Walmart Inc. 10-Q

Item 1. Financial Statements Walmart Inc. Condensed Consolidated Statements of Income (Unaudited) Three Months Ended July 31, Six Months Ended July 31, (Amounts in millions, except per share data) 2025 2024 2025 2024 Revenues: Net sales $ 175,750 $ 167,767 $ 339,731 $ 327,705 Membership and other income 1,652 1,568 3,280 3,138 Total revenues 177,402 169,335 343,011 330,843 Costs and expenses: Cost of sales 132,771 126,810 257,074 248,241 Operating, selling, general and administrative expenses 37,345 34,585 71,516 67,821 Operating income 7,286 7,940 14,421 14,781 Interest: Debt 651 557 1,170 1,154 Finance lease 118 122 236 239 Interest income ( 94 ) ( 114 ) ( 187 ) ( 228 ) Interest, net 675 565 1,219 1,165 Other (gains) and losses ( 2,708 ) 1,162 ( 2,111 ) 368 Income before income taxes 9,319 6,213 15,313 13,248 Provision for income taxes 2,168 1,502 3,523 3,230 Consolidated net income 7,151 4,711 11,790 10,018 Consolidated net income attributable to noncontrolling interest ( 125 ) ( 210 ) ( 277 ) ( 413 ) Consolidated net income attributable to Walmart $ 7,026 $ 4,501 $ 11,513 $ 9,605 Net income per common share: Basic net income per common share attributable to Walmart $ 0.88 $ 0.56 $ 1.44 $ 1.19 Diluted net income per common share attributable to Walmart 0.88 0.56 1.43 1.19 Weighted-average common shares outstanding: Basic 7,978 8,044 7,994 8,048 Diluted 8,016 8,081 8,033 8,082 Dividends declared per common share $ — $ — $ 0.94 $ 0.83 See accompanying notes. 3 Table of Contents Walmart Inc. Condensed Consolidated Statements of Comprehensive Income (Unaudited) Three Months Ended July 31, Six Months Ended July 31, (Amounts in millions) 2025 2024 2025 2024 Consolidated net income $ 7,151 $ 4,711 $ 11,790 $ 10,018 Consolidated net income attributable to noncontrolling interest ( 125 ) ( 210 ) ( 277 ) ( 413 ) Consolidated net income attributable to Walmart 7,026 4,501 11,513 9,605 Other comprehensive income (loss), net of income taxes Currency translation and other 774 ( 1,079 ) 857 ( 1,100 ) Cash flow hedges ( 24 ) 10 238 38 Other comprehensive income (loss), net of income taxes 750 ( 1,069 ) 1,095 ( 1,062 ) Other comprehensive (income) loss attributable to noncontrolling interest ( 187 ) 258 ( 223 ) 186 Other comprehensive income (loss) attributable to Walmart 563 ( 811 ) 872 ( 876 ) Comprehensive income, net of income taxes 7,901 3,642 12,885 8,956 Comprehensive (income) loss attributable to noncontrolling interest ( 312 ) 48 ( 500 ) ( 227 ) Comprehensive income attributable to Walmart $ 7,589 $ 3,690 $ 12,385 $ 8,729 See accompanying notes. 4 Table of Contents Walmart Inc. Condensed Consolidated Balance Sheets (Unaudited) July 31, January 31, July 31, (Amounts in millions) 2025 2025 2024 ASSETS Current assets: Cash and cash equivalents $ 9,431 $ 9,037 $ 8,811 Receivables, net 10,518 9,975 8,650 Inventories 57,729 56,435 55,611 Prepaid expenses and other 4,355 4,011 3,438 Total current assets 82,033 79,458 76,510 Property and equipment, net 125,476 119,993 113,818 Operating lease right-of-use assets 13,953 13,599 13,579 Finance lease right-of-use assets, net 6,128 6,112 6,341 Goodwill 29,060 28,792 27,930 Other long-term assets 14,187 12,869 16,262 Total assets $ 270,837 $ 260,823 $ 254,440 LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST, AND SHAREHOLDERS' EQUITY Current liabilities: Short-term borrowings $ 3,837 $ 3,068 $ 3,195 Accounts payable 60,086 58,666 56,716 Dividends payable 3,783 — 3,343 Accrued liabilities 28,821 29,345 27,656 Accrued income taxes 620 608 576 Long-term debt due within one year 4,011 2,598 1,495 Operating lease obligations due within one year 1,580 1,499 1,493 Finance lease obligations due within one year 828 800 786 Total current liabilities 103,566 96,584 95,260 Long-term debt 35,640 33,401 35,364 Long-term operating lease obligations 13,171 12,825 12,811 Long-term finance lease obligations 5,947 5,923 6,161 Deferred income taxes and other 15,656 14,398 14,072 Commitments and contingencies Redeemable noncontrolling interest 307 271 207 Shareholders' equity: Common stock 797 802 803 Capital in excess of par value 5,718 5,503 5,010 Retained earnings 96,328 98,313 90,788 Accumulated other comprehensive loss ( 12,733 ) ( 13,605 ) ( 12,178 ) Total Walmart shareholders' equity 90,110 91,013 84,423 Nonredeemable noncontrolling interest 6,440 6,408 6,142 Total shareholders' equity 96,550 97,421 90,565 Total liabilities, redeemable noncontrolling interest, and shareholders' equity $ 270,837 $ 260,823 $ 254,440 See accompanying notes. 5 Table of Contents Walmart Inc. Condensed Consolidated Statements of Shareholders' Equity (Unaudited) Accumulated Total Capital in Other Walmart Nonredeemable (Amounts in millions) Common Stock Excess of Retained Comprehensive Shareholders' Noncontrolling Total Shares Amount Par Value Earnings Loss Equity Interest Equity Balances as of February 1, 2025 8,024 $ 802 $ 5,503 $ 98,313 $ ( 13,605 ) $ 91,013 $ 6,408 $ 97,421 Consolidated net income — — — 4,487 — 4,487 161 4,648 Other comprehensive income, net of income taxes — — — — 309 309 36 345 Dividends declared ($ 0.94 per share) — — — ( 7,540 ) — ( 7,540 ) — ( 7,540 ) Purchase of Company stock ( 51 ) ( 5 ) ( 243 ) ( 4,350 ) — ( 4,598 ) — ( 4,598 ) Dividends to noncontrolling interest — — — — — — ( 5 ) ( 5 ) Other 13 2 181 ( 61 ) — 122 ( 52 ) 70 Balances as of April 30, 2025 7,986 $ 799 $ 5,441 $ 90,849 $ ( 13,296 ) $ 83,793 $ 6,548 $ 90,341 Consolidated net income — — — 7,026 — 7,026 132 7,158 Other comprehensive income, net of income taxes — — — — 563 563 187 750 Purchase of Company stock ( 16 ) ( 2 ) ( 90 ) ( 1,500 ) — ( 1,592 ) — ( 1,592 ) Dividends to noncontrolling interest — — — — — — ( 424 ) ( 424 ) Other 5 — 367 ( 47 ) — 320 ( 3 ) 317 Balances as of July 31, 2025 7,975 $ 797 $ 5,718 $ 96,328 $ ( 12,733 ) $ 90,110 $ 6,440 $ 96,550 See accompanying notes. Accumulated Total Capital in Other Walmart Nonredeemable (Amounts in millions) Common Stock Excess of Retained Comprehensive Shareholders' Noncontrolling Total Shares Amount Par Value Earnings Loss Equity Interest Equity Balances as of February 1, 2024 8,054 $ 805 $ 4,544 $ 89,814 $ ( 11,302 ) $ 83,861 $ 6,488 $ 90,349 Consolidated net income — — — 5,104 — 5,104 209 5,313 Other comprehensive income (loss), net of income taxes — — — — ( 65 ) ( 65 ) 72 7 Dividends declared ($ 0.83 per share) — — — ( 6,683 ) — ( 6,683 ) — ( 6,683 ) Purchase of Company stock ( 18 ) ( 2 ) ( 50 ) ( 999 ) — ( 1,051 ) — ( 1,051 ) Dividends to noncontrolling interest — — — — — — ( 5 ) ( 5 ) Sale of subsidiary stock — — 10 — — 10 5 15 Other 13 2 121 ( 6 ) — 117 11 128 Balances as of April 30, 2024 8,049 $ 805 $ 4,625 $ 87,230 $ ( 11,367 ) $ 81,293 $ 6,780 $ 88,073 Consolidated net income — — — 4,501 — 4,501 219 4,720 Other comprehensive loss, net of income taxes — — — — ( 811 ) ( 811 ) ( 258 ) ( 1,069 ) Purchase of Company stock ( 15 ) ( 1 ) ( 50 ) ( 942 ) — ( 993 ) — ( 993 ) Dividends to noncontrolling interest — — — — — — ( 634 ) ( 634 ) Sale of subsidiary stock — — 10 — — 10 4 14 Other 1 ( 1 ) 425 ( 1 ) — 423 31 454 Balances as of July 31, 2024 8,035 $ 803 $ 5,010 $ 90,788 $ ( 12,178 ) $ 84,423 $ 6,142 $ 90,565 See accompanying notes. 