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AGM 2024

Jun 5, 2024

Gregory B. Penner
Walmart Board of Directors, Walmart

business and growing newer businesses. We're in a strong position to shape the future of retail. We like our position, and I'm confident that we'll continue to build on the momentum we have. And that's a credit to our team today and to those who, over decades, helped to build and shape our company, including Rob Walton, who decided not to seek re-election to our board of directors. Rob's leadership has been critical as we've grown our business over so many years, and we're all fortunate to have benefited from his judgment, confidence, and encouragement.

Rob, thank you for your unparalleled and amazing service. Joining online are representatives from Ernst & Young, Walmart's independent accountants. The inspectors of election today are from Broadridge Financial Solutions. Based on their report, the majority of the shareholders entitled to participate in the meeting are represented online.

We have a quorum and may proceed with the business portion of the meeting. Therefore, our meeting is officially called to order. It is now 10:34 A.M. The polls are open and will close after the presentation of the last shareholder proposal. Only shareholders who held shares as of the record date for this meeting are entitled to vote shares. If you have already voted your shares, there is no need to vote again unless you wish to change your vote.

If you would like to vote your shares or change your vote, you may do so while the polls are open by following the instructions on your screen. Now, I would like to acknowledge the director nominees, including myself, who are up for re-election this year: César Conde, Tim Flynn, Sarah Friar, Carla A. Harris, Tom Horton, Marissa Mayer, Doug McMillon, Randall Stephenson, and Steuart Walton.

We're also pleased to nominate Brian Niccol for election, who, if elected, will be the fifth new independent director we have onboarded since 2017. Thank you all for your willingness to continue to serve our company. Next, I've asked Walmart President and CEO, Doug McMillon, to share an update on the company's priorities. Then Rachel Brand, our Corporate Secretary, will take us through the formal business of the meeting. Doug?

Doug McMillon
President and CEO, Walmart

Thank you, Greg. Good morning, everyone, and thanks for your interest in our company. I'm excited to share a strong set of results. Last fiscal year, total revenue grew 6% to $648 billion. E-commerce sales grew to $100 billion, up about $18 billion from the year prior, with a bottom line that's improving. Operating cash flow was nearly $36 billion, and returns improved by more than 200 basis points.

We ended the year with inventory levels down and in stock in a good position. The 9% increase in the dividend we announced for the current fiscal year is the largest increase in more than a decade. We continue to believe we can, one, grow sales because we're positioned to serve people however they want to shop.

2, grow profit faster than sales while delivering low prices and investing in our associates due to our improving business mix. 3, improve our return on investment as we grow profit and make capital investments in the right areas. We're delivering on those three objectives. We describe ourselves as a people-led, tech-powered, omnichannel retailer dedicated to helping people save money and live better.

As it relates to being people-led, we continue to make investments in our associates as we strive to help them build their careers. We're pleased that more than 700,000 associates participate in our 401(k) plan, and over 440,000 participate in our share purchase plan. Associates in both programs have the opportunity to receive a match for a portion of their investments.

We split our stock 3-for-1 earlier this year because we wanted to encourage more associate participation in our associate stock purchase plan. We're up around 7% in participation since the split. We've also added annual share grants to our compensation plans for our U.S. store, Sam's Club, and supply chain facility leaders. In addition, between 2021 and 2026, we will have invested $1 billion to help our associates earn certificates and degrees without having to pay for tuition, books, and fees.

As it relates to being tech-powered, we're making exciting investments in supply chain automation to help us flow inventory more accurately. We're using generative AI to improve things like search on our apps and sites. We're investing in technology, including AI and computer vision, to help enable Sam's Club members to skip a receipt check as they exit. We're also investing in remodels.

Across the world, we'll remodel more than 900 stores and clubs this year. As it relates to our engagement with communities and our work to strengthen our planet, last year, Walmart and the Walmart Foundation gave more than $1.7 billion in cash, food, and products in the communities we serve, and our suppliers helped us meet our Project Gigaton goals years ahead of schedule.

