[Form 4] Walmart Inc. Insider Trading Activity

Rhea-AI Filing Summary

Nicholas Christopher James, Executive Vice President and officer of Walmart Inc. (WMT), reported a disposition on 09/09/2025 of 120.929 shares of Walmart common stock at an average price of $102.28 per share under Transaction Code F. The filing shows 573,581.638 shares beneficially owned by the reporting person after the transaction. The disclosure explains the shares were withheld to satisfy tax withholding obligations upon the vesting of restricted stock and that a portion of the vested shares was deferred to a future date.

Positive

• Clear disclosure that the disposition resulted from tax withholding upon restricted stock vesting
• Substantial retained ownership after the transaction: 573,581.638 shares beneficially owned

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine tax-withholding sale related to vested restricted stock; not material to Walmart's capital structure.

The reported transaction is a disposition via share withholding to cover taxes on vested restricted shares rather than an open-market sale, indicated by Transaction Code F and the explanatory note. The number of shares withheld (120.929) and the remaining beneficial ownership (> 573k shares) suggest this is a personal tax-liability management action by an executive, not a signal of reduced confidence in the company. For investors, such filings are standard compensation-related activity with limited direct impact on outstanding float or valuation.

Corporate Governance Expert

TL;DR: Filing documents customary withholding at vesting; disclosure appears complete and consistent with Rule 16 reporting.

The explanatory remark clarifies the nature of the transaction as tax withholding on vested restricted stock and notes that some vested shares were deferred. The form is signed by power of attorney, which is common for administrative filings. There are no indications of accelerated disposals, regulatory issues, or large unreported transfers. From a governance perspective, this is routine insider reporting without material governance concerns.

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).

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^*

Nicholas Christopher James

(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)
09/09/2025

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	09/09/2025		F		120.929(1)	D	$102.28	573,581.638	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. A portion of the remaining vested shares was deferred by the Reporting Person to a future date.

Remarks:

	/s/ Dirk Gardner, by power of attorney	09/11/2025
	** 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 Nicholas Christopher James report in the Form 4 for WMT?

He reported a disposition of 120.929 shares on 09/09/2025 at an average price of $102.28 per share, with 573,581.638 shares owned after the transaction.

Why were the shares disposed according to the filing?

The filing states the shares were withheld to satisfy tax withholding obligations upon the vesting of restricted stock; some vested shares were deferred to a future date.

What does Transaction Code F indicate on this Form 4?

Transaction Code F denotes a disposition by a reporting person to satisfy tax withholding obligations associated with restricted stock vesting, per the form's explanation.

How many shares does the reporting person own after the transaction?

The reporting person beneficially owned 573,581.638 shares of Walmart common stock following the reported transaction.

Was this filing signed by the reporting person?

The signature block shows the form was signed on 09/11/2025 by /s/ Dirk Gardner, by power of attorney on behalf of the reporting person.