Document and Entity Information - USD ($) $ / shares in Units, $ in Billions	12 Months Ended
	Feb. 03, 2024	Mar. 27, 2024	Aug. 12, 2023
Document and Entity Information
Document Type	10-K
Document Annual Report	true
Document Period End Date	Feb. 03, 2024
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
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Public Float			$ 35.3
Entity Common Stock, Shares Outstanding		721,687,844
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	--02-03
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	FY
Amendment Flag	false

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Feb. 03, 2024	Jan. 28, 2023
Current assets
Cash and temporary cash investments	$ 1,883	$ 1,015
Store deposits in-transit	1,215	1,127
Receivables	2,136	2,234
FIFO inventory	9,414	9,756
LIFO reserve	(2,309)	(2,196)
Prepaid and other current assets	609	734
Total current assets	12,948	12,670
Property, plant and equipment, net	25,230	24,726
Operating lease assets	6,692	6,662
Intangibles, net	899	899
Goodwill	2,916	2,916
Other assets	1,820	1,750
Total Assets	50,505	49,623
Current liabilities
Current portion of long-term debt including obligations under finance leases	198	1,310
Current portion of operating lease liabilities	670	662
Trade accounts payable	10,381	10,179
Accrued salaries and wages	1,323	1,746
Other current liabilities	3,486	3,341
Total current liabilities	16,058	17,238
Long-term debt including obligations under finance leases	12,028	12,068
Noncurrent operating lease liabilities	6,351	6,372
Deferred income taxes	1,579	1,672
Pension and postretirement benefit obligations	385	436
Other long-term liabilities	2,503	1,823
Total Liabilities	38,904	39,609
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 2023 and 2022	1,918	1,918
Additional paid-in capital	3,922	3,805
Accumulated other comprehensive loss	(489)	(632)
Accumulated earnings	26,946	25,601
Common shares in treasury, at cost, 1,198 shares in 2023 and 1,202 shares in 2022	(20,682)	(20,650)
Total Shareowners' Equity - The Kroger Co.	11,615	10,042
Noncontrolling interests	(14)	(28)
Total Equity	11,601	10,014
Total Liabilities and Equity	$ 50,505	$ 49,623

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Millions	Feb. 03, 2024	Jan. 28, 2023
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	1,198	1,202

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
CONSOLIDATED STATEMENTS OF OPERATIONS
Sales	$ 150,039	$ 148,258	$ 137,888
Operating expenses
Merchandise costs, including advertising, warehousing, and transportation, excluding items shown separately below	116,675	116,480	107,539
Operating, general and administrative	26,252	23,848	23,203
Rent	891	839	845
Depreciation and amortization	3,125	2,965	2,824
Operating profit	3,096	4,126	3,477
Other income (expense)
Interest expense	(441)	(535)	(571)
Non-service component of company-sponsored pension plan benefits (costs)	30	39	(34)
Gain (loss) on investments	151	(728)	(821)
Net earnings before income tax expense	2,836	2,902	2,051
Income tax expense	667	653	385
Net earnings including noncontrolling interests	2,169	2,249	1,666
Net income attributable to noncontrolling interests	5	5	11
Net earnings attributable to The Kroger Co.	$ 2,164	$ 2,244	$ 1,655
Net earnings attributable to The Kroger Co. per basic common share	$ 2.99	$ 3.10	$ 2.20
Average number of common shares used in basic calculation	718	718	744
Net earnings attributable to The Kroger Co. per diluted common share	$ 2.96	$ 3.06	$ 2.17
Average number of common shares used in diluted calculation	725	727	754

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

12 Months Ended

Feb. 03, 2024

Jan. 28, 2023

Jan. 29, 2022

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Net earnings including noncontrolling interests

$ 2,169

$ 2,249

$ 1,666

Other comprehensive (loss) income

Change in pension and other postretirement defined benefit plans, net of income tax(1)

^[1]

(46)

(83)

156

Unrealized gains and losses on cash flow hedging activities, net of income tax(2)

^[2]

183

(89)

Amortization of unrealized gains and losses on cash flow hedging activities, net of income tax(3)

^[3]

6

7

Total other comprehensive income (loss)

143

(165)

163

Comprehensive income

2,312

2,084

1,829

Comprehensive income attributable to noncontrolling interests

5

11

Comprehensive income attributable to The Kroger Co.

$ 2,307

$ 2,079

$ 1,818

[1]	Amount is net of tax (benefit) expense of $(14) in 2023, $(26) in 2022 and $48 in 2021.
[2]	Amount is net of tax expense (benefit) of $56 in 2023 and $(27) in 2022.
[3]	Amount is net of tax expense of $2 in 2023, $2 in 2022 and $3 in 2021.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Change in pension and other postretirement defined benefit plans, income tax	$ (14)	$ (26)	$ 48
Unrealized gains and losses on cash flow hedging activities, income tax	56	(27)
Amortization of unrealized gains and losses on cash flow hedging activities, income tax	$ 2	$ 2	$ 3

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Cash Flows from Operating Activities:
Net earnings including noncontrolling interests	$ 2,169	$ 2,249	$ 1,666
Adjustments to reconcile net earnings including noncontrolling interests to net cash provided by operating activities:
Depreciation and amortization	3,125	2,965	2,824
Asset impairment charges	69	68	64
Goodwill and fixed asset impairment charges related to Vitacost.com		164
Operating lease asset amortization	625	614	605
LIFO charge	113	626	197
Share-based employee compensation	172	190	203
Company-sponsored pension plans (benefit) expense	(9)	(26)	50
Deferred income taxes	(155)	161	(31)
Gain on the sale of assets	(56)	(40)	(44)
(Gain) loss on investments	(151)	728	821
Other	78	(8)	64
Changes in operating assets and liabilities:
Store deposits in-transit	(88)	(45)	13
Receivables	14	(222)	(61)
Inventories	342	(1,370)	80
Prepaid and other current assets	72	(36)	232
Accounts payable	545	44	903
Accrued expenses	(222)	(167)	(134)
Income taxes receivable and payable	68	(190)	16
Operating lease liabilities	(695)	(622)	(618)
Other	772	(585)	(660)
Net cash provided by operating activities	6,788	4,498	6,190
Cash Flows from Investing Activities:
Payments for property and equipment, including payments for lease buyouts	(3,904)	(3,078)	(2,614)
Proceeds from sale of assets	101	78	153
Other	53	(15)	(150)
Net cash used by investing activities	(3,750)	(3,015)	(2,611)
Cash Flows from Financing Activities:
Proceeds from issuance of long-term debt	15		56
Payments on long-term debt including obligations under finance leases	(1,301)	(552)	(1,442)
Dividends paid	(796)	(682)	(589)
Financing fees paid		(84)	(5)
Proceeds from issuance of capital stock	50	134	172
Treasury stock purchases	(62)	(993)	(1,647)
Proceeds from financing arrangement			166
Other	(76)	(112)	(156)
Net cash used by financing activities	(2,170)	(2,289)	(3,445)
Net increase (decrease) in cash and temporary cash investments	868	(806)	134
Cash and temporary cash investments:
Beginning of year	1,015	1,821	1,687
End of year	1,883	1,015	1,821
Reconciliation of capital investments:
Payments for property and equipment, including payments for lease buyouts	(3,904)	(3,078)	(2,614)
Payments for lease buyouts		21
Changes in construction-in-progress payables	344	(281)	(542)
Total capital investments, excluding lease buyouts	(3,560)	(3,338)	(3,156)
Disclosure of cash flow information:
Cash paid during the year for interest	488	545	607
Cash paid during the year for income taxes	$ 751	$ 698	$ 513

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 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 tax				163			163
Other		130	$ (129)			(8)	(7)
Cash dividends declared per common share					(607)		(607)
Net earnings including noncontrolling 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
Balances (in shares) at Jan. 29, 2022			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
Share-based employee compensation		190					190
Other comprehensive income (loss), net of tax				(165)			(165)
Other		131	$ (131)			(10)	(10)
Cash dividends declared per common share					(709)		(709)
Net earnings including noncontrolling 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
Issuance of common stock:
Stock options exercised			$ 50				$ 50
Stock options exercised (in shares)			(2)
Restricted stock issued		(163)	$ 88				(75)
Restricted stock issued (in shares)			(3)
Treasury stock activity:
Stock options exchanged			$ (62)				$ (62)
Stock options exchanged (in shares)			1				1
Share-based employee compensation		172					$ 172
Other comprehensive income (loss), net of tax				143			143
Other		108	$ (108)			9	9
Cash dividends declared per common share					(819)		(819)
Net earnings including noncontrolling interests					2,164	5	2,169
Balances at Feb. 03, 2024	$ 1,918	$ 3,922	$ (20,682)	$ (489)	$ 26,946	$ (14)	$ 11,601
Balances (in shares) at Feb. 03, 2024	1,918						1,918
Balances (in shares) at Feb. 03, 2024			1,198				1,198

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREOWNERS' EQUITY (Parenthetical) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREOWNERS' EQUITY
Other comprehensive income (loss), tax	$ 44	$ (51)	$ 51
Cash dividends declared per common share (in dollars per share)	$ 1.13	$ 0.99	$ 0.81

ACCOUNTING POLICIES

12 Months Ended

Feb. 03, 2024

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 2,722 supermarkets, 2,257 pharmacies and 1,665 fuel centers in 35 states and the District of Columbia 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.

Reclassifications

The Company reclassified $3.1 billion of liabilities from other current liabilities to accounts payable on the Consolidated Balance Sheet for the year ended January 28, 2023 to conform to the current year presentation. This reclassification was made to better align the presentation of liabilities associated with our third-party financing arrangements and other current liabilities on the Consolidated Balance Sheet with management’s internal reporting. A similar reclassification was made to the Consolidated Statement of Cash Flows resulting in a change to accounts payable and accrued expenses within net cash provided by operating activities for the years ended February 3, 2024, January 28, 2023, and January 29, 2022. The reclassification did not affect total current liabilities on the Company’s Consolidated Balance Sheet or total operating cash flows on the Consolidated Statement of Cash Flows.

Fiscal Year

The Company’s fiscal year ends on the Saturday nearest January 31. The last three fiscal years consist of the 53-week period ended February 3, 2024 and the 52-week periods ended January 28, 2023 and January 29, 2022.

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 “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 91% of inventories in 2023 and 89% of inventories in 2022 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 $2,309 at February 3, 2024 and $2,196 at January 28, 2023. The Company follows the Link-Chain, Dollar-Value LIFO method for purposes of calculating its LIFO charge.

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 $3,125 in 2023, $2,965 in 2022 and $2,824 in 2021.

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 2023, 2022 and 2021 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 $69, $68 and $64 in 2023, 2022 and 2021, 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 February 3, 2024, and January 28, 2023, the Company had $325 and $314 in “Accounts payable,” respectively, associated with financing arrangements.

Contingent Consideration

The Company’s Home Chef business combination involved 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, adjustments to increase the contingent consideration liability as of year-end were recorded for $20 in OG&A expense. The Company made the final contingent consideration payment in the second quarter of 2023, which was 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.

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 underlying shares on the grant date of the award. 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 February 3, 2024, 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 February 3, 2024:


	2023		2022		2021
Beginning balance	$	712	$	721	$	731
Expense⁽¹⁾		330		227		226
Claim payments		(281)		(236)		(236)
Ending balance		761		712		721
Less: Current portion		(281)		(236)		(236)
Long-term portion	$	480	$	476	$	485

(1)

The increase in 2023, compared to 2022 and 2021, was the result of higher claim costs.

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 $616 as of February 3, 2024 and $867 as of January 28, 2023.

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 $228 as of February 3, 2024 and $200 as of January 28, 2023.

Disaggregated Revenues

The following table presents sales revenue by type of product for the year-ended February 3, 2024, January 28, 2023, and January 29, 2022:


	2023				2022				2021
	Amount		% of total		Amount		% of total		Amount		% of total
Non Perishable⁽¹⁾	$	76,903	51.3	%	$	74,121	50.0	%	$	69,648	50.6	%
Fresh⁽²⁾		35,686	23.8	%		35,433	23.9	%		33,972	24.6	%
Supermarket Fuel		16,621	11.1	%		18,632	12.6	%		14,678	10.6	%
Pharmacy		14,259	9.5	%		13,377	9.0	%		12,401	9.0	%
Other⁽³⁾		6,570	4.3	%		6,695	4.5	%		7,189	5.2	%

Total Sales	$	150,039	100	%	$	148,258	100	%	$	137,888	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, Kroger Personal Finance, 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 $1,089 in 2023, $1,030 in 2022 and $984 in 2021. 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

Feb. 03, 2024

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 February 3, 2024:


	2023		2022
Balance beginning of year
Goodwill	$	5,737	$	5,737
Accumulated impairment losses		(2,821)		(2,661)
Subtotal		2,916		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)		(2,821)
Total Goodwill	$	2,916	$	2,916

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 2023, 2022 and 2021. The evaluation did not result in impairment in 2023 or 2021. The evaluation resulted in an impairment in 2022.

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 was 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 February 3, 2024:


	2023				2022
	Gross carrying		Accumulated		Gross carrying		Accumulated
	amount		amortization⁽¹⁾		amount		amortization⁽¹⁾
Definite-lived pharmacy prescription files	$	360	$	(259)	$	325	$	(230)
Definite-lived customer relationships		186		(179)		186		(173)
Definite-lived other		118		(103)		112		(96)
Indefinite-lived trade name		685		—		685		—
Indefinite-lived liquor licenses		91		—		90		—

Total	$	1,440	$	(541)	$	1,398	$	(499)

(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 $42, $52 and $59, during fiscal years 2023, 2022 and 2021, respectively. Future amortization expense associated with the net carrying amount of definite-lived intangible assets for the years subsequent to 2023 is estimated to be approximately:


2024	$	42
2025		38
2026		17
2027		8
2028		8
Thereafter		10

Total future estimated amortization associated with definite-lived intangible assets	$	123

PROPERTY, PLANT AND EQUIPMENT, NET

12 Months Ended

Feb. 03, 2024

PROPERTY, PLANT AND EQUIPMENT, NET

PROPERTY, PLANT AND EQUIPMENT, NET

3.	PROPERTY, PLANT AND EQUIPMENT, NET

Property, plant and equipment, net consists of:


	2023		2022
Land	$	3,512	$	3,442
Buildings and land improvements		15,137		14,539
Equipment		19,375		17,328
Leasehold improvements		12,394		11,435
Construction-in-progress		3,574		4,044
Leased property under finance leases		2,701		2,580

Total property, plant and equipment		56,693		53,368
Accumulated depreciation and amortization		(31,463)		(28,642)

Property, plant and equipment, net	$	25,230	$	24,726

Accumulated depreciation and amortization for leased property under finance leases was $730 at February 3, 2024 and $562 at January 28, 2023.

Approximately $104 and $124, net book value, of property, plant and equipment collateralized certain mortgages at February 3, 2024 and January 28, 2023, respectively.

Capitalized implementation costs associated with cloud computing arrangements of $257, net of accumulated amortization of $65, and $193, net of accumulated amortization of $36, are included in “Other assets” in the Company’s Consolidated Balance Sheets as of February 3, 2024 and January 28, 2023, 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

Feb. 03, 2024

TAXES BASED ON INCOME

TAXES BASED ON INCOME

4.	TAXES BASED ON INCOME

The provision for taxes based on income consists of:


	2023		2022		2021
Federal
Current	$	707	$	401	$	349
Deferred		(130)		162		(46)

Subtotal federal		577		563		303

State and local
Current		114		91		67
Deferred		(24)		(1)		15

Subtotal state and local		90		90		82

Total	$	667	$	653	$	385

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


	2023		2022		2021
Statutory rate	21.0	%	21.0	%	21.0	%
State income taxes, net of federal tax benefit	2.5		2.5		3.2
Credits	(1.1)		(0.8)		(1.3)
Resolution of tax audit examinations	—		(0.2)		(3.1)
Excess tax benefits from share-based payments	(0.7)		(1.9)		(1.3)
Impairment of goodwill related to Vitacost.com	—		1.2		—
Non-deductible legal settlements	1.4		—		—
Non-deductible executive compensation	0.3		0.5		0.6
Other changes, net	0.1		0.2		(0.3)

Effective income tax rate	23.5	%	22.5	%	18.8	%

The 2023 tax rate differed from the federal statutory rate due to the effect of state income taxes and the nondeductible portion of opioid settlement charges, partially offset by the benefit from share-based payments and the utilization of tax credits.

