Walmart (WMT) risk factors, FY2026 10-K

Walmart's FY2026 10-K, filed Mar 13, 2026, lists 21 risk factors in 4 groups. Against the prior year's 23: 2 dropped, 9 substantially reworded.

Risk factors listed
214 groups
New this year
0vs 23 last year
Dropped
2since the prior 10-K
Substantially reworded
9of those kept
Section length
14k wordsItem 1A

What the changes say

  • AI and agentic shopping tools now feature in Walmart’s competitive and omnichannel risks.
  • Product-safety, chemical, measurement and country-of-origin claims broaden legal exposure.
  • Trade changes are tied explicitly to merchandise costs, selling prices, margins and strategic-investment costs.
  • Operational risks emphasize data integrity, supply-chain disruption and adapting inventory to changing demand.

What changed since the prior 10-K

Dropped

  • DroppedOperational Risks

    If the technology-based systems that give our customers the ability to shop with us online and enable us to deliver products and services do not function effectively, our operating results, as well as our ability to grow our omni-channel business globally, could be materially adversely affected

  • DroppedLegal, Tax, Regulatory, Compliance, Reputational and Other Risks

    We discuss in more detail these cases and other litigation to which we are party below under the caption "Item 3. Legal Proceedings" and in Note 10 in the "Notes to our Consolidated Financial Statements," which are part of this Annual Report on Form 10-K

Reworded

  • 90% rewrittenOperational Risks

    We rely extensively on information and financial systems to process transactions, summarize results and manage our business. Disruptions in our systems could harm our ability to conduct our operations

    Adds that data integrity and systems supporting transactions, associates, facilities, logistics, inventories, stores, clubs and online operations are essential, while shortening the disruption examples.

  • 88% rewrittenLegal, Tax, Regulatory, Compliance, Reputational and Other Risks

    We are subject to risks related to litigation claims, and other legal proceedings that may materially adversely affect our results of operations, financial position and liquidity

    Expands product-related claims to safety standards, PFAS and other chemicals, weights and measurements, and country-of-origin or assembly representations; adds global scope.

    Was: We are subject to risks related to litigation and other legal proceedings that may materially adversely affect our results of operations, financial position and liquidity

  • 74% rewrittenOperational Risks

    Natural disasters, climate change, geopolitical events, catastrophic and other events could materially adversely affect our financial performance

    Reframes the risk around weather, climate-amplified events and disruptions in supplier or transportation regions, with less emphasis on listed disasters.

  • 44% rewrittenLegal, Tax, Regulatory, Compliance, Reputational and Other Risks

    Changes in tax and trade laws, regulations and interpretations could materially adversely affect our financial performance

    Connects tax and trade changes to merchandise costs, customer prices, profit margins and costs of strategic initiatives; the 82% U.S. sales figure remains.

  • 43% rewrittenStrategic Risks

    We face strong competition from other retailers, wholesale club operators, omnichannel retailers and other businesses which could materially adversely affect our financial performance

    Adds emerging agentic shopping tools and competitors’ faster AI development as potential sources of competitive pressure.

    Was: We face strong competition from other retailers, wholesale club operators, omni-channel retailers and other businesses which could materially adversely affect our financial performance

  • 39% rewrittenStrategic Risks

    Failure to successfully execute our omnichannel strategy and the cost of our investments in eCommerce and technology may materially adversely affect our market position, net sales and financial performance

    Removes explicit generative AI and some investment categories, adds new store and club openings, and focuses on growing omnichannel offerings.

    Was: Failure to successfully execute our omni-channel strategy and the cost of our investments in eCommerce and technology may materially adversely affect our market position, net sales and financial performance

  • 36% rewrittenOperational Risks

    Risks associated with our suppliers could materially adversely affect our financial performance

    Adds that supplier relationship risks are numerous and often beyond Walmart’s control, with potential operational and financial effects.

