Walmart Inc. 8-K

What Happened

• Walmart announced the appointment of Shishir Mehrotra (age 46) to its Board of Directors, effective January 8, 2026. He was also named to the Board’s Compensation and Management Development Committee and the Technology and eCommerce Committee.

Key Details

• Appointment effective: January 8, 2026.
• Committee assignments: Compensation and Management Development; Technology and eCommerce.
• Director pay: Mr. Mehrotra received a prorated portion of non‑management director compensation for the term ending at Walmart’s 2026 Annual Shareholders’ Meeting, including a prorated portion of the $230,000 annual stock award and a prorated portion of the $115,000 annual retainer.
• Retainer payment options: quarterly in arrears through the 2026 Annual Shareholders’ Meeting, payable in cash or Walmart common stock, or deferred in stock units or cash (interest-bearing account), or any combination.
• Corporate governance note: the company states there is no arrangement or understanding with other persons or entities regarding his appointment.

Why It Matters

• This is a governance update: Walmart added a new director with oversight roles on compensation and technology/e-commerce, areas directly tied to the company’s strategic and digital initiatives.
• The filing documents routine director compensation (prorated for the remainder of the term) and provides investors with transparency on governance and board composition changes that could affect oversight of technology, e-commerce and management development.