Item 3.02 Unregistered Sales of Equity Securities.

Between January 18, 2022 and January 20, 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 approximately 5,121,886 shares of Common Stock to such holders of Preferred Stock. Inclusive of the number reported in the Company's Form 10-Q filed with the Securities and Exchange Commission on January 12, 2022, the Company has issued, in the aggregate, approximately 20,369,582 shares of Common Stock to the 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.

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