shares) \| shares	7.2	7.8	9.3
Granted (in shares) \| shares	3.0	3.9	4.0
Lapsed (in shares) \| shares	(4.0)	(4.0)	(4.9)
Canceled or Forfeited (in shares) \| shares	(0.4)	(0.5)	(0.6)
Outstanding at the end of the period (in shares) \| shares	5.8	7.2	7.8
Weighted-average grant-date fair value
Outstanding at the beginning of the period (in dollars per share) \| $ / shares	$ 32.52	$ 28.46	$ 24.85
Granted (in dollars per share) \| $ / shares	50.50	37.29	31.99
Lapsed (in dollars per share) \| $ / shares	32.16	29.58	24.69
Canceled or Forfeited (in dollars per share) \| $ / shares	38.32	31.31	26.71
Outstanding at the end of the period (in dollars per share) \| $ / shares	$ 41.76	$ 32.52	$ 28.46
Restricted stock \| Minimum
Stock Options Plans
Vesting period from date of grant	1 year
Restricted stock \| Maximum
Stock Options Plans
Vesting period from date of grant	4 years

STOCK-BASED COMPENSATION - COMPENSATION AND VALUE (Details) - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
STOCK-BASED COMPENSATION
Share-based employee compensation	$ 190	$ 203	$ 185
Stock option compensation	19	20	22
Restricted shares compensation	171	183	163
Intrinsic value of options exercised	159	121	115
Cash received from the exercise of options	134
Compensation expenses related to non-vested share-based compensation arrangements	$ 206
Weighted-average period for recognition of expenses related to non-vested share-based compensation arrangements	2 years
Total fair value of options vested	$ 19	$ 20	$ 23
Common stock repurchase from proceeds of stock option exercises (in shares)	3

COMMITMENTS AND CONTINGENCIES (Details) $ in Millions	3 Months Ended	12 Months Ended
COMMITMENTS AND CONTINGENCIES (Details) $ in Millions	Nov. 05, 2022 USD ($)	Jan. 28, 2023 case
COMMITMENTS AND CONTINGENCIES
Number of cases consolidated as Multi-District Litigation \| case		2,000
Litigation settlement expense \| $	$ 85

STOCK - COMMON STOCK, PREFERRED STOCK AND REPURCHASES (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Preferred Shares
Preferred Stock, Shares Authorized	5	5
Preferred stock, shares available for issuance	2
Preferred shares, par per share (in dollars per share)	$ 100	$ 100
Common Shares
Common shares, shares authorized	2,000	2,000
Common shares, par per share (in dollars per share)	$ 1	$ 1
Common Stock Repurchase Program
Repurchase stock amount	$ 821	$ 1,422	$ 1,196
Common stock repurchased from stock option proceeds	172	225	128
Open Market Repurchases
Common Stock Repurchase Program
Repurchase stock amount	$ 821	$ 1,422	$ 1,196

COMPANY-SPONSORED BENEFIT PLANS - AMOUNTS RECOGNIZED IN AOCI AND OTHER CHANGES IN OCI (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Amounts recognized in AOCI (pre-tax):
Net actuarial loss (gain)	$ 677	$ 588
Prior service credit	(23)	(43)
Total	654	545
Other changes recognized in other comprehensive income (loss) (pre-tax):
Incurred net actuarial loss (gain)	116	(107)	$ (10)
Amortization of prior service credit	13	12	13
Amortization of net actuarial gain (loss)	(20)	(109)	(32)
Total recognized in other comprehensive income (loss)	109	(204)	(29)
Total recognized in net periodic benefit cost and other comprehensive income (loss)	83	(154)	(38)
Pension Benefits
Amounts recognized in AOCI (pre-tax):
Net actuarial loss (gain)	785	715
Total	785	715
Other changes recognized in other comprehensive income (loss) (pre-tax):
Incurred net actuarial loss (gain)	101	(109)	36
Amortization of net actuarial gain (loss)	(31)	(126)	(40)
Total recognized in other comprehensive income (loss)	70	(235)	(4)
Total recognized in net periodic benefit cost and other comprehensive income (loss)	58	(164)	(4)
Other Benefits
Amounts recognized in AOCI (pre-tax):
Net actuarial loss (gain)	(108)	(127)
Prior service credit	(23)	(43)
Total	(131)	(170)
Other changes recognized in other comprehensive income (loss) (pre-tax):
Incurred net actuarial loss (gain)	15	2	(46)
Amortization of prior service credit	13	12	13
Amortization of net actuarial gain (loss)	11	17	8
Total recognized in other comprehensive income (loss)	39	31	(25)
Total recognized in net periodic benefit cost and other comprehensive income (loss)	$ 25	$ 10	$ (34)