6 Table of Contents Walmart Inc. Condensed Consolidated Statements of Cash Flows (Unaudited) Six Months Ended July 31, (Amounts in millions) 2025 2024 Cash flows from operating activities: Consolidated net income $ 11,790 $ 10,018 Adjustments to reconcile consolidated net income to net cash provided by operating activities: Depreciation and amortization 6,856 6,339 Investment (gains) and losses, net ( 2,066 ) 519 Deferred income taxes 1,551 ( 244 ) Other operating activities 1,370 866 Changes in certain assets and liabilities, net of effects of acquisitions and dispositions: Receivables, net ( 405 ) 80 Inventories ( 659 ) ( 1,234 ) Accounts payable 1,302 1,166 Accrued liabilities ( 1,453 ) ( 1,410 ) Accrued income taxes 66 257 Net cash provided by operating activities 18,352 16,357 Cash flows from investing activities: Payments for property and equipment ( 11,409 ) ( 10,507 ) Proceeds from disposal of property and equipment 41 292 Proceeds from disposal of certain strategic investments 775 149 Other investing activities ( 606 ) ( 62 ) Net cash used in investing activities ( 11,199 ) ( 10,128 ) Cash flows from financing activities: Net change in short-term borrowings 759 2,315 Proceeds from issuance of long-term debt 3,983 — Repayments of long-term debt ( 875 ) ( 2,817 ) Dividends paid ( 3,755 ) ( 3,336 ) Purchase of Company stock ( 6,200 ) ( 2,072 ) Other financing activities ( 905 ) ( 1,035 ) Net cash used in financing activities ( 6,993 ) ( 6,945 ) Effect of exchange rates on cash, cash equivalents and restricted cash 181 ( 340 ) Net increase (decrease) in cash, cash equivalents and restricted cash 341 ( 1,056 ) Cash, cash equivalents and restricted cash at beginning of year 9,536 9,935 Cash, cash equivalents and restricted cash at end of period $ 9,877 $ 8,879 See accompanying notes. 7 Table of Contents Walmart Inc. Notes to Condensed Consolidated Financial Statements Note 1. Summary of Significant Accounting Policies Basis of Presentation The Condensed Consolidated Financial Statements of Walmart Inc. and its subsidiaries ("Walmart" or the "Company") and the accompanying notes included in this Quarterly Report on Form 10-Q are unaudited. In the opinion of management, all adjustments necessary for the fair presentation of the Condensed Consolidated Financial Statements have been included. Such adjustments are of a normal, recurring nature. The Condensed Consolidated Financial Statements, and the accompanying notes, are prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and do not contain certain information included in the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 2025 ("fiscal 2025"). Therefore, the interim Condensed Consolidated Financial Statements should be read in conjunction with that Annual Report on Form 10-K. The Company's Condensed Consolidated Financial Statements are based on a fiscal year ending January 31 for the United States ("U.S.") and Canadian operations. The Company consolidates all other operations generally using a one-month lag based on a calendar year. There were no significant intervening events during the month of July 2025 related to the consolidated operations using a lag that materially affected the Condensed Consolidated Financial Statements. The Company's business is seasonal to a certain extent due to calendar events and national and religious holidays, as well as weather patterns. Historically, the Company's highest sales volume has occurred in the fiscal quarter ending January 31. Use of Estimates The Condensed Consolidated Financial Statements have been prepared in conformity with GAAP. Those principles require management to make estimates and assumptions that affect the reported amounts of assets and liabilities. Management's estimates and assumptions also affect the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ materially from those estimates. Supplier Financing Program Obligations The Company has supplier financing programs with financial institutions, in which the Company agrees to pay the financial institution the stated amount of confirmed invoices on the invoice due date for participating suppliers. Participation in these programs is optional and solely up to the supplier, who negotiates the terms of the arrangement directly with the financial institution and may allow early payment. The outstanding payment obligations to financial institutions under these programs were $ 5.7 billion for each of the periods ended July 31, 2025, January 31, 2025 and July 31, 2024. Recent Accounting Pronouncements In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , which expands the requirements for income tax disclosures in order to provide greater transparency. The amendments are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied prospectively, although optional retrospective application is permitted. Management intends to adopt the amendments prospectively for the fiscal year ending January 31, 2026 and is currently evaluating this ASU to determine its impact on the Company's disclosures. The amendments only impact disclosures and are not expected to have an impact on the Company's financial condition and results of operations. In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses , which requires incremental disclosures about specific expense categories, including but not limited to, purchases of inventory, employee compensation, depreciation, amortization and selling expenses. The amendments are effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted and the amendments may be applied either prospectively or retrospectively. Management is currently evaluating this ASU to determine its impact on the Company's disclosures. The amendments only impact disclosures and are not expected to have an impact on the Company's financial condition and results of operations. 