Wal-Mart 8-K 2011
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
September 23, 2011
Wal-Mart Stores, Inc.
(Exact name of registrant as specified in its charter)
702 S.W. 8th Street
Bentonville, Arkansas 72716
(Address of principal executive offices) (Zip code)
Registrants telephone number, including area code:
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) On September 23, 2011, Eduardo Castro-Wright, Vice Chairman, President and Chief Executive Officer, Global eCommerce and Global Sourcing of Wal-Mart Stores, Inc. (the Company), notified the Company that he will retire from the Company, effective on the close of business on July 1, 2012 and will remain employed as an associate through such date. The Company anticipates naming new leaders for its Global eCommerce and Global Sourcing businesses on or before the end of its current fiscal year, which is January 31, 2012.
(e) On September 23, 2011, the Company entered into a retirement agreement with Mr. Castro-Wright, which provides that Mr. Castro-Wrights employment will continue through July 1, 2012 (the Agreement). The Agreement is attached as Exhibit 10.1 and is incorporated herein by reference. Mr. Castro-Wright will receive his current annual salary through January 31, 2012, and he will receive a reduced annual salary from February 1, 2012 through July 1, 2012. He will be eligible to participate in the Companys Management Incentive Plan and Performance Share Plan through January 31, 2012, and his unvested equity consisting of stock options, restricted stock rights and restricted stock will continue to vest in the normal course through July 1, 2012. Mr. Castro-Wright will not receive any new equity awards and will forfeit all unvested equity outstanding as of his retirement on July 1, 2012, with the exception of 42,035 shares of restricted stock originally scheduled to vest on January 31, 2013, which vesting will be accelerated to the date of Mr. Castro-Wrights retirement on July 1, 2012. The Agreement includes non-competition and non-solicitation provisions that are effective through July 1, 2014. Mr. Castro-Wright will receive certain payments under the Agreement totaling approximately $2.1 million in several installments through July 1, 2014.
Item 9.01 Financial Statements and Exhibits.
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: September 27, 2011
INDEX TO EXHIBITS