  • 23% rewrittenOperational Risks

    Global or regional health pandemics or epidemics could negatively impact our business, financial position and results of operations

    Adds fluctuating product demand, changing customer behavior, reduced disposable income and inventory-planning challenges, while removing containment measures such as quarantines and shutdowns.

  • 21% rewrittenStrategic Risks

    If we do not timely identify or effectively respond to consumer trends or preferences, it could negatively affect our reputation, relationship with our customers, demand for the products and services we sell, our market share and the growth of our business

All 21 risk factors

Headings as the filing states them, in filing order.

Strategic Risks

  1. 01Failure to successfully execute our omnichannel strategy and the cost of our investments in eCommerce and technology may materially adversely affect our market position, net sales and financial performance39% rewritten
  2. 02If we do not timely identify or effectively respond to consumer trends or preferences, it could negatively affect our reputation, relationship with our customers, demand for the products and services we sell, our market share and the growth of our business21% rewritten
  3. 03We face strong competition from other retailers, wholesale club operators, omnichannel retailers and other businesses which could materially adversely affect our financial performance43% rewritten
  4. 04General or macro-economic factors, both domestically and internationally, may materially adversely affect our financial performance
  5. 05The performance of strategic alliances and other business relationships to support the expansion of our business could materially adversely affect our financial performance

Operational Risks

  1. 06Global or regional health pandemics or epidemics could negatively impact our business, financial position and results of operations23% rewritten
  2. 07Natural disasters, climate change, geopolitical events, catastrophic and other events could materially adversely affect our financial performance74% rewritten
  3. 08Risks associated with our suppliers could materially adversely affect our financial performance36% rewritten
  4. 09If the quality or safety of products we sell in stores or online fails to meet our customers' expectations or regulatory standards, we could lose customers, incur liability for any injuries caused by a product we sell or otherwise experience a material impact to our brand, reputation and financial performance
  5. 10If the quality or safety of products offered for sale on our third-party marketplace fails to meet our customers' expectations or regulatory standards, we could be held directly liable, lose customers, become subject to regulatory enforcement or otherwise experience reputational harm
  6. 11We rely extensively on information and financial systems to process transactions, summarize results and manage our business. Disruptions in our systems could harm our ability to conduct our operations90% rewritten
  7. 12We have retail pharmacy operations in our Walmart U.S. and Sam's Club U.S. segments across the U.S. and in various of our international markets such as Canada and Mexico
  8. 13Our failure to attract and retain qualified associates, increases in wage and benefit costs, changes in laws and other labor issues could materially adversely affect our financial performance
  9. 14Illegal or inappropriate activity of our independent contractors or third-party service providers could expose us to liability and adversely affect our business, reputation and financial performance

Financial Risks

  1. 15Failure to meet market expectations for our financial performance could adversely affect the market price and volatility of our stock
  2. 16Fluctuations in foreign exchange rates may materially adversely affect our financial performance and our reported results of operations

Legal, Tax, Regulatory, Compliance, Reputational and Other Risks

  1. 17In addition to our U.S. operations, we operate retail and eCommerce businesses in Africa, Canada, Central America, Chile, China, India and Mexico
  2. 18Changes in tax and trade laws, regulations and interpretations could materially adversely affect our financial performance44% rewritten
  3. 19Changes in and/or failure to comply with other laws, regulations and interpretations of such laws and regulations specific to the businesses and jurisdictions in which we operate could materially adversely affect our reputation, market position or our business and financial performance
  4. 20We are subject to risks related to litigation claims, and other legal proceedings that may materially adversely affect our results of operations, financial position and liquidity88% rewritten
  5. 21Not satisfying stakeholder expectations with respect to our social and environmental efforts could adversely affect our reputation or subject us to regulatory or litigation risk

Other Walmart 10-Ks

  • FY2025 10-K risk factors
    24 risks

    Omnichannel execution, eCommerce investment, and digital systems are central to Walmart’s growth and operating performance.

    Filed Mar 14, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.