Our suppliers reported projects that are expected to reduce, avoid, or sequester more than 1 billion tons of greenhouse gas emissions by 2030. As I close, I'd like to add my gratitude to Rob Walton for his leadership. I've never seen him try to take any credit for the large number of high-quality decisions he's made, but he deserves a ton of it. Rob, on behalf of our associates, please accept our gratitude and respect.

I'm proud to be a member of this big team, and I'm excited about the years ahead. Thank you again for your interest in Walmart. Now, I'll turn it over to Rachel Brand, our Corporate Secretary. She'll take us through the presentation of the proposals.

Rachel Brand
Corporate Secretary, Walmart

Thank you, Doug. As we've done in previous shareholder meetings, we'll begin with formal business and move on to a Q&A session after the meeting adjourns. The rules of conduct for the meeting are available on the virtual meeting site. Under those rules, each person presenting a shareholder proposal will have three minutes to speak. 11 items will be presented for a vote today.

The first three items are the company proposals. They appear in the proxy statement as proposals one through three. The first is the election of 11 directors. Information about each director nominee can be found in the proxy statement.

... The second proposal is a non-binding advisory vote to approve the compensation of Walmart's named executive officers. The vote on this proposal is advisory, but the board will consider the results in evaluating our executive compensation program. The third proposal is to ratify the appointment of Ernst & Young as the company's independent accountants for the fiscal year ending January 31, 2025. Now we'll move on to the shareholder proposals.

The first proposal we will address is noted in the Other Matters section of our proxy statement. Mr. Jorgen Harmse has submitted a proposal under the advanced notice provision of Walmart's bylaws. This provision of our bylaws creates a process for a shareholder to present a proposal that was not published in the proxy statement. Mr. Harmse prerecorded his presentation, which we will now play.

Thank you, Madam Secretary. My proposal is to prevent WALPAC from funding those involved in the attack on the Capitol, especially Donald Trump, who incited the attack. The scope is limited to actual criminals who should have been banned under the Fourteenth Amendment. Our system of government is still threatened by fascism, and future insurrectionists are watching. The leader for whom the fraud was attempted is corrupt, cruel, and incompetent.

No real patriot wants him or his accomplices in government. This is not political. We can support neocons, social conservatives, progressives, corporatists, and everyone in between. We must not support those who want to abolish politics and overthrow the whole system. Doing so is bad for Walmart's image, and if we're not supporting them, then we should make it clear by passing my resolution. Sam Walton said that we must be agents for our customers. And who are Walmart's customers?

They are the very people whom extremists want to disenfranchise, whether by finding 11,780 votes or by killing the vice president. Associates come from the same demographic, so I repeat my challenge to the executive leadership team: whenever you visit a store or club, look the workers in the eye and explain what you did today.

I said a year ago that our lives are not safe with Trump, and now his own lawyers agree with me. They have explicitly argued that a president has immunity to assassinate a political rival. If he can do that, then he can assassinate Walmart's officers and seize the stores, clubs, and distribution centers. The only law will be the president's whim, and business cannot function in that environment.

You cannot even make a devil's bargain with Trump because he is utterly faithless, as Mike Pence and others have learned. The only hope is to stop him from taking power. The moral reasons and the business reasons are clear. You can go against the customer demographic and the associate demographic, against the Constitution, against the stability on which business depends, and against your own safety, or you can be in solidarity to defend the Republic. Please vote for my proposal.

Thank you, Mr. Harmse. The proxy holders have informed the company that they will vote against this proposal. For shareholders wishing to cast a vote on this proposal, you will see an Other Business box in the virtual meeting platform view. To vote, you must type one of the following options in the Other Business box: for, against, or abstain. If you choose not to type in one of these three options, the virtual meeting platform will not count your vote.

Votes for the floor proposal, as well as others, will be collected and tabulated in the final vote report following the conclusion of the meeting. Now we'll proceed with the shareholder proposals properly submitted to the company to be presented in the 2024 proxy statement, the company's response to which can be found in the proxy statement. The first proposal appeared as number 4 in the proxy statement.

It was submitted by The Accountability Board, Inc. If necessary, a chime will sound when 30 seconds remain, and I will ask the presenter to conclude his remarks once the time has expired. Matt Prescott will now present on behalf of the proponent. Is Mr. Prescott ready to proceed with his shareholder presentation?

