Sec Form 4 Filing - KIMCO REALTY CORP @ Albertsons Companies, Inc. - 2020-06-30

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person KIMCO REALTY CORP 2. Issuer Name and Ticker or Trading Symbol Albertsons Companies, Inc. [ ACI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) X __ Other (specify below) See Remarks (Last) (First) (Middle) 500 NORTH BROADWAY, SUITE 201 3. Date of Earliest Transaction (MM/DD/YY) 06/30/2020 (Street) JERICHO, NY11753 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A common stock par value $0.01 06/30/2020 S 4,675,726 ( 1 ) D $ 15.2716 ( 2 ) 39,838,104 ( 1 ) I See footnotes ( 3 ) ( 4 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KIMCO REALTY CORP 500 NORTH BROADWAY SUITE 201 JERICHO, NY11753 See Remarks KIM-SFW, LLC 500 NORTH BROADWAY SUITE 201 JERICHO, NY11753 See Remarks KRS ABS, LLC 500 NORTH BROADWAY SUITE 201 JERICHO, NY11753 See Remarks KRSX MERGE, LLC 500 NORTH BROADWAY SUITE 201 JERICHO, NY11753 See Remarks KIMKON INC. 500 NORTH BROADWAY SUITE 201 JERICHO, NY11753 See Remarks KIMCO CAPITAL CORP. 500 NORTH BROADWAY SUITE 201 JERICHO, NY11753 See Remarks KIMSOUTH REALTY INC 500 NORTH BROADWAY SUITE 201 JERICHO, NY11753 See Remarks Signatures Kimco Realty Corp., by /s/ Raymond Edwards, Executive Vice President 07/01/2020 Signature of Reporting Person Date KIM SFW, LLC, by Kimco Capital Corp, its sole member, by /s/ Raymond Edwards, Executive Vice President 07/01/2020 Signature of Reporting Person Date KRS ABS, LLC, by Kimsouth Realty, Inc., its sole member, by /s/ Raymond Edwards, Executive Vice President 07/01/2020 Signature of Reporting Person Date KRSX Merge, LLC, by /s/ Raymond Edwards, Executive Vice President 07/01/2020 Signature of Reporting Person Date Kimkon Inc., by /s/ Raymond Edwards, Executive Vice President 07/01/2020 Signature of Reporting Person Date Kimco Capital Corp., by /s/ Raymond Edwards, Executive Vice President 07/01/2020 Signature of Reporting Person Date Kimsouth Realty Inc., by /s/ Raymond Edwards, Executive Vice President 07/01/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes 170,781, 4,445,725 and 59,220 securities reported herein sold by KIM SFW, LLC, KRS ABS, LLC and KRSX Merge, LLC, respectively, pursuant to the Underwriting Agreement dated June 25, 2020. Following the transaction reported herein, 0 securities are held by KIM SFW, LLC, 39,661,294 are held by KRS ABS, LLC and 167,811 are held by KRSX Merge, LLC. ( 2 )This amount represents the $16.0000 public offering price per share of the issuer's common stock less the underwriting discount of $0.7284 per share. ( 3 )The securities reported herein are held by KIM SFW, LLC, KRS ABS, LLC and KRSX Merge, LLC. Kimco Capital Corp. is the sole member of KIM SFW, LLC. Kimsouth Realty Inc. is the sole member of KRS ABS, LLC and is a wholly-owned subsidiary of Kimkon Inc. Kimkon Inc. is a wholly-owned subsidiary of KRSX Merge, LLC. Each of Kimco Capital Corp. and KRSX Merge, LLC are wholly-owned subsidiaries of the Reporting Person. ( 4 )The Reporting Person may be deemed to share beneficial ownership of the securities reported herein held by KIM SFW, LLC, KRS ABS, LLC and KRSX Merge, LLC, but disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein, if any. Kimco Capital Corp may be deemed to share beneficial ownership of the securities reported herein held by KIM SFW, LLC, but disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein, if any. Each of Kimsouth Realty Inc., Kimcon Inc. and KRSX Merge, LLC may be deemed to share beneficial ownership of the securities reported herein held by KRS ABS, LLC, but each disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein, if any.

Remarks: KIM SFW, LLC, KRS ABS, LLC and KRSX Merge, LLC, each an indirect subsidiary of Kimco Realty Corp. and a holder of shares of Class A common stock of the Issuer, have entered into a stockholders agreement, dated June 25, 2020 (the "Stockholders Agreement"), among the Issuer and certain other holders of Class A common stock (such holders, together with KIM SFW, LLC, KRS ABS, LLC and KRSX Merge, LLC, the "Sponsors"). Pursuant to the Stockholders Agreement, the Sponsors have agreed to act in concert and vote together on certain matters relating to the Issuer. As a result, the Sponsors may be deemed to members of a group that beneficially owns more than 10% of the outstanding shares of Class A common stock of the Issuer. However, none of KIM SFW, LLC, KRS ABS, LLC and KRSX Merge, LLC, or their respective affiliates, including Kimco Realty Corp., has a pecuniary interest in the securities of the Issuer held by the other Sponsors.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.