[Form 4] Walmart Inc. Insider Trading Activity

Rhea-AI Filing Summary

Walton Family Holdings Trust reported two transactions in Walmart Inc. (WMT) common stock. On 09/15/2025 the Trust distributed 2,550,000 shares for no consideration to a beneficiary, reducing its reported beneficial ownership to 538,052,200 shares. On 09/16/2025 the Trust sold 2,389,000 shares at a weighted average price of $103.4528, bringing post-sale beneficial ownership to 535,663,200 shares. The sale execution occurred in multiple trades priced between $103.13 and $103.71. The Form 4 was signed by an attorney-in-fact on 09/17/2025.

Positive

• Compliance: The Trust filed a timely Form 4 signed by an authorized attorney-in-fact, disclosing both the distribution and sale.
• Transparency: The filing specifies the weighted average sale price ($103.4528) and the execution price range ($103.13–$103.71) and offers to provide full trade details on request.

Negative

• Substantial disposition: The Trust disposed of a total of 4,939,000 shares (2,550,000 distributed and 2,389,000 sold), reducing reported beneficial ownership.
• Concentration change: Reported beneficial ownership decreased to 535,663,200 shares following the transactions.

Insights

Corporate Governance Expert

TL;DR: Large distribution to a beneficiary and a substantial open-market sale reduced the Trust's reported WMT holdings by about 4.94 million shares.

The Form 4 documents a non‑consideration distribution of 2,550,000 shares followed by an open‑market sale of 2,389,000 shares at a weighted average price of $103.4528. Both transactions are properly reported with an attorney-in-fact signature. From a governance perspective, the filing demonstrates compliance with Section 16 reporting requirements and clarifies changes in beneficial ownership at the Trust level. The disclosure includes execution price range and an undertaking to provide trade details on request.

Securities Analyst

TL;DR: The Trust reduced its reported stake by 4,939,000 shares via distribution and sale; sale price averaged $103.4528 across multiple trades.

Quantitatively, the Trust's beneficial ownership fell from 540,602,200 shares (implied prior) to 535,663,200 after the two transactions disclosed. The sale price range ($103.13–$103.71) and weighted average provide transparent execution details. The Form 4 remarks indicate willingness to supply complete trade-level information to the issuer or SEC staff, which is useful for verification and market analysis.

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^*

Walton Family Holdings Trust

(Last) (First) (Middle)

P.O. BOX 1508

(Street)

BENTONVILLE AR 72712

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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

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

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

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	09/15/2025		J(1)		2,550,000(1)	D	$0(1)	538,052,200	D
Common	09/16/2025		S		2,389,000	D	$103.4528(2)	535,663,200	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. The transaction is a distribution of 2,550,000 shares of Common Stock, for no consideration, by the Walton Family Holdings Trust (the "Trust") to a beneficiary of the Trust.

2. This sale was executed in multiple trades at prices ranging from $103.13 to $103.71, inclusive. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares and prices at which the transaction was effected.

Remarks:

	/s/ Jennifer F. Rudolph, by Power of Attorney	09/17/2025
	** 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.

FAQ

What transactions did the Walton Family Holdings Trust report on the WMT Form 4?

The Trust reported a distribution of 2,550,000 shares for no consideration on 09/15/2025 and an open-market sale of 2,389,000 shares on 09/16/2025.

At what price were the WMT shares sold on 09/16/2025?

The sale executed in multiple trades at prices ranging from $103.13 to $103.71, with a weighted average sale price of $103.4528.

What was the Walton Trust's beneficial ownership after these transactions?

Following the distribution on 09/15/2025 the Trust reported 538,052,200 shares beneficially owned, and after the 09/16/2025 sale it reported 535,663,200 shares.

Who signed the Form 4 for the Walton Family Holdings Trust?

The Form 4 was signed by Jennifer F. Rudolph, by power of attorney, on 09/17/2025.

Does the filing provide additional trade-level details for the sale?

The filing states the sale was executed in multiple trades and the reporting person will provide full information on request to the issuer, security holders, or SEC staff.