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


	2023		2022
Deferred tax assets:
Compensation related costs	$	361	$	409
Lease liabilities		2,100		1,892
Closed store reserves		51		51
Unrealized losses on hedging instruments		—		74
Net operating loss and credit carryforwards		76		101
Deferred income		102		104
Legal settlements		313		—
Allowance for uncollectible receivables		30		26
Other		—		13

Subtotal		3,033		2,670
Valuation allowance		(55)		(83)

Total deferred tax assets		2,978		2,587

Deferred tax liabilities:
Depreciation and amortization		(2,038)		(1,954)
Operating lease assets		(1,985)		(1,759)
Insurance related costs		(241)		(257)
Inventory related costs		(259)		(281)
Equity investments in excess of tax basis		—		(8)
Other		(16)		—

Total deferred tax liabilities		(4,539)		(4,259)

Deferred income taxes	$	(1,561)	$	(1,672)

As of February 3, 2024, deferred tax assets of $18 are included in “Other assets” in the Company’s Consolidated Balance Sheets. At February 3, 2024, the Company had net operating loss carryforwards for state income tax purposes of $1,499. These net operating loss carryforwards expire from 2024 through 2043. The utilization of certain of the Company’s state net operating loss carryforwards may be limited in a given year. Further, based on the analysis described below, the Company has recorded a valuation allowance against some of the deferred tax assets resulting from its state net operating losses.

At February 3, 2024, the Company had state credit carryforwards of $7 which expire from 2024 through 2037. The utilization of certain of the Company’s credits may be limited in a given year. Further, based on the analysis described below, the Company has recorded a valuation allowance against some of the 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 February 3, 2024, January 28, 2023, and January 29, 2022, the total valuation allowance was $55, $83, and $72, respectively.

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


	2023		2022		2021
Beginning balance	$	93	$	100	$	193
Additions based on tax positions related to the current year		10		8		10
Additions for tax positions of prior years		3		6		9
Reductions for tax positions of prior years		(9)		(4)		(108)
Settlements		(1)		(9)		—
Lapse of statute		(6)		(8)		(4)
Ending balance	$	90	$	93	$	100

As of February 3, 2024, January 28, 2023, and January 29, 2022 the amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate was $62, $66, and $73 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 February 3, 2024, January 28, 2023, and January 29, 2022, the Company recognized approximately $1, $(6), and $(15), respectively, in interest and penalties (recoveries). The Company had accrued approximately $15, $14, and $22 for the payment of interest and penalties as of February 3, 2024, January 28, 2023, and January 29, 2022, respectively.

As of February 3, 2024, 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
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

DEBT OBLIGATIONS

12 Months Ended

Feb. 03, 2024

DEBT OBLIGATIONS

DEBT OBLIGATIONS

5.	DEBT OBLIGATIONS

Long-term debt consists of:


	February 3,		January 28,
	2024		2023
1.70% to 8.00% Senior Notes due through 2049	$	9,123	$	10,215
Other		1,064		1,077

Total debt, excluding obligations under finance leases		10,187		11,292
Less current portion		(25)		(1,153)

Total long-term debt, excluding obligations under finance leases	$	10,162	$	10,139

In 2023, the Company repaid $600 of senior notes bearing an interest rate of 3.85% and $500 of senior notes bearing an interest rate of 4.00%, all using cash on hand.

In 2022, the Company repaid $400 of senior notes bearing an interest rate of 2.80% 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 February 3, 2024, and January 28, 2023, the Company had no commercial paper borrowings and no borrowings under the Credit Agreement.

As of February 3, 2024, the Company had outstanding letters of credit in the amount of $314, of which $2 reduces funds available 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. 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 is 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 2023, and for the years subsequent to 2023 are:


2024	$	25
2025		92
2026		1,305
2027		611
2028		642
Thereafter		7,512

Total debt	$	10,187

- 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://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

DERIVATIVE FINANCIAL INSTRUMENTS

12 Months Ended

Feb. 03, 2024

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 “Gain (loss) 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 February 3, 2024 and January 28, 2023.

Cash Flow Forward-Starting Interest Rate Swaps

As of February 3, 2024 and January 28, 2023, the Company had five forward-starting interest rate swap agreements with a maturity date of August 1, 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 accumulated other comprehensive income and reclassified into net earnings when the hedged transaction affects net earnings. As of February 3, 2024, the fair value of the interest rate swaps designated as cash flow hedges was recorded in “Other Assets” for $125 and accumulated other comprehensive income for $95, net of tax. As of January 28, 2023, the fair value of the interest rate swaps designated as cash flow hedges was recorded in “Other long-term liabilities” for $116 and accumulated other comprehensive loss 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 February 3, 2024, the fair value of these swaps was recorded in “Other Assets” for $35 and “Other long-term liabilities” for $3. In 2023, the Company recognized an unrealized gain of $174 related to these swaps that is included in “Gain (loss) on investments” in the Company’s Consolidated Statements of Operations. 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 “Gain (loss) on investments” in the Company’s Consolidated Statements of Operations.

The following table summarizes the effect of the Company’s derivative instruments designated as cash flow hedges for 2023, 2022 and 2021:


	Year-To-Date
	Amount of Gain/(Loss) in						Amount of Gain/(Loss)
	AOCI on Derivative						Reclassified from AOCI into Income						Location of Gain/(Loss)
Derivatives in Cash Flow Hedging Relationships	2023		2022		2021		2023		2022		2021		Reclassified into Income
Forward-Starting Interest Rate Swaps, net of tax⁽¹⁾	$	60	$	(129)	$	(47)	$	(6)	$	(7)	$	(7)	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 February 3, 2024, 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 February 3, 2024 and January 28, 2023:


							Gross Amounts Not Offset in the
					Net Amount		Balance Sheet
	Gross Amount		Gross Amounts Offset		Presented in the		Financial
February 3, 2024	Recognized		in the Balance Sheet		Balance Sheet		Instruments		Cash Collateral		Net Amount
Assets
Cash Flow Forward-Starting Interest Rate Swaps	$	160	$	—	$	160	$	—	$	—	$	160
Liabilities
Cash Flow Forward-Starting Interest Rate Swaps	$	3	$	—	$	3	$	—	$	—	$	3


							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

Feb. 03, 2024

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 February 3, 2024 and January 28, 2023:

February 3, 2024 Fair Value Measurements Using


	Quoted Prices in
	Active Markets
	for Identical		Significant Other
	Assets		Observable Inputs
	(Level 1)		(Level 2)		Total
Marketable Securities	$	646	$	—	$	646
Forward-Starting Interest Rate Swaps and Commodity Contracts		—		155		155
Total	$	646	$	155	$	801

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
Forward-Starting Interest Rate Swaps		—		(258)		(258)
Total	$	463	$	(258)	$	205

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 2023, long-lived assets with a carrying amount of $72 were written down to their fair value of $3, resulting in an impairment charge of $69. 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.

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 February 3, 2024, the fair value of total debt excluding obligations under finance leases was $9,401 compared to a carrying value of $10,187. 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.

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, the Company recorded adjustments to increase the contingent consideration liability for $20 in OG&A. During 2023, the Company made the final contingent consideration payment of $83 which was 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, 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 fair value of certain financial instruments, measured using Level 1 inputs, was $578 and $401 as of February 3, 2024 and January 28, 2023, respectively, and is included in “Other assets” in the Company’s Consolidated Balance Sheets. The unrealized loss for these Level 1 investments was approximately $66 and $586 for 2023 and 2022, respectively, and is included in “Gain (loss) 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 $92 and $320 as of February 3, 2024 and January 28, 2023, respectively, and is included in “Other assets” in the Company’s Consolidated Balance Sheets. The decrease in the value of these other equity investments without a readily determinable fair value was the result of one of the Company’s investments now being measured using Level 1 inputs. There were no other observable price changes or impairments for these investments without a readily determinable fair value during 2023 or 2022, and as such, they are excluded from the fair value measurements table above for February 3, 2024 and January 28, 2023.

The following table presents the Company’s remaining other assets as of February 3, 2024 and January 28, 2023:


	February 3, 2024		January 28, 2023
Other Assets
Equity method and other long-term investments	$	290	$	274
Notes receivable		78		169
Prepaid deposits under certain contractual arrangements		193		199
Implementation costs related to cloud computing arrangements		257		193
Forward-starting interest rate swaps		160		—
Funded asset status of pension plans		44		69
Other		128		125
Total	$	1,150	$	1,029

- 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

Feb. 03, 2024

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 February 3, 2024 and January 28, 2023:


			Pension and
	Cash Flow		Postretirement
	Hedging		Defined Benefit
	Activities⁽¹⁾		Plans⁽¹⁾		Total⁽¹⁾
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)

Balance at January 28, 2023	$	(129)	$	(503)	$	(632)
OCI before reclassifications⁽²⁾		183		(35)		148
Amounts reclassified out of AOCI⁽³⁾		6		(11)		(5)
Net current-period OCI		189		(46)		143
Balance at February 3, 2024	$	60	$	(549)	$	(489)

(1)	All amounts are net of tax.

(2)

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. Net of tax of $(11) and $56 for pension and postretirement defined benefit plans and cash flow hedging activities, respectively, as of February 3, 2024.

(3)	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. Net of tax of $(3) and $2 for pension and postretirement defined benefit plans and cash flow hedging activities, respectively, as of February 3, 2024.

The following table represents the items reclassified out of AOCI and the related tax effects for the years ended February 3, 2024, January 28, 2023 and January 29, 2022:


	For the year ended		For the year ended		For the year ended
	February 3, 2024		January 28, 2023		January 29, 2022

Cash flow hedging activity items
Amortization of gains and losses on cash flow hedging activities⁽¹⁾	$	8	$	9	$	10
Tax expense		(2)		(2)		(3)
Net of tax		6		7		7

Pension and postretirement defined benefit plan items
Amortization of amounts included in net periodic pension cost⁽²⁾		(14)		7		97
Tax expense		3		(2)		(23)
Net of tax		(11)		5		74
Total reclassifications, net of tax	$	(5)	$	12	$	81

(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

Feb. 03, 2024

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:


		February 3,		January 28,
	Classification	2024		2023
Assets
Operating	Operating lease assets	$	6,692	$	6,662
Finance	Property, plant and equipment, net⁽¹⁾		1,971		2,018

Total leased assets		$	8,663	$	8,680

Liabilities
Current
Operating	Current portion of operating lease liabilities	$	670	$	662
Finance	Current portion of long-term debt including obligations under finance leases		173		157

Noncurrent
Operating	Noncurrent operating lease liabilities		6,351		6,372
Finance	Long-term debt including obligations under finance leases		1,866		1,929

Total lease liabilities		$	9,060	$	9,120

(1)

Finance lease assets are recorded net of accumulated amortization of $730 and $562 as of February 3, 2024 and January 28, 2023.

The following table provides the components of lease cost:


		Year-To-Date		Year-To-Date
Lease Cost	Classification	February 3, 2024		January 28, 2023
Operating lease cost⁽¹⁾	Rent Expense	$	1,006	$	950
Sublease and other rental income	Rent Expense		(115)		(111)
Finance lease cost
Amortization of leased assets	Depreciation and Amortization		195		161
Interest on lease liabilities	Interest Expense		78		66

Net lease cost		$	1,164	$	1,066

(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
2024	$	961	$	243	$	1,204
2025		898		240		1,138
2026		838		240		1,078
2027		784		242		1,026
2028		722		238		960
Thereafter		5,738		1,359		7,097

Total lease payments		9,941		2,562	$	12,503

Less amount representing interest		2,920		523

Present value of lease liabilities⁽¹⁾	$	7,021	$	2,039

(1)

Includes the current portion of $670 for operating leases and $173 for finance leases.

Total future minimum rentals under non-cancellable subleases at February 3, 2024 were $212.

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


	February 3, 2024		January 28, 2023
Weighted-average remaining lease term (years)
Operating leases	13.9		14.3
Finance leases	11.8		12.7
Weighted-average discount rate
Operating leases	4.4	%	4.2	%
Finance leases	3.8	%	3.5	%

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


	Year-To-Date		Year-To-Date
	February 3, 2024		January 28, 2023
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	984	$	903
Operating cash flows from finance leases	$	78	$	66
Financing cash flows from finance leases	$	173	$	132
Leased assets obtained in exchange for new operating lease liabilities	$	700	$	602
Leased assets obtained in exchange for new finance lease liabilities	$	168	$	656
Net gain recognized from sale and leaseback transactions⁽¹⁾	$	37	$	30
Impairment of operating lease assets	$	15	$	1
Impairment of finance lease assets	$	—	$	2

(1)

In 2023, the Company entered into sale leaseback transactions related to nine properties, which resulted in total proceeds of $52. In 2022, the Company entered into sale leaseback transactions related to five properties, which resulted in total proceeds of $44.

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 2023, the Company opened one additional Kroger Delivery customer fulfillment center in Frederick, Maryland. 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 2023, the Company recorded finance lease assets of $147 and finance lease liabilities of $135 related to the Company’s agreement with Ocado. In 2022, the Company recorded finance lease assets of $629 and finance lease liabilities of $583 related to the Company’s agreement with Ocado. As of February 3, 2024 and January 28, 2023, the Company had $960 and $928, respectively, of net finance lease assets included within “Property, plant and equipment, net” in the Company’s Consolidated Balance Sheets related to the Company's agreement with Ocado. As of February 3, 2024 and January 28, 2023, the Company had $100 and $88, respectively, of current finance lease liabilities recorded within “Current portion of long-term debt including obligations under finance leases" and $814 and $785, respectively, of non-current finance lease liabilities recorded within “Long-term debt including obligations under finance leases” in the Company’s Consolidated Balance Sheets.

EARNINGS PER COMMON SHARE

12 Months Ended

Feb. 03, 2024

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
	February 3, 2024					January 28, 2023					January 29, 2022
				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	$	2,146	718	$	2.99	$	2,224	718	$	3.10	$	1,639	744	$	2.20
Dilutive effect of stock options			7					9					10

Net earnings attributable to The Kroger Co. per diluted common share	$	2,146	725	$	2.96	$	2,224	727	$	3.06	$	1,639	754	$	2.17

The Company had combined undistributed and distributed earnings to participating securities totaling $18, $20 and $16 in 2023, 2022 and 2021, respectively.

