Walmart WMT insider trade: EVP 10b5-1 sale and 5,000-share gift

Rhea-AI Filing Summary

Walmart Inc. Executive Vice President filed a Form 4 reporting two transactions in Walmart (WMT) stock. On 11/19/2025, the executive sold 4,000 shares of common stock at $101.63 per share in a transaction executed under a pre-arranged Rule 10b5-1 trading plan that had been previously disclosed. On 11/21/2025, the executive made a charitable gift of 5,000 shares. After these transactions, the executive directly beneficially owned 1,035,455.036 shares of Walmart common stock.

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

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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).

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^*

McLay Kathryn J.

(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)
11/19/2025

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	11/19/2025		S		4,000(1)	D	$101.63	1,040,455.036	D
Common	11/21/2025		G		5,000(2)	D	(2)	1,035,455.036	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 November 22, 2024.

2. On November 21, 2025, the Reporting Person made a charitable gift of 5,000 shares.

Remarks:

	/s/ Dirk Gardner, by power of attorney	11/21/2025
	** 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 activity did Walmart (WMT) report in this Form 4?

The Form 4 reports that a Walmart Executive Vice President sold 4,000 shares of common stock on 11/19/2025 and made a charitable gift of 5,000 shares on 11/21/2025.

At what price were the Walmart (WMT) shares sold in this Form 4?

The 4,000 Walmart shares were sold at a price of $101.63 per share on 11/19/2025.

Was the Walmart (WMT) insider sale made under a Rule 10b5-1 plan?

Yes. The filing states that the 4,000-share sale on 11/19/2025 was executed pursuant to a Rule 10b5-1 plan previously entered into by the reporting person and disclosed on Form 8-K.

How many Walmart (WMT) shares did the executive donate to charity?

On 11/21/2025, the reporting person made a charitable gift of 5,000 shares of Walmart common stock.

How many Walmart (WMT) shares does the insider own after these transactions?

Following the reported sale and charitable gift, the Executive Vice President directly beneficially owned 1,035,455.036 shares of Walmart common stock.

What is the reporting person’s role at Walmart (WMT)?

The reporting person is an Officer of Walmart Inc., serving as an Executive Vice President.