Kroger 2015 Annual Report Download - page 53

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2015 Nonqualified Deferred Compensation
The following table provides information on nonqualified deferred compensation for the
NEOs for 2015.
Name
Executive
Contributions
in Last FY
Registrant
Contributions
in Last FY
Aggregate
Earnings in
Last FY(1)
Aggregate
Balance at
Last FYE(2)
W. Rodney McMullen $ 7,500(3) — $ 532,896 $8,379,170
J. Michael Schlotman — — — —
Michael J. Donnelly — — $ 24,430 $ 372,649
Christopher T. Hjelm $148,808(4) — $ 10,053 $ 236,885
Frederick J. Morganthall II $100,000(4) $13,475(5) — $ 663,852
(1) These amounts include the aggregate earnings on all accounts for each NEO, including any
above-market or preferential earnings. The following amounts earned in 2015 are deemed to be
preferential earnings and are included in the “Change in Pension Value and Nonqualified Deferred
Compensation Earnings” column of the Summary Compensation Table for 2015: Mr. McMullen,
$80,092; Mr. Donnelly, $4,576; and Mr. Hjelm, $168.
(2) The following amounts in the Aggregate Balance column from the table were reported in the
Summary Compensation Tables covering fiscal years 2006 – 2014: Mr. McMullen – $2,558,370; and
Mr. Donnelly - $14,318. For Messrs. Hjelm and Morganthall, no portion of the Aggregate Balance
from the table was reported in the Summary Compensation Table for prior years because they were
not NEOs prior to 2015.
(3) This amount represents the deferral of a portion of his salary in 2015. This amount is included in the
Summary Compensation Table for 2015.
(4) These amounts represent the deferral of a portion of the 2014 performance-based annual cash
bonus earned in 2014 and paid in March 2015.
(5) This amount is included in the All Other Compensation column of the Summary Compensation
Table for 2015.
Kroger Executive Deferred Compensation Plan
Messrs. McMullen, Donnelly and Hjelm participate in The Kroger Co. Executive Deferred
Compensation Plan, which is a nonqualified deferred compensation plan. Participants may elect to
defer up to 100% of the amount of their salary that exceeds the sum of the FICA wage base and pre-tax
insurance and other Internal Revenue Code Section 125 plan deductions, as well as up to 100% of their
annual and long-term cash bonus compensation. Kroger does not match any deferral or provide other
contributions. Deferral account amounts are credited with interest at the rate representing Kroger’s cost
of ten-year debt as determined by Kroger’s CEO and approved by the Compensation Committee prior to
the beginning of each deferral year. The interest rate established for deferral amounts for each deferral
year will be applied to those deferral amounts for all subsequent years until the deferred compensation
is paid out. Amounts deferred in 2015 earn interest at a rate of 3.65%. Participants can elect to receive
lump sum distributions or quarterly installments for periods up to ten years. Participants also can elect
between lump sum distributions and quarterly installments to be received by designated beneficiaries if
the participant dies before distribution of deferred compensation is completed.
Participants may not withdraw amounts from their accounts until they leave Kroger, except that
Kroger has discretion to approve an early distribution to a participant upon the occurrence of an
unforeseen emergency. Participants who are “specified employees” under Section 409A of the Internal
Revenue Code, which includes the NEOs, may not receive a post-termination distribution for at least six
months following separation. If the employee dies prior to or during the distribution period, the remainder
of the account will be distributed to his designated beneficiary in lump sum or quarterly installments,
according to the participant’s prior election.