Walmart (NYSE: WMT) EVP Rainey gets 25,612-share restricted stock grant

Rhea-AI Filing Summary

Walmart Executive Vice President John D. Rainey reported two stock transactions in Walmart common shares. On 01/13/2026, 13,709.417 shares were withheld at $117.97 per share to satisfy tax withholding obligations upon the vesting of restricted stock. On 01/14/2026, he received a grant of 25,612 restricted shares at $0, scheduled to vest in approximately equal installments on January 12, 2027, January 11, 2028, and January 9, 2029. After these transactions, he directly beneficially owned 629,220.578 Walmart common shares.

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

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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^*

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)
01/13/2026

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	01/13/2026		F		13,709.417(1)	D	$117.97	603,608.578	D
Common	01/14/2026		A		25,612(2)	A	$0	629,220.578	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 shares withheld to satisfy tax withholding obligations upon the vesting of restricted stock.

2. Restricted stock granted on January 14, 2026, scheduled to vest in approximately equal installments on January 12, 2027, January 11, 2028, and January 9, 2029.

Remarks:

	/s/ Dirk Gardner, by power of attorney	01/15/2026
	** 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 Walmart (WMT) executive John D. Rainey report?

John D. Rainey reported two transactions in Walmart common stock: on 01/13/2026, 13,709.417 shares were withheld to cover taxes on a restricted stock vesting, and on 01/14/2026 he received a grant of 25,612 restricted shares at $0.

How many Walmart (WMT) shares does John D. Rainey own after these Form 4 transactions?

Following the reported transactions, John D. Rainey directly beneficially owned 629,220.578 shares of Walmart common stock.

What does the tax withholding transaction on 01/13/2026 mean for Walmart (WMT) EVP Rainey?

The 01/13/2026 transaction for 13,709.417 shares at $117.97 reflects shares withheld from John D. Rainey to satisfy tax withholding obligations when his restricted stock vested.

What are the vesting dates for John D. Rainey’s new Walmart (WMT) restricted stock grant?

The 25,612 restricted Walmart shares granted on January 14, 2026 are scheduled to vest in approximately equal installments on January 12, 2027, January 11, 2028, and January 9, 2029.

Was the 25,612-share Walmart (WMT) award a purchase by John D. Rainey?

No. The 25,612 Walmart common shares reported on 01/14/2026 were acquired as a restricted stock grant at $0 per share rather than as an open-market purchase.

Is John D. Rainey a director or officer of Walmart (WMT)?

John D. Rainey is reported as an officer of Walmart, with the title Executive Vice President, and is not listed as a director or 10% owner in this filing.