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Director Penner (NYSE: WMT) defers pay into Walmart stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Penner Gregory Boyd reported acquisition or exercise transactions in this Form 4 filing.

Walmart Inc. director Gregory Boyd Penner received 458 stock units of Walmart common stock as quarterly director compensation, which he elected to defer in stock form. The units were valued using the $124.28 closing share price on the grant date. Following this award, he directly holds 258,819.331 common shares, while an additional 1,448,634 shares are held indirectly by his spouse. The reported balance also reflects phantom stock units credited as dividend equivalents on deferred stock.

Positive

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Negative

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Insider Penner Gregory Boyd
Role Director
Type Security Shares Price Value
Grant/Award Common 458 $124.28 $57K
holding Common -- -- --
Holdings After Transaction: Common — 258,819.331 shares (Direct); Common — 1,448,634 shares (Indirect, By spouse)
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.
Deferred stock units granted 458 stock units Quarterly director compensation elected in stock units
Grant valuation price $124.28 per share Closing price of Walmart common stock on grant date
Direct holdings after transaction 258,819.331 shares Walmart common stock directly held by Gregory Penner
Indirect spouse holdings 1,448,634 shares Walmart common stock held indirectly by spouse
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
"Balance adjusted to 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
"phantom stock units 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 4UNITED 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*
Penner Gregory Boyd
(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)
XDirector10% 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)
XForm 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)
CodeVAmount(A) or (D)Price
Common03/31/2026A458(1)A$124.28258,819.331(2)D
Common1,448,634IBy spouse
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 attorney04/02/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Walmart (WMT) director Gregory Penner report in this Form 4?

Gregory Boyd Penner reported receiving 458 Walmart stock units as quarterly director compensation, deferred into stock. The units were valued at the closing price of $124.28 per share, increasing his direct holdings to 258,819.331 Walmart common shares.

How many Walmart (WMT) shares does Gregory Penner hold after this transaction?

After the award, Gregory Penner directly holds 258,819.331 Walmart common shares. The filing also shows 1,448,634 additional Walmart shares held indirectly by his spouse, giving investors a clearer picture of his combined reported ownership exposure.

What is the nature of the 458 Walmart stock units granted to Gregory Penner?

The 458 Walmart stock units represent quarterly director compensation that Penner chose to defer in stock units. Their number was calculated using Walmart’s common stock closing price of $124.28 on the grant date, aligning his compensation more closely with shareholder returns.

How were Gregory Penner’s Walmart deferred stock units priced on the grant date?

The deferred stock units were determined by dividing the dollar value of quarterly director compensation by Walmart’s closing stock price. The filing states the closing price used was $124.28 per share on the grant date, resulting in 458 stock units for Gregory Penner.

What are phantom stock units and dividend equivalents mentioned in the Walmart (WMT) Form 4?

Phantom stock units are bookkeeping entries that track the value of shares without issuing actual stock. The filing notes Penner’s balance was adjusted for phantom stock units credited as dividend equivalents on deferred stock, mirroring dividends paid on Walmart shares.