Walmart (NYSE: WMT) director defers quarterly pay into stock units

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Walmart Inc. director Timothy Patrick Flynn reported an acquisition of 302 common stock units as part of his quarterly director compensation, elected in deferred stock units. The units were valued using the closing price of $124.28 per share on the grant date.

Following this grant, Flynn directly holds a total of 156,289.4065 common stock units. The balance reflects additional phantom stock units credited as dividend equivalents on his deferred stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider FLYNN TIMOTHY PATRICK

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common	302	$124.28	$38K

Holdings After Transaction: Common — 156,289.407 shares (Direct)

Footnotes (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.

Key Figures

Stock units granted: 302 stock units Reference price per share: $124.28 per share Holdings after transaction: 156,289.4065 units

3 metrics

Stock units granted 302 stock units Quarterly director compensation elected as deferred stock units

Reference price per share $124.28 per share Closing price used to determine number of stock units on grant date

Holdings after transaction 156,289.4065 units Total common stock units directly held following the grant

Key Terms

quarterly director compensation, stock units, phantom stock units, dividend equivalents, +1 more

5 terms

quarterly director compensation financial

"Represents quarterly director compensation, which the Reporting Person elected"

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"

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 →

04/02/2026 - 05:55 PM

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^*

FLYNN TIMOTHY PATRICK

(Last)

(First)

(Middle)

1 CUSTOMER DRIVE

(Street)

BENTONVILLE

ARKANSAS

72719

(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)

X	Director	10% 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)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common	03/31/2026		A		302⁽¹⁾	A	$124.28	156,289.4065⁽²⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 attorney	04/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Walmart (WMT) director Timothy Patrick Flynn report?

Timothy Patrick Flynn reported receiving 302 Walmart common stock units as quarterly director compensation. He chose to defer this compensation in the form of stock units valued at the closing share price on the grant date.

How many Walmart stock units does Timothy Patrick Flynn hold after this Form 4?

After the reported transaction, Timothy Patrick Flynn directly holds 156,289.4065 Walmart common stock units. This balance includes phantom stock units that were added as dividend equivalents on previously deferred stock awards.

Was the Walmart (WMT) Form 4 transaction an open-market stock purchase?

No, the Form 4 shows a grant of 302 stock units as quarterly director compensation, deferred in stock units. The price of $124.28 per share was used solely to determine the number of units granted.

How was the number of Walmart stock units in Timothy Flynn’s award calculated?

The 302 stock units were calculated by dividing his quarterly director compensation by Walmart’s common stock closing price on the grant date, which was $124.28 per share, according to the Form 4 footnote disclosure.

What are phantom stock units mentioned in Timothy Flynn’s Walmart holdings?

Phantom stock units are bookkeeping entries that mirror Walmart shares and track value. Flynn’s balance was adjusted to include phantom stock units credited as dividend equivalents on his deferred stock compensation awards.