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Walmart reshapes board of directors

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Smaller board brings deep company knowledge, fresh perspective

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BENTONVILLE, Ark. — Walmart has repositioned its board of directors as the company pushes ahead with its strategic plans.

Walmart said late Wednesday that going forward its board will have 12 members, down from the current 15. Plans call for current directors Aida Alvarez, Roger Corbett, Mike Duke and Jim Walton to not stand for re-election at the company’s annual shareholder meeting on June 3.

In addition, Steuart Walton, the son of Jim Walton and the chief executive officer of Game Composites Ltd., has been nominated for election to the board. Walmart said that, historically, three members of the Walton family serve on the board.

Walmart noted that it has sharpened its technology focus with the additions of Marissa Mayer, president and CEO of Yahoo!, and Kevin Systrom, co-founder and CEO of Instagram, to the board. They will stand for re-election at the annual meeting along with Greg Penner, who succeeded his father-in-law Rob Walton as chairman last year. Penner brings extensive expertise in technology, finance and international business to the board, the company said. Over the past four years, Walmart has added five independent directors.

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Walmart board members Marissa Mayer, CEO of Yahoo!, and Kevin Systrom, co-founder and CEO of Instagram.

“The contributions of each of our four retiring board members cannot be overstated, and we wish them all continued success in the future,” Penner said in a statement. “With these retirements, we view this as a time to make our board more nimble while maintaining its independence and further aligning on Walmart’s strategic priorities. Our board has the right skills and expertise to support the company’s strategy.”

Other board members standing for election or re-election at the annual meeting include Mayer, Systrom, Walmart president and CEO Doug McMillon, Jim Cash, Pam Craig, Tim Flynn, Tom Horton, Steve Reinemund, Rob Walton, Steuart Walton and Linda Wolf.

“The changes we are making are designed to maximize our effectiveness as we adapt to ever-evolving customer requirements,” stated Cash, who is the lead independent director. “We believe that board refreshment and succession planning are critical and demonstrate good corporate governance practices but also, and most importantly, support our mission to broaden and improve how we are serving customers through both stores and e-commerce.”

Walmart said Duke’s retirement from the board is in line with the company’s historical practice for the board membership of its former CEOs. Duke served as president and CEO of Walmart from 2009 to 2014.

“Walmart has benefited from Mike’s leadership for more than 20 years,” Penner commented. “His professionalism and integrity and his perspective and guidance have helped lead Walmart to the path it is on today in areas that have included talent, technology, diversity, social and environmental issues, and serving customers through both our online and in-store businesses.”

Jim Walton served on the board for over 10 years and was a member of the Technology and eCommerce committees, as well as the Strategic Planning and Finance Committee during his tenure. He currently is chairman and CEO of Arvest Bank Group Inc., a group of banks operating in Arkansas, Kansas, Missouri and Oklahoma.

“We would like to thank Jim for his many contributions to our board for over a decade and his personal commitment as a board member to doing what is best for Walmart, our associates and shareholders as we build on the company’s success now and in the years to come. He has proudly carried on the legacy of Sam Walton and that stands to continue with the nomination of Steuart Walton to take his place,” Penner stated.

He added, “We are pleased that Steuart has been nominated to join our company’s board. Given his strong history and familiarity with Walmart, he clearly understands the company’s mission and vision as he is prepared to carry on the next generation of family leadership. His career in law and his experience as an entrepreneur will allow him to bring valuable insight to our board.”

Both Alvarez and Corbett are rotating off the board after a decade of service, Walmart said. Alvarez, who currently serves as a director at HP Inc., is the former administrator of the U.S. Small Business Administration and served on President Bill Clinton’s cabinet from 1997 to 2001. Corbett is the retired CEO and group managing director of Woolworths Ltd., the largest retail company in Australia.

Walmart’s 2016 annual shareholder meeting will be held in the Bud Walton Arena on the University of Arkansas campus in Fayetteville, Ark.

Also late Wednesday, Walmart released its 2016 annual report. The report notes that Walmart.com is the third-most-visited U.S. retail website and that the company saw global e-commerce net sales grow 107% over the past four years.

In fiscal 2016, Walmart totaled revenue of $482.1 billion, along with 11,528 stores under 72 banners in 28 countries and e-commerce websites in 11 countries. Its stores and e-commerce sites are visited by nearly 260 million customers. The company employs about 2.3 million associates worldwide.

“We’re now living in a new period of disruption, largely driven by rapid technological advances, and that change is likely to accelerate even further,” McMillon commented. “Our efforts are squarely focused on emerging as the retail leader. Around the world, we face stiff competition, but our future is within our control. The bottom line is this: We have the resources to chart our own destiny.”


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