[Form 4] Walmart Inc. Insider Trading Activity

Rhea-AI Filing Summary

Walmart (NYSE:WMT) filed a Form 4 revealing that 10% owner Walton Family Holdings Trust sold 3,356,619 common shares on 24-25 June 2025 at weighted-average prices ranging from $98.12 to $99.03, generating roughly $330 million of gross proceeds. Post-sale ownership stands at 552,609,839 shares.

The transactions were open-market sales reported under Section 16(a). No derivative securities were involved, and the filing does not indicate use of a Rule 10b5-1 plan. No purchases or other insider activity were disclosed.

Positive

• None.

Negative

• Walton Family Holdings Trust sold 3.36 million shares (~$330 million), trimming its stake by only ~0.6 % but signaling potential insider distribution.

Insights

Insider Transactions Analyst

Walton Trust offloads $330 m worth of WMT; optics negative though stake largely intact.

The trust executed three sizable open-market sales totaling 3.36 million shares. While the dollar value (~$330 m) is significant, the reduction equals only about 0.6 % of its holding, leaving a dominant 552.6 m-share position. Such episodic liquidity events are common for large family trusts and do not necessarily signal deteriorating fundamentals, but they can weigh on sentiment and add short-term supply to the market. Absence of a disclosed 10b5-1 plan raises questions about timing discretion. Investors should monitor for additional sales that could indicate an ongoing distribution program.

Portfolio Manager

Large but proportionally small sale; float absorbs easily, strategy unchanged; watch for follow-up filings.

The sale represents a fraction of outstanding shares and unlikely disrupts Walmart’s liquidity profile. Given the trust’s continued >550 m-share stake, its long-term alignment remains. However, $330 m in supply can create near-term technical pressure, particularly if followed by more sales. Lack of offsetting insider buying tilts interpretation slightly bearish, yet underlying business fundamentals are untouched. I would treat this as a neutral data point unless a selling pattern emerges.

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^*

Walton Family Holdings Trust

(Last) (First) (Middle)

P.O. BOX 1508

(Street)

BENTONVILLE AR 72712

(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	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

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	06/24/2025		S		2,742,608	D	$98.1225(1)	553,223,850	D
Common	06/24/2025		S		292,650	D	$99.0311(2)	552,931,200	D
Common	06/25/2025		S		321,361	D	$98.1626(3)	552,609,839	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 in multiple trades at prices ranging from $98.00 to $98.996, inclusive. The price reported above reflects the weighted average sale price. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares and prices at which the transaction was effected.

2. This sale was executed in multiple trades at prices ranging from $99.00 to $99.105, inclusive. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares and prices at which the transaction was effected.

3. This sale was executed in multiple trades at prices ranging from $98.00 to $98.56, inclusive. The price reported above reflects the weighted average sale price. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares and prices at which the transaction was effected.

	/s/ Jennifer F. Rudolph, by Power of Attorney	06/26/2025
	** 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

How many Walmart shares did Walton Family Holdings Trust sell on 24 June 2025?

The trust sold 2,742,608 shares at a weighted-average price of $98.1225.

What was the total number of Walmart shares sold in this Form 4 filing?

Across 24-25 June 2025, the trust disposed of 3,356,619 shares.

Approximately how much cash did the insider sales generate for Walton Family Holdings Trust?

Based on reported weighted-average prices, the sales generated roughly $330 million in gross proceeds.

How many Walmart shares does the trust still hold after the sales?

Post-transaction, Walton Family Holdings Trust beneficially owns 552,609,839 shares.

Did the Form 4 note use of a Rule 10b5-1 trading plan for these sales?

The filing includes the Rule 10b5-1 checkbox but does not indicate that it was selected, implying no plan was noted.