The Company had stock options outstanding for approximately 2.8 million, 1.7 million and 2.4 million shares, respectively, for the years ended February 3, 2024, January 28, 2023 and January 29, 2022, 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-BASED COMPENSATION

12 Months Ended

Feb. 03, 2024

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 underlying shares on the grant date of the award. 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 February 3, 2024, approximately 40 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 2023 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 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
Granted	1.3	$	47.23
Exercised	(2.4)	$	24.04
Canceled or Forfeited	(0.1)	$	39.45

Outstanding, year-end 2023	15.4	$	33.11

A summary of options outstanding, exercisable and expected to vest at February 3, 2024 follows:


		Weighted-average			Aggregate
		remaining	Weighted-average		intrinsic
	Number of shares	contractual life	exercise price		value
	(in millions)	(in years)			(in millions)
Options Outstanding	15.4	4.78	$	33.11	$	214
Options Exercisable	11.8	3.84	$	30.01	$	194
Options Expected to Vest	3.5	7.87	$	43.24	$	20

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 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
Granted	3.5	$	47.06
Lapsed	(3.1)	$	40.37
Canceled or Forfeited	(0.3)	$	45.32

Outstanding, year-end 2023	5.9	$	45.49

The weighted-average grant date fair value of stock options granted during 2023, 2022 and 2021 was $15.17, $15.91 and $8.54, 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 decrease in the fair value of the stock options granted during 2023, compared to 2022, resulted primarily from decreases in the Company’s share price, partially offset by an increase in the weighted-average risk-free interest rate. 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 following table reflects the weighted-average assumptions used for grants awarded to option holders:


	2023		2022		2021
Weighted average expected volatility	31.14	%	30.47	%	28.52	%
Weighted average risk-free interest rate	4.09	%	2.09	%	1.21	%
Expected dividend yield	2.11	%	1.82	%	2.00	%
Expected term (based on historical results)	7.1	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 2023, 2022 and 2021 was $172, $190 and $203, respectively. Stock option compensation recognized in 2023, 2022 and 2021 was $17, $19 and $20, respectively. Restricted shares compensation recognized in 2023, 2022 and 2021 was $155, $171 and $183, respectively.

The total intrinsic value of stock options exercised was $55, $159 and $121 in 2023, 2022 and 2021, respectively. The total amount of cash received in 2023 by the Company from the exercise of stock options granted under share-based payment arrangements was $50. As of February 3, 2024, there was $212 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 $16, $19 and $20 in 2023, 2022 and 2021, 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 2023, the Company repurchased approximately one million common shares in such a manner.

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Feb. 03, 2024

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.

On September 8, 2023, the Company announced that it reached an agreement in principle with plaintiffs to settle the majority of opioid claims that have been or could be brought against Kroger by states in which they operate, subdivisions, and Native American tribes. Along with the execution of certain non-monetary conditions that remain under discussion, the Company has agreed to pay up to $1,200 to states and subdivisions and $36 to Native American tribes in funding for abatement efforts, and approximately $177 to cover attorneys’ fees and costs. States, subdivisions, and the Native American tribes will have an opportunity to opt-in to participate in the settlement, and the Company will have full discretion to determine whether there is sufficient participation for the settlement to become effective. If all conditions are satisfied, the settlement would allow for the full resolution of all claims on behalf of participating states, subdivisions and Native American tribes and is not an admission of any wrongdoing or liability.

As a result, the Company concluded that the agreement in principle for the settlement of opioid claims was probable, and for which the related loss was reasonably estimable. Accordingly, in 2023, the Company recognized opioid settlement charges of $1,413, $1,113 net of tax, relating to the nationwide opioid settlement framework. This charge is included in “Operating, general and administrative” in the Company’s Consolidated Statement of Operations.

The agreement in principle described above includes payments of approximately $1,236 and $177, in equal installments over 11 years and 6 years, respectively. As of February 3, 2024, the Company recorded $284 and $1,129 of the estimated settlement liability in “Other current liabilities” and “Other long-term liabilities,” respectively, in the Company’s Consolidated Balance Sheets. The current portion of the estimated settlement liability is recorded in “Accrued expenses” and the long-term portion of the estimated settlement liability is recorded in “Other” within “Changes in operating assets and liabilities” in the Company’s Consolidated Statement of Cash Flows for fiscal year 2023.

Because of the conditions remaining to satisfy, the Company cannot predict if the agreement will become effective, and whether unfavorable developments may occur. The amount of the actual loss may differ materially from the accrual estimate recorded as of February 3, 2024.

Additionally, in 2023, the Company recorded a charge of $62 relating to a settlement of opioid litigation claims with the State of West Virginia. The agreed upon settlement framework resolves all opioid lawsuits and claims by the West Virginia Attorney General.

In 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.

The foregoing settlements are not admissions of wrongdoing or liability by the Company and the Company will continue to vigorously defend against any other claims and lawsuits relating to opioids that the settlements do not resolve.

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

Feb. 03, 2024

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 February 3, 2024. 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 no open market purchases in 2023. The Company made open market purchases totaling $821 and $1,422 under these repurchase programs in 2022 and 2021, 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 $62, $172 and $225 under the stock option program during 2023, 2022 and 2021, respectively.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481004/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

COMPANY- SPONSORED BENEFIT PLANS

12 Months Ended

Feb. 03, 2024

COMPANY- SPONSORED BENEFIT PLANS

COMPANY- SPONSORED 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 an 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.

Amounts recognized in AOCI as of February 3, 2024 and January 28, 2023 consist of the following (pre-tax):


	Pension Benefits				Other Benefits				Total
	2023		2022		2023		2022		2023		2022
Net actuarial loss (gain)	$	817	$	785	$	(92)	$	(108)	$	725	$	677
Prior service credit		—		—		(11)		(23)		(11)		(23)

Total	$	817	$	785	$	(103)	$	(131)	$	714	$	654

Other changes recognized in other comprehensive income (loss) in 2023, 2022 and 2021 were as follows (pre-tax):


	Pension Benefits						Other Benefits						Total
	2023		2022		2021		2023		2022		2021		2023		2022		2021
Incurred net actuarial loss (gain)	$	42	$	101	$	(109)	$	4	$	15	$	2	$	46	$	116	$	(107)
Amortization of prior service credit		—		—		—		11		13		12		11		13		12
Amortization of net actuarial gain (loss)		(10)		(31)		(126)		13		11		17		3		(20)		(109)
Total recognized in other comprehensive income (loss)	$	32	$	70	$	(235)	$	28	$	39	$	31	$	60	$	109	$	(204)

Total recognized in net periodic benefit cost and other comprehensive income (loss)	$	36	$	58	$	(164)	$	15	$	25	$	10	$	51	$	83	$	(154)

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
	2023		2022		2023		2022		2023		2022
Change in benefit obligation:
Benefit obligation at beginning of fiscal year	$	2,463	$	2,977	$	271	$	325	$	165	$	150
Service cost		17		8		—		—		4		5
Interest cost		116		92		13		10		8		5
Plan participants’ contributions		4		4		—		—		9		12
Actuarial (gain) loss		(42)		(421)		(3)		(40)		—		8
Plan settlements		(11)		(33)		(1)		(2)		—		—
Benefits paid		(165)		(159)		(24)		(22)		(21)		(22)
Other		(14)		(5)		—		—		3		7

Benefit obligation at end of fiscal year	$	2,368	$	2,463	$	256	$	271	$	168	$	165

Change in plan assets:
Fair value of plan assets at beginning of fiscal year	$	2,496	$	3,096	$	—	$	—	$	—	$	—
Actual return on plan assets		65		(409)		—		—		—		—
Employer contributions		27		2		26		24		12		10
Plan participants’ contributions		4		4		—		—		9		12
Plan settlements		(11)		(33)		(2)		(2)		—		—
Benefits paid		(165)		(159)		(24)		(22)		(21)		(22)
Other		(17)		(5)		—		—		—		—

Fair value of plan assets at end of fiscal year	$	2,399	$	2,496	$	—	$	—	$	—	$	—
Funded (unfunded) status and net asset and liability recognized at end of fiscal year	$	31	$	33	$	(256)	$	(271)	$	(168)	$	(165)

As of February 3, 2024, other assets and other current liabilities include $44 and $36, respectively, of the net asset and liability recognized for the above benefit plans. 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. Pension plan assets do not include common shares of The Kroger Co.

The following table outlines the weighted average assumptions associated with pension and other benefit costs for 2023, 2022 and 2021:


	Pension Benefits						Other Benefits
Weighted average assumptions	2023		2022		2021		2023		2022		2021
Discount rate — Benefit obligation	5.27	%	4.90	%	3.17	%	5.21	%	4.86	%	3.01	%
Discount rate — Net periodic benefit cost	4.90	%	3.17	%	2.72	%	4.86	%	3.01	%	2.43	%
Expected long-term rate of return on plan assets	5.50	%	5.50	%	5.50	%
Rate of compensation increase — Net periodic benefit cost	2.57	%	3.05	%	3.03	%
Rate of compensation increase — Benefit obligation	2.52	%	2.57	%	3.05	%
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 5.27% and 5.21% discount rates as of year-end 2023 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 February 3, 2024, by approximately $210.

The Company’s assumed pension plan investment return rate was 5.50% in 2023, 2022, and 2021. The value of all investments in the company-sponsored defined benefit pension plans during the calendar year ended December 31, 2023, net of investment management fees and expenses, increased 8.2% and for fiscal year 2023 investments increased 2.8%. Historically, the Company’s pension plans’ average rate of return was 4.8% for the 10 calendar years ended December 31, 2023, 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 7.1%. 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 decreased in 2023, compared to 2022, due primarily to an increase in discount rates, which lowered the benefit obligation more than the plan’s lower actual rate of return versus expected rate of return on assets. The Company’s Qualified Plans were fully funded as of February 3, 2024 and January 28, 2023.

The following table provides the components of the Company’s net periodic benefit costs for 2023, 2022 and 2021:


	Pension Benefits
	Qualified Plans						Non-Qualified Plans						Other Benefits
	2023		2022		2021		2023		2022		2021		2023		2022		2021
Components of net periodic benefit cost:
Service cost	$	17	$	8	$	12	$	—	$	—	$	—	$	4	$	5	$	4
Interest cost		116		92		92		13		10		9		8		5		4
Expected return on plan assets		(150)		(153)		(168)		—		—		—		—		—		—
Amortization of:
Prior service credit		—		—		—		—		—		—		(11)		(13)		(12)
Actuarial (gain) loss		5		22		33		4		5		6		(13)		(11)		(17)
Settlement loss recognized		1		4		87		—		—		—		—		—		—
Other		—		—		(1)		(2)		—		1		(1)		—		—
Net periodic benefit cost	$	(11)	$	(27)	$	55	$	15	$	15	$	16	$	(13)	$	(14)	$	(21)

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
	2023		2022		2023		2022
PBO at end of fiscal year	$	159	$	176	$	256	$	271
Fair value of plan assets at end of year	$	150	$	141	$	—	$	—

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
	2023		2022		2023		2022
ABO at end of fiscal year	$	159	$	176	$	256	$	271
Fair value of plan assets at end of year	$	150	$	141	$	—	$	—

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


	Pension		Other
	Benefits		Benefits
2024	$	210	$	13
2025	$	210	$	14
2026	$	211	$	15
2027	$	210	$	16
2028	$	208	$	16
2029 —2033	$	982	$	80

The following table provides information about the target and actual pension plan asset allocations as of February 3, 2024:


			Actual
	Target allocations		Allocations
	2023		2023		2022
Pension plan asset allocation
Global equity securities	5.0	%	5.4	%	4.9	%
Investment grade debt securities	78.0		78.9		75.8
High yield debt securities	3.0		3.1		2.9
Private equity	10.0		8.5		9.8
Hedge funds	2.0		2.4		2.3
Real estate	2.0		1.7		1.8
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 2023 were established at the beginning of 2023 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 2023, and the Company is not required to make any contributions to these plans in 2024. If the Company does make any contributions in 2024, 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 2024 net periodic benefit costs for company-sponsored pension plans to be approximately $(2).

Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. The Company used a 6.90% 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 February 3, 2024 and January 28, 2023:

Assets at Fair Value as of February 3, 2024


	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	$	151	$	—	$	—	$	—	$	151
Corporate Stocks		2		—		—		—		2
Corporate Bonds		—		1,092		—		—		1,092
U.S. Government Securities		—		140		—		—		140
Mutual Funds		108		—		—		—		108
Collective Trusts		—		—		—		513		513
Hedge Funds		—		—		29		29		58
Private Equity		—		—		—		203		203
Real Estate		—		—		24		15		39
Other		—		93		—		—		93
Total	$	261	$	1,325	$	53	$	760	$	2,399

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		—		97		—		—		97
Total	$	306	$	1,325	$	59	$	806	$	2,496

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 2023 and 2022, a reconciliation of the beginning and ending balances is as follows:


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

Ending balance, January 28, 2023		31		28
Contributions into Fund		—		1
Realized gains		1		—
Unrealized gains		1		(3)
Distributions		(4)		(2)

Ending balance, February 3, 2024	$	29	$	24

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 $322, $315 and $289 to employee 401(k) retirement savings accounts in 2023, 2022 and 2021, 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/disclosureRef
-Topic 715
-SubTopic 70
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480794/715-70-50-1

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 17
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480482/715-20-55-17

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)(iv)(03)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)(i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (q)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (l)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//715/tableOfContent

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)(iii)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (o)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (p)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (r)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (r)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480506/715-20-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480126/715-20-S99-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 60
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480266/715-60-50-3

+ Details

MULTI-EMPLOYER PENSION PLANS

12 Months Ended

Feb. 03, 2024

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 $635 in 2023, $620 in 2022 and $1,109 in 2021. The decrease in 2023 and 2022, compared to 2021, is 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.

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 2023 and 2022 is for the plan’s year-end at December 31, 2022 and December 31, 2021, 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 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, 2022 and December 31, 2021. The multi-employer contributions listed in the table below are the Company’s multi-employer contributions made in fiscal years 2023, 2022 and 2021.

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	2023	2022	Implemented	2023		2022		2021		Imposed⁽⁵⁾
SO CA UFCW Unions & Food Employers Joint Pension Trust Fund⁽¹⁾⁽²⁾	95-1939092 - 001	Red	Red	Implemented	$	83	$	84	$	83	No
Desert States Employers & UFCW Unions Pension Plan⁽¹⁾	84-6277982 - 001	Green	Green	No		19		20		22	No
Sound Variable Annuity Pension Trust⁽¹⁾⁽³⁾	86-3278029 - 001	Green	Green	No		15		14		24	No
Rocky Mountain UFCW Unions and Employers Pension Plan⁽¹⁾	84-6045986 - 001	Green	Green	No		27		27		29	No
Oregon Retail Employees Pension Plan⁽¹⁾	93-6074377 - 001	Green	Red	Implemented		10		9		10	No
Bakery and Confectionary Union & Industry International Pension Fund⁽¹⁾	52-6118572 - 001	Red	Red	Implemented		7		7		8	No
Retail Food Employers & UFCW Local 711 Pension⁽¹⁾	51-6031512 - 001	Red	Red	Implemented		11		11		11	No
UFCW International Union — Industry Variable Annuity Pension Plan⁽⁴⁾	51-6055922 - 001	Green	Green	No		263		282		550	No
Western Conference of Teamsters Pension Plan	91-6145047 - 001	Green	Green	No		39		40		37	No
Central States, Southeast & Southwest Areas Pension Plan	36-6044243 - 001	Red	Red	Implemented		40		34		37	No
UFCW Consolidated Pension Plan⁽¹⁾	58-6101602 – 001	Green	Green	No		98		56		243	No
IBT Consolidated Pension Plan⁽¹⁾⁽⁶⁾	82-2153627 - 001	N/A	N/A	No		7		7		29	No
Other						16		29		26
Total Contributions					$	635	$	620	$	1,109

(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, 2023 and March 31, 2022.

(3)	The 2022 information for this fund was obtained from the Form 5500 filed for the plan’s year-end at September 30, 2021.

(4)	The information for this fund was obtained from the Form 5500 filed for the plan's year-end at June 30, 2022 and June 30, 2021.

(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 February 3, 2024, 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	1	March 2025
UFCW Consolidated Pension Plan	February 2024 to August 2027	3	February 2024 to March 2026
Desert States Employers & UFCW Unions Pension Plan	June 2025 to March 2026	1	March 2026
Sound Variable Annuity Pension Trust	January 2024⁽²⁾ to April 2026	4	May 2025
Rocky Mountain UFCW Unions and Employers Pension Plan	January 2025	1	January 2025
Oregon Retail Employees Pension Plan	August 2024 to March 2026	2	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	January 2024⁽²⁾ to April 2026	1	March 2025
UFCW International Union — Industry Variable Annuity Pension Plan	June 2025	1	June 2025
Western Conference of Teamsters Pension Plan	April 2024 to May 2027	4	April 2024 to September 2025
IBT Consolidated Pension Plan	September 2024 to September 2027	2	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.