8 Table of Contents Note 2. Net Income Per Common Share Basic net income per common share attributable to Walmart is based on the weighted-average common shares outstanding during the relevant period. Diluted net income per common share attributable to Walmart is based on the weighted-average common shares outstanding during the relevant period adjusted for the dilutive effect of share-based awards as determined under the treasury stock method. The Company did not have significant share-based awards outstanding that were antidilutive and not included in the calculation of diluted net income per common share attributable to Walmart for the three and six months ended July 31, 2025 and 2024. The following table provides a reconciliation of the numerators and denominators used to determine basic and diluted net income per common share attributable to Walmart: Three Months Ended July 31, Six Months Ended July 31, (Amounts in millions, except per share data) 2025 2024 2025 2024 Numerator Consolidated net income $ 7,151 $ 4,711 $ 11,790 $ 10,018 Consolidated net income attributable to noncontrolling interest ( 125 ) ( 210 ) ( 277 ) ( 413 ) Consolidated net income attributable to Walmart $ 7,026 $ 4,501 $ 11,513 $ 9,605 Denominator Weighted-average common shares outstanding, basic 7,978 8,044 7,994 8,048 Dilutive impact of share-based awards 38 37 39 34 Weighted-average common shares outstanding, diluted 8,016 8,081 8,033 8,082 Net income per common share attributable to Walmart Basic $ 0.88 $ 0.56 $ 1.44 $ 1.19 Diluted 0.88 0.56 1.43 1.19 Note 3. Accumulated Other Comprehensive Loss The following tables provide the changes in the composition of total accumulated other comprehensive loss: (Amounts in millions and net of immaterial income taxes) Currency Translation and Other Cash Flow Hedges Total Balances as of February 1, 2025 $ ( 12,661 ) $ ( 944 ) $ ( 13,605 ) Other comprehensive income before reclassifications, net 47 259 306 Reclassifications to income, net — 3 3 Balances as of April 30, 2025 $ ( 12,614 ) $ ( 682 ) $ ( 13,296 ) Other comprehensive income (loss) before reclassifications, net 587 ( 45 ) 542 Reclassifications to income, net — 21 21 Balances as of July 31, 2025 $ ( 12,027 ) $ ( 706 ) $ ( 12,733 ) (Amounts in millions and net of immaterial income taxes) Currency Translation and Other Cash Flow Hedges Total Balances as of February 1, 2024 $ ( 10,407 ) $ ( 895 ) $ ( 11,302 ) Other comprehensive income (loss) before reclassifications, net ( 93 ) 10 ( 83 ) Reclassifications to income, net — 18 18 Balances as of April 30, 2024 $ ( 10,500 ) $ ( 867 ) $ ( 11,367 ) Other comprehensive loss before reclassifications, net ( 725 ) ( 98 ) ( 823 ) Reclassifications to income, net ( 96 ) 108 12 Balances as of July 31, 2024 $ ( 11,321 ) $ ( 857 ) $ ( 12,178 ) Amounts reclassified from accumulated other comprehensive loss for cash flow hedges are generally recorded in interest, net, in the Company's Condensed Consolidated Statements of Income. Amounts reclassified related to the cumulative translation for settlements of foreign-denominated bonds and associated cross-currency swaps are recorded in operating, selling, general and administrative expenses in the Company's Condensed Consolidated Statements of Income. 9 Table of Contents Note 4. Short-term Borrowings and Long-term Debt The Company has various committed lines of credit in the U.S. to support its commercial paper program. In April 2025, the Company renewed and extended its existing 364 -day revolving credit facility of $ 10.0 billion as well as its five-year credit facility of $ 5.0 billion. In total, the Company had committed lines of credit in the U.S. of $ 15.0 billion at July 31, 2025 and January 31, 2025, all undrawn. The following table provides the changes in the Company's long-term debt for the six months ended July 31, 2025: (Amounts in millions) Long-term debt due within one year Long-term debt Total Balances as of February 1, 2025 $ 2,598 $ 33,401 $ 35,999 Proceeds from issuance of long-term debt (1) — 3,983 3,983 Repayments of long-term debt ( 875 ) — ( 875 ) Reclassifications of long-term debt 2,286 ( 2,286 ) — Currency and other adjustments 2 542 544 Balances as of July 31, 2025 $ 4,011 $ 35,640 $ 39,651 (1) Proceeds from issuance of long-term debt are net of deferred loan costs and any related discount or premium. Debt Issuances Information on significant long-term debt issued during the six months ended July 31, 2025, for general corporate purposes, is as follows: (Amounts in millions) Issue Date Principal Amount Maturity Date Interest Rate Net Proceeds April 28, 2025 $ 750 April 28, 2027 Floating $ 749 April 28, 2025 $ 750 April 28, 2027 4.100 % $ 748 April 28, 2025 $ 1,000 April 28, 2030 4.350 % $ 993 April 28, 2025 $ 1,500 April 28, 2035 4.900 % $ 1,493 Total $ 3,983 These issuances are senior, unsecured notes which rank equally with all other senior, unsecured debt obligations of the Company, and are not convertible or exchangeable. These issuances do not contain any financial covenants and do not restrict the Company's ability to pay dividends or repurchase company stock. Debt Repayments Information on significant long-term debt repayments during the six months ended July 31, 2025 is as follows: (Amounts in millions) Maturity Date Principal Amount Fixed vs. Floating Interest Rate Repayment June 26, 2025 $ 875 Fixed 3.550 % $ 875 Note 5. Fair Value Measurements Assets and liabilities recorded at fair value are measured using the fair value hierarchy, which prioritizes the inputs used in measuring fair value. The levels of the fair value hierarchy are: • Level 1: observable inputs such as quoted prices in active markets; • Level 2: inputs other than quoted prices in active markets that are either directly or indirectly observable; and • Level 3: unobservable inputs for which little or no market data exists, therefore requiring the Company to develop its own assumptions. 