DESCRIPTION OF THE NOTES
The following description of the terms and conditions of the notes supplements the description of the more general terms and conditions of
Walmarts debt securities contained in the accompanying prospectus.
The notes of each series will be issued under and pursuant
to the indenture dated as of July 19, 2005, as supplemented (the indenture), between us and The Bank of New York Mellon Trust Company, N.A., as trustee. The 2024 notes, the 2026 notes and the 2029 notes are each a separate series of
notes under the indenture. The notes of each series will be issued in registered book-entry form without interest coupons in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. The notes of each series will constitute
our senior unsecured debt obligations and will rank equally among themselves, with the notes of the other series being offered hereby and with all of our other existing and future senior unsecured debt.
The 2024 notes will mature on July 8, 2024; the 2026 notes will mature on July 8, 2026; and the 2029 notes will mature on July 8, 2029. Unless
previously purchased and cancelled or, to the extent permitted or required by such series of notes, redeemed prior to maturity, we will repay the notes of each series at 100% of their principal amount, together with accrued and unpaid interest
thereon, at their maturity.
The 2024 notes will be initially issued in an aggregate principal amount of $1,500,000,000; the 2026 notes
will be initially issued in an aggregate principal amount of $1,250,000,000; and the 2029 notes will be initially issued in an aggregate principal amount of $1,250,000,000. We may, without the consent of the holders of the notes of a series, create
and issue additional notes of that series ranking equally with and otherwise similar in all respects to the notes of that series (except for the public offering price, initial interest accrual date, initial interest payment date, and the issue date)
so that those additional notes will be consolidated and form a single series with the other outstanding notes of that series that we are offering hereby;
provided
,
however
,
that any additional notes of a series issued that are
not fungible with the outstanding notes of that series for U.S. federal income tax purposes will be issued under one or more separate CUSIP and ISIN numbers. No additional notes of a series may be issued if an event of default under the indenture
has occurred and is continuing.
Interest Rates on the Notes
The notes of each series will bear interest from April 23, 2019 at the annual interest rate specified for notes of that series on the cover
page of this prospectus supplement. Interest on the notes will be paid semi-annually on, in the case of 2024 notes, January 8 and July 8 of each year, beginning on July 8, 2019; in the case of the 2026 notes, January 8 and July 8 of each year,
beginning on July 8, 2019; and in the case of the 2029 notes, January 8 and July 8 of each year, beginning on July 8, 2019.
Interest on
each note will be payable to the person in whose name the note is registered at the close of business, in the case of the 2024 notes, on the December 24 and June 23 immediately preceding the applicable interest payment date, in the case of the 2026
notes, on the December 24 and June 23 immediately preceding the applicable interest payment date, and in the case of the 2029 notes, on the December 24 and June 23 immediately preceding the applicable interest payment date. Interest on the notes of
each series will be computed on the basis of a
360-day
year of twelve
30-day
months.
Other Terms of the Notes
If any interest
payment date for notes of any series would otherwise be a day that is not a business day, then the interest payment date for notes of that series will be postponed to the following date that is a business day. Interest will not accrue as a result of
any such postponed payment. The term business day means any day which is not a day on which banking institutions in The City of New York, or the relevant place of payment are authorized or required by law, regulation or executive order
to close.
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