Statement of Changes in Beneficial Ownership (4)
22 Março 2023 - 7:23PM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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WALTON ALICE L |
2. Issuer Name and Ticker or Trading Symbol
Walmart Inc.
[
WMT
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
P.O. BOX 1860 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/20/2023 |
(Street)
BENTONVILLE, AR 72712 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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(City)
(State)
(Zip)
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Rule 10b5-1(c) Transaction Indication
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 3/20/2023 | | S | | 1789566 | D | $140.6827 (1) | 256141327 | I | By Trust |
Common Stock | 3/20/2023 | | S | | 167811 | D | $141.1324 (2) | 255973516 | I | By Trust |
Common Stock | 3/21/2023 | | S | | 550680 | D | $140.4027 (3) | 255422836 | I | By Trust |
Common Stock | 3/21/2023 | | S | | 50069 | D | $141.083 (4) | 255372767 | I | By Trust |
Common Stock | 3/22/2023 | | J(5) | | 146000 (5) | D | $0 (5) | 255226767 | I | By Trust |
Common Stock | 3/22/2023 | | S | | 446780 | D | $140.689 (6) | 254779987 | I | By Trust |
Common Stock | 3/22/2023 | | S | | 31984 | D | $141.0467 (7) | 254748003 | I | By Trust (8) |
Common Stock | | | | | | | | 6748580 | D | |
Common Stock | | | | | | | | 1000891131 | I | By Limited Liability Company (9) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 from the Walton Family Holdings Trust (the "Trust") was executed in multiple trades at prices ranging from $140.00 to $140.995, 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 from the Trust was executed in multiple trades at prices ranging from $141.00 to $141.71, 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 from the Trust was executed in multiple trades at prices ranging from $140.00 to $140.995, 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. |
(4) | This sale from the Trust was executed in multiple trades at prices ranging from $141.00 to $141.25, 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. |
(5) | The transaction is a distribution of 146,000 shares of Common Stock, for no consideration, by the Trust to a beneficiary of the Trust. |
(6) | This sale from the Trust was executed in multiple trades at prices ranging from $140.00 to $140.995, 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. |
(7) | This sale from the Trust was executed in multiple trades at prices ranging from $141.00 to $141.17, 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. |
(8) | The reporting person is a trustee of the Trust, the entity that holds 254,748,003 shares of Common Stock. The reporting person disclaims beneficial ownership of the reported securities held by the Trust except to the extent of her pecuniary interest therein. |
(9) | The reporting person is a member of Walton Enterprises, LLC, the entity that owns 1,000,891,131 shares of Common Stock. The reporting person disclaims beneficial ownership of the reported securities held by such LLC except to the extent of her pecuniary interest therein. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
WALTON ALICE L P.O. BOX 1860 BENTONVILLE, AR 72712 |
| X |
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Signatures
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/s/ Jennifer F. Rudolph, by Power of Attorney | | 3/22/2023 |
**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 control number. |
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