10 Table of Contents The Company measures the fair value of certain equity investments, including certain immaterial equity method investments where the Company has elected the fair value option, on a recurring basis primarily within other long-term assets in the accompanying Condensed Consolidated Balance Sheets. The amounts of gains and losses included in earnings from fair value changes for these investments are recognized within other gains and losses in the Condensed Consolidated Statements of Income. The fair value of these investments is as follows: (Amounts in millions) Fair Value as of July 31, 2025 Fair Value as of January 31, 2025 Equity investments measured using Level 1 inputs $ 1,097 $ 959 Equity investments measured using Level 2 inputs 3,466 2,082 Total $ 4,563 $ 3,041 The fair value of these investments increased $ 2.2 billion and $ 1.5 billion for the three and six months ended July 31, 2025, respectively, and decreased $ 1.1 billion and $ 0.6 billion for the three and six months ended July 31, 2024, respectively, primarily due to gains and losses resulting from net changes in the underlying stock prices of the investments along with certain other immaterial investment activity. Equity investments without readily determinable fair values are carried at cost and adjusted for any observable price changes or impairments within other gains and losses in the Condensed Consolidated Statements of Income. Derivatives The Company also has derivatives recorded at fair value. Derivative fair values are the estimated amounts the Company would receive or pay upon termination of the related derivative agreements as of the reporting dates. The fair values have been measured using the income approach and Level 2 inputs, which include the relevant interest rate and foreign currency forward curves. As of July 31, 2025 and January 31, 2025, the notional amounts and fair values of these derivatives were as follows: July 31, 2025 January 31, 2025 (Amounts in millions) Notional Amount Fair Value Notional Amount Fair Value Receive fixed-rate, pay variable-rate interest rate swaps designated as fair value hedges $ 4,771 $ ( 482 ) (1) $ 4,771 $ ( 611 ) (1) Receive fixed-rate, pay fixed-rate cross-currency swaps designated as cash flow hedges 5,840 ( 1,063 ) (1) 5,452 ( 1,388 ) (1) Total $ 10,611 $ ( 1,545 ) $ 10,223 $ ( 1,999 ) (1) Primarily classified in deferred income taxes and other within the Company's Condensed Consolidated Balance Sheets. Nonrecurring Fair Value Measurements In addition to assets and liabilities recorded at fair value on a recurring basis, the Company's assets and liabilities are also subject to nonrecurring fair value measurements. Generally, assets are recorded at fair value on a nonrecurring basis as a result of impairment charges. The Company did not have any material assets or liabilities resulting in nonrecurring fair value measurements as of July 31, 2025 in the Company's Condensed Consolidated Balance Sheets. Other Fair Value Disclosures The Company records cash and cash equivalents, restricted cash and short-term borrowings at cost. The carrying values of these instruments approximate their fair value due to their short-term maturities. The Company's long-term debt is also recorded at cost. The fair value is estimated using Level 2 inputs based on observable prices of identical instruments in less active markets. The carrying value and fair value of the Company's long-term debt as of July 31, 2025 and January 31, 2025, are as follows: July 31, 2025 January 31, 2025 (Amounts in millions) Carrying Value Fair Value Carrying Value Fair Value Long-term debt, including amounts due within one year $ 39,651 $ 37,748 $ 35,999 $ 33,790 Note 6. Contingencies Legal Proceedings The Company is involved in a number of legal proceedings and certain regulatory matters. The Company records a liability for those legal proceedings and regulatory matters when it determines it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. The Company also discloses when it is reasonably possible that a material loss may be incurred. From time to time, the Company may enter into discussions regarding settlement of these matters, and may enter into settlement agreements, if it believes settlement is in the best interest of the Company and its shareholders. Unless stated otherwise, the matters discussed below, if decided adversely to or settled by the Company, individually or in the aggregate, may result in a liability material to the Company's financial position, results of operations or cash flows. The 11 Table of Contents Company can provide no assurance as to the scope and outcome of these matters and cannot reasonably estimate any loss or range of loss, beyond the amounts accrued, if any, that may arise from these matters. Settlement of Certain Opioid-Related Matters The Company entered into settlement agreements with all 50 states, the District of Columbia, Puerto Rico, three U.S. territories, and the vast majority of eligible political subdivisions and federally recognized Native American tribes to resolve opioid-related claims against the Company. In fiscal year 2023, the Company accrued a liability of approximately $ 3.3 billion for these settlements, which included amounts for remediation of alleged harms, attorneys' fees, and costs. As of January 31, 2025, all of the accrued liability had been paid. Remaining federally recognized Native American tribes have until February 24, 2026 to join the settlement, but the Company will owe no additional funds for any that join. Ongoing Opioid-Related Litigation The Company will continue to vigorously defend against any opioid-related matters not settled or otherwise resolved, including, but not limited to, each of the matters described below; any other actions filed by healthcare providers, individuals, and third-party payers; and any action filed by a political subdivision or Native American tribe that elects not to join the settlement described above. Accordingly, the Company has not accrued a liability for these opioid-related matters nor can the Company reasonably estimate any loss or range of loss that may