FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

McMillon C Douglas
2. Issuer Name and Ticker or Trading Symbol

Walmart Inc. [ WMT ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
President and CEO
(Last)          (First)          (Middle)

702 S.W. 8TH STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

9/16/2020
(Street)

BENTONVILLE, AR 72716-0215
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 9/16/2020  J  19090 (1)D$0 (1)1455684.895 (2)(3)D  
Common Stock         1796.1891 (4)I By 401(k) 
Common         138401 I By Trust for Children 
Common         19090 (1)I By Wife's Trust for Children 
Common         59563 I By Trust for Wife 
Common         2258 I By Son 
Common         131990 I By Wife's Trust for Children and Reporting Person 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) On September 16, 2020, the Reporting Person transferred 19,090 shares held in a revocable trust to a trust for the benefit of the Reporting Person's children (the "Wife's Trust for Children") in satisfaction of an obligation to contribute $2,622,321.71 to the Wife's Trust for Children. The Reporting Person now reports indirect ownership of the transferred shares though the Wife's Trust for Children.
(2) Includes 200,000 shares of the Issuer's Common Stock previously reported as indirectly owned through a grantor retained annuity trust ("GRAT"). On September 16, 2020, the Reporting Person withdrew the shares from the GRAT in exchange for consideration of commensurate value.
(3) Balance adjusted to reflect shares acquired through the Walmart Inc. Associate Stock Purchase Plan.
(4) Balance adjusted to reflect shares acquired through the Walmart 401(k) Plan.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
McMillon C Douglas
702 S.W. 8TH STREET
BENTONVILLE, AR 72716-0215
X
President and CEO

Signatures
/s/ Geoffrey W. Edwards, By Power of Attorney9/18/2020
**Signature of Reporting PersonDate

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