(2)	Certain collective bargaining agreements are operating under an extension.

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 $1,182 in 2023, $1,129 in 2022 and $1,197 in 2021.

PROPOSED MERGER WITH ALBERTSONS COMPANIES, INC.

12 Months Ended

Feb. 03, 2024

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 Companies, Inc. (“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.

The per share cash purchase price of $34.10 payable to Albertsons shareholders in the merger would be reduced by an amount equal to $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. The adjusted per share cash purchase price is expected to be $27.25.

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 was 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. As described in more detail below, on September 8, 2023, the Company and Albertsons announced that they entered into a comprehensive divestiture plan with C&S Wholesale Grocers, LLC (“C&S”). As a result of the comprehensive divestiture plan announced with C&S, the Company has exercised its right under the merger agreement to sell what would have been the SpinCo business to C&S. Consequently, the spin-off previously contemplated by the Company and Albertsons is no longer a requirement under the merger agreement and will no longer be pursued by the Company and Albertsons.

On September 8, 2023, the Company and Albertsons announced they entered into a definitive agreement with C&S for the sale of 413 stores, as well as the QFC, Mariano’s and Carrs brand names, the exclusive licensing rights to the Albertsons banner in Arizona, California, Colorado and Wyoming, eight distribution centers, two offices and certain other assets in connection with the proposed merger. In addition, Kroger will divest the Debi Lilly Design, Primo Taglio, Open Nature, ReadyMeals and Waterfront Bistro private label brands. All fuel centers and pharmacies associated with the divested stores will remain with the stores and continue to operate. The stores will be divested by the Company following the closing of the proposed merger with Albertsons. The definitive purchase agreement has customary representations and warranties and covenants of a transaction of its type. The transaction is subject to fulfillment of customary closing conditions, including clearance by the Federal Trade Commission (“FTC”) and the completion of the proposed merger. C&S will pay the Company all-cash consideration of approximately $1,900, including customary adjustments. Prior to the closing, the Company may, in connection with securing FTC and other governmental clearance, require C&S to purchase up to an additional 237 stores in certain geographies.

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.

In accordance with the terms of the agreement, the parties have extended, and may continue to extend the original outside date of January 13, 2024 from time to time in 30-day increments for up to 270 days in the aggregate ending on October 9, 2024. 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.

On February 26, 2024, the Federal Trade Commission (“FTC”) instituted an administrative proceeding to prohibit the merger. Simultaneously, the FTC (joined by nine States) filed suit in the United States District Court for the District of Oregon, requesting a preliminary injunction to block the merger. On January 15, 2024 and February 14, 2024, the attorneys general of Washington and Colorado, respectively, filed suit in their respective state courts, also seeking to enjoin the merger. In the federal litigation, the Company and Albertsons have stipulated to a temporary restraining order that prevents the merger from closing until 11:59 PM Eastern Time on the fifth business day after the court rules on the FTC’s motion for a preliminary injunction or until after the date set by the court, whichever is later. The FTC administrative proceeding is currently scheduled to begin on July 31, 2024, while a preliminary injunction hearing in the federal case is set to begin on August 26, 2024. A trial on the State of Washington’s request for a permanent injunction is scheduled to begin on September 16, 2024. In conjunction with that lawsuit, the Defendants have committed that they will not close the merger until five days after that court rules (so long as that ruling occurs by a date certain). In the Colorado case, the court has scheduled a preliminary injunction hearing to begin on August 12, 2024 and a permanent injunction hearing to begin on September 30, 2024. In addition to these regulatory actions, private plaintiffs have filed suit in the United States District Court for the Northern District of California also seeking to enjoin the transaction. That case is stayed pending resolution of the FTC’s motion for a preliminary injunction. The Company, Albertsons and C&S continue to discuss enhancements to the divestiture plan to address issues raised by federal and state regulators.

RECENTLY ISSUED ACCOUNTING STANDARDS

12 Months Ended

Feb. 03, 2024

RECENTLY ISSUED ACCOUNTING STANDARDS

RECENTLY ISSUED ACCOUNTING STANDARDS

17. RECENTLY ISSUED ACCOUNTING STANDARDS

In December 2023, the FASB issued ASU No. 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” This guidance amends existing income tax disclosure guidance, primarily requiring more detailed disclosure for income taxes paid and the effective tax rate reconciliation. The ASU is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted and can be applied on either a prospective or retroactive basis. The Company is currently assessing the effect that adoption of this guidance will have on its Consolidated Financial Statements.

In November 2023, the FASB issued ASU No. 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures". The amendments improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The ASU is effective for annual reporting periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024 with early adoption permitted and can be applied on either a prospective or retroactive basis. The Company is currently assessing the effect that adoption of this guidance will have on its Consolidated Financial Statements and segment disclosures.

SUBSEQUENT EVENTS

12 Months Ended

Feb. 03, 2024

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

18. SUBSEQUENT EVENTS

In the first quarter of 2024, the Company fully exited its position in a Level 1 equity investment, receiving proceeds totaling approximately $303 and resulting in a gain.

On March 18, 2024, the Company announced a definitive agreement for the sale of its Kroger Specialty Pharmacy business, subject to customary closing conditions and any regulatory reviews, to CarelonRx, a subsidiary of Elevance Health, for approximately $485. The transaction is expected to result in a gain, and it is expected to close in the second half of 2024.

ACCOUNTING POLICIES (Policies)

12 Months Ended

Feb. 03, 2024

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 2,722 supermarkets, 2,257 pharmacies and 1,665 fuel centers in 35 states and the District of Columbia 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.

Reclassifications

Reclassifications

The Company reclassified $3.1 billion of liabilities from other current liabilities to accounts payable on the Consolidated Balance Sheet for the year ended January 28, 2023 to conform to the current year presentation. This reclassification was made to better align the presentation of liabilities associated with our third-party financing arrangements and other current liabilities on the Consolidated Balance Sheet with management’s internal reporting. A similar reclassification was made to the Consolidated Statement of Cash Flows resulting in a change to accounts payable and accrued expenses within net cash provided by operating activities for the years ended February 3, 2024, January 28, 2023, and January 29, 2022. The reclassification did not affect total current liabilities on the Company’s Consolidated Balance Sheet or total operating cash flows on the Consolidated Statement of Cash Flows.

Fiscal Year

Fiscal Year

The Company’s fiscal year ends on the Saturday nearest January 31. The last three fiscal years consist of the 53-week period ended February 3, 2024 and the 52-week periods ended January 28, 2023 and January 29, 2022.

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 “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 91% of inventories in 2023 and 89% of inventories in 2022 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 $2,309 at February 3, 2024 and $2,196 at January 28, 2023. The Company follows the Link-Chain, Dollar-Value LIFO method for purposes of calculating its LIFO charge.

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 $3,125 in 2023, $2,965 in 2022 and $2,824 in 2021.

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 2023, 2022 and 2021 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 $69, $68 and $64 in 2023, 2022 and 2021, 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 February 3, 2024, and January 28, 2023, the Company had $325 and $314 in “Accounts payable,” respectively, associated with financing arrangements.

Contingent Consideration

Contingent Consideration

The Company’s Home Chef business combination involved 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, adjustments to increase the contingent consideration liability as of year-end were recorded for $20 in OG&A expense. The Company made the final contingent consideration payment in the second quarter of 2023, which was 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.

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 underlying shares on the grant date of the award. 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 February 3, 2024, 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 February 3, 2024:


	2023		2022		2021
Beginning balance	$	712	$	721	$	731
Expense⁽¹⁾		330		227		226
Claim payments		(281)		(236)		(236)
Ending balance		761		712		721
Less: Current portion		(281)		(236)		(236)
Long-term portion	$	480	$	476	$	485

(1)

The increase in 2023, compared to 2022 and 2021, was the result of higher claim costs.

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 $616 as of February 3, 2024 and $867 as of January 28, 2023.

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 $228 as of February 3, 2024 and $200 as of January 28, 2023.

Disaggregated Revenues

The following table presents sales revenue by type of product for the year-ended February 3, 2024, January 28, 2023, and January 29, 2022:


	2023				2022				2021
	Amount		% of total		Amount		% of total		Amount		% of total
Non Perishable⁽¹⁾	$	76,903	51.3	%	$	74,121	50.0	%	$	69,648	50.6	%
Fresh⁽²⁾		35,686	23.8	%		35,433	23.9	%		33,972	24.6	%
Supermarket Fuel		16,621	11.1	%		18,632	12.6	%		14,678	10.6	%
Pharmacy		14,259	9.5	%		13,377	9.0	%		12,401	9.0	%
Other⁽³⁾		6,570	4.3	%		6,695	4.5	%		7,189	5.2	%

Total Sales	$	150,039	100	%	$	148,258	100	%	$	137,888	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, Kroger Personal Finance, 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 $1,089 in 2023, $1,030 in 2022 and $984 in 2021. 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

Feb. 03, 2024

ACCOUNTING POLICIES

Summary of changes in self-insurance liability

The following table summarizes the changes in the Company’s self-insurance liability through February 3, 2024:


	2023		2022		2021
Beginning balance	$	712	$	721	$	731
Expense⁽¹⁾		330		227		226
Claim payments		(281)		(236)		(236)
Ending balance		761		712		721
Less: Current portion		(281)		(236)		(236)
Long-term portion	$	480	$	476	$	485

(1)

The increase in 2023, compared to 2022 and 2021, was the result of higher claim costs.

Schedule of sales revenue by type of product


	2023				2022				2021
	Amount		% of total		Amount		% of total		Amount		% of total
Non Perishable⁽¹⁾	$	76,903	51.3	%	$	74,121	50.0	%	$	69,648	50.6	%
Fresh⁽²⁾		35,686	23.8	%		35,433	23.9	%		33,972	24.6	%
Supermarket Fuel		16,621	11.1	%		18,632	12.6	%		14,678	10.6	%
Pharmacy		14,259	9.5	%		13,377	9.0	%		12,401	9.0	%
Other⁽³⁾		6,570	4.3	%		6,695	4.5	%		7,189	5.2	%

Total Sales	$	150,039	100	%	$	148,258	100	%	$	137,888	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, Kroger Personal Finance, 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

Feb. 03, 2024

GOODWILL AND INTANGIBLE ASSETS

Summary of the changes in net goodwill


	2023		2022
Balance beginning of year
Goodwill	$	5,737	$	5,737
Accumulated impairment losses		(2,821)		(2,661)
Subtotal		2,916		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)		(2,821)
Total Goodwill	$	2,916	$	2,916

Summary of intangible assets


	2023				2022
	Gross carrying		Accumulated		Gross carrying		Accumulated
	amount		amortization⁽¹⁾		amount		amortization⁽¹⁾
Definite-lived pharmacy prescription files	$	360	$	(259)	$	325	$	(230)
Definite-lived customer relationships		186		(179)		186		(173)
Definite-lived other		118		(103)		112		(96)
Indefinite-lived trade name		685		—		685		—
Indefinite-lived liquor licenses		91		—		90		—

Total	$	1,440	$	(541)	$	1,398	$	(499)

(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


2024	$	42
2025		38
2026		17
2027		8
2028		8
Thereafter		10

Total future estimated amortization associated with definite-lived intangible assets	$	123

- Definition

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

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+ Details

PROPERTY, PLANT AND EQUIPMENT, NET (Tables)

12 Months Ended

Feb. 03, 2024

PROPERTY, PLANT AND EQUIPMENT, NET

Schedule of property, plant and equipment, net


	2023		2022
Land	$	3,512	$	3,442
Buildings and land improvements		15,137		14,539
Equipment		19,375		17,328
Leasehold improvements		12,394		11,435
Construction-in-progress		3,574		4,044
Leased property under finance leases		2,701		2,580

Total property, plant and equipment		56,693		53,368
Accumulated depreciation and amortization		(31,463)		(28,642)

Property, plant and equipment, net	$	25,230	$	24,726

TAXES BASED ON INCOME (Tables)

12 Months Ended

Feb. 03, 2024

TAXES BASED ON INCOME

Schedule of provision for taxes based on income


	2023		2022		2021
Federal
Current	$	707	$	401	$	349
Deferred		(130)		162		(46)

Subtotal federal		577		563		303

State and local
Current		114		91		67
Deferred		(24)		(1)		15

Subtotal state and local		90		90		82

Total	$	667	$	653	$	385

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


	2023		2022		2021
Statutory rate	21.0	%	21.0	%	21.0	%
State income taxes, net of federal tax benefit	2.5		2.5		3.2
Credits	(1.1)		(0.8)		(1.3)
Resolution of tax audit examinations	—		(0.2)		(3.1)
Excess tax benefits from share-based payments	(0.7)		(1.9)		(1.3)
Impairment of goodwill related to Vitacost.com	—		1.2		—
Non-deductible legal settlements	1.4		—		—
Non-deductible executive compensation	0.3		0.5		0.6
Other changes, net	0.1		0.2		(0.3)

Effective income tax rate	23.5	%	22.5	%	18.8	%

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


	2023		2022
Deferred tax assets:
Compensation related costs	$	361	$	409
Lease liabilities		2,100		1,892
Closed store reserves		51		51
Unrealized losses on hedging instruments		—		74
Net operating loss and credit carryforwards		76		101
Deferred income		102		104
Legal settlements		313		—
Allowance for uncollectible receivables		30		26
Other		—		13

Subtotal		3,033		2,670
Valuation allowance		(55)		(83)

Total deferred tax assets		2,978		2,587

Deferred tax liabilities:
Depreciation and amortization		(2,038)		(1,954)
Operating lease assets		(1,985)		(1,759)
Insurance related costs		(241)		(257)
Inventory related costs		(259)		(281)
Equity investments in excess of tax basis		—		(8)
Other		(16)		—

Total deferred tax liabilities		(4,539)		(4,259)

Deferred income taxes	$	(1,561)	$	(1,672)

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


	2023		2022		2021
Beginning balance	$	93	$	100	$	193
Additions based on tax positions related to the current year		10		8		10
Additions for tax positions of prior years		3		6		9
Reductions for tax positions of prior years		(9)		(4)		(108)
Settlements		(1)		(9)		—
Lapse of statute		(6)		(8)		(4)
Ending balance	$	90	$	93	$	100

DEBT OBLIGATIONS (Tables)

12 Months Ended

Feb. 03, 2024

DEBT OBLIGATIONS

Schedule of long-term debt


	February 3,		January 28,
	2024		2023
1.70% to 8.00% Senior Notes due through 2049	$	9,123	$	10,215
Other		1,064		1,077

Total debt, excluding obligations under finance leases		10,187		11,292
Less current portion		(25)		(1,153)

Total long-term debt, excluding obligations under finance leases	$	10,162	$	10,139

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 2023, and for the years subsequent to 2023 are:


2024	$	25
2025		92
2026		1,305
2027		611
2028		642
Thereafter		7,512

Total debt	$	10,187

- 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.