Gregory B. Penner
Walmart Board of Directors, Walmart

Mr. Prescott, please go ahead.

Matt Prescott
Senior Director of Food and Agriculture, Humane Society of the United States

Hi, everybody. I can keep this fairly quick for the sake of time, but I did just want to briefly engage Walmart's directors about our proposal while I've got the chance here. I think as you all probably know, our proposal asks Walmart for measurable targets to achieve a goal that the company itself has had now for almost 10 years regarding pork procurement practices.

Mr. Flynn, you were on Walmart's board back in 2015 when it announced this pork goal to switch to group housed pork. Mr. Horton, Ms. Mayer, you were on the board as well. I think Mr. McMillon, Mr. Penner, you too. But in the decade that's passed, just nothing has materialized on this commitment. Mr. Conde and Ms.

Fryar, the opposition statement Walmart had you and the rest of the board members approve basically says that the company, well, it continues assessing opportunities on this issue or something like that. But Walmart's done a decade of review already, and while it's been taking all this time and all this shareholder money to review this issue, its top competitors are moving forward in really measurable ways.

Today, 100% of the fresh pork at Costco comes from these pigs housed in open groups rather than solitary crates. Kroger says it's on track for 100% of its fresh pork from that kind of system next year. The vast majority of Target's fresh pork comes from that system. Albertsons just recently published that it's establishing measurable targets....

Amazon says 100% of its private brand pork will come from, from that group housing system next year. Ms. Harris, Mr. Stephenson, Mr. Walton, these are not small companies, obviously, Amazon, Kroger, Albertsons, Target, Costco, they're your biggest competitors. The fact that they've been able to do all of this while Walmart keeps spending time and money reviewing, and assessing, and evaluating the issue, well, I hope it gives you pause.

Anyway, I said I'd keep this brief, and, and I've already gone over, more than planned, so I'll just wrap it up, by saying that having looked at our proposal, the company's opposition statement that you all signed off on, and a fairly detailed exempt solicitation that we filed, ISS supports our proposal.

The Los Angeles Times, too, they just published an editorial board weighing in, supporting our proposal, saying it's time for shareholders to step up on this issue. If nothing else, I just hope that all that signals to you that there's, that something's just not right about the company's position here on this issue. Something's off about it. And, you know, after all, can it really be the case that 10 years into this, Walmart just can't report any group housed pork at all? It can't set measurable targets-

Gregory B. Penner
Walmart Board of Directors, Walmart

Sir, please conclude your-

Matt Prescott
Senior Director of Food and Agriculture, Humane Society of the United States

moving forward?

Gregory B. Penner
Walmart Board of Directors, Walmart

Please conclude your comments.

Matt Prescott
Senior Director of Food and Agriculture, Humane Society of the United States

It can't set any measurable targets at all for moving forward. Anyway, I'll wrap it up. I'll just say, regardless of how the vote goes, please know we're happy to engage any of you directly or further engage with the company, and thank each of you for each of your consideration on this topic. Thanks very much, and hope everyone has a great day.

Rachel Brand
Corporate Secretary, Walmart

Thank you, Mr. Prescott. The board recommends a vote against this proposal for the reasons explained in the proxy statement. The next proposal appeared as number 5 in the proxy statement. It was submitted by the organization United for Respect and various co-filers. Taneka Hightower pre-recorded her presentation, which we will now play.

Taneka Hightower
Shareholder Proponent, Memphis Tennessee

Hello, Walmart shareholders. My name is Taneka Hightower. I'm a 6-year Walmart associate in Memphis, Tennessee. As a Walmart associate, I've seen racial disparities firsthand in our stores, and I'm not alone. Being an African American woman with more than 15 years of retail management experience, I find it extremely difficult to advance within Walmart.

Over the course of my 6 years at this corporation, I see less and less people who look like me, especially at the top, even though we make up a majority of Walmart's workforce. Presently, people of color comprise 49% of Walmart's total U.S. workforce, but only 27% of them are officers, and 18% of them are board of directors. For decades, Walmart, run by America's richest family, has been accused of exploiting Black workers like me via pay inequity, a lack of diversity in management, and in the boardrooms. We're fed up.