arise from these matters. The Company can provide no assurance as to the scope and outcome of any of the opioid-related matters and no assurance that its business, financial position, results of operations or cash flows will not be materially adversely affected. Opioid Multidistrict Litigation; Other Opioid-Related Matters in the U.S. and Canada . In December 2017, the United States Judicial Panel on Multidistrict Litigation consolidated numerous lawsuits filed against a wide array of defendants by various plaintiffs, including counties, cities, healthcare providers, Native American tribes, individuals and third-party payers, asserting claims generally concerning the impacts of widespread opioid abuse. The consolidated multidistrict litigation is entitled In re National Prescription Opiate Litigation (MDL No. 2804) (the "MDL") and is pending in the U.S. District Court for the Northern District of Ohio (the "MDL Court"). The Company is named as a defendant in some cases included in the MDL. A trial involving claims brought by Lake and Trumbull Counties in Ohio against certain defendants, including the Company, in the MDL resulted in a judgment on August 17, 2022 that ordered all three defendants, including the Company, to pay an aggregate amount of approximately $ 0.7 billion over 15 years, on a joint and several liability basis, and granted the plaintiffs injunctive relief. The monetary aspect of the judgment was stayed pending appeal, and the injunctive aspect of the judgment went into effect on February 20, 2023, which did not materially impact the Company's operations. The Company filed an appeal with the Sixth Circuit Court of Appeals, which issued an order certifying certain questions in the appeal for review by the Supreme Court of Ohio. On December 10, 2024, the Supreme Court of Ohio issued an order certifying the law and holding that the Ohio Product Liability Act bars all common law public nuisance claims arising from the sale of a product. On January 31, 2025, the Sixth Circuit Court of Appeals entered an order vacating the approximately $ 0.7 billion judgment, dissolving the injunction, and remanding the case back to the MDL. Lake and Trumbull Counties agreed to settle their remaining opioid-related claims against the Company for an amount that is not material. The MDL Court dismissed those claims with prejudice on July 25, 2025. Additional opioid-related cases against the Company remain pending in the MDL and in state and federal courts. The plaintiffs include healthcare providers, third-party payers, individuals and others and seek compensatory and punitive damages and injunctive relief, including abatement. Four cases brought by third-party payers and one case brought by a hospital system have been selected as bellwether cases to proceed through discovery in the MDL, and the MDL Court may designate additional bellwether cases in the future. The Florida Health Sciences Center case pending in state court in Florida asserts claims on behalf of several hospital systems against the Company and other defendants, and this matter is scheduled for jury trial beginning on September 18, 2025. The Company has been responding to subpoenas, information requests, and investigations from governmental entities related to nationwide controlled substance dispensing and distribution practices involving opioids. Wal-Mart Canada Corp. and certain other subsidiaries of the Company have been named as defendants in two putative class action complaints filed in Canada related to distribution practices involving opioids. These matters remain pending. Department of Justice Opioid Civil Litigation. On December 22, 2020, the U.S. Department of Justice (the "DOJ") filed a civil complaint in the U.S. District Court for the District of Delaware alleging that the Company unlawfully dispensed controlled substances from its pharmacies and unlawfully distributed controlled substances to those pharmacies. The complaint alleges that this conduct resulted in violations of the Controlled Substances Act. The DOJ is seeking civil penalties and injunctive relief. On March 11, 2024, the Court granted in-part Walmart's motion to dismiss by dismissing the entirety of the DOJ's claims related to distribution and dismissing the DOJ's claims arising under one of the DOJ's two dispensing liability theories. The DOJ's claims arising under its other dispensing liability theory remain pending. Trial is scheduled for November 2027. Opioid-Related Securities Class Actions. The Company is the subject of two securities class actions alleging violations of the federal securities laws regarding the Company's disclosures with respect to opioids purportedly on behalf of a class of investors who acquired Walmart stock from March 31, 2017 through December 22, 2020. Those actions were filed in the U.S. District 12 Table of Contents Court for the District of Delaware in 2021 and later consolidated. On April 8, 2024, the Court granted the Company's motion to dismiss these actions. The plaintiffs appealed, and on August 29, 2025, the Third Circuit Court of Appeals affirmed the dismissal of these actions. False Claims Act Litigation. On August 23, 2019, a qui tam action was filed in the U.S. District Court for the District of New Mexico. The action was partially unsealed on April 30, 2024 after the federal government declined to intervene. The DOJ informed the Company of its decision not to intervene on June 20, 2024. On July 25, 2024, the Court transferred the litigation to the U.S. District Court for the District of Delaware. On January 9, 2025, the plaintiffs filed a third amended complaint on behalf of two former pharmacists of the Company as relators that alleges the Company violated the Controlled Substances Act and state pharmacy regulations and that such conduct constitutes violations of the federal False Claims Act. The Company has filed a renewed motion to dismiss that is currently pending with the Court. Other Legal Proceedings Asda Equal Value Claims. Asda, formerly a subsidiary of the Company, is a defendant in certain equal value claims that began in 2008 and are proceeding in the United Kingdom before an Employment Tribunal in Manchester and before the High Court. Claims have been brought by approximately 70,000 current