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+ Details

DERIVATIVE FINANCIAL INSTRUMENTS (Tables)

12 Months Ended

Feb. 03, 2024

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)
	AOCI on Derivative						Reclassified from AOCI into Income						Location of Gain/(Loss)
Derivatives in Cash Flow Hedging Relationships	2023		2022		2021		2023		2022		2021		Reclassified into Income
Forward-Starting Interest Rate Swaps, net of tax⁽¹⁾	$	60	$	(129)	$	(47)	$	(6)	$	(7)	$	(7)	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
February 3, 2024	Recognized		in the Balance Sheet		Balance Sheet		Instruments		Cash Collateral		Net Amount
Assets
Cash Flow Forward-Starting Interest Rate Swaps	$	160	$	—	$	160	$	—	$	—	$	160
Liabilities
Cash Flow Forward-Starting Interest Rate Swaps	$	3	$	—	$	3	$	—	$	—	$	3

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

Feb. 03, 2024

FAIR VALUE MEASUREMENTS

Summary of fair value measurements

February 3, 2024 Fair Value Measurements Using


	Quoted Prices in
	Active Markets
	for Identical		Significant Other
	Assets		Observable Inputs
	(Level 1)		(Level 2)		Total
Marketable Securities	$	646	$	—	$	646
Forward-Starting Interest Rate Swaps and Commodity Contracts		—		155		155
Total	$	646	$	155	$	801

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
Forward-Starting Interest Rate Swaps		—		(258)		(258)
Total	$	463	$	(258)	$	205

Schedule of other assets


	February 3, 2024		January 28, 2023
Other Assets
Equity method and other long-term investments	$	290	$	274
Notes receivable		78		169
Prepaid deposits under certain contractual arrangements		193		199
Implementation costs related to cloud computing arrangements		257		193
Forward-starting interest rate swaps		160		—
Funded asset status of pension plans		44		69
Other		128		125
Total	$	1,150	$	1,029

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables)

12 Months Ended

Feb. 03, 2024

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 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)

Balance at January 28, 2023	$	(129)	$	(503)	$	(632)
OCI before reclassifications⁽²⁾		183		(35)		148
Amounts reclassified out of AOCI⁽³⁾		6		(11)		(5)
Net current-period OCI		189		(46)		143
Balance at February 3, 2024	$	60	$	(549)	$	(489)

(1)	All amounts are net of tax.

(2)

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. Net of tax of $(11) and $56 for pension and postretirement defined benefit plans and cash flow hedging activities, respectively, as of February 3, 2024.

(3)	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. Net of tax of $(3) and $2 for pension and postretirement defined benefit plans and cash flow hedging activities, respectively, as of February 3, 2024.

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


	For the year ended		For the year ended		For the year ended
	February 3, 2024		January 28, 2023		January 29, 2022

Cash flow hedging activity items
Amortization of gains and losses on cash flow hedging activities⁽¹⁾	$	8	$	9	$	10
Tax expense		(2)		(2)		(3)
Net of tax		6		7		7

Pension and postretirement defined benefit plan items
Amortization of amounts included in net periodic pension cost⁽²⁾		(14)		7		97
Tax expense		3		(2)		(23)
Net of tax		(11)		5		74
Total reclassifications, net of tax	$	(5)	$	12	$	81

(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

Feb. 03, 2024

LEASES AND LEASE-FINANCED TRANSACTIONS

Schedule of supplemental balance sheet classification


		February 3,		January 28,
	Classification	2024		2023
Assets
Operating	Operating lease assets	$	6,692	$	6,662
Finance	Property, plant and equipment, net⁽¹⁾		1,971		2,018

Total leased assets		$	8,663	$	8,680

Liabilities
Current
Operating	Current portion of operating lease liabilities	$	670	$	662
Finance	Current portion of long-term debt including obligations under finance leases		173		157

Noncurrent
Operating	Noncurrent operating lease liabilities		6,351		6,372
Finance	Long-term debt including obligations under finance leases		1,866		1,929

Total lease liabilities		$	9,060	$	9,120

(1)

Finance lease assets are recorded net of accumulated amortization of $730 and $562 as of February 3, 2024 and January 28, 2023.

Schedule of components of lease cost


		Year-To-Date		Year-To-Date
Lease Cost	Classification	February 3, 2024		January 28, 2023
Operating lease cost⁽¹⁾	Rent Expense	$	1,006	$	950
Sublease and other rental income	Rent Expense		(115)		(111)
Finance lease cost
Amortization of leased assets	Depreciation and Amortization		195		161
Interest on lease liabilities	Interest Expense		78		66

Net lease cost		$	1,164	$	1,066

(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
2024	$	961	$	243	$	1,204
2025		898		240		1,138
2026		838		240		1,078
2027		784		242		1,026
2028		722		238		960
Thereafter		5,738		1,359		7,097

Total lease payments		9,941		2,562	$	12,503

Less amount representing interest		2,920		523

Present value of lease liabilities⁽¹⁾	$	7,021	$	2,039

(1)

Includes the current portion of $670 for operating leases and $173 for finance leases.

Schedule of weighted-average lease term and discount rate


	February 3, 2024		January 28, 2023
Weighted-average remaining lease term (years)
Operating leases	13.9		14.3
Finance leases	11.8		12.7
Weighted-average discount rate
Operating leases	4.4	%	4.2	%
Finance leases	3.8	%	3.5	%

Schedule of supplemental cash flow information


	Year-To-Date		Year-To-Date
	February 3, 2024		January 28, 2023
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	984	$	903
Operating cash flows from finance leases	$	78	$	66
Financing cash flows from finance leases	$	173	$	132
Leased assets obtained in exchange for new operating lease liabilities	$	700	$	602
Leased assets obtained in exchange for new finance lease liabilities	$	168	$	656
Net gain recognized from sale and leaseback transactions⁽¹⁾	$	37	$	30
Impairment of operating lease assets	$	15	$	1
Impairment of finance lease assets	$	—	$	2

(1)

In 2023, the Company entered into sale leaseback transactions related to nine properties, which resulted in total proceeds of $52. In 2022, the Company entered into sale leaseback transactions related to five properties, which resulted in total proceeds of $44.

EARNINGS PER COMMON SHARE (Tables)

12 Months Ended

Feb. 03, 2024

EARNINGS PER COMMON SHARE

Schedule of earnings per common and diluted shares


	For the year ended					For the year ended					For the year ended
	February 3, 2024					January 28, 2023					January 29, 2022
				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	$	2,146	718	$	2.99	$	2,224	718	$	3.10	$	1,639	744	$	2.20
Dilutive effect of stock options			7					9					10

Net earnings attributable to The Kroger Co. per diluted common share	$	2,146	725	$	2.96	$	2,224	727	$	3.06	$	1,639	754	$	2.17

STOCK-BASED COMPENSATION (Tables)

12 Months Ended

Feb. 03, 2024

STOCK-BASED COMPENSATION

Summary of changes in stock options outstanding


	Shares	Weighted-
	subject	average
	to option	exercise
	(in millions)	price
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
Granted	1.3	$	47.23
Exercised	(2.4)	$	24.04
Canceled or Forfeited	(0.1)	$	39.45

Outstanding, year-end 2023	15.4	$	33.11

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	15.4	4.78	$	33.11	$	214
Options Exercisable	11.8	3.84	$	30.01	$	194
Options Expected to Vest	3.5	7.87	$	43.24	$	20

Summary of changes in restricted stock outstanding


	Restricted
	shares	Weighted-average
	outstanding	grant-date
	(in millions)	fair value
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
Granted	3.5	$	47.06
Lapsed	(3.1)	$	40.37
Canceled or Forfeited	(0.3)	$	45.32

Outstanding, year-end 2023	5.9	$	45.49

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


	2023		2022		2021
Weighted average expected volatility	31.14	%	30.47	%	28.52	%
Weighted average risk-free interest rate	4.09	%	2.09	%	1.21	%
Expected dividend yield	2.11	%	1.82	%	2.00	%
Expected term (based on historical results)	7.1	years	7.2	years	7.2	years

COMPANY- SPONSORED BENEFIT PLANS (Tables)

12 Months Ended

Feb. 03, 2024

COMPANY- SPONSORED BENEFIT PLANS

Schedule of amounts recognized in AOCI (pre-tax)


	Pension Benefits				Other Benefits				Total
	2023		2022		2023		2022		2023		2022
Net actuarial loss (gain)	$	817	$	785	$	(92)	$	(108)	$	725	$	677
Prior service credit		—		—		(11)		(23)		(11)		(23)

Total	$	817	$	785	$	(103)	$	(131)	$	714	$	654

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


	Pension Benefits						Other Benefits						Total
	2023		2022		2021		2023		2022		2021		2023		2022		2021
Incurred net actuarial loss (gain)	$	42	$	101	$	(109)	$	4	$	15	$	2	$	46	$	116	$	(107)
Amortization of prior service credit		—		—		—		11		13		12		11		13		12
Amortization of net actuarial gain (loss)		(10)		(31)		(126)		13		11		17		3		(20)		(109)
Total recognized in other comprehensive income (loss)	$	32	$	70	$	(235)	$	28	$	39	$	31	$	60	$	109	$	(204)

Total recognized in net periodic benefit cost and other comprehensive income (loss)	$	36	$	58	$	(164)	$	15	$	25	$	10	$	51	$	83	$	(154)

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
	2023		2022		2023		2022		2023		2022
Change in benefit obligation:
Benefit obligation at beginning of fiscal year	$	2,463	$	2,977	$	271	$	325	$	165	$	150
Service cost		17		8		—		—		4		5
Interest cost		116		92		13		10		8		5
Plan participants’ contributions		4		4		—		—		9		12
Actuarial (gain) loss		(42)		(421)		(3)		(40)		—		8
Plan settlements		(11)		(33)		(1)		(2)		—		—
Benefits paid		(165)		(159)		(24)		(22)		(21)		(22)
Other		(14)		(5)		—		—		3		7

Benefit obligation at end of fiscal year	$	2,368	$	2,463	$	256	$	271	$	168	$	165

Change in plan assets:
Fair value of plan assets at beginning of fiscal year	$	2,496	$	3,096	$	—	$	—	$	—	$	—
Actual return on plan assets		65		(409)		—		—		—		—
Employer contributions		27		2		26		24		12		10
Plan participants’ contributions		4		4		—		—		9		12
Plan settlements		(11)		(33)		(2)		(2)		—		—
Benefits paid		(165)		(159)		(24)		(22)		(21)		(22)
Other		(17)		(5)		—		—		—		—

Fair value of plan assets at end of fiscal year	$	2,399	$	2,496	$	—	$	—	$	—	$	—
Funded (unfunded) status and net asset and liability recognized at end of fiscal year	$	31	$	33	$	(256)	$	(271)	$	(168)	$	(165)

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


	Pension Benefits						Other Benefits
Weighted average assumptions	2023		2022		2021		2023		2022		2021
Discount rate — Benefit obligation	5.27	%	4.90	%	3.17	%	5.21	%	4.86	%	3.01	%
Discount rate — Net periodic benefit cost	4.90	%	3.17	%	2.72	%	4.86	%	3.01	%	2.43	%
Expected long-term rate of return on plan assets	5.50	%	5.50	%	5.50	%
Rate of compensation increase — Net periodic benefit cost	2.57	%	3.05	%	3.03	%
Rate of compensation increase — Benefit obligation	2.52	%	2.57	%	3.05	%
Cash Balance plan interest crediting rate	3.30	%	3.30	%	3.30	%

Schedule of components of net periodic benefit cost (benefit)


	Pension Benefits
	Qualified Plans						Non-Qualified Plans						Other Benefits
	2023		2022		2021		2023		2022		2021		2023		2022		2021
Components of net periodic benefit cost:
Service cost	$	17	$	8	$	12	$	—	$	—	$	—	$	4	$	5	$	4
Interest cost		116		92		92		13		10		9		8		5		4
Expected return on plan assets		(150)		(153)		(168)		—		—		—		—		—		—
Amortization of:
Prior service credit		—		—		—		—		—		—		(11)		(13)		(12)
Actuarial (gain) loss		5		22		33		4		5		6		(13)		(11)		(17)
Settlement loss recognized		1		4		87		—		—		—		—		—		—
Other		—		—		(1)		(2)		—		1		(1)		—		—
Net periodic benefit cost	$	(11)	$	(27)	$	55	$	15	$	15	$	16	$	(13)	$	(14)	$	(21)

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
	2023		2022		2023		2022
PBO at end of fiscal year	$	159	$	176	$	256	$	271
Fair value of plan assets at end of year	$	150	$	141	$	—	$	—


	Qualified Plans				Non-Qualified Plans
	2023		2022		2023		2022
ABO at end of fiscal year	$	159	$	176	$	256	$	271
Fair value of plan assets at end of year	$	150	$	141	$	—	$	—

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


	Pension		Other
	Benefits		Benefits
2024	$	210	$	13
2025	$	210	$	14
2026	$	211	$	15
2027	$	210	$	16
2028	$	208	$	16
2029 —2033	$	982	$	80

Schedule of target and actual pension plan asset allocations


			Actual
	Target allocations		Allocations
	2023		2023		2022
Pension plan asset allocation
Global equity securities	5.0	%	5.4	%	4.9	%
Investment grade debt securities	78.0		78.9		75.8
High yield debt securities	3.0		3.1		2.9
Private equity	10.0		8.5		9.8
Hedge funds	2.0		2.4		2.3
Real estate	2.0		1.7		1.8
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 February 3, 2024


	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	$	151	$	—	$	—	$	—	$	151
Corporate Stocks		2		—		—		—		2
Corporate Bonds		—		1,092		—		—		1,092
U.S. Government Securities		—		140		—		—		140
Mutual Funds		108		—		—		—		108
Collective Trusts		—		—		—		513		513
Hedge Funds		—		—		29		29		58
Private Equity		—		—		—		203		203
Real Estate		—		—		24		15		39
Other		—		93		—		—		93
Total	$	261	$	1,325	$	53	$	760	$	2,399

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		—		97		—		—		97
Total	$	306	$	1,325	$	59	$	806	$	2,496

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


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

Ending balance, January 28, 2023		31		28
Contributions into Fund		—		1
Realized gains		1		—
Unrealized gains		1		(3)
Distributions		(4)		(2)

Ending balance, February 3, 2024	$	29	$	24

MULTI-EMPLOYER PENSION PLANS (Tables)

12 Months Ended

Feb. 03, 2024

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	2023	2022	Implemented	2023		2022		2021		Imposed⁽⁵⁾
SO CA UFCW Unions & Food Employers Joint Pension Trust Fund⁽¹⁾⁽²⁾	95-1939092 - 001	Red	Red	Implemented	$	83	$	84	$	83	No
Desert States Employers & UFCW Unions Pension Plan⁽¹⁾	84-6277982 - 001	Green	Green	No		19		20		22	No
Sound Variable Annuity Pension Trust⁽¹⁾⁽³⁾	86-3278029 - 001	Green	Green	No		15		14		24	No
Rocky Mountain UFCW Unions and Employers Pension Plan⁽¹⁾	84-6045986 - 001	Green	Green	No		27		27		29	No
Oregon Retail Employees Pension Plan⁽¹⁾	93-6074377 - 001	Green	Red	Implemented		10		9		10	No
Bakery and Confectionary Union & Industry International Pension Fund⁽¹⁾	52-6118572 - 001	Red	Red	Implemented		7		7		8	No
Retail Food Employers & UFCW Local 711 Pension⁽¹⁾	51-6031512 - 001	Red	Red	Implemented		11		11		11	No
UFCW International Union — Industry Variable Annuity Pension Plan⁽⁴⁾	51-6055922 - 001	Green	Green	No		263		282		550	No
Western Conference of Teamsters Pension Plan	91-6145047 - 001	Green	Green	No		39		40		37	No
Central States, Southeast & Southwest Areas Pension Plan	36-6044243 - 001	Red	Red	Implemented		40		34		37	No
UFCW Consolidated Pension Plan⁽¹⁾	58-6101602 – 001	Green	Green	No		98		56		243	No
IBT Consolidated Pension Plan⁽¹⁾⁽⁶⁾	82-2153627 - 001	N/A	N/A	No		7		7		29	No
Other						16		29		26
Total Contributions					$	635	$	620	$	1,109

(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, 2023 and March 31, 2022.

(3)	The 2022 information for this fund was obtained from the Form 5500 filed for the plan’s year-end at September 30, 2021.

(4)	The information for this fund was obtained from the Form 5500 filed for the plan's year-end at June 30, 2022 and June 30, 2021.