That's why United for Respect has filed a shareholder resolution at Walmart, proposal number 5, racial equity audit. Walmart does not currently disclose hourly pay gaps by race. We're calling for a full racial equity audit because workers and shareholders alike should know what's really happening inside the company. Racial equity audits are quickly becoming an industry standard, as multinational companies such as Facebook, Apple, Airbnb, and Starbucks have all agreed to analyze their impact on the workers of color.

Walmart should do the same. Knowledge is power, and I encourage you to vote yes on proposal 5 to show company leadership that as shareholders, you demand transparency, and you expect accurate, unbiased information about your investment without the company spin. Here's the bottom line: Despite its public commitment and philanthropy, Walmart is failing to address the needs of its diverse workforce.

It's past time for Walmart's leadership to identify, prioritize, remedy, and reverse the corporation's negative impact on people and communities of color. Company executives must remember, Walmart associates are the on-the-ground experts about what's happening in our stores. We know what changes will make our jobs more equitable, and company executives must listen to us and to you.

You're in a unique position as investors to advocate for Walmart's workforce. As the largest private employer of Black people and people of color, Walmart policies and practices impact hundreds of thousands of workers and their families. Please help us make a dignified living wage. I urge you to vote yes on proposal five. Thank you.

Rachel Brand
Corporate Secretary, Walmart

Thank you, Ms. Hightower. The board recommends a vote against this proposal for the reasons explained in the proxy statement. The next proposal appeared as number six in the proxy statement. It was submitted by Oxfam America, Inc., and various co-filers. Reverend Dr. William J. Barber presented on behalf of Oxfam and pre-recorded the presentation, which we will now play.

Dr. William J. Barber
President and CEO, Repairers of the Breach

Good morning. My name is Reverend Dr. William J. Barber, President and CEO of Repairers of the Breach. I'm here to present shareholder proposal number 6 on today's agenda on behalf of Oxfam America and its co-filers. Our proposal calls on Walmart to complete a human rights impact assessment in order to identify and address the impacts of its business operation on the health and well-being of its workers and those working for its many suppliers.

It is only because conditions for Walmart workers and those of its suppliers have become so dire and matters of their health and well-being so critical to both workers and Walmart's investors, that I've decided I cannot be silent anymore. Walmart is the largest private employer in the United States, and whatever happens within its labor practices and relationship with workers exposes it to reputational, legal, and financial risk....

Already, The New York Times has reported alarming working conditions for Walmart frontline workers and how even during the pandemic, it included accusations that Walmart punished workers for using sick time. According to Rick Wartzman's 2022 book, at least half of Walmart's hourly workers earn under $29,000 annually, below a living wage. Last year, The New York Times reported an illegal child migrant labor producing goods for sale at Walmart stores.

For example, while Reuters reported on Cambodian female prisoners being conscripted to make Walmart bags. Giving this repeated public scrutiny, we believe that Walmart needs to do an HRI. HRIs are critical tools for companies to identify, mitigate, and ultimately remedy these kind of labor concerns, which are human rights risks and issues.

It is time for Walmart to engage in conducting an HRI that includes the disclosure of how the company actually intends to address the risks identified, could spare Walmart from costly public relations crisis stemming from these labor concerns. We urge shareholders to call on the board to conduct an HRI, including the publication of findings and a plan to address labor concerns by voting for shareholder proposal number 6 today.

Unless and until Walmart is able to identify, mitigate, and remedy risks to the rights of its own workers and those working across this many global and domestic supply chain, we believe that there will remain significant potential risk to shareholder value and Walmart investors. It is time to do an HRI now. Vote for.

Rachel Brand
Corporate Secretary, Walmart

Thank you, Reverend Barber. The board recommends a vote against this proposal for the reasons explained in the proxy statement. The next proposal appeared as number seven in the proxy statement. It was submitted by The Shareholder Commons and a co-filer. Sarah Murphy pre-recorded her presentation, which we will now play.

Sarah Murphy
Shareholder Proponent, Pre-recorded

Shareholders are asking Walmart to establish wage policies designed to provide workers with the minimum earnings necessary to meet a family's basic needs. At Walmart, the average hourly wage for associates is not even enough to sustain a single adult with no children, even in low-cost areas of the United States. Its lowest-paid workers make $12 less than the average living wage per hour.

