STOCK TITAN

Walton Family Trust sells Walmart (NYSE: WMT) shares, distributes stock

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Walton Family Holdings Trust, a major shareholder of Walmart Inc., reported several transactions in Walmart common stock. The trust sold a total of 2,123,840 shares in open-market trades on May 22 and May 26, 2026 at weighted average prices around $119–$121 per share.

In addition, the trust recorded an “other” transaction involving a distribution of 1,551,000 shares of common stock to beneficiaries of the trust for no consideration. After these moves, the trust continued to hold slightly more than 510 million Walmart shares directly, indicating that only a small fraction of its overall position changed hands.

Positive

  • None.

Negative

  • None.

Insights

Large shareholder sells and redistributes shares but keeps a sizable stake.

Walton Family Holdings Trust executed open-market sales totaling 2,123,840 shares of Walmart common stock on May 22 and May 26, 2026. Sale prices clustered between roughly $119 and $121 per share, reported as weighted averages.

The trust also completed a restructuring-style move coded “J”, distributing 1,551,000 shares to trust beneficiaries for no consideration, which is non-cash and not a market sale. Following these actions, the trust still directly holds about 510 million shares, so the transactions affect only a modest portion of its visible position.

From an ownership-structure perspective, this filing mainly documents portfolio management and estate planning activity by a large existing holder, rather than a change in corporate control. Future company filings may provide additional context on any broader ownership shifts among related Walton entities.

Insider Walton Family Holdings Trust
Role null
Sold 2,123,840 shs ($254.44M)
Type Security Shares Price Value
Other Common 1,551,000 $0.00 --
Sale Common 511,637 $119.1607 $60.97M
Sale Common 19,442 $120.4638 $2.34M
Sale Common 1,261 $121.011 $153K
Sale Common 638,881 $119.6579 $76.45M
Sale Common 949,671 $120.2224 $114.17M
Sale Common 2,948 $121.0698 $357K
Holdings After Transaction: Common — 510,381,956 shares (Direct, null)
Footnotes (1)
  1. This sale was executed in multiple trades at prices ranging from $119.00 to $119.9999, 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. This sale was executed in multiple trades at prices ranging from $120.00 to $120.9999, 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. This sale was executed in multiple trades at prices ranging from $121.00 to $121.185, 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. The transaction is a distribution of 1,551,000 shares of Common Stock, for no consideration, by the Walton Family Holdings Trust (the "Trust") to beneficiaries of the Trust. This sale was executed in multiple trades at prices ranging from $121.00 to $121.0154, 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.
Total shares sold 2,123,840 shares Net open-market sales reported in Form 4
Shares distributed 1,551,000 shares Distribution to trust beneficiaries for no consideration
Holding after distribution 510,381,956 shares Common stock held directly after J-code distribution
Sale price example $119.1607 per share Weighted average price for 511,637-share sale on May 26, 2026
Sale price example $120.2224 per share Weighted average price for 949,671-share sale on May 22, 2026
Sale price example $121.0698 per share Weighted average price for 2,948-share sale on May 22, 2026
open-market sale financial
"transaction_action: open-market sale"
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
weighted average sale price financial
"The price reported above reflects the weighted average sale price."
distribution financial
"The transaction is a distribution of 1,551,000 shares of Common Stock"
A distribution is a payment or transfer of value from a company, fund, or trust to its shareholders or unit holders, commonly made in cash, additional shares, or other assets. Investors care because distributions provide income, reflect how much cash a business or fund can return to owners, can influence yield and taxable income, and often affect the share price much like a store handing out a portion of its profits to customers.
beneficiaries financial
"distribution ... by the Walton Family Holdings Trust to beneficiaries of the Trust"
Beneficiaries are the people or organizations designated to receive benefits, such as money or assets, from a financial arrangement like a trust, insurance policy, or retirement plan. They matter to investors because choosing the right beneficiaries ensures that assets are passed on according to their wishes, providing financial security or support to loved ones when needed. Think of beneficiaries as the intended recipients of a gift or inheritance.
Common Stock financial
"shares of Common Stock, for no consideration, by the Walton Family Holdings Trust"
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
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*
Walton Family Holdings Trust

(Last)(First)(Middle)
P.O. BOX 1508

(Street)
BENTONVILLE ARKANSAS 72712

(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)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/22/2026
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
Common05/22/2026S638,881D$119.6579(1)512,885,575D
Common05/22/2026S949,671D$120.2224(2)511,935,904D
Common05/22/2026S2,948D$121.0698(3)511,932,956D
Common05/26/2026J(4)1,551,000(4)D$0(4)510,381,956D
Common05/26/2026S511,637D$119.1607(1)509,870,319D
Common05/26/2026S19,442D$120.4638(2)509,850,877D
Common05/26/2026S1,261D$121.011(5)509,849,616D
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. This sale was executed in multiple trades at prices ranging from $119.00 to $119.9999, 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.
2. This sale was executed in multiple trades at prices ranging from $120.00 to $120.9999, 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.
3. This sale was executed in multiple trades at prices ranging from $121.00 to $121.185, 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.
4. The transaction is a distribution of 1,551,000 shares of Common Stock, for no consideration, by the Walton Family Holdings Trust (the "Trust") to beneficiaries of the Trust.
5. This sale was executed in multiple trades at prices ranging from $121.00 to $121.0154, 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 Attorney05/26/2026
** 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)

FAQ

How many Walmart (WMT) shares did Walton Family Holdings Trust sell in this Form 4?

Walton Family Holdings Trust sold a total of 2,123,840 Walmart common shares in open-market transactions. These sales occurred on May 22 and May 26, 2026, at weighted average prices generally between about $119 and $121 per share, according to the reported trade ranges.

At what prices did Walton Family Holdings Trust sell Walmart (WMT) shares?

The trust’s open-market sales used weighted average prices around $119–$121 per share. Footnotes state trades were executed in ranges such as $119.00–$119.9999, $120.00–$120.9999, and $121.00–$121.185, with the reported prices reflecting those weighted averages for each transaction batch.

What was the 1,551,000-share transaction reported by Walton Family Holdings Trust in Walmart (WMT)?

The 1,551,000-share transaction was a distribution of Walmart common stock by the trust to its beneficiaries for no consideration. It is coded as an “other” transaction (J), reflecting an internal transfer rather than a market sale generating cash proceeds.

How many Walmart (WMT) shares does Walton Family Holdings Trust hold after these transactions?

After the reported transactions, one line shows the trust holding about 510,381,956 Walmart shares following the distribution. Other lines around the sale dates show holdings slightly above 509–512 million shares, indicating the trust continues to own a very large direct position.

Does this Walmart (WMT) Form 4 show option exercises or derivative trades by Walton Family Holdings Trust?

No, the Form 4 lists only non-derivative transactions in Walmart common stock. The derivativeSummary section is empty, and the transaction codes are S for open-market sales and J for an “other” distribution, with no option exercises or other derivative activity reported.

Are the Walton Family Holdings Trust Walmart (WMT) sales single trades or multiple executions?

The filing explains that several reported sales were executed in multiple trades within specified price ranges. The prices shown are weighted average sale prices, and the trust offers to provide full trade-by-trade details upon request to the issuer, security holders, or SEC staff.