Wal-Mart Stores, Inc. (NYSE:WMT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 16, 2018, David Cheesewright, age 55, notified Wal-Mart Stores, Inc. (the “Company”) of his intent to retire from his position as Executive Vice President, President and Chief Executive Officer of the Company’s International segment, effective as of the close of business on January 31, 2018. Mr. Cheesewright will continue to serve as an Executive Vice President of the Company. Mr. Cheesewright has served as Executive Vice President, President and Chief Executive Officer of the Company’s International segment since January 2014. Prior to his appointment to his current role, Mr. Cheesewright served as Executive Vice President, President and CEO of the regional management team responsible for the Company’s retail operations in Canada, the United Kingdom, and sub-Saharan Africa, beginning in September 2011. Mr. Cheesewright previously served in various capacities since joining the Company in 1999, including as Chief Operating Officer of Walmart Canada and Chief Operating Officer of Asda, the Company’s retail subsidiary in the United Kingdom. Mr. Cheesewright will remain with the Company full-time through March 31, 2018 and then serve the Company, on a limited basis, with specific projects for a longer period of time.
On January 16, 2018, Judith McKenna, age 51, was appointed Executive Vice President, President and Chief Executive Officer of the Company’s International segment, effective February 1, 2018. In this position, Ms. McKenna will report to the Company’s President and Chief Executive Officer. Since February 2015, Ms. McKenna has served as Executive Vice President and Chief Operating Officer of Walmart U.S. Prior to being appointed to her current role, Ms. McKenna served as Executive Vice President and Chief Development Officer of Walmart U.S. from April 2014 to February 2015, as Executive Vice President, Strategy and International Development for Walmart International from April 2013 to April 2014, and as Chief Operating Officer of Asda Group Limited (“Asda”), the Company’s subsidiary in the United Kingdom, from July 2011 to April 2013. Previously, Ms. McKenna served in a variety of roles since joining the Company in 1996, including as Chief Financial Officer of Asda.
The Company issued a press release on January 17, 2018 announcing the retirement of Mr. Cheesewright and the appointment of Ms. McKenna to her new role. A copy of the press release is furnished as Exhibit 99.1 to this report.
The Company and Ms. McKenna entered into a post-termination agreement and covenant not to compete dated May 18, 2015 (the “Non-Compete Agreement”). The Non-Compete Agreement is substantially similar to the form of post termination agreement and covenant not to compete that is attached as Exhibit 10(p) to the Company’s Form 10-K filed on March 30, 2011. The Non-Compete Agreement prohibits Ms. McKenna, for a period of two years following her termination of employment with the Company for any reason, from participating in a business that competes with the Company and from soliciting the Company’s associates for employment. The Non-Compete agreement also provides that, if Ms. McKenna’s employment is terminated by the Company for any reason, other than for a violation of the Company’s policies, the Company will continue to pay her base salary for two years following termination of employment.
On January 16, 2018, the Compensation and Management Development Committee (the “CMDC”) of the Company’s Board of Directors approved changes to Ms. McKenna’s compensation in connection with her new role. Specifically, Ms. McKenna’s base salary will be $1,040,209 annually. Ms. McKenna will continue to be eligible for an annual cash incentive under the Company’s Management Incentive Plan (the “MIP”), based on performance criteria to be established by the CMDC. For the Company’s fiscal year ending January 31, 2019 (“fiscal 2019”), Ms. McKenna’s target cash incentive payment under the MIP will be 180% of her base salary, with a maximum possible payout of 225% of her base salary. Ms. McKenna will continue to be eligible to receive an annual equity award, generally consisting of a combination of restricted stock and performance-based restricted stock units. On January 16, 2018, the CMDC also approved Ms. McKenna’s annual equity award, consisting of 14,897 restricted shares and 50,651 performance-based restricted stock units.
Item 5.02. Financial Statements and Exhibits.
(d)Exhibits
The following document is filed as an exhibit to this Current Report on Form 8-K:
WAL MART STORES INC ExhibitEX-99.1 2 exhibit991-1172018.htm PRESS RELEASE Exhibit Contact: Walmart Media RelationsPhone: 1-800-331-0085Judith McKenna Named President and CEO of Walmart InternationalBENTONVILLE,…To view the full exhibit click here
About Wal-Mart Stores, Inc. (NYSE:WMT)
Wal-Mart Stores, Inc. is engaged in the operation of retail, wholesale and other units in various formats around the world. The Company offers an assortment of merchandise and services at everyday low prices (EDLP). The Company operates through three segments: Walmart U.S., Walmart International and Sam’s Club. The Walmart U.S. segment operates retail stores in approximately 50 states in the United States, Washington D.C. and Puerto Rico, with three primary store formats, as well as digital retail. The Walmart U.S. segment is a mass merchandiser of consumer products, operating under the Walmart or Wal-Mart brands, as well as walmart.com. The Walmart International segment consists of operations in over 27 countries outside of the United States. The Sam’s Club consists of membership-only warehouse clubs and operates in approximately 48 states in the United States and in Puerto Rico, as well as digital retail.