COMPANY-SPONSORED BENEFIT PLANS - FUNDED STATUS (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Change in plan assets:
Fair value of plan assets at beginning of fiscal year	$ 156
Fair value of plan assets at end of fiscal year	69	$ 156
Other assets	69	156
Other current liabilities	36	34
Settlement expense, before tax		87
Settlement expense, after tax		68
Pension Benefits \| Qualified Plan
Change in benefit obligation:
Benefit obligations at beginning of fiscal year	2,977	3,615
Service cost	8	12	$ 13
Interest cost	92	92	104
Plan participants' contributions	4
Actuarial (gain) loss	(421)	(125)
Plan settlements	(33)	(442)
Benefits paid	(159)	(172)
Other	(5)	(3)
Benefit obligations at end of fiscal year	2,463	2,977	3,615
Change in plan assets:
Fair value of plan assets at beginning of fiscal year	3,096	3,569
Actual return on plan assets	(409)	141
Employer contributions	2
Plan participants' contributions	4
Settlement loss recognized	(33)	(442)
Benefits paid	(159)	(172)
Other	(5)
Fair value of plan assets at end of fiscal year	2,496	3,096	3,569
Funded status and net asset and liability recognized at end of fiscal year	33	119
Pension Benefits \| Nonqualified Plan
Change in benefit obligation:
Benefit obligations at beginning of fiscal year	325	351
Interest cost	10	9	10
Actuarial (gain) loss	(40)	(12)
Plan settlements	(2)
Benefits paid	(22)	(24)
Other		1
Benefit obligations at end of fiscal year	271	325	351
Change in plan assets:
Employer contributions	24	24
Settlement loss recognized	(2)
Benefits paid	(22)	(24)
Funded status and net asset and liability recognized at end of fiscal year	(271)	(325)
Other Benefits
Change in benefit obligation:
Benefit obligations at beginning of fiscal year	150	152
Service cost	5	4	7
Interest cost	5	4	6
Plan participants' contributions	12	13
Actuarial (gain) loss	8	2
Benefits paid	(22)	(25)
Other	7
Benefit obligations at end of fiscal year	165	150	$ 152
Change in plan assets:
Employer contributions	10	12
Plan participants' contributions	12	13
Benefits paid	(22)	(25)
Funded status and net asset and liability recognized at end of fiscal year	$ (165)	$ (150)

COMPANY-SPONSORED BENEFIT PLANS - ASSUMPTIONS (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Dec. 31, 2022	Jan. 29, 2022	Jan. 30, 2021
Pension Benefits
Weighted average assumptions used to determine pension benefits and other benefits
Discount rate - Benefit obligation (as a percent)	4.90%		3.17%	2.72%
Discount rate - Net periodic benefit cost (as a percent)	3.17%		2.72%	3.01%
Expected long-term rate of return on plan assets (as a percent)	5.50%		5.50%	5.50%
Rate of compensation increase - Net periodic benefit cost (as a percent)	3.05%		3.03%	3.03%
Rate of compensation increase - Benefit obligation (as a percent)	2.57%		3.05%	3.03%
Cash Balance plan interest crediting rate	3.30%		3.30%	3.30%
Increase in discount rate used to determine pension benefit obligation, as compared to prior year (in basis points)	100
Decrease in pension benefit obligation due to change in discount rate	$ 225
Percentage increase (decrease) in value of all investments in Qualified Plans, net of investment management fees and expenses	(15.40%)	(22.50%)
Pension plan's average rate of return for the 10 calendar years ended December 31, net of all investment management fees and expenses (as a percent)		4.40%
Measurement period for the pension plan's average annual rate of return, rate in calendar years		10 years
Number of years in which the Company average annual return rate has been at the current rate	20 years
Average annual rate of return for the past 20 years (as a percent)	7.00%
Period of recognition of gains or losses on plan assets	5 years
Other Benefits
Weighted average assumptions used to determine pension benefits and other benefits
Discount rate - Benefit obligation (as a percent)	4.86%		3.01%	2.43%
Discount rate - Net periodic benefit cost (as a percent)	3.01%		2.43%	2.97%

