Other Information
+Added: Security Trading Plans of Directors and Executive Officers
+Added: None of the Company's directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company's fiscal quarter ended July 31, 2023, as such terms are defined under Item 408(a) or Regulation S-K.
Cautionary Statement Regarding Forward-Looking Statements
8 unchanged sentences
statements under the caption " Company Performance Metrics - Growth " regarding our strategy to serve customers through a seamless omni-channel experience;
−Removed: statements under the caption " Company Performance Metrics - Mar gin " regarding our strategy to improve operating income margin through productivity initiatives as well as category and business mix;
+Added: statements under the caption " Company Performance Metrics - Margin " regarding our strategy to improve operating income margin through productivity initiatives as well as category and business mix;
statements under the caption " Company Performance Metrics - Returns " regarding our belief that returns on capital will improve as we execute on our strategic priorities;
2 unchanged sentences
a statement under the caption " Liquidity and Capital Resources - Liquidity " that Walmart's sources of liquidity will be adequate to fund its operations, finance its global investment activities, pay dividends and fund share repurchases;
−Removed: a statement under the caption " Liquidity and Capital Resources - Liquidity - Net Cash Provided by Financing Activities - Dividends " regarding the payment of annual dividends in fiscal 2024;
−Removed: a statement under the caption " Liquidity and Capital Resources - Liquidity - Net Cash Provided by Financing Activities - Company Share Repurchase Program " regarding funding of our share repurchase program;
+Added: a statement under the caption " Liquidity and Capital Resources - Liquidity - Net Cash Used in Financing Activities - Dividends " regarding the payment of annual dividends in fiscal 2024;
+Added: a statement under the caption " Liquidity and Capital Resources - Liquidity - Net Cash Used in Financing Activities - Company Share Repurchase Program " regarding funding of our share repurchase program;
statements under the caption " Liquidity and Capital Resources - Capital Resources " regarding management's expectations regarding the Company's cash flows from operations, current cash position, short-term borrowings and access to capital markets continuing to be sufficient to meet its anticipated cash requirements and contractual obligations, the Company's commercial paper and long-term debt ratings continuing to enable it to refinance its debts at favorable rates, factors that could affect its credit ratings, and the effect that lower credit ratings would have on its access to capital and credit markets and borrowing costs;
29 unchanged sentences
• the financial and operational impacts of our investments in eCommerce, technology, talent, and automation;
−Removed: • COVID-19 related challenges, including reduced customer transactions and tickets, reduced store hours, shifts in demand from discretionary products, supply chain disruption and production, labor shortages and increases in labor costs, and dissemination of global vaccines, as well as potential impacts of any related vaccine mandates on our workforce;
+Added: • COVID-19 recovery related challenges, including supply chain disruption and production, labor shortages and increases in labor costs;
• the impact of acquisitions, divestitures, store or club closures, and other strategic decisions;
22 unchanged sentences
• adoption or creation of new, and modification of existing, governmental policies, programs, initiatives and actions in the markets in which Walmart operates and elsewhere and actions with respect to such policies, programs and initiatives;
−Removed: • changes in government-funded benefit programs and the extent and effectiveness of any further COVID-19 related stimulus packages;
+Added: • changes in government-funded benefit programs or changes in levels of other public assistance payments;
• changes in currency control laws;
−Removed: • changes in the level of public assistance payments;
• one or more prolonged federal government shutdowns;
12 unchanged sentences
Exhibit 3.2 Amended and Restated Bylaws of the Company dated November 10, 2022 are incorporated herein by reference to Exhibit 3.1 to the Current Report on Form 8-K that the Company filed on November 16, 2022
+Added: Exhibit 10.1* Retirement Agreement between the Company and Judith McKenna dated August 16, 2023 (C)
Exhibit 31.1* Chief Executive Officer Section 302 Certification
9 unchanged sentences
Exhibit 101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase Document
−Removed: Exhibit 104 The cover page from the Company's Quarterly Report on Form 10-Q for the quarter ended April 30, 2023, formatted in Inline XBRL (included in Exhibit 101)
+Added: Exhibit 104 The cover page from the Company's Quarterly Report on Form 10-Q for the quarter ended July 31, 2023, formatted in Inline XBRL (included in Exhibit 101)
* Filed herewith as an Exhibit.
** Furnished herewith as an Exhibit.
+Added: (C) This Exhibit is a management contract or compensatory plan or arrangement
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: June 2, 2023 By:
+Added: September 1, 2023 By:
Douglas McMillon
2 unchanged sentences
(Principal Executive Officer)
−Removed: June 2, 2023 By:
+Added: September 1, 2023 By:
/s/ John David Rainey
2 unchanged sentences
(Principal Financial Officer)
−Removed: June 2, 2023 By:
+Added: September 1, 2023 By:
Senior Vice President and Controller
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.