8-KLeadership Changes

Walmart Inc. 8-K Report, Executive Changes (Nov 18, 2016)

Filed November 18, 2016For Securities:WMT

Summary

This 8-K filing from Walmart Inc. announces a key leadership change in its financial reporting function. Steven P. Whaley, Senior Vice President and Controller, will retire at the end of 2016 after nearly a decade in the role. He will transition to a senior vice president role until his retirement on January 31, 2017. David Chojnowski has been appointed as the new Senior Vice President and Controller, effective January 1, 2017, and will also serve as the principal accounting officer. Chojnowski brings extensive experience from within Walmart's U.S. and International divisions, as well as prior experience at Burger King. His appointment includes a competitive compensation package, including a new base salary, incentive plan eligibility, and equity awards, alongside a standard non-compete agreement.

Key Highlights

  • 1Steven P. Whaley, Senior Vice President and Controller, is retiring effective December 31, 2016, after serving since 2007.
  • 2Mr. Whaley will remain with Walmart in a transitional Senior Vice President role until January 31, 2017.
  • 3David Chojnowski has been appointed as the new Senior Vice President and Controller, effective January 1, 2017.
  • 4Mr. Chojnowski will also assume the role of Principal Accounting Officer.
  • 5Mr. Chojnowski has a strong internal track record, previously serving as VP and Controller of Walmart U.S. and in international finance roles.
  • 6The new role for Mr. Chojnowski includes an annual salary of $430,000, eligibility for annual cash incentives (target 104% of base salary), and annual equity awards.
  • 7A post-termination agreement and non-compete agreement have been entered into with Mr. Chojnowski, including a two-year salary continuation if terminated without cause.

Frequently Asked Questions

Steven P. Whaley is retiring from his position as Senior Vice President and Controller. He will continue with the company in a transitional role until his official retirement date on January 31, 2017.

David Chojnowski has been appointed as the new Senior Vice President and Controller, effective January 1, 2017. He has held various significant finance roles within Walmart since 2011, including Vice President and Controller of Walmart U.S., and previously served in international finance leadership roles and at Burger King.

Mr. Chojnowski will receive an annual salary of $430,000, plus potential annual cash incentives (targeting 104% of base salary, up to 130%) and annual equity awards. His incentive compensation for the current fiscal year will be prorated.

Yes, Mr. Chojnowski has entered into a non-compete agreement that restricts him from competing with Walmart or soliciting its employees for two years post-termination. Additionally, if his employment is terminated by the company for reasons other than policy violation, Walmart will continue to pay his base salary for two years.