Every material Form 8-K Walmart has filed with the SEC since November 14, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Walmart agreed to sell senior unsecured notes in two offerings: $2,996,035,000 of U.S. notes and C$4,997,757,500 of Canadian notes, before discounts and expenses. The company expects to close both sales on October 23, 2026, and will receive net proceeds of $2,985,035,000 and C$4,978,607,500 respectively.
U.S. notes: four new series due 2029, 2031, 2033 and 2036, with coupons from 5.050% to 5.550%, net proceeds of $2,985,035,000
Canadian notes: four new series due 2030, 2033, 2038 and 2056, with coupons from 4.150% to 5.250%, net proceeds of C$4,978,607,500
Pricing agreements dated October 19, 2026; closing expected October 23, 2026; notes issued under an indenture dated July 19, 2005
Walmart reported second-quarter results for the three months ended July 31, 2026, with revenue of $187.9 billion, up 5.9%, and operating income up 28.8% to $9.4 billion. GAAP diluted earnings per share fell 9.1% to $0.80, a period that included $1.2 billion in other losses, while the company raised its fiscal 2027 adjusted EPS guidance to $2.80 to $2.87.
Q2 GAAP diluted EPS was $0.80, down from $0.88; adjusted EPS was $0.81 after excluding a $0.12 net loss on equity and other investments and a $0.11 net benefit from a tax matter.
Q2 operating income was $9.4 billion, up 28.8%, including the impact of tariff refunds received, partly offset by price investments.
FY27 adjusted EPS guidance is $2.80 to $2.87, up from $2.75 to $2.85 previously; net sales growth guidance is 4.0% to 5.0% in constant currency.
Q3 adjusted EPS is expected to be $0.62 to $0.64, with Q3 net sales growth of 3.0% to 3.75% in constant currency.
Walmart reported first-quarter fiscal 2027 results for the three months ended April 30, 2026, with revenue of $177.8 billion, up 7.3%, and GAAP diluted earnings per share of $0.67, up from $0.56 a year earlier. The company issued second-quarter guidance calling for adjusted EPS of $0.72 to $0.74 and said its fiscal 2027 outlook is unchanged, which gives shareholders updated near-term expectations.
Revenue $177.8 billion, up 7.3% (5.9% in constant currency); operating income up 5.0% to $7.5 billion, with higher fuel costs in distribution and fulfillment reducing operating income growth by 250 basis points
Adjusted EPS of $0.66 for the quarter, excluding a $0.02 net gain on equity and other investments and $0.01 of business reorganization charges
Q2 guidance: net sales (cc) up 4.0% to 5.0%, operating income (cc) up 7.0% to 10.0%, adjusted EPS $0.72 to $0.74 versus $0.68 in Q2 FY26
Fiscal 2027 guidance unchanged from February 19, 2026, including adjusted EPS of $2.75 to $2.85
Walmart agreed to sell $4.2 billion of senior unsecured notes in five new series, maturing in 2029, 2031, 2033 and 2036, through underwriters including Citigroup and J.P. Morgan. The company expects the sale to close on April 30, 2026, with net proceeds of about $4.23 billion before transaction expenses, which adds to its long-term debt.
Total principal of $4,245,848,500 across floating rate notes due 2029, 4.000% notes due 2029, 4.150% notes due 2031, 4.450% notes due 2033 and 4.750% notes due 2036
Net proceeds to the company of $4,230,348,500 after underwriting discounts, before transaction expenses
Pricing agreement dated April 27, 2026; closing expected April 30, 2026; sold under an existing S-3ASR shelf registration
Walmart disclosed that Executive Vice President and Chief Technology Officer Suresh Kumar entered a Rule 10b5-1 stock trading plan, which the company was informed of on March 27, 2026. Under the plan, he will sell about 33,270 shares a month from June 29, 2026 through December 31, 2026, subject to a minimum stock price, with a maximum of 199,610 shares. The filing says the plan is part of his long-term asset diversification, tax and financial planning and that he will have no control over the timing of sales.
Plan was disclosed March 27, 2026 and runs from June 29, 2026 through December 31, 2026.
Kumar will sell about 33,270 shares per month, subject to a minimum stock price; unsold months carry over.
Maximum aggregate sales under the plan are 199,610 shares.
Kumar must still meet stock ownership guidelines of five times his base salary; sales will be reported on Form 144 and Form 4.
Walmart disclosed three Rule 10b5-1 trading plans for current and former executives, covering planned share sales over periods running into 2027 and 2029. The filing reports no financial results, and the plans are described as long-term diversification, tax and financial planning arrangements under which the executives have no control over timing.
Former CEO C. Douglas McMillon plan: 19,416 shares monthly from June 2026 through January 2027, up to 155,328 shares in total
Daniel Bartlett (EVP, Corporate Affairs) plan: $416,666.67 monthly from July 2026 until July 1, 2029, capped at $15,000,000, subject to a minimum stock price
David Guggina (EVP, President and CEO, Walmart U.S.) plan: net shares from a 21,108-share vesting on May 5, 2026, with sales starting June 10, 2026
Walmart reported fourth-quarter revenue of $190.7 billion, up 5.6%, and operating income of $8.7 billion, up 10.8%, for the quarter ended January 31, 2026. GAAP earnings per share fell to $0.53 from $0.65 because of a $2.1 billion loss in other gains and losses, while the company announced a new $30 billion share repurchase authorization and guided fiscal 2027 adjusted EPS to $2.75 to $2.85.
