Walmart Inc.

03/27/2026 | Press release | Distributed by Public on 03/27/2026 14:11

Material Event (Form 8-K)

Item 8.01. Other Events.
On March 27, 2026, the Company was informed that Suresh Kumar, Executive Vice President, Global Chief Technology Officer and Chief Development Officer, entered into a stock trading plan designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the "Plan"). Rule 10b5-1 trading plans permit individuals who are not in possession of material non-public information to adopt a written pre-arranged plan for transactions in securities under specified conditions and for specified periods of time. The Plan is part of an individual long-term asset diversification, tax, and financial planning strategy, and is in accordance with the Company's Insider Trading Policy. Under the terms of the Plan, Mr. Kumar will have no discretion or control over the timing or effectuation of any transactions in Company securities pursuant to the Plan.
Under the terms of the Plan, Mr. Kumar will sell approximately 33,270 shares of the Company's common stock each month beginning on June 29, 2026 through December 31, 2026, subject to a minimum stock price threshold. In the event that a sale does not occur during one or more of the months during the duration of the Plan due to the minimum stock price threshold having not been met, the shares shall be carried over to the next month under the Plan on which the minimum stock price threshold is met. The maximum aggregate number of shares of common stock that may be sold under the Plan is 199,610.
Mr. Kumar continues to be subject to the Company's stock ownership guidelines, under which he is required to hold Company stock equal in value to at least five times his base salary. Upon the conclusion of each sale transaction under the Plan, Mr. Kumar will continue to satisfy the requirements of the Company's stock ownership guidelines.
Any transactions under the Plan will be disclosed publicly through Form 144 and Form 4 filings with the Securities and Exchange Commission to the extent required by law.
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