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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
May 24, 2022
 
Albertsons Companies, Inc.
(Exact Name of Registrant as Specified in Charter)
 
Delaware001-3935047-4376911
(State or Other Jurisdiction of Incorporation)(Commission File Number)(IRS Employer Identification No.)
 
250 Parkcenter Blvd.
Boise, Idaho 83706
(Address of principal executive office and zip code)
(208) 395-6200
(Registrant’s telephone number, including area code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A common stock, $0.01 par valueACINew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐



Item 3.02
Unregistered Sales of Equity Securities.

On May 24, 2022, Albertsons Companies, Inc. (the "Company") received notices from certain holders of the Company's Convertible Preferred Stock, par value $0.01 per share ("Preferred Stock") to convert such shares of Preferred Stock into shares of the Company's Common Stock, par value $0.01 per share ("Common Stock"). Each share of Preferred Stock is convertible at a rate of 58.064 shares of the Company's Common Stock (with cash delivered in lieu of any fractional shares of Common Stock). The Company issued 5,982,522 shares of Common Stock to such holders of Preferred Stock. Including the shares of Common Stock as reported herein, the Company has issued, in the aggregate, approximately 61,233,559 shares of Common Stock to holders of Preferred Stock as of the filing date of this Current Report. The shares of Common Stock were issued in exchange for Preferred Stock in reliance on an exemption from the registration requirements of the Securities Act of 1933, as amended (the "Act"), under Section 3(a)(9) of the Act. Following this issuance, no shares of Series A-1 Preferred Stock remain outstanding as of the filing date of this Current Report.


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Albertsons Companies, Inc.
(Registrant)
May 27, 2022By:/s/ Juliette W. Pryor
Name:Juliette W. Pryor
Title:Executive Vice President, General Counsel and Secretary


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