Walmart Inc. 8-K/A

What Happened
Walmart Inc. filed an amendment to its Jan. 16, 2026 Form 8-K to disclose the terms of Kathryn McLay’s separation. McLay will step down from her role as Executive Vice President, President and Chief Executive Officer, Walmart International effective at close of business Jan. 31, 2026 and will separate from employment on April 30, 2026. A separation agreement was entered into on Jan. 28, 2026 detailing payment, equity and restrictive covenants.

Key Details

• Separation agreement date: January 28, 2026.
• Cash payments: $2,820,000 total, payable over two years following the April 30, 2026 Separation Date.
• Equity: Accelerated vesting of 24,051 restricted shares of Walmart common stock; all other unvested equity awards will be forfeited.
• Restrictions: 2‑year non‑compete after the Separation Date; 6‑month prohibition on soliciting certain Walmart associates.
• The agreement will be filed as an exhibit to Walmart’s Form 10‑K for the fiscal year ending January 31, 2026.

Why It Matters
This filing documents leadership change at Walmart International and the financial and contractual terms of the exit. The cash and accelerated equity amounts are modest relative to Walmart’s scale, but the non‑compete and forfeiture terms affect McLay’s post‑employment options and the company’s management transition. Investors should note the formalization of terms and the planned exhibit filing in the upcoming 10‑K.