[144] Walmart Inc. SEC Filing

Rhea-AI Filing Summary

Walmart Inc. (WMT) Form 144: The filer notifies a proposed sale of 10,000,000 shares of common stock through Goldman Sachs & Co. LLC with an approximate aggregate market value of $960,800,000, to be sold on 08/28/2025 on the NYSE. The shares were acquired on 03/05/2020 as a contribution from Walton Enterprises, LLC. The filing also discloses multiple recent sales by Walton-related entities between 05/28/2025 and 08/27/2025, including a large sale of 2,570,000 shares for $249,600,713 and several other multi-hundred-thousand-share transactions. The filer certifies no undisclosed material adverse information.

Positive

• Use of a major broker (Goldman Sachs) for the planned sale, which may support orderly execution
• Complete Rule 144 disclosure including acquisition date, nature of acquisition, and broker details
• Recent sales are transparently listed with specific amounts, dates, and gross proceeds

Negative

• Large aggregate market value of the planned sale (~$960.8M) increases potential short-term supply pressure
• Multiple sizable recent sales by Walton-related entities indicate significant ongoing liquidity events

Insights

Financial Analyst

TL;DR Large, scheduled insider-related disposition of 10 million WMT shares at near-$961M headline value; recent concentrated selling by Walton entities.

The proposed sale of 10,000,000 shares represents a sizeable block transacted through a major broker, suggesting an orderly disposition rather than an unmediated market dump. The securities were contributed in 2020, and the filing lists multiple large sales by Walton-affiliated entities in the prior three months, including transactions exceeding $100 million each. For market impact, the transaction size relative to the 7,980,418,164 shares outstanding is modest but not trivial in dollar terms; execution method via Goldman Sachs will influence short-term price impact.

Corporate Governance Expert

TL;DR Disclosure aligns with Rule 144 requirements; substantial Walton-family liquidity events are clearly reported.

The Form 144 provides the required identification of the broker, acquisition date, and nature of acquisition (contribution). The extensive list of recent sales by various Walton entities demonstrates ongoing disposals by related parties. The signature representation regarding absence of undisclosed material adverse information is standard. From a governance perspective, transparent reporting of both the proposed block and recent transactions meets disclosure expectations for related-party selling activity.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	Goldman Sachs & Co. LLC 200 West Street New York NY 10282	10000000	960800000	7980418164	08/28/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock	03/05/2020	Contribution (2)	Walton Enterprises, LLC (2)			10000000	03/05/2020	None

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Wartime History Museum 1 Customer Drive Bentonville AR 72716	Common Stock	05/28/2025	28000	2729759.2
Walton Family Foundation, Inc. 1 Customer Drive Bentonville AR 72716	Common Stock	05/28/2025	17000	1657353.8
Walton Family Holdings Trust 1 Customer Drive Bentonville AR 72716	Common Stock	05/29/2025	2570000	249600713
Town Branch Foundation 1 Customer Drive Bentonville AR 72716	Common Stock	06/02/2025	755000	74693131.5
Walton Family Holdings Trust 1 Customer Drive Bentonville AR 72716	Common Stock	06/02/2025	1016000	100432401.88
Walton Family Foundation, Inc. 1 Customer Drive Bentonville AR 72716	Common Stock	06/06/2025	1843816	179743112.09
Walton Family Foundation, Inc. 1 Customer Drive Bentonville AR 72716	Common Stock	06/09/2025	1820104	177373685.06
Walton Family Foundation, Inc. 1 Customer Drive Bentonville AR 72716	Common Stock	06/10/2025	1007080	97530159.06
Walton Family Holdings Trust 1 Customer Drive Bentonville AR 72716	Common Stock	06/24/2025	3035258	298092991.71
Walton Family Holdings Trust 1 Customer Drive Bentonville AR 72716	Common Stock	06/25/2025	321361	31545631.3
Walton Family Holdings Trust 1 Customer Drive Bentonville AR 72716	Common Stock	06/27/2025	378639	36923293.74
Walton Family Holdings Trust 1 Customer Drive Bentonville AR 72716	Common Stock	08/22/2025	565627	55095633.25
Walton Family Holdings Trust 1 Customer Drive Bentonville AR 72716	Common Stock	08/25/2025	317287	30679558.81
Walton Family Holdings Trust 1 Customer Drive Bentonville AR 72716	Common Stock	08/26/2025	688586	66138134.43
Walton Family Holdings Trust 1 Customer Drive Bentonville AR 72716	Common Stock	08/27/2025	398852	38325888.11

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What is being proposed for sale in the WMT Form 144?

The filer proposes to sell 10,000,000 shares of Walmart common stock through Goldman Sachs on 08/28/2025 with an aggregate market value of $960,800,000.

When and how were the shares being sold under Rule 144 acquired?

The 10,000,000 shares were acquired on 03/05/2020 as a contribution from Walton Enterprises, LLC; payment type is listed as None.

Have related Walton entities recently sold WMT shares?

Yes. The filing lists multiple sales between 05/28/2025 and 08/27/2025, including a sale of 2,570,000 shares for $249,600,713 and other multi-hundred-thousand-share transactions.

How many shares outstanding does the filing cite?

The filing reports 7,980,418,164 shares outstanding.

Does the filer state any undisclosed material information?

By signing, the filer represents that they do not know any material adverse information about the issuer that has not been publicly disclosed.