Q4 revenue of $190.7 billion, up 5.6%; operating income of $8.7 billion, up 10.8%.
Q4 GAAP diluted EPS of $0.53 versus $0.65 a year earlier; adjusted EPS of $0.74 excludes a $0.21 net loss on equity and other investments.
New $30 billion share repurchase authorization announced in February 2026, replacing the remaining capacity under the November 2022 authorization.
FY27 guidance: adjusted EPS of $2.75 to $2.85 versus FY26 adjusted EPS of $2.64; net sales (cc) expected to grow 3.5% to 4.5%.
Walmart named David Guggina, currently EVP and Chief eCommerce Officer for Walmart U.S., as President and CEO of Walmart U.S., and Chris Nicholas, currently CEO of Sam's Club U.S., as CEO of Walmart International, both effective February 1, 2026. Latriece Watkins was named CEO of Sam's Club U.S., and Kathryn McLay, CEO of Walmart International, is departing, with her separation set for April 30, 2026. The changes follow John Furner's promotion to Walmart Inc. CEO, and the filing gives no direct financial impact for shareholders.
David Guggina becomes President and CEO of Walmart U.S. effective February 1, 2026, with an annualized base salary of $975,000 and fiscal 2027 equity award of about $8,000,000.
Chris Nicholas becomes President and CEO of Walmart International effective February 1, 2026, succeeding Kathryn McLay, with a base salary of $1,000,000.
Kathryn McLay's last day in her role is January 31, 2026, and her employment ends April 30, 2026.
Latriece Watkins becomes President and CEO of Sam's Club U.S. effective February 1, 2026, with a base salary of $925,000.
Walmart's Board appointed Shishir Mehrotra, CEO of Superhuman (formerly Grammarly), as a director effective January 8, 2026, and placed him on the Compensation and Management Development Committee and the Technology and eCommerce Committee. The filing describes a prorated share of non-management director pay for Mehrotra, with the appointment's direct financial effect on shareholders not quantified.
Mehrotra, age 46, joined the Board effective January 8, 2026, with no arrangement with others for his appointment disclosed.
He received a prorated portion of a $230,000 annual stock award on January 8, 2026.
He will receive a prorated portion of a $115,000 annual retainer, paid quarterly in arrears through the 2026 Annual Shareholders' Meeting.
Mehrotra previously served as CEO and co-founder of Coda and as YouTube's Chief Product Officer and Chief Technology Officer.
Walmart disclosed that Chris Nicholas, President and CEO of Sam's Club U.S., adopted a Rule 10b5-1 trading plan on or before December 24, 2025. The plan schedules monthly sales of 2,900 shares over 12 months from April 2026 through March 2027, for a maximum of 34,800 shares at prevailing market prices. Because the sales are pre-arranged and small relative to the company's share count, the filing is routine, though shareholders will see the sales on Form 4 filings.
Plan covers 2,900 shares sold monthly for 12 months, April 2026 through March 2027
Maximum of 34,800 shares to be sold under the plan
Mr. Nicholas has no discretion over timing; he remains subject to stock ownership guidelines requiring holdings worth at least five times base salary
Sales will be reported publicly through Form 144 and Form 4 filings
Walmart reported third-quarter results for the period ended October 31, 2025, with revenue up 5.8% to $179.5 billion and GAAP EPS of $0.77, up from $0.57. The company raised its fiscal 2026 adjusted EPS outlook to $2.58 to $2.63, and it also said it will move its common stock and notes from the NYSE to Nasdaq, with trading on Nasdaq starting December 9, 2025.
Revenue of $179.5 billion, up 5.8%; operating income fell 0.2% to $6.7 billion, mainly due to a non-cash share-based compensation charge at PhonePe
GAAP EPS of $0.77 versus $0.57 a year earlier; adjusted EPS of $0.62
Fiscal 2026 adjusted EPS outlook raised to $2.58 to $2.63, from $2.52 to $2.62 in the August 21, 2025 update
NYSE trading ends at market close December 8, 2025; Nasdaq trading begins at market open December 9, 2025, under the same symbols
Walmart said its board appointed John Furner, 51, as president and chief executive officer effective February 1, 2026, and elected him to the board. C. Douglas McMillon, 59, will retire as CEO on January 31, 2026, and will stay on as an executive officer, reporting to the chairman, through January 31, 2027, and as a director until the June 2026 annual meeting. The filing describes a planned leadership succession at the top of the company.
John Furner, 51, currently heads Walmart U.S. and was named president and CEO effective February 1, 2026
C. Douglas McMillon retires as CEO on January 31, 2026 and remains a director until the June 2026 annual shareholders' meeting
McMillon's agreement runs through January 31, 2027, with a $1.5 million annual salary starting February 1, 2026
Certain restricted stock (11,524 shares) and performance shares (195,898 shares, at 100% performance) will vest early on January 31, 2027
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
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