WMT Form 4: Director Defers Pay into 340 Walmart Stock Units

Rhea-AI Filing Summary

Sarah Friar, identified as a Director of Walmart Inc. (WMT), reported a transaction dated 09/30/2025 showing an acquisition of 340 common stock units at a price of $103.06. The filing states these units represent quarterly director compensation that the reporting person elected to defer into stock units; the number of units was calculated using the closing share price on the grant date. The report shows a post-transaction balance of 59,049.1798 stock/phantom units, with the balance adjusted for dividend-equivalent phantom units. The Form 4 is signed by power of attorney on 10/02/2025.

Positive

• 340 stock units acquired as deferred director compensation, aligning interests with shareholders
• Post-transaction balance of 59,049.1798 units includes dividend-equivalent phantom units, preserving economic parity with shareholders

Negative

• None.

Insights

Corporate Governance Analyst

Director elected to defer pay into 340 Walmart stock units at $103.06.

The filing discloses that 340 stock units were acquired as deferred quarterly compensation, which aligns the director's pay with shareholder outcomes by converting cash compensation into equity-style units. The post-transaction balance of 59,049.1798 units includes phantom dividend equivalents, indicating the deferral plan credits additional units to mirror dividends.

This is a routine, disclosed director compensation election rather than an open-market purchase or sale; it is primarily relevant for transparency on insider alignment and outstanding insider-held equity.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Friar Sarah

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common	340	$103.06	$35K

Holdings After Transaction: Common — 59,049.18 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 units.

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).

1. Name and Address of Reporting Person^*

Friar Sarah

(Last) (First) (Middle)

1 CUSTOMER DRIVE

(Street)

BENTONVILLE AR 72716

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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	09/30/2025		A		340(1)	A	$103.06	59,049.1798(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 units.

Remarks:

	/s/ Dirk Gardner, by power of attorney	10/02/2025
	** 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 Walmart director Sarah Friar report on Form 4 (WMT)?

The Form 4 reports Sarah Friar acquired 340 common stock units on 09/30/2025 at a price of $103.06 by deferring quarterly director compensation.

How many Walmart units does Sarah Friar own after the transaction?

The filing shows a post-transaction balance of 59,049.1798 stock/phantom units, adjusted for dividend equivalents.

Was the acquisition a market purchase or compensation deferral?

The filing explicitly states the units represent quarterly director compensation that was elected to be deferred into stock units.

When was the Form 4 signed and filed?

The signature on the Form 4 by power of attorney is dated 10/02/2025; the transaction date is 09/30/2025.

What price was used to determine the number of stock units?

The number of stock units was determined using the issuer's closing common stock price on the date of grant, reported as $103.06.