This failure to pay a living wage to people who work for a living threatens the entire economy, and thus the investment portfolios of the average diversified investor. Walmart's opposition to the proposal relies on irrelevant arguments that don't address the magnitude of the threat posed by poverty wages and expanding income inequality. Walmart says it provides strong pay and benefits, but such a statement relies on an irrelevant reference point.

While its pay and benefits may allow Walmart to optimize recruiting and retention to meet its own internal financial goals, it makes no acknowledgment of the fact that this proposal addresses the portfolio costs its shareholders absorb from company wages that fall dramatically short of a living wage. Walmart says it provides opportunities for people to gain the skills and experiences they need to meet their life and career goals, including pay.

But while this may be true, it again fails to address the economic damage Walmart creates when it underpays the people to whom it provides these opportunities. Walmart says it already operates in a way that creates substantial value for customers, associates, suppliers, communities, and other constituencies. But the constituency this proposal addresses is Walmart's shareholders.

Walmart's argument does not account for the impact of its poverty wages on the diversified portfolios of most investors, such as Texas teachers, Detroit firefighters, and other working people who count on their savings and pensions for a dignified retirement. For them, the single greatest determinant of portfolio value is broad economic health, and the living wage gap may be costing the economy more than $4.5 trillion every year.

By voting for item seven, shareholders can urge Walmart to account directly for its poverty wages and resulting costs to society, which in turn affect the economic health upon which diversified portfolios depend. Paying a living wage can aid the board and management in authentically serving the needs of Walmart's diversified shareholders, and in preventing the dangerous implications to diversified shareholders and others of a narrow focus on internal financial return. Please vote for item 7.

Rachel Brand
Corporate Secretary, Walmart

Thank you, Ms. Murphy. The board recommends the vote against this proposal for the reasons explained in the proxy statement. The next proposal appeared as number eight in the proxy statement. It was submitted by Value Research. Mr. David Bahnsen is presenting on behalf of Value Research. He pre-recorded the presentation, which we will now play.

David Bahnsen
Wealth Manager, Value Research

Hello, my name is David Bahnsen, and I am a wealth manager, not a political activist. I and my clients invest in Walmart because we believe in the business, not so that I can give speeches like this at the annual meeting. But increasingly, I feel compelled to give speeches like this on behalf of my clients who are concerned about companies taking sides. Walmart does not offer protection based on religious or political viewpoint.

When we discussed this matter with staff, we were told that no such protection was needed because Walmart has a policy of respect for the individual. But respect for the individual is not the same thing as an explicit policy of protection from discrimination based on viewpoint. If respect for individuals already implies that, then there's no reason not to simply change the language to make that official.

If it's not implied, then all the more reason to do the right thing by the company and by the employees and protect them when they take political positions contrary to the company's position on hot-button cultural issues. Another step in the right direction would be to offer to Christians the same right to a work-based affinity group offered to other groups, such as LGBTQ and others. Walmart offers an interfaith group, but that is not the gold standard for religious diversity at work.

The gold standard is specific groups for specific faiths. Surely, there is room for a group such as Christians, who constitute such a massive part of the population. Staff implied to me and my consultants that such a group would not be inclusive, but excluding Christians from being able to form an affinity group in the name of inclusion is incoherent and contradictory.

Inclusivity is for everyone, or it isn't inclusivity at all. It's just taking sides. It's time to stop doing that and treat all employees alike, regardless of religious or political viewpoint. I now cede the remainder of my time, and thank you for Walmart's allowing me this opportunity.

Rachel Brand
Corporate Secretary, Walmart

Thank you, Mr. Bahnsen. The board recommends a vote against this proposal for the reasons explained in the proxy statement. The next proposal appeared as number 9 in the proxy statement. It was submitted by Cynthia Murray and a co-filer. Ms. Murray pre-recorded her presentation, which we will now play.

Cynthia Murray
Shareholder Proponent, Walmart

Hello to my fellow Walmart shareholders. My name is Cynthia Murray. I am one of the 1.6 million Walmart associates who help keep Walmart's vast retail network running and profitable. I am also a Walmart shareholder, and I want to make sure other investors are aware of what I know to be true. Walmart can be a dangerous place to work.

