Walmart (NYSE: WMT) director defers quarterly pay into 282 stock units

Rhea-AI Filing Summary

Walmart Inc. director Sarah Friar reported a compensation-related acquisition of stock units rather than an open-market trade. She received 282 stock units of Walmart common stock on a grant date price of $124.28 per share as quarterly director compensation, which she elected to defer in stock unit form. After this award and related adjustments, her directly held balance reported in the filing is 59,768.5508 units, including phantom stock units credited as dividend equivalents on deferred stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Friar Sarah

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common	282	$124.28	$35K

Holdings After Transaction: Common — 59,768.551 shares (Direct)

Footnotes (1)

1. Represents quarterly director compensation, which the Reporting Person elected to defer in the form of stock units. The number of stock units was determined by using the closing price of the Issuer's common stock on the date of grant. Balance adjusted to reflect phantom stock units acquired as dividend equivalents on deferred stock.

Key Figures

Deferred stock units granted: 282 units Grant price: $124.28 per unit Balance after transaction: 59,768.5508 units

3 metrics

Deferred stock units granted 282 units Quarterly director compensation elected in stock units

Grant price $124.28 per unit Closing price of Walmart common stock on grant date

Balance after transaction 59,768.5508 units Direct holdings after award and dividend-equivalent phantom units

Key Terms

stock units, phantom stock units, dividend equivalents, deferred stock

4 terms

stock units financial

"elected to defer in the form of stock units"

Stock units are individual pieces of ownership in a company, like slices of a pie that together make up the whole business. They matter to investors because each unit represents a claim on the company’s assets, profits and sometimes voting power, and changes in the number or value of these units affect ownership percentages, potential dividends and share dilution — all of which influence an investment’s worth.

phantom stock units financial

"reflect phantom stock units acquired as dividend equivalents"

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

dividend equivalents financial

"acquired as dividend equivalents on deferred stock"

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

deferred stock financial

"dividend equivalents on deferred stock"

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Friar Sarah

(Last) (First) (Middle)

1 CUSTOMER DRIVE

(Street)

BENTONVILLE ARKANSAS 72716

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Walmart Inc. [ WMT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Common	03/31/2026		A		282(1)	A	$124.28	59,768.5508(2)	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. Represents quarterly director compensation, which the Reporting Person elected to defer in the form of stock units. The number of stock units was determined by using the closing price of the Issuer's common stock on the date of grant.

2. Balance adjusted to reflect phantom stock units acquired as dividend equivalents on deferred stock.

Remarks:

	/s/ Mary Marshall, by power of attorney	04/02/2026
	** Signature of Reporting Person	Date
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Walmart (WMT) director Sarah Friar report in this Form 4?

Sarah Friar reported receiving 282 stock units of Walmart common stock as quarterly director compensation. The units were valued using the $124.28 closing price on the grant date and were elected to be deferred rather than taken in cash.

Was Sarah Friar’s Walmart Form 4 transaction a market purchase or sale?

The transaction was not a market purchase or sale. It reflects a grant of 282 deferred stock units as quarterly director compensation, determined using Walmart’s $124.28 closing price on the grant date, rather than an open-market trade by the director.

How many Walmart stock units does Sarah Friar hold after this Form 4 transaction?

After this compensation-related grant and associated adjustments, Sarah Friar’s directly held balance is reported as 59,768.5508 units. This figure includes phantom stock units that were acquired as dividend equivalents on her deferred stock holdings.

How was the number of Walmart stock units granted to Sarah Friar calculated?

The 282 stock units were calculated by dividing the dollar value of her quarterly director compensation by Walmart’s closing stock price of $124.28 on the grant date. This method ties the number of units directly to the market price at that time.

What are phantom stock units and dividend equivalents in Walmart’s director compensation?

Phantom stock units track the value of Walmart shares without being actual stock. Dividend equivalents credit additional phantom units when dividends are paid, mirroring what a shareholder would receive and increasing the balance of deferred stock units over time.