COMPANY-SPONSORED BENEFIT PLANS - BENEFIT COST, PBO-ABO,FUTURE PAYMENTS, ASSET ALLOCATIONS (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
Pension Benefits
Estimated future benefit payments
2023	$ 206
2024	209
2025	210
2026	211
2027	210
2028-2032	$ 998
Target and actual pension plan asset allocations
Target allocations (as a percent)	100.00%
Total actual allocations (as a percent)	100.00%	100.00%
Expected net period benefit costs next year	$ (7)
Defined Benefit Plan, Assumed Health Care Cost Trend Rates
Initial health care cost trend rate (as a percent)	6.20%
Ultimate health care cost trend rate (as a percent)	4.00%
Pension Benefits \| Global equity securities
Target and actual pension plan asset allocations
Target allocations (as a percent)	5.00%
Total actual allocations (as a percent)	4.90%	7.00%
Pension Benefits \| Emerging market equity securities
Target and actual pension plan asset allocations
Total actual allocations (as a percent)		1.70%
Pension Benefits \| Investment grade debt securities
Target and actual pension plan asset allocations
Target allocations (as a percent)	78.00%
Total actual allocations (as a percent)	75.80%	73.60%
Pension Benefits \| High yield debt securities
Target and actual pension plan asset allocations
Target allocations (as a percent)	3.00%
Total actual allocations (as a percent)	2.90%	2.50%
Pension Benefits \| Private Equity
Target and actual pension plan asset allocations
Target allocations (as a percent)	10.00%
Total actual allocations (as a percent)	9.80%	10.60%
Pension Benefits \| Hedge Funds
Target and actual pension plan asset allocations
Target allocations (as a percent)	2.00%
Total actual allocations (as a percent)	2.30%	2.90%
Pension Benefits \| Real Estate
Target and actual pension plan asset allocations
Target allocations (as a percent)	2.00%
Total actual allocations (as a percent)	1.80%	1.70%
Pension Benefits \| Other investments
Target and actual pension plan asset allocations
Total actual allocations (as a percent)	2.50%
Pension Benefits \| Qualified Plan
Components of net periodic benefit cost:
Service cost	$ 8	$ 12	$ 13
Interest cost	92	92	104
Expected return on plan assets	(153)	(168)	(168)
Amortization of:
Actuarial (gain) loss	22	33	35
Settlement loss recognized	4	87
Other		(1)	1
Net periodic benefit cost	(27)	55	(15)
Projected benefit obligation ("PBO"), accumulated benefit obligation ("ABO") and the fair value of plan assets for all Company-sponsored pension plans
PBO at end of fiscal year	176	244
ABO at end of fiscal year	176	244
Fair value of plan assets at end of year	141	207
Pension Benefits \| Nonqualified Plan
Components of net periodic benefit cost:
Interest cost	10	9	10
Amortization of:
Actuarial (gain) loss	5	6	5
Other		1
Net periodic benefit cost	15	16	15
Projected benefit obligation ("PBO"), accumulated benefit obligation ("ABO") and the fair value of plan assets for all Company-sponsored pension plans
PBO at end of fiscal year	271	325
ABO at end of fiscal year	271	325
Other Benefits
Components of net periodic benefit cost:
Service cost	5	4	7
Interest cost	5	4	6
Amortization of:
Prior service cost	(13)	(12)	(13)
Actuarial (gain) loss	(11)	(17)	(8)
Other			(1)
Net periodic benefit cost	(14)	$ (21)	$ (9)
Estimated future benefit payments
2023	13
2024	14
2025	15
2026	16
2027	16
2028-2032	$ 75