Frontline retail associates and warehouse workers are exposed to a number of occupational hazards, from broken equipment and a higher risk of exposure to illness, to threats of physical harm, and even gun violence on the job. These hazards are only made worse by the chronic understaffing, low wages, and lack of paid sick leave associates across the country have been dealing with for years. Some Walmart associates are severely injured on the job, while others never make it home to their families.

In February 2024, Wesley Beaucage from Wellford, South Carolina, was mortally wounded by a piece of equipment while working. In March 2024, Elena Rios was killed in a forklift accident at a Walmart distribution center in Fort Worth, Texas. Frontline retail workers like me also have to worry about physical violence at work. Two months ago, an 18-year-old Walmart associate was stabbed to death in a racially motivated attack in an Illinois store.

In the wake of these recent tragedies and far too many others, Walmart executives, including CEO Doug McMillon, have failed to make necessary changes to truly protect associates, customers, and shareholders. Did you know that acts of violence and other injuries associated with violence is the third leading cause of death for workers in the U.S.?

Walmart associates have been raising concerns about unsafe working conditions for more than a decade, trying to alert the company policy and operational choices that are hurting us. Unfortunately, Walmart leadership has not demonstrated a desire to truly engage with the solution associates have recommended for protecting the people who work and shop in our stores.

I've been a Walmart associate for 23 years, and I am personally invested in keeping myself and my fellow associates safe at work. I ask my fellow shareholders to support a resolution I filed, proposal number 9, Workplace Safety and Violence Review, which calls for an independent review of how Walmart's policies and practices are impacting workplace safety and violence. I urge my fellow shareholders to vote yes on proposal 9. Thank you.

Rachel Brand
Corporate Secretary, Walmart

Thank you, Ms. Murray. The board recommends a vote against this proposal for the reasons explained in the proxy statement. The final proposal appeared as number 10 in the proxy statement. It was submitted by the National Center for Public Policy Research. Stefan Padfield will present on its behalf. Mr. Padfield pre-recorded his presentation, which we will now play.

Stefan Padfield
Deputy Director, Free Enterprise Project, National Center for Public Policy Research

My name is Stefan Padfield, and I am the Deputy Director of the Free Enterprise Project, which is part of the National Center for Public Policy Research, a shareholder of Walmart. I'm here today to ask fellow shareholders to vote in favor of Proposal Ten, which asks the board to create a board committee on corporate financial sustainability to oversee and review the impact of the company's policy positions, advocacy, partnerships, and charitable giving on the company's financial sustainability.

In our proposal, we highlight four reasons for concluding such a committee is needed. First, Walmart has a 100% rating on the Corporate Equality Index of the Human Rights Campaign. Earning that score arguably requires spending shareholder assets to embrace highly partisan positions on hot-button issues, such as supporting legislation that eliminates religious liberties and discriminates against girls and women, while opposing legislation to protect children from adult materials.

Second, Walmart has been rated a high risk by the 1792 Exchange on its Spotlight Bias Report, which lists the following as potential concerns for Walmart: one, discriminating against faith-based charities; two, does not provide viewpoint protections for its employees; three, has given to numerous ideological groups hostile to free expression, including an organization focused on promoting the tenets of critical race theory in the corporate world; and four, CEO Doug McMillon is a member of the Business Roundtable and signed its 2019 statement on the purpose of the corporation, which promotes stakeholder capitalism over traditional obligations to shareholders and customers.

Third, Walmart has apparently contributed $100 million to the Black Lives Matter movement and related causes since 2020, despite the fact that these causes have been accused of squandering assets and supporting racism and antisemitism, and highly divisive and dangerous programs such as police defunding and quote, unquote, "anti-racist racial discrimination." Fourth, we note that recent events have made clear that companies destroy shareholder value when they take overtly political and divisive positions that alienate consumers.

Just look at the economic backlash Bud Light, Target, and Disney have recently endured following their embrace of extreme partisan agendas. Despite all the foregoing concerns, Walmart's opposition to our proposal is essentially non-responsive. First, it does not address any of the specific concerns set forth in our proposal.

