# Walmart Inc. (WMT) — Current Events Brief

## Filings that contain financial statements

The following current reports furnish Exhibit 99.1 press releases that include full Condensed Consolidated Statements of Income, Condensed Consolidated Balance Sheets, and Condensed Consolidated Statements of Cash Flows:

- **Accession 0000104169-25-000177** (filed 2025-11-20) — third-quarter fiscal 2026 results, for the three and nine months ended October 31, 2025.
- **Accession 0000104169-26-000032** (filed 2026-02-19) — fourth-quarter and full-year fiscal 2026 results, for the three months and fiscal year ended January 31, 2026.
- **Accession 0000104169-26-000095** (filed 2026-05-21) — first-quarter fiscal 2027 results, for the three months ended April 30, 2026 (the quarter covered by this report).

## Earnings and guidance

**2026-05-21 — Q1 FY27 results (accession 0000104169-26-000095).** Revenue of $177.8 billion, up 7.3% (5.9% in constant currency); GAAP EPS of $0.67, adjusted EPS of $0.66. Walmart U.S. comp sales (ex-fuel) grew 4.1%, with global eCommerce up 26%. Operating income rose 5.0% (5.1% adjusted, constant currency), which management said was held back roughly 250 basis points by higher fuel costs in distribution and fulfillment. Global inventory rose 8.9% (7.8% constant currency) on receipt timing, grocery demand, and fuel. The company issued Q2 FY27 guidance of net sales growth of 4%–5% and adjusted operating income growth of 7%–10% (both constant currency), with adjusted EPS of $0.72–$0.74, and reiterated its full-year fiscal 2027 outlook. The release also disclosed that the company raised $4.25 billion in long-term debt during the quarter (see debt offering below). Cash and equivalents stood at $10.7 billion and total debt at $58.1 billion; operating cash flow was $4.7 billion (down $0.7 billion year over year) and free cash flow was negative $1.9 billion. The company repurchased 16.6 million shares for $2.1 billion in the quarter, leaving $28.2 billion available under the February 2026 buyback authorization.

**2026-02-19 — Q4 and full-year FY26 results (accession 0000104169-26-000032).** Q4 revenue of $190.7 billion, up 5.6% (4.9% constant currency); GAAP EPS of $0.53, adjusted EPS of $0.74. Full-year FY26 revenue was $713.2 billion, up 4.7%, with operating income up 1.6% (5.4% adjusted, constant currency). Walmart U.S. Q4 comp sales grew 4.6%; global eCommerce grew 24% for the quarter. The global advertising business (including VIZIO) grew 46% to nearly $6.4 billion for the year. The company announced a new **$30 billion share repurchase authorization**, replacing the remaining capacity under the prior (November 2022) program, and disclosed an **increase in the annual dividend to $0.99 per share**. Guidance for fiscal 2027 was set at net sales growth of 3.5%–4.5% and adjusted operating income growth of 6.0%–8.0% (both constant currency), with adjusted EPS of $2.75–$2.85. Cash and equivalents were $10.7 billion, total debt $51.5 billion, operating cash flow $41.6 billion, and free cash flow $14.9 billion for the year.

**2025-11-20 — Q3 FY26 results (accession 0000104169-25-000177).** Revenue of $179.5 billion, up 5.8% (6.0% constant currency); GAAP EPS of $0.77, adjusted EPS of $0.62. Walmart U.S. comp sales grew 4.5%; global eCommerce grew 27%. Operating income declined 0.2% on a non-cash share-based compensation charge tied to PhonePe ahead of a potential IPO, but adjusted operating income rose 8.0% (constant currency). The company raised its fiscal 2026 outlook: net sales growth of 4.8%–5.1% and adjusted operating income growth of 4.8%–5.5% (both constant currency), with adjusted EPS of $2.58–$2.63. Cash and equivalents were $10.6 billion, total debt $53.1 billion, operating cash flow $27.5 billion (up $4.5 billion), and free cash flow $8.8 billion.