(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 February 3, 2024, 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	1	March 2025
UFCW Consolidated Pension Plan	February 2024 to August 2027	3	February 2024 to March 2026
Desert States Employers & UFCW Unions Pension Plan	June 2025 to March 2026	1	March 2026
Sound Variable Annuity Pension Trust	January 2024⁽²⁾ to April 2026	4	May 2025
Rocky Mountain UFCW Unions and Employers Pension Plan	January 2025	1	January 2025
Oregon Retail Employees Pension Plan	August 2024 to March 2026	2	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	January 2024⁽²⁾ to April 2026	1	March 2025
UFCW International Union — Industry Variable Annuity Pension Plan	June 2025	1	June 2025
Western Conference of Teamsters Pension Plan	April 2024 to May 2027	4	April 2024 to September 2025
IBT Consolidated Pension Plan	September 2024 to September 2027	2	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.

(2)	Certain collective bargaining agreements are operating under an extension.

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

- Definition

Tabular disclosure of information about multiemployer plan.

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-Paragraph 5
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480576/715-80-50-5

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480576/715-80-50-5

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480576/715-80-50-5

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (e)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480576/715-80-50-5

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (e)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480576/715-80-50-5

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (f)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480576/715-80-50-5

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (f)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480576/715-80-50-5

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480576/715-80-50-9

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480576/715-80-50-9

+ Details

ACCOUNTING POLICIES - DESCRIPTION OF BUSINESS (Details) $ in Millions	12 Months Ended
	Feb. 03, 2024 USD ($) Center pharmacy state item	Jan. 28, 2023 USD ($)	Jan. 29, 2022
Description of Business, Basis of Presentation and Principles of Consolidation
Number of operating supermarkets \| item	2,722
Number of operating pharmacies \| pharmacy	2,257
Number of operating fuel centers \| Center	1,665
Number of states in which entity operates \| state	35
Other current liabilities	$ 3,486	$ 3,341
Trade accounts payable	$ 10,381	$ 10,179
Fiscal Year
Length of fiscal period	371 days	364 days	364 days
Inventories
Percentage of inventory valued at LIFO method	91.00%	89.00%
Replacement cost	$ 2,309	$ 2,196
Revision of Prior Period, Reclassification, Adjustment
Description of Business, Basis of Presentation and Principles of Consolidation
Other current liabilities		(3,100)
Trade accounts payable		$ 3,100

ACCOUNTING POLICIES - PROPERTY AND EQUIPMENT AND LONG-LIVED ASSETS (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Property, Plant and Equipment
Depreciation and amortization	$ 3,125	$ 2,965	$ 2,824
Leases
Term - Finance			25 years
Option to renew - Operating	true
Option to renew - Finance	true
Impairment of Long-Lived Assets
Asset impairment charges	$ 69	68	$ 64
Contingent Consideration
Revaluation of contingent consideration		20
Trade accounts payable
Accounts Payable Financing Arrangement
Accounts payable financing arrangements	$ 325	$ 314
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
	Feb. 03, 2024
Employee Stock Option
Share Based Compensation
Expiration period from date of grant	10 years
Employee Stock Option \| Minimum
Share Based Compensation
Vesting period from date of grant	1 year
Employee Stock Option \| 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
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Changes in self-insurance liability
Balance at the beginning of the period	$ 712	$ 721	$ 731
Expense	330	227	226
Claim payments	(281)	(236)	(236)
Balance at the end of the period	761	712	721
Less: Current portion	(281)	(236)	(236)
Long-term portion	480	$ 476	$ 485
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
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Disaggregation of revenue
Total Sales and other revenue	$ 150,039	$ 148,258	$ 137,888
Receivables	$ 2,136	2,234
Typical period for redemption of gift certificates	12 months
Gift card and gift certificate deferred revenue liability	$ 228	$ 200
Percentage of total sales	100.00%	100.00%	100.00%
Non Perishable
Disaggregation of revenue
Total Sales and other revenue	$ 76,903	$ 74,121	$ 69,648
Percentage of total sales	51.30%	50.00%	50.60%
Fresh
Disaggregation of revenue
Total Sales and other revenue	$ 35,686	$ 35,433	$ 33,972
Percentage of total sales	23.80%	23.90%	24.60%
Supermarket Fuel
Disaggregation of revenue
Total Sales and other revenue	$ 16,621	$ 18,632	$ 14,678
Percentage of total sales	11.10%	12.60%	10.60%
Pharmacy
Disaggregation of revenue
Total Sales and other revenue	$ 14,259	$ 13,377	$ 12,401
Typical period for collection of third party receivables	3 months
Receivables	$ 616	$ 867
Percentage of total sales	9.50%	9.00%	9.00%
Other Product
Disaggregation of revenue
Total Sales and other revenue	$ 6,570	$ 6,695	$ 7,189
Percentage of total sales	4.30%	4.50%	5.20%

ACCOUNTING POLICIES - ADVERTISING (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Advertising Costs
Advertising costs	$ 1,089	$ 1,030	$ 984

ACCOUNTING POLICIES - SEGMENTS (Details)	12 Months Ended
ACCOUNTING POLICIES - SEGMENTS (Details)	Feb. 03, 2024 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	Feb. 03, 2024	Jan. 28, 2023
Goodwill
Goodwill, Beginning Balance		$ 5,737	$ 5,737
Accumulated impairment losses		(2,821)	(2,661)
Goodwill, beginning balance		2,916	3,076
Impairment charge related to Vitacost.com	$ (160)	0	(160)
Goodwill, end of year	5,737	5,737	5,737
Accumulated impairment losses	(2,821)	(2,821)	(2,821)
Goodwill, Total	$ 2,916	$ 2,916	$ 2,916

- 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
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022	Feb. 03, 2024	Jan. 28, 2023	Nov. 05, 2022
Goodwill and intangible impairment	$ 0		$ 0
Goodwill impairment charge		$ 160		$ 0	$ 160
Goodwill	$ 2,916	2,916	$ 3,076	$ 2,916	2,916
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
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Intangible assets
Intangible Assets, Gross (Excluding Goodwill)	$ 1,440	$ 1,398
Accumulated amortization	(541)	(499)
Amortization expense associated with intangible assets	42	52	$ 59
Future amortization expense associated with the net carrying amount of definite-lived intangible assets
2024	42
2025	38
2026	17
2027	8
2028	8
Thereafter	10
Total future estimated amortization associated with definite-lived intangible assets	123
Trade name
Intangible assets
Indefinite-lived, Gross carrying amount	685	685
Liquor licenses
Intangible assets
Indefinite-lived, Gross carrying amount	91	90
Pharmacy prescription files
Intangible assets
Gross carrying amount	360	325
Accumulated amortization	(259)	(230)
Customer relationships.
Intangible assets
Gross carrying amount	186	186
Accumulated amortization	(179)	(173)
Definite-lived other
Intangible assets
Gross carrying amount	118	112
Accumulated amortization	$ (103)	$ (96)

PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($) $ in Millions	Feb. 03, 2024	Jan. 28, 2023
Property, Plant and Equipment
Total property, plant and equipment	$ 56,693	$ 53,368
Accumulated depreciation and amortization	(31,463)	(28,642)
Property, plant and equipment, net	25,230	24,726
Finance leases - accumulated amortization	730	562
Property, plant and equipment collateralized, net book value	104	124
Other assets
Property, Plant and Equipment
Capitalized implementation costs	257	193
Accumulated Amortization	65	36
Land
Property, Plant and Equipment
Total property, plant and equipment	3,512	3,442
Buildings and land improvements
Property, Plant and Equipment
Total property, plant and equipment	15,137	14,539
Equipment
Property, Plant and Equipment
Total property, plant and equipment	19,375	17,328
Leasehold improvements
Property, Plant and Equipment
Total property, plant and equipment	12,394	11,435
Construction-in-progress
Property, Plant and Equipment
Total property, plant and equipment	3,574	4,044
Leased property under finance Leases
Property, Plant and Equipment
Total property, plant and equipment	$ 2,701	$ 2,580

TAXES BASED ON INCOME - COMPONENTS (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Federal
Current	$ 707	$ 401	$ 349
Deferred	(130)	162	(46)
Subtotal federal	577	563	303
State and local
Current	114	91	67
Deferred	(24)	(1)	15
Subtotal state and local	90	90	82
Total	$ 667	$ 653	$ 385

- Definition

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

+ References + Details

TAXES BASED ON INCOME - EFFECTIVE RATE (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
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%	2.50%	3.20%
Credits	(1.10%)	(0.80%)	(1.30%)
Resolution of tax audit examinations		(0.20%)	(3.10%)
Excess tax benefits from share-based payments	(0.70%)	(1.90%)	(1.30%)
Impairment of goodwill related to Vitacost.com		1.20%
Non-deductible legal settlements	1.40%
Non-deductible executive compensation	0.30%	0.50%	0.60%
Other changes, net	0.10%	0.20%	(0.30%)
Effective income tax rate (as a percent)	23.50%	22.50%	18.80%
Non-recurring income tax benefit			$ 47

TAXES BASED ON INCOME - DEFERRED TAX BALANCES (Details) - USD ($) $ in Millions	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Deferred tax assets
Compensation related costs	$ 361	$ 409
Lease liabilities	2,100	1,892
Closed store reserves	51	51
Unrealized losses on hedging instruments		74
Net operating loss and credit carryforwards	76	101
Deferred Income	102	104
Legal settlements	313
Allowance for uncollectible receivables	30	26
Other		13
Subtotal	3,033	2,670
Valuation allowance	(55)	(83)	$ (72)
Total deferred tax assets	2,978	2,587
Deferred tax liabilities:
Depreciation and amortization	(2,038)	(1,954)
Operating lease assets	(1,985)	(1,759)
Insurance related costs	(241)	(257)
Inventory related costs	(259)	(281)
Equity investments in excess of tax basis		(8)
Other	(16)
Total deferred tax liabilities	(4,539)	(4,259)
Deferred income taxes	$ (1,561)	$ (1,672)

TAXES BASED ON INCOME - NOLS AND CREDITS (Details) - USD ($) $ in Millions	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Operating loss carryforwards and tax credit carryforwards
Deferred tax assets	$ 2,978	$ 2,587
Total valuation allowance	55	$ 83	$ 72
Other assets
Operating loss carryforwards and tax credit carryforwards
Deferred tax assets	18
State and Local Jurisdiction
Operating loss carryforwards and tax credit carryforwards
Net operating loss carryforwards	1,499
Credit carryforwards	$ 7

TAXES BASED ON INCOME - UNRECOGNIZED TAX BENEFITS (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Reconciliation of the beginning and ending amount of unrecognized tax benefits
Balance at the beginning of the period	$ 93	$ 100	$ 193
Additions based on tax positions related to the current year	10	8	10
Additions for tax positions of prior years	3	6	9
Reductions for tax positions of prior years	(9)	(4)	(108)
Settlements	(1)	(9)
Lapse of statute	(6)	(8)	(4)
Balance at the end of the period	90	93	100
Impact on effective tax rate, if amount of unrecognized tax benefits is recognized	62	66	73
Interest and penalties recognized (recoveries)	1	(6)	(15)
Interest and penalties	$ 15	$ 14	$ 22

DEBT OBLIGATIONS (Details) $ in Millions	12 Months Ended
DEBT OBLIGATIONS (Details) $ in Millions	Feb. 03, 2024 USD ($)	Jan. 28, 2023 USD ($)	Jan. 29, 2022 USD ($) property Option	Jul. 06, 2021 USD ($)
Debt
Total debt, excluding obligations under finance leases	$ 10,187	$ 11,292
Less current portion	(25)	(1,153)
Total long-term debt, excluding obligations under finance leases	$ 10,162	10,139
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 assets recorded			455
Finance lease liability 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	$ 9,123	10,215
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%
Debt
Repayment of debt		$ 400
Interest rate (as a percent)		2.80%
Senior notes 3.85%
Debt
Repayment of debt	$ 600
Interest rate (as a percent)	3.85%
Senior notes 4.00%
Debt
Repayment of debt	$ 500
Interest rate (as a percent)	4.00%
Commercial paper borrowings
Debt
Total debt, excluding obligations under finance leases	$ 0	$ 0
Other
Debt
Total debt, excluding obligations under finance leases	1,064	1,077
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	314	310
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	Feb. 03, 2024	Jan. 28, 2023
Aggregate annual maturities and scheduled payments of long-term debt
2024	$ 25
2025	92
2026	1,305
2027	611
2028	642
Thereafter	7,512
Total debt, excluding obligations under finance leases	$ 10,187	$ 11,292

- Definition

Amount, after deduction of 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

Feb. 03, 2024

USD ($)

DerivativeInstrument

Jan. 28, 2023

USD ($)

DerivativeInstrument

Jan. 29, 2022

USD ($)

Interest Rate Risk Management

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

25.00%

Derivative Assets

$ 160

Derivative Liabilities

3

$ 258

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

^[1]

$ 183

$ (89)

Derivative Asset, Statement of Financial Position [Extensible Enumeration]

Other Assets, Noncurrent

Derivative Liability, Statement of Financial Position [Extensible Enumeration]

Other Liabilities, Noncurrent

Interest rate swaps

Interest Rate Risk Management

Number of interest rate derivatives | DerivativeInstrument

5

Notional amount

$ 5,350

Designated | Cash flow hedges | Interest rate swaps

Interest Rate Risk Management

Notional amount

2,350

Derivative Assets

125

Derivative Liabilities

116

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

95

(89)

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

Interest Rate Risk Management

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

60

(129)

$ (47)

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

(6)

(7)

$ (7)

Not Designated | Interest rate swaps

Interest Rate Risk Management

Notional amount

3,000

Derivative Assets

35

Derivative Liabilities

3

142

Not Designated | Interest rate swaps | Gain (loss) on investments

Interest Rate Risk Management

Unrealized gain (loss)

$ 174

$ (142)

[1]	Amount is net of tax expense (benefit) of $56 in 2023 and $(27) in 2022.