Second, it claims its governance committee sufficiently addresses our concerns when it is on this committee's watch that the problems we identify have been allowed to fester. This response only further highlights the need for a new committee to specifically address the risks identified in our proposal. For all these reasons, I ask you to vote in favor of Proposal Ten.

Rachel Brand
Corporate Secretary, Walmart

Thank you, Mr. Padfield. The board recommends a vote against this proposal for the reasons explained in the proxy statement. This concludes all the matters to be presented for shareholder consideration at the meeting. It is now 11:05 A.M., and the polls are now closed. Based on the initial report from the Inspectors of Election, the preliminary voting results are as follows: Each director nominee has been elected by a majority of the votes cast

. Each of the other company proposals has passed, and the shareholder proposals and the floor proposal failed to receive a majority of the votes cast and therefore did not pass. The preliminary voting results will be announced in a press release later today, and the official results will be disclosed in a filing with the SEC. The 2024 Annual Shareholders Meeting is now formally adjourned. We will now pause briefly before moving into a Q&A session.

Kary Brunner
Senior Director of Investor Relations, Walmart

Hello, I'm Kary Brunner, Senior Director of Investor Relations. We'll take some time now to respond to questions submitted through the virtual meeting platform. Senior leadership of the company is available to respond to questions. We will answer as many questions as we can during this time that haven't already been addressed in the proxy statement.

For relevant questions that could not be answered due to time constraints, the company will provide responses on the Investor Relations section of our corporate website as soon as possible. Similar questions will be grouped together and responded to collectively. The first question submitted through the portal is: Has the war in Ukraine or Gaza had any material effect on our company?

Doug McMillon
President and CEO, Walmart

Hello, this is Doug McMillon. Thank you for the question. The answer is no, that it hasn't. We did experience some minor supply chain issues, but they're being managed effectively.

Kary Brunner
Senior Director of Investor Relations, Walmart

Okay, thank you. The next question: Are you having any supply chain issues in the food category?

Doug McMillon
President and CEO, Walmart

For that question, we happen to have John Laney with us, who's the Executive Vice President responsible for food in the Walmart U.S. business. John, would you mind taking that question?

John Laney
Senior Vice President, Walmart

Yeah. Good morning, everybody. The first thing I would say is, our in-stock levels in store and in the fulfillment centers are as good as they've been in years and years, and so we're really proud of our, our position from a supply chain standpoint. We've worked diligently to provide resilience across the food supply chain over the past couple of years.

I'm working on a number of initiatives, Doug, things like long-term agreements with our suppliers to make sure that they can make the investments they need to secure future food supply. I'm working diligently in things like sustainability across the key stakeholder groups to equip farmers to make sure that our food supply is, is steady for years to come. And so we feel really good about our overall position from an inventory standpoint in food.

Doug McMillon
President and CEO, Walmart

Thank you, John.

Kary Brunner
Senior Director of Investor Relations, Walmart

The next question submitted by a shareholder: We are seeing a growing number of proposals, like Item Four, attacking agricultural processes in favor of activist demands for food production. Thank you for defending your shareholders and opposing Proposal Four. Can you expound on why the Walmart strategy of continual review is a better guarantor of quality assurance and pork supply chain than time-bound commitments?

Doug McMillon
President and CEO, Walmart

Again, thank you for the question. I'd like to ask Kathleen McLaughlin, our Chief Sustainability Officer, to respond.

Kathleen McLaughlin
Chief Sustainability Officer, Walmart

Good morning, and thank you for your question. So our animal welfare position and our swine assurance position is our starting point, and they express our expectation that suppliers are going to take steps to address animal confinement concerns, including gestation crates. We require suppliers, of course, to participate in the National Pork Board PQA Plus program and report on this annually.

So with respect to gestation crates, we've engaged suppliers, veterinary scientists, NGOs, many others on this issue, farmers, over the last year and even before that, to help us determine the right way to move forward. There's general consensus around group housing, except during the period between breeding and pregnancy confirmation for the health of the sow. So people generally agree on that, and, retail, restaurant peers generally have aligned around this as a direction of travel.

