Walmart (WMT) director reports 239,000-share trust distribution, retains 528.7M

Rhea-AI Filing Summary

Walmart Inc. reported an insider ownership change involving the Walton Family Holdings Trust. On 12/11/2025, the Trust distributed 239,000 shares of Walmart common stock to a beneficiary of the Trust for no consideration, meaning no payment was received for the shares. After this distribution, the reporting person beneficially owned 528,670,456 shares of Walmart common stock, held directly. The transaction was reported under code J, which indicates an "other" type of transaction rather than a market purchase or sale.

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

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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)
12/11/2025

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	12/11/2025		J(1)		239,000(1)	D	$0(1)	528,670,456	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 239,000 shares of Common Stock, for no consideration, by the Walton Family Holdings Trust (the "Trust") to a beneficiary of the Trust.

Remarks:

	/s/ Jennifer F. Rudolph, by Power of Attorney	12/12/2025
	** 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 insider transaction did Walmart (WMT) disclose in this Form 4?

The filing discloses that the Walton Family Holdings Trust distributed 239,000 shares of Walmart common stock to a beneficiary of the Trust on 12/11/2025.

Was the 239,000-share Walmart (WMT) distribution a sale for cash?

No. The filing states that the 239,000-share transaction was a distribution for no consideration from the Walton Family Holdings Trust to a beneficiary, meaning no payment was received.

How many Walmart (WMT) shares does the reporting person own after this transaction?

Following the distribution, the reporting person beneficially owned 528,670,456 shares of Walmart common stock, held directly.

What transaction code is used for this Walmart (WMT) insider transaction?

The transaction is reported with code J, which indicates an "other" type of transaction rather than a standard open-market buy or sell.

Does this Walmart (WMT) Form 4 involve derivative securities such as options or warrants?

No. Table II, which covers derivative securities, shows no derivative securities acquired, disposed of, or beneficially owned in this transaction.

What is the relationship of the reporting person to Walmart (WMT)?

The reporting person is identified as a Director of Walmart Inc. on the form.