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Security Trading Plans of Directors and Executive Officers
−Removed: 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, as such terms are defined under Item 408(a) of Regulation S-K, during the Company's fiscal quarter ended July 31, 2024.
+Added: On September 6, 2024 , John David Rainey , Executive Vice President and Chief Financial Officer , entered into a stock trading plan designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934.
+Added: Under the terms of the plan, Mr.
+Added: Rainey may sell an aggregate 95,800 shares of common stock.
+Added: The plan will terminate on December 1, 2025 .
+Added: Rainey's existing Rule 10b5-1 plan, which was entered into on March 24, 2023, expires when the last trade is executed on December 2, 2024.
Cautionary Statement Regarding Forward-Looking Statements
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The forward-looking statements in this report include, among other things:
−Removed: • statements in Note 6 to those Condensed Consolidated Financial Statements regarding the possible outcome of, and future effect on Walmart's financial condition and results of operations of, certain litigation and other proceedings to which Walmart is a party, the possible outcome of, and future effect on Walmart's business of, certain other matters to which Walmart is subject, including the Company's ongoing opioids litigation, Walmart's ongoing indemnification obligation for the Asda Equal Value Claims, the Company's Money Transfer Agent Services Matters, the Mexico Antitrust Matter, and the liabilities, losses, expenses and costs that Walmart may incur in connection with such matters;
+Added: • statements in Note 6 to those Condensed Consolidated Financial Statements regarding the possible outcome of, and future effect on Walmart's financial condition and results of operations of, certain litigation and other proceedings to which Walmart is a party, the possible outcome of, and future effect on Walmart's business of, certain other matters to which Walmart is subject, including the Company's ongoing opioids litigation, Walmart's ongoing indemnification obligation for the Asda Equal Value Claims, the Company's Money Transfer Agent Services Matters, the Mexico Antitrust Matter, the India Foreign Direct Investment Matters, the India Antitrust Matter, and the liabilities, losses, expenses and costs that Walmart may incur in connection with such matters;
• in Part I, Item 2 " Management's Discussion and Analysis of Financial Condition and Results of Operations ":
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statements under the caption " Company Performance Metrics - Returns " regarding our belief that returns on capital will improve as we execute on our strategic priorities;
−Removed: statements under the caption " Results of Operations - Consolidated Results of Operations " regarding the possibility of fluctuations in Walmart's effective income tax rate from quarter to quarter and the factors that may cause those fluctuations;
+Added: statements under the caption " Results of Operations - Consolidated Results of Operations " regarding the possibility of fluctuations in Walmart's effective income tax rate
+Added: from quarter to quarter and the factors that may cause those fluctuations;
a statement under the caption " Results of Operations - Sam's Club Segment " relating to the possible continuing impact of volatility in fuel prices on the future operating results of the Sam's Club segment;
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 (Used in) Financing Activities - Dividends " regarding the payment of annual dividends in fiscal 2025;
−Removed: a statement under the caption " Liquidity and Capital Resources - Liquidity - Net Cash Provided by (Used in) 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 2025;
+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;
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• disruptions in Walmart's supply chain and inventory management;
+Added: • developments and disruptions related to the deployment of artificial intelligence technologies;
• cybersecurity events affecting Walmart and related costs and impact of any disruption in business;
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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 July 31, 2024, 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 October 31, 2024, formatted in Inline XBRL (included in Exhibit 101)
* Filed herewith as an Exhibit.
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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: August 30, 2024 By:
+Added: December 6, 2024 By:
Douglas McMillon
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(Principal Executive Officer)
−Removed: August 30, 2024 By:
+Added: December 6, 2024 By:
/s/ John David Rainey
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(Principal Financial Officer)
−Removed: August 30, 2024 By:
+Added: December 6, 2024 By:
Senior Vice President and Controller
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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.