Although there are many, many different points of view regarding the specific aspects of that. So the exact nature of the housing, there are different configurations available, the square footage, you know, the exact timing of confinement and so on, that makes it difficult to agree on one specific approach.

Some of our suppliers have been investing heavily to transition to systems of group housing in their vertically integrated operations, their owned operations. Continuing that transition, it's in motion, but it's going to be costly, given the really large install base of housing systems across the farms in America. As much as 70% traditional approaches, according to industry estimates.

There's also, I should note, a real lack of availability of data regarding exact housing systems across every farm in America, and a difficulty in validating that data, especially when you move outside of supplier-owned farms. So these are some of the considerations that really have kept us from setting a time-bound commitment with respect to this specific gestation crate issue.

And I would note that even some of the retailers mentioned by the shareholder proponent, they've struggled to publish metrics, precise metrics on this issue. So of course, we continue to engage all the stakeholders I mentioned, to see how can we support the evolution underway, already happening in the industry, and do it in a way that's consistent with our animal welfare position, and in ways that are going to support the farmer and our customer. Thank you for the question.

Gregory B. Penner
Walmart Board of Directors, Walmart

Thanks, Kathleen.

Kary Brunner
Senior Director of Investor Relations, Walmart

The next question: Are there any future plans to expand the number of seats on the board? And do we have any assurances that the political views of the individual members of the board will not overly influence their decision regarding the health of the company and its associates?

Gregory B. Penner
Walmart Board of Directors, Walmart

... Thank you for the question. You know, we're fortunate to have a diverse and talented board of directors who fully appreciate their duty to our shareholders. Our corporate governance guidelines call for 10-14 directors, and I expect us to be in that range as the company moves forward. Thank you.

Kary Brunner
Senior Director of Investor Relations, Walmart

The next question: Is there any truth in the MyShare program and Sunday premium pay coming back?

Doug McMillon
President and CEO, Walmart

Thank you for the question. This is Doug McMillon, and in a moment, I'll invite Donna Morris and, or Kim Lupo, if you'd like to respond, as well. But I'll just add that earlier today, the Walmart U.S. team did announce that we're putting an hourly bonus program in place.

John Furner and the group have a large number of associates gathered in an arena down the street, and it was an exciting moment to be able to make that announcement. As we think about that decision, it's within the context of our overall comp program. Obviously, we pay close attention to hourly wage rates, but I'd just like to make the point that when we think about our system of design for compensation, we think of it broadly.

As I mentioned just a few moments ago, it matters how many associates can participate in our Associate Stock Purchase Plan, how many participate in our 401 plan, where they can receive a match for a portion of their investments. We try to design it in a way to increase tenure, to attract talent that will stay and build a career, not just have a job. Donna, would you like to add something to that?

Kathleen McLaughlin
Chief Sustainability Officer, Walmart

Yeah, we're really excited about the fact that we rolled out this bonus. It's going to take into consideration tenure as well as performance, and we think that that's really important. We've continued to make investments. I just really want to call out that our average hourly wage is now close to $18. For our Walmart U.S. stores, it's $17.19, Sam's Club is $18.29, and our supply chain, the average rate is $26.42.

Our investments in our frontline associates is an imperative, and each and every quarter, we're continuing to look at the balance between short-term investments as well as long-term, and investing in the well-being as it relates to our benefits programs. So we're excited about the announcement today for the U.S. team.

Kary Brunner
Senior Director of Investor Relations, Walmart

The next question is: There have been quite a few divestitures in the past year. Do you have any plans to expand to new international markets?

Doug McMillon
President and CEO, Walmart

Thank you for the question. This is Doug. The answer is no. You know, as we think about what we've done over the last few years to get the portfolio in the right place, we feel really good about the markets that we're in at the moment. It is exciting to see the company build new capabilities, for example, our marketplace business, and down the road, there may be opportunities for growth beyond our current markets, but we really like those that we're in at the moment. Thank you.

Kary Brunner
Senior Director of Investor Relations, Walmart

Thanks, Doug. At this time, we've addressed all the questions submitted that haven't already been addressed in the proxy statement, and the queue is now closed. Thank you for your participation. This concludes our meeting.

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