DERIVATIVE FINANCIAL INSTRUMENTS - MASTER NETTING AGREEMENTS (Details) - USD ($) $ in Millions	Feb. 03, 2024	Jan. 28, 2023
Derivative Assets
Gross Amount Recognized	$ 160
Net Amount Presented in the Balance Sheet	160
Cash Collateral	0
Net Amount	160
Derivative Liabilities
Gross Amount Recognized	3	$ 258
Net Amount Presented in the Balance Sheet	3	258
Cash Collateral	0
Net Amount	$ 3	$ 258

FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Millions	12 Months Ended
FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Millions	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022	Jun. 22, 2018
Fair value of financial instruments carried at fair value
Forward-Starting Interest Rate Swaps and Commodity Contracts	$ 160
Forward-Starting Interest Rate Swaps	(3)	$ (258)
Other long-lived asset impairment charge	69	68	$ 64
Revaluation of contingent consideration		20
Gain (loss) on investments	151	(728)	$ (821)
Final contingent consideration payment	83
Carrying Value
Fair value of financial instruments carried at fair value
Long-lived assets before impairment	72	69
Fair value of total debt	10,187	11,292
Fair value
Fair value of financial instruments carried at fair value
Fair value of total debt	9,401	10,593
Recurring
Fair value of financial instruments carried at fair value
Marketable Securities	646	463
Forward-Starting Interest Rate Swaps and Commodity Contracts	155
Forward-Starting Interest Rate Swaps		(258)
Total	801	205
Recurring \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Fair value of financial instruments carried at fair value
Marketable Securities	646	463
Total	646	463
Recurring \| Significant Other Observable Inputs (Level 2)
Fair value of financial instruments carried at fair value
Forward-Starting Interest Rate Swaps and Commodity Contracts	155
Forward-Starting Interest Rate Swaps		(258)
Total	155	(258)
Nonrecurring \| Fair value
Fair value of financial instruments carried at fair value
Fair value of long lived assets	3	1
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	578	401
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	66	586
Other investments
Fair value of financial instruments carried at fair value
Observable price changes or impairments	0	0
Other investments \| Other assets
Fair value of financial instruments carried at fair value
Other equity investments of fair value	$ 92	$ 320

FAIR VALUE MEASUREMENTS - OTHER ASSETS (Details) - USD ($) $ in Millions	Feb. 03, 2024	Jan. 28, 2023
FAIR VALUE MEASUREMENTS
Equity method and other long-term investments	$ 290	$ 274
Notes receivable	78	169
Prepaid deposits under certain contractual arrangements	193	199
Implementation costs related to cloud computing arrangements	257	193
Forward-Starting Interest Rate Swaps	160
Funded asset status of pension plans	44	69
Other	128	125
Total	$ 1,150	$ 1,029

- 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

- Definition

Fair value, after the effects of master netting arrangements, of a financial asset or other contract with one or more underlyings, notional amount or payment provision or both, and the contract can be net settled by means outside the contract or delivery of an asset. Includes assets not subject to a master netting arrangement and not elected to be offset.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480524/946-210-50-12

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480524/946-210-50-6

Reference 3: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 55
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480493/946-210-55-1

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+ Details

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - CHANGES IN AOCI BY COMPONENT (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Accumulated other comprehensive income (loss)
Balance at the beginning of the period	$ 10,042
Amounts reclassified out of AOCI(3)	(5)	$ 12	$ 81
Net current-period OCI	143	(165)	163
Balance at the end of the period	11,615	10,042
Accumulated Other Comprehensive Loss
Accumulated other comprehensive income (loss)
Balance at the beginning of the period	(632)	(467)
OCI before reclassifications(2)	148	(177)
Amounts reclassified out of AOCI(3)	(5)	12
Net current-period OCI	143	(165)	163
Balance at the end of the period	(489)	(632)	(467)
Cash Flow Hedging Activities
Accumulated other comprehensive income (loss)
Balance at the beginning of the period	(129)	(47)
OCI before reclassifications(2)	183	(89)
Amounts reclassified out of AOCI(3)	6	7
Net current-period OCI	189	(82)
Balance at the end of the period	60	(129)	(47)
OCI before reclassifications, tax	56	(27)
Amounts reclassified out of AOCI, tax	2	2
Pension and Postretirement Defined Benefit Plans
Accumulated other comprehensive income (loss)
Balance at the beginning of the period	(503)	(420)
OCI before reclassifications(2)	(35)	(88)
Amounts reclassified out of AOCI(3)	(11)	5	74
Net current-period OCI	(46)	(83)
Balance at the end of the period	(549)	(503)	(420)
OCI before reclassifications, tax	(11)	(28)
Amounts reclassified out of AOCI, tax	$ (3)	$ 2	$ 23

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - ITEMS RECLASSIFIED OUT OF AOCI (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Reclassification out of AOCI and the related tax effects
Total reclassifications, net of tax	$ (5)	$ 12	$ 81
Amortization of gains and losses on cash flow hedging activities(1)	441	535	571
Tax expense	667	653	385
Net of tax	(2,164)	(2,244)	(1,655)
Cash Flow Hedging Activities
Reclassification out of AOCI and the related tax effects
Tax expense	(2)	(2)
Total reclassifications, net of tax	6	7
Pension and Postretirement Defined Benefit Plans
Reclassification out of AOCI and the related tax effects
Amortization	(14)	7	97
Tax expense	3	(2)	(23)
Total reclassifications, net of tax	(11)	5	74
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)	8	9	10
Tax expense	(2)	(2)	(3)
Net of tax	$ 6	$ 7	$ 7

LEASES AND LEASE-FINANCED TRANSACTIONS - NARRATIVE (Details) $ in Millions	12 Months Ended
	Feb. 03, 2024 USD ($) facility	Jan. 28, 2023 USD ($)	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 recorded			$ 455
Finance lease liability recorded			$ 621
Finance lease assets	$ 1,971	$ 2,018
Current - Finance	$ 173	$ 157
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 - Finance	$ 1,866	$ 1,929
Noncurrent - Finance - Financial position	Long-term debt including obligations under finance leases	Long-term debt including obligations under finance leases
Digital and Robotic Facilities
LEASES AND LEASE-FINANCED TRANSACTIONS
Number of additional fulfillment centers \| facility	1
Term - Finance	10 years
Option to renew - Finance	true
Finance lease assets recorded	$ 147	$ 629
Finance lease liability recorded	135	583
Finance lease assets	960	928
Current - Finance	$ 100	$ 88
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 - Finance	$ 814	$ 785
Noncurrent - Finance - Financial position	Long-term debt including obligations under finance leases	Long-term debt including obligations under finance leases
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	Feb. 03, 2024	Jan. 28, 2023
LEASES AND LEASE-FINANCED TRANSACTIONS
Operating	$ 6,692	$ 6,662
Finance lease assets	$ 1,971	$ 2,018
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	$ 8,663	$ 8,680
Current - Operating	670	662
Current - Finance	$ 173	$ 157
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	$ 6,351	$ 6,372
Noncurrent - Finance	$ 1,866	$ 1,929
Noncurrent - Finance - Financial position	Long-term debt including obligations under finance leases	Long-term debt including obligations under finance leases
Total lease liabilities	$ 9,060	$ 9,120
Finance leases - accumulated amortization	$ 730	$ 562

LEASES AND LEASE-FINANCED TRANSACTIONS - LEASE COST (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023
LEASES AND LEASE-FINANCED TRANSACTIONS
Net lease cost	$ 1,164	$ 1,066
Rent Expense
LEASES AND LEASE-FINANCED TRANSACTIONS
Operating lease cost	1,006	950
Sublease and other rental income	(115)	(111)
Depreciation and Amortization
LEASES AND LEASE-FINANCED TRANSACTIONS
Amortization of leased assets	195	161
Interest expense
LEASES AND LEASE-FINANCED TRANSACTIONS
Interest on lease liabilities	$ 78	$ 66

LEASES AND LEASE-FINANCED TRANSACTIONS - MATURITIES (Details) - USD ($) $ in Millions	Feb. 03, 2024	Jan. 28, 2023
Operating leases maturities:
2024	$ 961
2025	898
2026	838
2027	784
2028	722
Thereafter	5,738
Total lease payments	9,941
Less amount representing interest	2,920
Present value of lease liabilities	7,021
Finance leases maturities:
2024	243
2025	240
2026	240
2027	242
2028	238
Thereafter	1,359
Total lease payments	2,562
Less amount representing interest	523
Finance lease liabilities	$ 2,039
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
2024	$ 1,204
2025	1,138
2026	1,078
2027	1,026
2028	960
Thereafter	7,097
Total lease payments	12,503
Current - Operating	670	$ 662
Current finance leases	$ 173	$ 157

LEASES AND LEASE-FINANCED TRANSACTIONS - SUB LEASES (Details) $ in Millions	Feb. 03, 2024 USD ($)
LEASES AND LEASE-FINANCED TRANSACTIONS
Future minimum rentals under non-cancellable subleases	$ 212

LEASES AND LEASE-FINANCED TRANSACTIONS - QUANTITATIVE INFORMATION (Details)	Feb. 03, 2024	Jan. 28, 2023
LEASES AND LEASE-FINANCED TRANSACTIONS
Operating leases -Weighted-average remaining lease term (years)	13 years 10 months 24 days	14 years 3 months 18 days
Finance leases - Weighted-average remaining lease term (years)	11 years 9 months 18 days	12 years 8 months 12 days
Operating leases - Weighted-average discount rate	4.40%	4.20%
Finance leases - Weighted-average discount rate	3.80%	3.50%

LEASES AND LEASE-FINANCED TRANSACTIONS - CASH FLOW INFORMATION (Details) $ in Millions	12 Months Ended
	Feb. 03, 2024 USD ($) property	Jan. 28, 2023 USD ($) property
LEASES AND LEASE-FINANCED TRANSACTIONS
Operating cash flows from operating leases	$ 984	$ 903
Operating cash flows from finance leases	78	66
Financing cash flows from finance leases	173	132
Leased assets obtained in exchange for new operating lease liabilities	700	602
Leased assets obtained in exchange for new finance lease liabilities	168	656
Net gain recognized from sale and leaseback transactions	37	30
Impairment of operating lease assets including Lucky's Market	$ 15	1
Impairment of finance lease assets		$ 2
Number of properties in sales leaseback transaction \| property	9	5
Total proceeds	$ 52	$ 44

EARNINGS PER COMMON SHARE (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
EARNINGS PER COMMON SHARE
Net earnings numerator (basic)	$ 2,146	$ 2,224	$ 1,639
Net earnings numerator (diluted)	$ 2,146	$ 2,224	$ 1,639
Average number of common shares used in basic calculation	718.0	718.0	744.0
Net earnings attributable to The Kroger Co. per basic common share	$ 2.99	$ 3.10	$ 2.20
Dilutive effect of stock options (in shares)	7.0	9.0	10.0
Average number of common shares used in diluted calculation	725.0	727.0	754.0
Net earnings attributable to The Kroger Co. per diluted common share	$ 2.96	$ 3.06	$ 2.17
Undistributed and distributed earnings (loss) to participating securities	$ 18	$ 20	$ 16
Shares excluded from the earnings (loss) per share calculation due to anti-dilutive effect on earnings per share	2.8	1.7	2.4

STOCK-BASED COMPENSATION - STOCK OPTIONS AND RESTRICTED STOCK (Details) $ / shares in Units, shares in Millions, $ in Millions	12 Months Ended
	Feb. 03, 2024 USD ($) $ / shares shares	Jan. 28, 2023 $ / shares shares	Jan. 29, 2022 $ / shares shares
Stock Options Plans
Common stock available for future grants (in shares) \| shares	40.0
Frequency of equity grants made	at one of four meetings of its Board of Directors
Employee Stock Option
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	16.6	21.1	26.8
Granted (in shares) \| shares	1.3	1.2	2.1
Exercised (in shares) \| shares	(2.4)	(5.4)	(7.1)
Canceled or Forfeited (in shares) \| shares	(0.1)	(0.3)	(0.7)
Outstanding at the end of the period (in shares) \| shares	15.4	16.6	21.1
Weighted-average exercise price
Outstanding at the beginning of the period (in dollars per share) \| $ / shares	$ 30.81	$ 28.15	$ 26.65
Granted (in dollars per share) \| $ / shares	47.23	56.13	35.45
Exercised (in dollars per share) \| $ / shares	24.04	26.02	24.70
Canceled or Forfeited (in dollars per share) \| $ / shares	39.45	31.54	28.88
Outstanding at the end of the period (in dollars per share) \| $ / shares	$ 33.11	30.81	28.15
Options Outstanding and Exercisable
Options Outstanding, Weighted-average remaining contractual life	4 years 9 months 10 days
Options Outstanding, Aggregate intrinsic value \| $	$ 214
Options Exercisable, Number of shares \| shares	11.8
Options Exercisable, Weighted-average remaining contractual life	3 years 10 months 2 days
Options Exercisable, Weighted-average exercise price \| $ / shares	$ 30.01
Options Exercisable, Aggregate intrinsic value \| $	$ 194
Options Expected to Vest
Options Expected to Vest, Number of shares \| shares	3.5
Options Expected to Vest, Weighted-average remaining contractual life	7 years 10 months 13 days
Options Expected to Vest, Weighted-average exercise price \| $ / shares	$ 43.24
Options Expected to Vest, Aggregate intrinsic value \| $	$ 20
Weighted-average grant-date fair value
Weighted-average grant date fair value of stock options granted in period (in dollars per share) \| $ / shares	$ 15.17	$ 15.91	$ 8.54
Weighted average assumptions for grants awarded to option holders
Weighted average expected volatility	31.14%	30.47%	28.52%
Weighted average risk-free interest rate	4.09%	2.09%	1.21%
Expected dividend yield	2.11%	1.82%	2.00%
Expected term	7 years 1 month 6 days	7 years 2 months 12 days	7 years 2 months 12 days
Employee Stock Option \| Minimum
Stock Options Plans
Vesting period from date of grant	1 year
Employee Stock Option \| 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	5.8	7.2	7.8
Granted (in shares) \| shares	3.5	3.0	3.9
Lapsed (in shares) \| shares	(3.1)	(4.0)	(4.0)
Canceled or Forfeited (in shares) \| shares	(0.3)	(0.4)	(0.5)
Outstanding at the end of the period (in shares) \| shares	5.9	5.8	7.2
Weighted-average grant-date fair value
Outstanding at the beginning of the period (in dollars per share) \| $ / shares	$ 41.76	$ 32.52	$ 28.46
Granted (in dollars per share) \| $ / shares	47.06	50.50	37.29
Lapsed (in dollars per share) \| $ / shares	40.37	32.16	29.58
Canceled or Forfeited (in dollars per share) \| $ / shares	45.32	38.32	31.31
Outstanding at the end of the period (in dollars per share) \| $ / shares	$ 45.49	$ 41.76	$ 32.52
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
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
STOCK-BASED COMPENSATION
Share-based employee compensation	$ 172	$ 190	$ 203
Stock option compensation	17	19	20
Restricted shares compensation	155	171	183
Intrinsic value of options exercised	55	159	121
Cash received from the exercise of options	50
Compensation expenses related to non-vested share-based compensation arrangements	$ 212
Weighted-average period for recognition of expenses related to non-vested share-based compensation arrangements	2 years
Total fair value of options vested	$ 16	$ 19	$ 20
Common stock repurchase from proceeds of stock option exercises (in shares)	1

COMMITMENTS AND CONTINGENCIES (Details) - Opioid Litigation - Settled litigation - USD ($) $ in Millions		12 Months Ended
	Sep. 08, 2023	Feb. 03, 2024	Jan. 28, 2023
Commitment and Contingencies
Litigation settlement amount awarded to other party	$ 1,236
Litigation settlement amount awarded to other party for attorney fees	$ 177
Litigation settlement expense		$ 1,413
Litigation settlement expense, net		1,113
Settlement payments, installments term	11 years
Payable for attorney's fees and cost, installments term	6 years
West Virginia
Commitment and Contingencies
Litigation settlement expense		62
New Mexico
Commitment and Contingencies
Litigation settlement expense			$ 85
Other current liabilities
Commitment and Contingencies
Settlement amount payable to other party, including attorney fees		284
Other long-term liabilities
Commitment and Contingencies
Settlement amount payable to other party, including attorney fees		$ 1,129
State and subdivision
Commitment and Contingencies
Litigation settlement amount awarded to other party	$ 1,200
Native American tribes
Commitment and Contingencies
Litigation settlement amount awarded to other party	$ 36

STOCK - COMMON STOCK, PREFERRED STOCK AND REPURCHASES (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Preferred Shares
Preferred shares, 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
Common stock repurchased from stock option proceeds	$ 62	172	225
Open Market Repurchases
Common Stock Repurchase Program
Repurchase stock amount	$ 0	$ 821	$ 1,422

