[Form 4] Walmart Inc. Insider Trading Activity

Rhea-AI Filing Summary

Walton Family Holdings Trust reported a distribution of 5,526,000 shares of Walmart Inc. (WMT) common stock on 09/08/2025. The shares were distributed for no consideration to certain beneficiaries of the Trust, and the filing lists the Trust as beneficially owning 540,602,200 shares following the transaction.

The Form 4 was filed by one reporting person and is signed by an attorney-in-fact. The filing identifies the reporting person as the Walton Family Holdings Trust and indicates a relationship to the issuer as a director and 10% owner.

Positive

• Transparent disclosure of the transfer and post-transaction beneficial ownership
• Transaction executed for no consideration, indicating distribution to beneficiaries rather than a sale

Negative

• Reduction of Trust holdings by 5,526,000 shares, which slightly decreases the Trust's stake

Insights

Corporate Governance Expert

TL;DR: A large founding-family trust distributed a small portion of its Walmart shares to beneficiaries, disclosed promptly.

The Trust's distribution of 5,526,000 shares was executed for no consideration, indicating a transfer to beneficiaries rather than a market sale. The filing maintains transparency on beneficial ownership with the Trust retaining 540,602,200 shares after the transfer. This is a routine estate/beneficiary allocation common for family trusts; it does not indicate an active divestiture to the market.

Securities Analyst

TL;DR: The transaction is a disclosed internal distribution and is unlikely to be market-moving given the remaining Trust stake.

The Form 4 shows a single non-cash distribution of 5,526,000 shares on 09/08/2025 and a post-transaction beneficial ownership of 540,602,200 shares. The filing does not show any sales or proceeds, and no derivative transactions were reported. From a market-impact perspective, the disclosure flags a change in ownership composition but contains no evidence of open-market liquidation.

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
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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)
09/08/2025

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	09/08/2025		J(1)		5,526,000(1)	D	$0(1)	540,602,200	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 5,526,000 shares of Common Stock, for no consideration, by the Walton Family Holdings Trust (the "Trust") to certain beneficiaries of the Trust.

Remarks:

	/s/ Jennifer F. Rudolph, by Power of Attorney	09/10/2025
	** 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 did the Walton Family Holdings Trust report on Form 4 for WMT?

The Trust reported a distribution of 5,526,000 shares of Walmart Inc. common stock on 09/08/2025 and a post-transaction beneficial ownership of 540,602,200 shares.

Was the Walmart share transfer a sale reported on the Form 4?

No. The filing states the distribution was made for no consideration, indicating it was not a sale for cash.

Who filed the Form 4 for this transaction?

The reporting person is the Walton Family Holdings Trust, and the Form 4 was signed by Jennifer F. Rudolph by Power of Attorney on 09/10/2025.

Does the Form 4 show any derivative transactions or sales?

No. Table II (derivative securities) shows no reported derivative transactions and Table I reports only the non‑derivative distribution.

What relationship does the reporting person have to Walmart (WMT)?

The filing indicates the reporting person is a Director and a 10% owner of the issuer.