8-KLeadership Changes

Walmart Inc. 8-K Report, Executive Changes (Oct 22, 2025)

Filed October 22, 2025For Securities:WMT

Summary

Walmart Inc. has announced a key executive change, appointing Dwayne Milum as the new Senior Vice President and Controller, effective February 1, 2026. In this crucial role, Mr. Milum will also serve as the Company's principal accounting officer. This transition follows a successful tenure for Mr. Milum as Senior Vice President and Chief Audit Executive, and prior leadership roles within Walmart International. His appointment signifies a strategic move in financial leadership, ensuring continuity and leveraging extensive internal experience. This appointment comes with a new compensation structure designed to align Mr. Milum's incentives with company performance. His compensation package includes an annual base salary of $600,000, eligibility for an annual cash incentive under the Management Incentive Plan (targeting 50% of base salary for FY2027), and significant equity awards. These equity grants, including performance-based restricted stock units and time-based restricted stock, are structured to encourage long-term value creation and retention, with vesting tied to performance goals and tenure. The company also highlighted standard employment terms, including an at-will relationship and a non-compete agreement with provisions for continued salary payment under specific termination circumstances.

Key Highlights

  • 1Dwayne Milum appointed Senior Vice President and Controller, effective February 1, 2026, also assuming the role of Principal Accounting Officer.
  • 2Mr. Milum has an extensive history with Walmart, including previous roles as Senior Vice President and Chief Audit Executive and leadership within Walmart International.
  • 3David Chojnowski will transition from Senior Vice President and Controller to Senior Vice President, Treasurer and Tax, effective January 31, 2026.
  • 4Mr. Milum's new compensation includes an annual base salary of $600,000.
  • 5He is eligible for an annual cash incentive, targeting 50% of base salary for fiscal year 2027.
  • 6Significant equity awards for fiscal year 2027 include performance-based RSUs valued at $1,125,000 and restricted stock valued at $375,000.
  • 7Mr. Milum's employment is at-will, and he will enter into a one-year non-compete agreement post-termination, with provisions for continued salary payment in certain termination scenarios.

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