and former Asda store employees who allege their work is of equal value to the work done by employees in Asda's distribution centers and that the difference in pay and conditions between the different jobs is not objectively justified. Additional employees may assert claims in the future. The legal proceedings to consider these equal value claims are in three phases, and the first phase is complete. Certain claims remain under consideration in the second phase. On January 31, 2025, the Employment Tribunal issued a ruling that certain of the claims are permitted to advance to the third phase. The hearing on the third phase is scheduled to begin on November 23, 2026. There are factual and legal defenses to the equal value claims, and the Company intends to vigorously defend them. Subsequent to the divestiture of Asda in February 2021, the Company continues to oversee the conduct of the defense of these claims. While potential liability for these claims remains with Asda, the Company has agreed to provide indemnification with respect to certain of these claims up to a contractually determined amount. The Company cannot predict the number of such claims that may ultimately be filed and cannot reasonably estimate any loss or range of loss that may arise related to these proceedings. Accordingly, the Company can provide no assurance as to the scope and outcome of these matters. Money Transfer Agent Services Matters. The Company has responded to grand jury subpoenas issued by the United States Attorney's Office for the Middle District of Pennsylvania on behalf of the DOJ seeking documents regarding the Company's consumer fraud prevention program and anti-money laundering compliance related to the Company's money transfer services, where Walmart is an agent. The most recent subpoena was issued in August 2020. Walmart's responses to DOJ's subpoenas have been complete since 2021. While it continues to cooperate with the DOJ's review, the Company intends to vigorously defend this matter. The Company can provide no assurance as to the scope and outcome of this matter and cannot reasonably estimate any loss or range of loss that may arise. Accordingly, the Company can provide no assurance that its business, financial position, results of operations or cash flows will not be materially adversely affected. The Company has also responded to civil investigative demands from the United States Federal Trade Commission (the "FTC") in connection with the FTC's investigation related to money transfers and the Company's anti-fraud program in its capacity as an agent. On June 28, 2022, the FTC filed a complaint against the Company in the U.S. District Court for the Northern District of Illinois alleging that Walmart violated the Federal Trade Commission Act and the Telemarketing Sales Rule regarding its money transfer agent services and is requesting non-monetary relief and civil penalties. Following rulings on Walmart's motion to dismiss, the FTC filed an amended complaint on June 30, 2023. On July 3, 2024, the Court granted in part Walmart's motion to dismiss the amended complaint by dismissing with prejudice the claims under the Telemarketing Sales Rule but denying the motion to dismiss with respect to claims for injunctive relief under Section 5 of the Federal Trade Commission Act. On October 18, 2024, the Court certified its rulings on the motions to dismiss for interlocutory appeal and stayed discovery. The Seventh Circuit Court of Appeals accepted the matter for interlocutory appeal. The FTC and the Company agreed to resolve this matter pursuant to a Stipulated Order for Injunction and Monetary Judgment entered June 23, 2025. Pursuant to this settlement and without admitting liability, the Company agreed to pay $ 10 million and comply with certain laws through its ongoing anti-fraud program for a period of three years . The appeal was dismissed on June 25, 2025. Driver Platform Matters. The Company has been responding to subpoenas, information requests and investigations from, and is in discussions with, the FTC and State Attorneys General, regarding payment and operational practices, with respect to its driver platform. The Company has also been responding to subpoenas, information requests and investigations from governmental entities with respect to the independent contractor classification of drivers regarding its driver platform. The Company is also defending putative class and representative action civil litigation relating to driver classification and defending other civil litigation and arbitration claims in connection with its driver platform. The Company intends to vigorously defend itself in these matters. However, the Company can provide no assurance as to the scope and outcome of these matters and cannot reasonably estimate any loss or range of loss that may arise. Accordingly, the Company can provide no assurance that its business, financial position, results of operations or cash flows will not be materially adversely affected. Mexico Antitrust Matter . On October 6, 2023, the Comisión Federal de Competencia Económica of México ("COFECE") notified the main Mexican operating subsidiary of Wal-Mart de México, S.A.B. de C.V. ("Walmex"), a majority owned 13 Table of Contents subsidiary of the Company, that COFECE's Investigatory Authority ("IA") had recommended the initiation of a quasi-judicial administrative process against Walmex's subsidiary for alleged relative monopolistic practices in connection with the supply and wholesale distribution of certain consumer goods, retail marketing practices of such consumer goods and related services. On December 12, 2024, after Walmex provided defenses, produced expert evidence and participated in a hearing, COFECE issued a split decision that Walmex's subsidiary had engaged in a single relative monopolistic practice in relation to the negotiation of two types of contributions with its suppliers. The resolution imposed a monetary penalty on Walmex's subsidiary in the amount of $ 93.4 million pesos (approximately $ 5 million U.S. dollars) and certain non-structural conduct measures relating to the two prohibited types of supplier contributions (while recognizing that other supplier contributions can continue). On January 6, 2025, Walmex's subsidiary