COMPANY-SPONSORED BENEFIT PLANS - FAIR VALUE OF PLAN ASSETS (Details) - USD ($) $ in Millions	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
BENEFIT PLANS
Fair value of plan assets	$ 69	$ 156
Recurring
BENEFIT PLANS
Fair value of plan assets	2,497	3,096
Recurring \| Cash and cash equivalents
BENEFIT PLANS
Fair value of plan assets	178	80
Recurring \| Corporate Stocks
BENEFIT PLANS
Fair value of plan assets	4	98
Recurring \| Corporate Bonds
BENEFIT PLANS
Fair value of plan assets	1,113	1,070
Recurring \| U.S. Government Securities
BENEFIT PLANS
Fair value of plan assets	115	144
Recurring \| Mutual Funds
BENEFIT PLANS
Fair value of plan assets	124	265
Recurring \| Collective Trusts
BENEFIT PLANS
Fair value of plan assets	514	871
Recurring \| Hedge Funds
BENEFIT PLANS
Fair value of plan assets	59	88
Recurring \| Private Equity
BENEFIT PLANS
Fair value of plan assets	248	326
Recurring \| Real Estate
BENEFIT PLANS
Fair value of plan assets	44	53
Recurring \| Other investments
BENEFIT PLANS
Fair value of plan assets	98	101
Quoted Prices in Active Markets for Identical Assets (Level 1) \| Recurring
BENEFIT PLANS
Fair value of plan assets	306	443
Quoted Prices in Active Markets for Identical Assets (Level 1) \| Recurring \| Cash and cash equivalents
BENEFIT PLANS
Fair value of plan assets	178	80
Quoted Prices in Active Markets for Identical Assets (Level 1) \| Recurring \| Corporate Stocks
BENEFIT PLANS
Fair value of plan assets	4	98
Quoted Prices in Active Markets for Identical Assets (Level 1) \| Recurring \| Mutual Funds
BENEFIT PLANS
Fair value of plan assets	124	265
Significant Other Observable Inputs (Level 2) \| Recurring
BENEFIT PLANS
Fair value of plan assets	1,326	1,315
Significant Other Observable Inputs (Level 2) \| Recurring \| Corporate Bonds
BENEFIT PLANS
Fair value of plan assets	1,113	1,070
Significant Other Observable Inputs (Level 2) \| Recurring \| U.S. Government Securities
BENEFIT PLANS
Fair value of plan assets	115	144
Significant Other Observable Inputs (Level 2) \| Recurring \| Other investments
BENEFIT PLANS
Fair value of plan assets	98	101
Significant Unobservable Inputs (Level 3) \| Recurring
BENEFIT PLANS
Fair value of plan assets	59	76
Significant Unobservable Inputs (Level 3) \| Recurring \| Hedge Funds
BENEFIT PLANS
Fair value of plan assets	31	39	$ 35
Significant Unobservable Inputs (Level 3) \| Recurring \| Real Estate
BENEFIT PLANS
Fair value of plan assets	28	37	$ 39
Assets Measured at NAV \| Recurring
BENEFIT PLANS
Fair value of plan assets	806	1,262
Assets Measured at NAV \| Recurring \| Collective Trusts
BENEFIT PLANS
Fair value of plan assets	514	871
Assets Measured at NAV \| Recurring \| Hedge Funds
BENEFIT PLANS
Fair value of plan assets	28	49
Assets Measured at NAV \| Recurring \| Private Equity
BENEFIT PLANS
Fair value of plan assets	248	326
Assets Measured at NAV \| Recurring \| Real Estate
BENEFIT PLANS
Fair value of plan assets	$ 16	$ 16

COMPANY-SPONSORED BENEFIT PLANS - LEVEL 3 RECONCILIATION (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022
Roll-forward of assets measured at fair value using Level 3 inputs
Fair value of plan assets at beginning of fiscal year	$ 156
Fair value of plan assets at end of fiscal year	69	$ 156
Recurring
Roll-forward of assets measured at fair value using Level 3 inputs
Fair value of plan assets at beginning of fiscal year	3,096
Fair value of plan assets at end of fiscal year	2,497	3,096
Recurring \| Significant Unobservable Inputs (Level 3)
Roll-forward of assets measured at fair value using Level 3 inputs
Fair value of plan assets at beginning of fiscal year	76
Fair value of plan assets at end of fiscal year	59	76
Hedge Funds \| Recurring
Roll-forward of assets measured at fair value using Level 3 inputs
Fair value of plan assets at beginning of fiscal year	88
Fair value of plan assets at end of fiscal year	59	88
Hedge Funds \| Recurring \| Significant Unobservable Inputs (Level 3)
Roll-forward of assets measured at fair value using Level 3 inputs
Fair value of plan assets at beginning of fiscal year	39	35
Realized gains		2
Unrealized gains	(3)	7
Distributions	(5)	(5)
Fair value of plan assets at end of fiscal year	31	39
Real Estate \| Recurring
Roll-forward of assets measured at fair value using Level 3 inputs
Fair value of plan assets at beginning of fiscal year	53
Fair value of plan assets at end of fiscal year	44	53
Real Estate \| Recurring \| Significant Unobservable Inputs (Level 3)
Roll-forward of assets measured at fair value using Level 3 inputs
Fair value of plan assets at beginning of fiscal year	37	39
Contributions into Fund	1	1
Realized gains	12	2
Unrealized gains	(6)	6
Distributions	(16)	(11)
Fair value of plan assets at end of fiscal year	$ 28	$ 37

COMPANY-SPONSORED BENEFIT PLANS - DEFINED CONTRIBUTION PLAN INFORMATION (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Jan. 30, 2021
COMPANY-SPONSORED BENEFIT PLANS
Contribution to 401(k) retirement savings accounts	$ 315	$ 289	$ 294