## Capital markets activity

**2026-04-27/30 — $4.25 billion senior notes offering (accession 0001193125-26-194086).** Walmart priced a five-tranche offering with Citigroup, J.P. Morgan, Mizuho, Barclays, HSBC, and U.S. Bancorp acting as representative underwriters: $350 million Floating Rate Notes due 2029, $650 million 4.000% Notes due 2029, $1.0 billion 4.150% Notes due 2031, $1.25 billion 4.450% Notes due 2033, and $1.0 billion 4.750% Notes due 2036. Settlement occurred April 30, 2026. Net proceeds after underwriting discount were approximately $349.1 million (Floating Rate Notes) and $647.9 million (2029 fixed notes), with the remaining tranches priced similarly near par. The offering was subsequently referenced in the Q1 FY27 earnings release as the source of $4.25 billion in long-term debt raised "for general corporate purposes at favorable rates."

**2025-11-19/20 — Exchange listing transfer to Nasdaq (accession 0000104169-25-000177).** Walmart notified the NYSE of its intent to voluntarily withdraw the listing of its common stock and nine series of notes, transferring all listings to The Nasdaq Stock Market LLC. Common stock began trading on the Nasdaq Global Select Market on December 9, 2025, retaining the ticker "WMT."

## Leadership succession

Walmart executed a multi-step executive transition across late 2025 and early 2026, effective February 1, 2026:

- **2025-11-14 (accession 0000104169-25-000172).** C. Douglas McMillon notified the company on November 11, 2025 that he would retire as President and CEO effective the close of business January 31, 2026; he remains an executive officer reporting to the Chairman through January 31, 2027 and continues as a director until the June 2026 annual meeting. The board appointed John R. Furner — then EVP and CEO of Walmart U.S. — as President and CEO effective February 1, 2026, and elected him to the board.
- **2026-01-16 (accession 0000104169-26-000024, amending the above).** Detailed Furner's post-promotion compensation: $1.5 million base salary, a 240% of salary target annual cash incentive (300% maximum) for fiscal 2027, an annual equity award of approximately $17 million, and a one-time $10 million performance-based restricted stock unit award tied to the new role.
- **2026-01-16 (accession 0000104169-26-000023).** Announced the resulting chain of successions: David Guggina (EVP and Chief eCommerce Officer, Walmart U.S.) was named EVP, President and CEO of Walmart U.S., succeeding Furner, effective February 1, 2026. Kathryn McLay, EVP, President and CEO of Walmart International, was disclosed to be departing the company, remaining in a transitional role through her January 31, 2026 step-down and separating from employment April 30, 2026; Christopher Nicholas (then President and CEO of Sam's Club U.S.) was named her successor at Walmart International effective February 1, 2026. Latriece Watkins (EVP and Chief Merchandising Officer, Walmart U.S.) was named President and CEO of Sam's Club U.S., also effective February 1, 2026.
- **2026-01-30 (accession 0000104169-26-000028, amending the January 16 filing).** Disclosed the terms of Kathryn McLay's separation agreement, entered January 28, 2026: payments totaling $2.82 million over two years following her April 30, 2026 separation date, accelerated vesting of 24,051 restricted shares, forfeiture of remaining unvested equity, and two-year non-compete and six-month non-solicitation covenants.
- **2025-10-22 (accession 0000104169-25-000168).** Dwayne Milum, then Senior Vice President and Chief Audit Executive, was appointed Senior Vice President and Controller (the company's principal accounting officer) effective February 1, 2026, succeeding David Chojnowski, who moved to Senior Vice President, Treasurer and Tax.
- **2026-01-08 (accession 0000104169-26-000008).** Shishir Mehrotra was appointed to the board of directors effective January 8, 2026, joining the Compensation and Management Development Committee and the Technology and eCommerce Committee.

## Governance

**2026-06-05 — Annual shareholders' meeting (accession 0000104169-26-000111).** At the June 4, 2026 annual meeting, shareholders approved a charter amendment limiting the liability of certain officers to the fullest extent permitted under Delaware law (officer exculpation), which the company filed and made effective the same day. All eleven director nominees were elected for one-year terms.

## Routine disclosures

Several filings in the period disclosed executive Rule 10b5-1 trading plans (Donna Morris, September 2025; Chris Nicholas, December 2025; C. Douglas McMillon and Daniel Bartlett, March 2026; Suresh Kumar, March 2026) — pre-arranged, formulaic stock sale plans entered in the ordinary course under the company's insider trading policy and stock ownership guidelines, disclosed via accessions 0000104169-25-000153, 0000104169-25-000238, 0000104169-26-000057, and 0000104169-26-000067. These did not involve new material information about the business.