challenged COFECE's resolution through an appeal in the specialized federal courts. Until the appeal is resolved, Walmex's subsidiary will operate in compliance with COFECE's ruling. Payment of the monetary penalty is stayed until the lawsuit is resolved. Foreign Direct Investment Matters. In July 2021, the Directorate of Enforcement in India issued a show cause notice to Flipkart Private Limited and one of its subsidiaries ("Flipkart"), and to unrelated companies and individuals, including certain current and former shareholders and directors of Flipkart. The notice requests the recipients to show cause as to why further proceedings under India's Foreign Direct Investment rules and regulations (the "Rules") should not be initiated against them based on alleged violations during the period from 2009 to 2015, prior to the Company's acquisition of a majority stake in Flipkart in 2018 (the "Notice"), in addition to more recent requests for information from the Directorate of Enforcement to Flipkart for periods prior and subsequent to April 2016 regarding the Rules, including the most recent request in April 2025 (the "Requests"). The Notice is an initial stage of proceedings under the Rules which could, depending upon the conclusions at the end of the initial stage, lead to a hearing to consider the merits of the allegations described in the Notice. If a hearing is initiated, whether with respect to the Notice or from further proceedings related to the Requests, and if it is determined that violations of the Rules occurred, then the regulatory authority has the authority to impose monetary and/or non-monetary relief, such as share ownership restrictions. Flipkart has been responding to the Notice and, if the matter progresses to a consideration of the merits of the allegations described in the Notice, Flipkart intends to defend against the allegations vigorously. Due to the fact that the process regarding the Notice is in the early stages, the Company is unable to predict whether the Notice will lead to a hearing on the merits or, if it does, the final outcome of the resulting proceedings, as well as whether any further proceedings will arise with respect to the Requests. The Company cannot reasonably estimate any loss or range of loss that may arise from these matters and can provide no assurance as to the scope or outcome of any proceeding that might result from the Notice or the Requests, or the amount of the proceeds the Company may receive in indemnification from individuals and entities that sold shares to the Company under the 2018 agreement for the period prior to the date the Company acquired its majority stake in Flipkart, and further can provide no assurance that its business, financial position, results of operations or cash flows will not be materially adversely affected. India Antitrust Matter. On January 13, 2020, the Competition Commission of India ("CCI") ordered its Director General (the "DG") to investigate certain matters alleging competition law violations by certain subsidiaries of Flipkart in India and other parties. On September 13, 2024, those subsidiaries received a non-confidential version of the DG's Investigation Report (the "Report"), alleging certain competition law violations. CCI is not bound by the Report, and will conduct its independent analysis of the allegations, including hearing objections from the subsidiaries and other parties before issuing its final order in the matter, which could include monetary and non-monetary relief. CCI's final order would also be subject to appropriate appellate proceedings. The Company can provide no assurance as to the scope and outcome of this matter, cannot reasonably estimate any loss or range of loss that may arise, and can provide no assurance that its business, financial position, results of operations or cash flows will not be materially adversely affected. Note 7. Segments and Disaggregated Revenue Segments The Company is engaged in the operation of retail and wholesale stores and clubs, as well as eCommerce websites and mobile applications, located throughout the U.S., Africa, Canada, Central America, Chile, China, India and Mexico. The Company's operations are conducted in three reportable segments: Walmart U.S., Walmart International and Sam's Club U.S. The Company defines its segments as those operations whose results the chief operating decision maker ("CODM"), the Company's Chief Executive Officer, regularly reviews to analyze performance and allocate resources. The Company sells similar individual products and services in each of its segments. It is impractical to segregate and identify revenues for each of these individual products and services. The Walmart U.S. segment includes the Company's mass merchandising concept in the U.S., as well as eCommerce, which includes omnichannel initiatives and certain other business offerings such as advertising services. The Walmart International segment consists of the Company's operations outside of the U.S., as well as eCommerce, which includes omnichannel initiatives. The Sam's Club U.S. segment includes the warehouse membership clubs in the U.S., as well as eCommerce, which includes omnichannel initiatives. Corporate and support consists of corporate overhead and other items not allocated to any of the Company's segments. 14 Table of Contents The Company measures the profit or loss of its segments using operating income. The CODM uses operating income to allocate resources across the reportable segments as part of the Company's long-range and annual planning processes, and to evaluate planned versus actual results when assessing segment operating performance. From time to time, the Company may revise the measurement of each segment's operating income, including any corporate overhead allocations, and presentation of significant segment expenses, as determined by the information regularly reviewed by its CODM. The operating results of each reportable segment, including the mix of cost of sales and operating, selling, general and administrative expenses, are not directly comparable due to differences in business model, format and channel mix. Additionally, the operating results of each reportable segment may not be comparable to those of other