8-KLeadership ChangesExhibits & Filings

Walmart Inc. 8-K Report, Executive Changes (Jul 24, 2014)

Filed July 24, 2014For Securities:WMT

Summary

This 8-K filing announces a significant leadership change within Walmart Inc.'s crucial U.S. division. William S. Simon is retiring as Executive Vice President, President, and CEO of Walmart U.S. effective August 8, 2014. He will be succeeded by Gregory Foran, who steps into the role on August 9, 2014. Mr. Foran brings extensive international retail experience, having most recently led Walmart's Asian operations and previously served as CEO of Walmart China. His compensation package includes a base salary of $950,000, eligibility for substantial annual cash incentives (targeting 240% of base salary), and significant equity awards, including performance shares and restricted stock, for fiscal years 2015 and 2016. The filing also details retirement and consulting agreements for Mr. Simon, including a $4.5 million payout and a consulting role for which an affiliated entity will receive $50,000 per month.

Key Highlights

  • 1William S. Simon is retiring as EVP, President & CEO of Walmart U.S. effective August 8, 2014.
  • 2Gregory Foran has been appointed the new EVP, President & CEO of Walmart U.S., effective August 9, 2014.
  • 3Mr. Foran has a strong international retail background, including leadership roles in Asia and China for Walmart.
  • 4Mr. Foran's compensation includes a $950,000 base salary, with a target annual cash incentive of 240% of base salary.
  • 5Significant equity awards, including performance shares and restricted stock, are part of Mr. Foran's compensation package.
  • 6Mr. Simon will receive approximately $4.5 million in installments as part of his retirement agreement.
  • 7Mr. Simon's retirement agreement includes a two-year non-compete clause and a consulting role for which an affiliated entity will be paid $50,000 monthly through January 2015.

Frequently Asked Questions

Gregory Foran is replacing William S. Simon as the Executive Vice President, President, and Chief Executive Officer of Walmart U.S., effective August 9, 2014.

Gregory Foran has extensive experience in the retail industry, with over thirty years in the sector. He most recently served as Executive Vice President, President, and Chief Executive Officer of Walmart's regional management team in Asia, and prior to that, was President and Chief Executive Officer of Walmart China. He also held senior roles at Woolworths Limited in Australia and New Zealand.

Mr. Foran's compensation includes an annual salary of $950,000. He is also eligible for a substantial annual cash incentive under the Management Incentive Plan, targeting 240% of his base salary. Additionally, he will receive annual equity awards, including performance shares and restricted stock, with significant target values for fiscal years 2015 and 2016.

William S. Simon will retire effective August 8, 2014. Under his retirement agreement, he will receive approximately $4.5 million in payments through July 2016. He will also enter into a consulting agreement with an entity affiliated with him, which will provide services through January 31, 2015, for which the entity will be paid an estimated $50,000 per month. His retirement agreement also includes a two-year non-compete clause.