MULTI-EMPLOYER PENSION PLANS (Details) $ in Millions	12 Months Ended
MULTI-EMPLOYER PENSION PLANS (Details) $ in Millions	Jan. 28, 2023 USD ($) item	Jan. 29, 2022 USD ($)	Jan. 30, 2021 USD ($)
Prepaid expenses and other current assets
Multiemployer Plans
Escrow deposits			$ 271
Other Health And Welfare Benefits Multiemployer Plans
Multiemployer Plans
Employer contribution to multi-employer plans	$ 1,129	$ 1,197	1,262
Pension Benefits
Multiemployer Plans
Employer contribution to multi-employer plans	620	1,109	619
Charge (before-tax) related to pension plan agreements	25
Charge (after-tax) related to pension plan agreements	19
Total withdrawal liability and commitment to transition reserve, after-tax			754
Payment of commitment	226	523
Pension Benefits \| Other current liabilities
Multiemployer Plans
Short-term commitments to transition reserve	$ 240	233
Pension Benefits \| Other long-term liabilities
Multiemployer Plans
Long-term commitments to transition reserve		233
Pension Benefits \| Red zone \| Maximum
Multiemployer Plans
Percentage of funded status	65.00%
Pension Benefits \| Yellow zone \| Maximum
Multiemployer Plans
Percentage of funded status	80.00%
Pension Benefits \| Green zone \| Minimum
Multiemployer Plans
Percentage of funded status	80.00%
Pension Benefits \| SO CA UFCW Unions & Food Employers Joint Pension Trust Fund
Multiemployer Plans
Employer contribution to multi-employer plans	$ 84	83	86
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	2
Pension Benefits \| Desert States Employers & UFCW Unions Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 20	22	19
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	1
Pension Benefits \| Sound Variable Annuity Pension Trust
Multiemployer Plans
Employer contribution to multi-employer plans	$ 14	24	29
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	5
Pension Benefits \| Rocky Mountain UFCW Unions and Employers Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 27	29	28
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	2
Pension Benefits \| Oregon Retail Employees Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 9	10	9
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	3
Pension Benefits \| Bakery and Confectionary Union & Industry International Pension Fund
Multiemployer Plans
Employer contribution to multi-employer plans	$ 7	8	8
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	4
Pension Benefits \| Retail Food Employers & UFCW Local 711 Pension
Multiemployer Plans
Employer contribution to multi-employer plans	$ 11	11	11
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	1
Pension Benefits \| United Food & Commercial Workers Intl Union - Industry Pension Fund
Multiemployer Plans
Employer contribution to multi-employer plans	$ 282	550	29
Charge (before-tax) related to pension plan agreements			$ 962
Repayment period of commitments to transition reserve liability			3 years
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	1
Pension Benefits \| Western Conference of Teamsters Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 40	37	$ 35
Most significant collective bargaining agreements count \| item	5
Pension Benefits \| Central States, Southeast & Southwest Areas Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 34	37	12
Pension Benefits \| UFCW Consolidated Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 56	243	321
Amount transferred, before tax, in net accrued pension liabilities and prepaid escrow funds		449
Amount transferred, net of tax, in net accrued pension liabilities and prepaid escrow funds		$ 344
Period of additional contribution		7 years
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	3
Pension Benefits \| IBT Consolidated Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 7	$ 29	18
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	3
Pension Benefits \| Others.
Multiemployer Plans
Employer contribution to multi-employer plans	$ 29	$ 26	14
Pension Benefits \| New Variable Annuity Pension Plan
Multiemployer Plans
Additional commitment to transition reserve			$ 27

PROPOSED MERGER WITH ALBERTSONS COMPANIES, INC. (Details) - Albertsons $ / shares in Units, $ in Millions	Nov. 09, 2022 USD ($)	Oct. 13, 2022 USD ($) $ / shares
Business Acquisition [Line Items]
Conversion share price \| $ / shares		$ 34.10
Total enterprise value		$ 24,600
Assumption of debt		$ 4,700
Special cash dividend payable \| $ / shares		$ 6.85
Expected adjusted cash purchase price \| $ / shares		$ 27.25
Per Share purchase price payable adjustment ratio		3
Termination fee if merger agreement is terminated		$ 600
Senior unsecured bridge term loan facility
Business Acquisition [Line Items]
Debt term		364 days
Maximum borrowing capacity	$ 17,400	$ 17,400
Reduction in facility amount	4,750
Senior unsecured term loan facility \| Maturing on the third anniversary of the merger closing date
Business Acquisition [Line Items]
Debt face amount	3,000
Senior unsecured term loan facility \| Maturing on the date that is 18 months after the merger closing date
Business Acquisition [Line Items]
Debt face amount	$ 1,750
Maximum
Business Acquisition [Line Items]
Number of days extension for agreement termination		270 days