Walmart Inc. Form DEF 14A Filed 2021-04-22
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SECURITIES AND EXCHANGE COMMISSION FORM DEF 14A Definitive proxy statements Filing Date: 2021-04-22 | Period of Report: 2021-06-02 SEC Accession No. 0001206774-21-001200 (HTML Version on secdatabase.com) FILER Walmart Inc. Mailing Address Business Address 702 SOUTHWEST 8TH 702 SOUTHWEST 8TH ST CIK:104169| IRS No.: 710415188 | State of Incorp.:DE | Fiscal Year End: 0131 STREET BENTONVILLE AR 72716 Type: DEF 14A | Act: 34 | File No.: 001-06991 | Film No.: 21845421 BENTONVILLE AR 72716 5012734000 SIC: 5331 Variety stores Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Under Rule 14a-12 Walmart Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) PAYMENT OF FILING FEE (CHECK THE APPROPRIATE BOX): ☑ No fee required. ☐ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. 1) Title of each class of securities to which transaction applies: 2) Aggregate number of securities to which transaction applies: 3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): 4) Proposed maximum aggregate value of transaction: 5) Total fee paid: ☐ Fee paid previously with preliminary materials: ☐ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing. 1) Amount previously paid: 2) Form, Schedule or Registration Statement No.: 3) Filing Party: 4) Date Filed: Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents Thank You, Associates Sam Walton said, “Our People Make the Difference,” and the last year has shown what a difference you make. Thank you for serving our customers, our neighbors, and each other during this unprecedented time. Visit our COVID-19 resource site to learn more: https://corporate.walmart.com/here-for-you Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents MESSAGE FROM OUR CHAIRMAN Dear Fellow Shareholders: This past year was like none other We’ve shown our appreciation to our our strategy going forward. We will in our history as the COVID-19 associates, especially those serving continue to innovate to create a pandemic impacted our customers on the front line in our seamless, digital customer experience businesses in markets around the stores, clubs, and supply chain, by and deepen our customer relationships, world. I am so proud of how our paying four special cash bonuses to which will also enable us to diversify our team of amazing associates has our U.S. hourly associates in 2020. business model by providing related responded to the challenges. We These special cash bonuses totaled services such as healthcare, spent $4 billion in incremental more than $1.5 billion and were in marketplace, advertising, and financial costs related to COVID-19 and addition to U.S. hourly associates’ services. We are also finding new ways implemented changes across our regular quarterly incentive payments. to leverage the scale and breadth of our operations to make our facilities We also enhanced our paid time off operations, bringing technology to life to safer for associates to work and and leave policies during the pandemic better serve our customers and our customers and members to while hiring more than 500,000 new associates. We are committed to doing shop. It has been amazing to see associates to support increased all this in a way that creates long-term our associates adapt and continue demand. We’ve also continued to shareholder value by meeting the needs to serve our customers and invest in our people as we transform of all stakeholders, including our communities around the globe. into an omni-channel organization. customers, associates, suppliers, Last fall, we gave a raise to 165,000 business partners, communities, and the associates in store leadership roles, planet. including coaches, team leads, and Your Board is highly engaged in supervisors. Earlier this year, we overseeing this strategy during this time announced that we are raising wages of rapid change. I am confident that the for 425,000 additional associates. Board has the right mix of diverse skills, We’ve continued to invest to provide experience, and backgrounds to serve career advancement and a ladder of as a strategic asset for our company, opportunity through our training and and is well-positioned to continue to education programs and by providing guide us in the years to come. access to college degrees for as little Thank you for your continued as $1 a day. support of Walmart, and I encourage This past year also accelerated many you to attend our virtual of the customer trends we have been shareholders’ meeting. Regardless of focused on such as eCommerce whether you are able to join us live adoption and contactless shopping, virtually for the 2021 Annual and in doing so, confirmed that our Shareholders’ Meeting, your views strategy is the right one. Our progress are important to us, and I encourage you in the last few years in transforming to vote your Shares as described on Walmart into a truly omni-channel page 101. business prepared us for this time and put us in a position to accelerate Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Sincerely, Our progress in the last few years in transforming Walmart into a truly omni-channel business prepared us for this time and put us in a position to accelerate our strategy going forward. Gregory B. Penner, Chairman 2021 Proxy Statement 1 Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents MESSAGE FROM OUR LEAD INDEPENDENT DIRECTOR Dear Fellow Shareholders: As I look back at my three years term limits for independent directors customers, associates, suppliers, and as your Lead Independent promote a disciplined director the communities in which we operate. Director, I have seen first-hand refreshment process and give us This feedback is regularly shared with that your Boards commitment to visibility into future Board turnover, the Nominating and Governance robust governance and oversight which we believe is an advantage in Committee of the Board, which I chair, is a key to driving sustainable, Board succession planning. We and has helped inform our decision- long-term value. I believe this believe our approach to Board making and shape the disclosure in this commitment has served us well refreshment has resulted in a diverse proxy statement. during the extraordinary and highly skilled Board with the right We are also committed to ensuring that challenges of the past year. mix of perspectives, experience, and our compensation program continues to As Walmarts transformation tenures to guide us through this be tied to performance in a way that continues to accelerate, the Board will exciting time in Walmarts history. supports our strategy during this period need a diverse variety of skills, Your Board actively seeks and values of rapid change. The Boards qualifications, experience, and feedback from shareholders and other Compensation and Management backgrounds to maximize its stakeholders. Since our 2020 Annual Development Committee regularly effectiveness. To this end, 5 of our Shareholders Meeting, we invited reviews the performance metrics used in directors have joined the Board in the shareholders representing our incentive plans to ensure that they last 5 years. Our 12-year approximately 520 million Shares to promote strong operating results while participate in our outreach program, enabling investments that support our and our management team ultimately ongoing transformation. Importantly, we engaged with shareholders did not adjust our fiscal 2021 incentive representing approximately 470 million goals or exclude any pandemic-related Shares, or about 33% of our public impacts when calculating our incentive float. During these conversations we payouts for fiscal 2021. You can learn discussed strategy, governance, more about our executive compensation compensation, sustainability, diversity program in the CD&A beginning on page and inclusion, our efforts to keep our 40. associates and customers safe during Thank you for your investment in the COVID-19 pandemic, and the Walmart. The Board continues to work actions we have taken for our to represent your interests and earn associates from a pay and benefits your trust. standpoint. Our management team also regularly seeks feedback from our We believe our approach to Board refreshment has resulted in a diverse and highly skilled Board with the right mix of perspectives, experience, and tenures to guide us through this exciting time in Walmarts history. Copyright © 2021 www.secdatabase.com.