retailers. Information for the Company's segments, as well as for Corporate and support, including the reconciliation to income before income taxes, is provided as follows: Three Months Ended July 31, Six Months Ended July 31, (Amounts in millions) 2025 2024 2025 2024 Walmart U.S. Net sales $ 120,911 $ 115,347 $ 233,074 $ 224,017 Membership and other income 649 604 1,285 1,217 Total revenues 121,560 115,951 234,359 225,234 Cost of sales 87,237 83,520 168,589 162,615 Operating, selling, general and administrative expenses 27,603 25,840 53,345 50,696 Operating income $ 6,720 $ 6,591 $ 12,425 $ 11,923 Walmart International Net sales $ 31,201 $ 29,567 $ 60,955 $ 59,400 Membership and other income 381 371 760 755 Total revenues 31,582 29,938 61,715 60,155 Cost of sales 24,472 22,952 47,936 46,280 Operating, selling, general and administrative expenses 5,883 5,626 11,288 10,982 Operating income $ 1,227 $ 1,360 $ 2,491 $ 2,893 Sam's Club U.S. (1) Net sales $ 23,638 $ 22,853 $ 45,702 $ 44,288 Membership and other income 617 579 1,224 1,140 Total revenues 24,255 23,432 46,926 45,428 Cost of sales 21,062 20,338 40,549 39,346 Operating, selling, general and administrative expenses 2,704 2,513 5,202 4,886 Operating income $ 489 $ 581 $ 1,175 $ 1,196 Corporate and support Membership and other income (2) $ 5 $ 14 $ 11 $ 26 Operating, selling, general and administrative expenses 1,155 606 1,681 1,257 Operating loss $ ( 1,150 ) $ ( 592 ) $ ( 1,670 ) $ ( 1,231 ) Consolidated Net sales $ 175,750 $ 167,767 $ 339,731 $ 327,705 Membership and other income 1,652 1,568 3,280 3,138 Total revenues 177,402 169,335 343,011 330,843 Cost of sales 132,771 126,810 257,074 248,241 Operating, selling, general and administrative expenses 37,345 34,585 71,516 67,821 Operating income 7,286 7,940 14,421 14,781 Interest, net 675 565 1,219 1,165 Other (gains) and losses ( 2,708 ) 1,162 ( 2,111 ) 368 Income before income taxes $ 9,319 $ 6,213 $ 15,313 $ 13,248 (1) Total fuel-related cost of sales and operating, selling, general and administrative expenses for Sam's Club U.S. were $ 2.3 billion and $ 2.7 billion for the three months ended July 31, 2025 and 2024, respectively, and $ 4.5 billion and $ 5.3 billion for the six months ended July 31, 2025 and 2024, respectively. (2) Includes other income from corporate campus facilities. 15 Table of Contents Depreciation and amortization and capital expenditures for the Company's segments, as well as for Corporate and support, are as follows: Three Months Ended July 31, Six Months Ended July 31, (Amounts in millions) 2025 2024 2025 2024 Walmart U.S. Depreciation and amortization $ 2,299 $ 2,110 $ 4,539 $ 4,152 Capital expenditures 4,775 4,026 8,547 7,573 Walmart International Depreciation and amortization $ 572 $ 562 $ 1,121 $ 1,131 Capital expenditures 746 754 1,227 1,215 Sam's Club U.S. Depreciation and amortization $ 195 $ 171 $ 384 $ 338 Capital expenditures 194 294 338 446 Corporate and support Depreciation and amortization $ 421 $ 368 $ 812 $ 718 Capital expenditures 708 757 1,297 1,273 Consolidated Depreciation and amortization $ 3,487 $ 3,211 $ 6,856 $ 6,339 Capital expenditures 6,423 5,831 11,409 10,507 Total assets for the Company's segments, as well as for Corporate and support, are as follows: July 31, January 31, (Amounts in millions) 2025 2025 Assets by segment Walmart U.S. $ 156,366 $ 150,006 Walmart International 82,830 80,016 Sam's Club U.S. 16,831 16,862 Corporate and support 14,810 13,939 Total assets $ 270,837 $ 260,823 Disaggregated Revenues In the following tables, segment net sales are disaggregated by either merchandise category or market. In addition, net sales related to eCommerce are provided for each segment. Net sales related to eCommerce include omnichannel sales where a customer initiates an order digitally and the order is fulfilled through a store or club, as well as net sales from other business offerings that are part of the Company's ecosystem such as certain advertising arrangements, fulfillment services and data insights. From time to time, the Company revises the assignment of net sales of a particular item to a merchandise category. When the assignment changes, previous period amounts are reclassified to be comparable to the current period's presentation. (Amounts in millions) Three Months Ended July 31, Six Months Ended July 31, Walmart U.S. net sales by merchandise category 2025 2024 2025 2024 Grocery $ 71,092 $ 68,680 $ 138,923 $ 135,111 General merchandise 29,458 28,980 54,734 54,691 Health and wellness 17,248 15,030 33,492 29,279 Other categories 3,113 2,657 5,925 4,936 Total $ 120,911 $ 115,347 $ 233,074 $ 224,017 Of Walmart U.S.'s total net sales, approximately $ 23.7 billion and $ 18.9 billion related to eCommerce for the three months ended July 31, 2025 and 2024, respectively, and approximately $ 45.1 billion and $ 36.5 billion related to eCommerce for the six months ended July 31, 2025 and 2024, respectively. (Amounts in millions) Three Months Ended July 31, Six Months Ended July 31, Walmart International net sales by market 2025 2024 2025 2024 Mexico and Central America $ 12,546 $ 13,099 $ 24,260 $ 26,331 China 5,786 4,440 12,365 9,883 Canada 6,114 5,891 11,259 11,219 Other 6,755 6,137 13,071 11,967 Total $ 31,201 $ 29,567 $ 60,955 $ 59,400 Of Walmart International's total net sales, approximately $ 8.3 billion and $ 6.8 billion related to eCommerce for the three months ended July 31, 2025 and 2024, respectively, and approximately $ 16.0 billion and $ 13.2 billion related to eCommerce for the six months ended July 31, 2025 and 2024, respectively. 16 Table of Contents (Amounts in millions) Three Months Ended July 31, Six Months Ended July 31, Sam's Club U.S. net sales by merchandise category 2025 2024 2025 2024 Grocery $ 16,417 $ 15,315 $ 31,860 $ 29,889 Fuel and other 3,064 3,522 5,915 6,856 General merchandise 2,877 2,850 5,413 5,327 Health and wellness 1,280 1,166 2,514 2,216 Total $ 23,638 $ 22,853 $ 45,702 $ 44,288 Of Sam's Club U.S.'s total net sales, approximately $ 3.7 billion and $ 3.0 billion related to eCommerce for the three months ended July 31, 2025 and 2024, respectively, and approximately $ 7.1 billion and $ 5.6 billion related to eCommerce for the six months ended July 31, 2025 and 2024, respectively. 17 Table of Contents