[Form 4] Walmart Inc. Insider Trading Activity

Rhea-AI Filing Summary

John D. Rainey, Executive Vice President of Walmart Inc. (WMT), reported two open-market sales executed under Rule 10b5-1 plans on 09/02/2025. He sold 1,514 shares at a weighted average price of $97.2485 and 686 shares at a weighted average price of $97.6478, for a combined 2,200 shares sold. The filings show 623,917.995 shares beneficially owned following the reported transactions. Both sales were disclosed as executed in multiple trades within the ranges provided and the reporting person offered to furnish detailed trade-level information on request.

Positive

• Transactions executed under Rule 10b5-1 plans, indicating preplanned sales and reducing appearance of trading on material nonpublic information
• Detailed weighted-average prices and share counts provided, supporting regulatory transparency and allowing verification on request
• Post-transaction beneficial ownership reported (623,917.995 shares), giving investors clear ownership context

Negative

• Insider sold 2,200 shares, which is a reduction in executive ownership (though modest in absolute terms)
• Form does not include explicit dollar proceeds or rationale beyond plan disclosure, requiring requests for full trade-level details if needed

Insights

Corporate Governance Expert

TL;DR: Routine, preplanned insider sales under 10b5-1; governance process adhered to but not materially informative about company fundamentals.

The Form 4 discloses planned sales by an executive under Rule 10b5-1, indicating transactions were pre-authorized and occurred within an open trading window. That reduces the likelihood these trades reflect contemporaneous material nonpublic information. The filing provides weighted-average prices and aggregate shares sold (2,200), and reports post-transaction beneficial ownership, supporting transparency and regulatory compliance.

Securities Analyst

TL;DR: Small insider disposition relative to total holdings; unlikely to affect valuation or signal material change.

The two sales total 2,200 shares executed at average prices near $97.25 and $97.65. The remaining beneficial ownership of approximately 623,918 shares suggests these disposals are modest relative to the reporting person’s overall stake. No derivatives, grants, or additional compensatory details are reported, and the filer offered to provide trade-level data if requested.

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).

X

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^*

Rainey John D

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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	09/02/2025		S		1,514(1)	D	$97.2485	624,603.995	D
Common	09/02/2025		S		686(2)	D	$97.6478	623,917.995	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. This sale was executed pursuant to a Rule 10b5-1 plan that was entered into by the Reporting Person during an open trading window and disclosed by the Issuer on Form 8-K on September 6, 2024. This transaction was executed in multiple trades at prices ranging from $96.585 to $97.58 , inclusive. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request of the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

2. This sale was executed pursuant to a Rule 10b5-1 plan that was entered into by the Reporting Person during an open trading window and disclosed by the Issuer on Form 8-K on September 6, 2024. This transaction was executed in multiple trades at prices ranging from $97.585 to $97.735, inclusive. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request of the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

Remarks:

	/s/ Dirk Gardner, by power of attorney	09/03/2025
	** 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 transactions did John D. Rainey (WMT) report on 09/02/2025?

He reported two sales under Rule 10b5-1 totaling 2,200 shares executed on 09/02/2025.

At what prices were the WMT shares sold in the Form 4?

The weighted average sale prices reported were $97.2485 for 1,514 shares and $97.6478 for 686 shares.

How many WMT shares does the reporting person own after these transactions?

The Form 4 reports 623,917.995 shares beneficially owned following the reported transactions.

Were these sales part of a Rule 10b5-1 trading plan?

Yes, both sales were executed pursuant to Rule 10b5-1 plans entered into and disclosed by the issuer.

Does the Form 4 include trade-level price details?

No; the filing gives weighted-average prices and price ranges for the multiple trades and states the reporting person will provide full trade-level information upon request.