COMPANY-SPONSORED BENEFIT PLANS - AMOUNTS RECOGNIZED IN AOCI AND OTHER CHANGES IN OCI (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Amounts recognized in AOCI (pre-tax):
Net actuarial loss (gain)	$ 725	$ 677
Prior service credit	(11)	(23)
Total	714	654
Other changes recognized in other comprehensive income (loss) (pre-tax):
Incurred net actuarial loss (gain)	46	116	$ (107)
Amortization of prior service credit	11	13	12
Amortization of net actuarial gain (loss)	3	(20)	(109)
Total recognized in other comprehensive income (loss)	60	109	(204)
Total recognized in net periodic benefit cost and other comprehensive income (loss)	51	83	(154)
Pension Benefits
Amounts recognized in AOCI (pre-tax):
Net actuarial loss (gain)	817	785
Total	817	785
Other changes recognized in other comprehensive income (loss) (pre-tax):
Incurred net actuarial loss (gain)	42	101	(109)
Amortization of net actuarial gain (loss)	(10)	(31)	(126)
Total recognized in other comprehensive income (loss)	32	70	(235)
Total recognized in net periodic benefit cost and other comprehensive income (loss)	36	58	(164)
Other Benefits
Amounts recognized in AOCI (pre-tax):
Net actuarial loss (gain)	(92)	(108)
Prior service credit	(11)	(23)
Total	(103)	(131)
Other changes recognized in other comprehensive income (loss) (pre-tax):
Incurred net actuarial loss (gain)	4	15	2
Amortization of prior service credit	11	13	12
Amortization of net actuarial gain (loss)	13	11	17
Total recognized in other comprehensive income (loss)	28	39	31
Total recognized in net periodic benefit cost and other comprehensive income (loss)	$ 15	$ 25	$ 10

COMPANY-SPONSORED BENEFIT PLANS - FUNDED STATUS (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Change in plan assets:
Fair value of plan assets at beginning of fiscal year	$ 69
Fair value of plan assets at end of fiscal year	44	$ 69
Other assets	44	69
Other current liabilities	36	36
Pension Benefits \| Qualified Plan
Change in benefit obligation:
Benefit obligations at beginning of fiscal year	2,463	2,977
Service cost	17	8	$ 12
Interest cost	116	92	92
Plan participants' contributions	4	4
Actuarial (gain) loss	(42)	(421)
Plan settlements	(11)	(33)
Benefits paid	(165)	(159)
Other	(14)	(5)
Benefit obligations at end of fiscal year	2,368	2,463	2,977
Change in plan assets:
Fair value of plan assets at beginning of fiscal year	2,496	3,096
Actual return on plan assets	65	(409)
Employer contributions	27	2
Plan participants' contributions	4	4
Settlement loss recognized	(11)	(33)
Benefits paid	(165)	(159)
Other	(17)	(5)
Fair value of plan assets at end of fiscal year	2,399	2,496	3,096
Funded (unfunded) status and net asset and liability recognized at end of fiscal year	31	33
Pension Benefits \| Nonqualified Plan
Change in benefit obligation:
Benefit obligations at beginning of fiscal year	271	325
Interest cost	13	10	9
Actuarial (gain) loss	(3)	(40)
Plan settlements	(1)	(2)
Benefits paid	(24)	(22)
Benefit obligations at end of fiscal year	256	271	325
Change in plan assets:
Employer contributions	26	24
Settlement loss recognized	(2)	(2)
Benefits paid	(24)	(22)
Funded (unfunded) status and net asset and liability recognized at end of fiscal year	(256)	(271)
Other Benefits
Change in benefit obligation:
Benefit obligations at beginning of fiscal year	165	150
Service cost	4	5	4
Interest cost	8	5	4
Plan participants' contributions	9	12
Actuarial (gain) loss		8
Benefits paid	(21)	(22)
Other	3	7
Benefit obligations at end of fiscal year	168	165	$ 150
Change in plan assets:
Employer contributions	12	10
Plan participants' contributions	9	12
Benefits paid	(21)	(22)
Funded (unfunded) status and net asset and liability recognized at end of fiscal year	$ (168)	$ (165)

COMPANY-SPONSORED BENEFIT PLANS - ASSUMPTIONS (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Dec. 31, 2023	Jan. 28, 2023	Jan. 29, 2022
Pension Benefits
Weighted average assumptions used to determine pension benefits and other benefits
Discount rate - Benefit obligation (as a percent)	5.27%		4.90%	3.17%
Discount rate - Net periodic benefit cost (as a percent)	4.90%		3.17%	2.72%
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)	2.57%		3.05%	3.03%
Rate of compensation increase - Benefit obligation (as a percent)	2.52%		2.57%	3.05%
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	$ 210
Percentage increase (decrease) in value of all investments in Qualified Plans, net of investment management fees and expenses	2.80%	8.20%
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)		4.80%
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)	7.10%
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)	5.21%		4.86%	3.01%
Discount rate - Net periodic benefit cost (as a percent)	4.86%		3.01%	2.43%

COMPANY-SPONSORED BENEFIT PLANS - BENEFIT PAYMENTS (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Pension Benefits
Estimated future benefit payments
2024	$ 210
2025	210
2026	211
2027	210
2028	208
2029-2032	$ 982
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	$ (2)
Defined Benefit Plan, Assumed Health Care Cost Trend Rates
Initial health care cost trend rate (as a percent)	6.90%
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)	5.40%	4.90%
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)	78.90%	75.80%
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)	3.10%	2.90%
Pension Benefits \| Private Equity
Target and actual pension plan asset allocations
Target allocations (as a percent)	10.00%
Total actual allocations (as a percent)	8.50%	9.80%
Pension Benefits \| Hedge Funds
Target and actual pension plan asset allocations
Target allocations (as a percent)	2.00%
Total actual allocations (as a percent)	2.40%	2.30%
Pension Benefits \| Real Estate
Target and actual pension plan asset allocations
Target allocations (as a percent)	2.00%
Total actual allocations (as a percent)	1.70%	1.80%
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 (benefit):
Service cost	$ 17	$ 8	$ 12
Interest cost	116	92	92
Expected return on plan assets	(150)	(153)	(168)
Amortization of:
Actuarial (gain) loss	5	22	33
Settlement loss recognized	1	4	87
Other			(1)
Net periodic benefit cost (benefit)	(11)	(27)	55
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	159	176
ABO at end of fiscal year	159	176
Fair value of plan assets at end of year	150	141
Pension Benefits \| Nonqualified Plan
Components of net periodic benefit cost (benefit):
Interest cost	13	10	9
Amortization of:
Actuarial (gain) loss	4	5	6
Other	(2)		1
Net periodic benefit cost (benefit)	15	15	16
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	256	271
ABO at end of fiscal year	256	271
Other Benefits
Components of net periodic benefit cost (benefit):
Service cost	4	5	4
Interest cost	8	5	4
Amortization of:
Prior service cost	(11)	(13)	(12)
Actuarial (gain) loss	(13)	(11)	(17)
Other	(1)
Net periodic benefit cost (benefit)	(13)	$ (14)	$ (21)
Estimated future benefit payments
2024	13
2025	14
2026	15
2027	16
2028	16
2029-2032	$ 80

COMPANY-SPONSORED BENEFIT PLANS - FAIR VALUE OF PLAN ASSETS (Details) - USD ($) $ in Millions	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
BENEFIT PLANS
Fair value of plan assets	$ 44	$ 69
Recurring
BENEFIT PLANS
Fair value of plan assets	2,399	2,496
Recurring \| Cash and cash equivalents
BENEFIT PLANS
Fair value of plan assets	151	178
Recurring \| Corporate Stocks
BENEFIT PLANS
Fair value of plan assets	2	4
Recurring \| Corporate Bonds
BENEFIT PLANS
Fair value of plan assets	1,092	1,113
Recurring \| U.S. Government Securities
BENEFIT PLANS
Fair value of plan assets	140	115
Recurring \| Mutual Funds
BENEFIT PLANS
Fair value of plan assets	108	124
Recurring \| Collective Trusts
BENEFIT PLANS
Fair value of plan assets	513	514
Recurring \| Hedge Funds
BENEFIT PLANS
Fair value of plan assets	58	59
Recurring \| Private Equity
BENEFIT PLANS
Fair value of plan assets	203	248
Recurring \| Real Estate
BENEFIT PLANS
Fair value of plan assets	39	44
Recurring \| Other investments
BENEFIT PLANS
Fair value of plan assets	93	97
Quoted Prices in Active Markets for Identical Assets (Level 1) \| Recurring
BENEFIT PLANS
Fair value of plan assets	261	306
Quoted Prices in Active Markets for Identical Assets (Level 1) \| Recurring \| Cash and cash equivalents
BENEFIT PLANS
Fair value of plan assets	151	178
Quoted Prices in Active Markets for Identical Assets (Level 1) \| Recurring \| Corporate Stocks
BENEFIT PLANS
Fair value of plan assets	2	4
Quoted Prices in Active Markets for Identical Assets (Level 1) \| Recurring \| Mutual Funds
BENEFIT PLANS
Fair value of plan assets	108	124
Significant Other Observable Inputs (Level 2) \| Recurring
BENEFIT PLANS
Fair value of plan assets	1,325	1,325
Significant Other Observable Inputs (Level 2) \| Recurring \| Corporate Bonds
BENEFIT PLANS
Fair value of plan assets	1,092	1,113
Significant Other Observable Inputs (Level 2) \| Recurring \| U.S. Government Securities
BENEFIT PLANS
Fair value of plan assets	140	115
Significant Other Observable Inputs (Level 2) \| Recurring \| Other investments
BENEFIT PLANS
Fair value of plan assets	93	97
Significant Unobservable Inputs (Level 3) \| Recurring
BENEFIT PLANS
Fair value of plan assets	53	59
Significant Unobservable Inputs (Level 3) \| Recurring \| Hedge Funds
BENEFIT PLANS
Fair value of plan assets	29	31	$ 39
Significant Unobservable Inputs (Level 3) \| Recurring \| Real Estate
BENEFIT PLANS
Fair value of plan assets	24	28	$ 37
Assets Measured at NAV \| Recurring
BENEFIT PLANS
Fair value of plan assets	760	806
Assets Measured at NAV \| Recurring \| Collective Trusts
BENEFIT PLANS
Fair value of plan assets	513	514
Assets Measured at NAV \| Recurring \| Hedge Funds
BENEFIT PLANS
Fair value of plan assets	29	28
Assets Measured at NAV \| Recurring \| Private Equity
BENEFIT PLANS
Fair value of plan assets	203	248
Assets Measured at NAV \| Recurring \| Real Estate
BENEFIT PLANS
Fair value of plan assets	$ 15	$ 16

COMPANY-SPONSORED BENEFIT PLANS - LEVEL 3 RECONCILIATION (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023
Roll-forward of assets measured at fair value using Level 3 inputs
Fair value of plan assets at beginning of fiscal year	$ 69
Fair value of plan assets at end of fiscal year	44	$ 69
Recurring
Roll-forward of assets measured at fair value using Level 3 inputs
Fair value of plan assets at beginning of fiscal year	2,496
Fair value of plan assets at end of fiscal year	2,399	2,496
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	59
Fair value of plan assets at end of fiscal year	53	59
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	59
Fair value of plan assets at end of fiscal year	58	59
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	31	39
Realized gains	1
Unrealized gains	1	(3)
Distributions	(4)	(5)
Fair value of plan assets at end of fiscal year	29	31
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	44
Fair value of plan assets at end of fiscal year	39	44
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	28	37
Contributions into Fund	1	1
Realized gains		12
Unrealized gains	(3)	(6)
Distributions	(2)	(16)
Fair value of plan assets at end of fiscal year	$ 24	$ 28

COMPANY-SPONSORED BENEFIT PLANS - DEFINED CONTRIBUTION PLAN INFORMATION (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
COMPANY- SPONSORED BENEFIT PLANS
Contribution to 401(k) retirement savings accounts	$ 322	$ 315	$ 289

MULTI-EMPLOYER PENSION PLANS (Details) $ in Millions	12 Months Ended
MULTI-EMPLOYER PENSION PLANS (Details) $ in Millions	Feb. 03, 2024 USD ($) item	Jan. 28, 2023 USD ($)	Jan. 29, 2022 USD ($)
Other Health And Welfare Benefits Multiemployer Plans
Multiemployer Plans
Employer contribution to multi-employer plans	$ 1,182	$ 1,129	$ 1,197
Pension Benefits
Multiemployer Plans
Employer contribution to multi-employer plans	$ 635	620	1,109
Charge (before-tax) related to pension plan agreements		25
Charge (after-tax) related to pension plan agreements		19
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	$ 83	84	83
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	1
Pension Benefits \| Desert States Employers & UFCW Unions Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 19	20	22
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	$ 15	14	24
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	4
Pension Benefits \| Rocky Mountain UFCW Unions and Employers Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 27	27	29
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	1
Pension Benefits \| Oregon Retail Employees Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 10	9	10
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	2
Pension Benefits \| Bakery and Confectionary Union & Industry International Pension Fund
Multiemployer Plans
Employer contribution to multi-employer plans	$ 7	7	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	$ 263	282	550
Most significant collective bargaining agreements count \| item	1
Pension Benefits \| Western Conference of Teamsters Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 39	40	37
Most significant collective bargaining agreements count \| item	4
Pension Benefits \| Central States, Southeast & Southwest Areas Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 40	34	37
Pension Benefits \| UFCW Consolidated Pension Plan
Multiemployer Plans
Employer contribution to multi-employer plans	$ 98	56	243
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	7	$ 29
Minimum percentage of total contributions received by pension fund	5.00%
Most significant collective bargaining agreements count \| item	2
Pension Benefits \| Others.
Multiemployer Plans
Employer contribution to multi-employer plans	$ 16	$ 29	$ 26

PROPOSED MERGER WITH ALBERTSONS COMPANIES, INC. (Details) $ / shares in Units, $ in Millions	Feb. 26, 2024 state	Nov. 09, 2022 USD ($)	Oct. 13, 2022 USD ($) $ / shares	Sep. 08, 2023 USD ($) Center store Office
Disposed by Sale \| Disposal of stores, distribution, office and private label brands \| C&S wholesale grocers, LLC
Business Acquisition [Line Items]
Disposal group, including discontinued operation, number of stores to be sold \| store				413
Disposal group, including discontinued operation, number of distribution centers to be sold \| Center				8
Disposal group, including discontinued operation, number of offices to be sold \| Office				2
Consideration for sale				$ 1,900
Disposal group, including discontinued operation, maximum number of additional stores to be sold \| store				237
Albertsons
Business Acquisition [Line Items]
Conversion share price \| $ / shares			$ 34.10
Special cash dividend payable \| $ / shares			6.85
Expected adjusted cash purchase price \| $ / shares			$ 27.25
Number of days extension for agreement termination on increments			30 days
Termination fee if merger agreement is terminated			$ 600
Albertsons \| Subsequent event
Business Acquisition [Line Items]
Number states joining suit to block merger \| state	9
Minimum period after court rules to close merger	5 days
Albertsons \| Senior unsecured bridge term loan facility
Business Acquisition [Line Items]
Debt term			364 days
Maximum borrowing capacity			$ 17,400
Reduction in facility amount		$ 4,750
Albertsons \| Senior unsecured term loan facility \| Maturing on the third anniversary of the merger closing date
Business Acquisition [Line Items]
Debt face amount		3,000
Albertsons \| 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
Albertsons \| Maximum
Business Acquisition [Line Items]
Number of days extension for agreement termination			270 days

SUBSEQUENT EVENT (Details) - Subsequent event - USD ($) $ in Millions	2 Months Ended
	Apr. 02, 2024	Mar. 18, 2024
SUBSEQUENT EVENTS
Proceeds from sale of investment	$ 303
Sale of Kroger Specialty Pharmacy business \| Disposal Group, Held-for-Sale, Not Discontinued Operations
SUBSEQUENT EVENTS
Consideration for sale		$ 485

Pay vs Performance Disclosure - USD ($) $ in Millions	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Pay vs Performance Disclosure
Net Income (Loss)	$ 2,164	$ 2,244	$ 1,655

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481687/323-10-50-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482907/825-10-50-28

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482765/220-10-50-6

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-8

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-9

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-4

Reference 13: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480167/946-830-55-10

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483581/946-220-45-7

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
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-URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
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-Section 50
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
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-Paragraph 1
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-Publisher FASB
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(1)(d))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
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Reference 20: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 470
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
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Reference 22: http://www.xbrl.org/2003/role/disclosureRef
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Reference 23: http://www.xbrl.org/2003/role/disclosureRef
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Reference 24: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Feb. 03, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false