WALMART 401(K) PLAN PARTICIPANT LOAN POLICY

WALMART 401(K) PLAN

PARTICIPANT LOAN POLICY

This Participant Loan Policy (the "Policy") is effective February 1, 2016. Please read it carefully as it outlines the rules governing loans from your account in the Walmart 401(k) Plan (the "Plan").

A. ELIGIBILITY FOR LOANS. Loans from the Plan generally may be made to any Plan participant who is employed by Walmart Stores, Inc. ("Walmart") or any affiliate that has adopted the Plan.1 The following individuals, however, are NOT eligible for a loan:

? Participants who have terminated employment with Walmart and all of its participating affiliates, even if he or she remains employed by a non-participating affiliate, such as our Puerto Rico affiliate;

? Alternate payees under a qualified domestic relations order or "QDRO";

? Participants while a QDRO or draft QDRO is being reviewed by the Plan to determine whether it meets QDRO requirements;

? Beneficiaries of a deceased participant; and

? A participant who is a director or executive officer of Walmart where such loan would be prohibited by the Sarbanes-Oxley Act.

B. LOAN APPLICATION PROCESS. If you are eligible for a loan, you must apply for the loan through the Plan's recordkeeper, Bank of America Merrill Lynch ("BAML"), by accessing Benefits Online at benefits. or by calling the Customer Service Center at 888-9684015.

C. LIMITATIONS ON LOANS.

Minimum Loan Amount: The minimum loan available is $1,000.

Maximum Loan Amount: The aggregate maximum loan amount available is the lesser of:

? 50% of the vested portion of your Account; or

? $50,000 (reduced by the excess, if any, of your highest outstanding loan balance during the one-year period ending on the day before the loan is made, over your outstanding loan balance at the time of the loan). Solely for determining this limit,

1 There is a narrow exception for certain individuals who are still considered "parties in interest" after their termination.

all US-qualified plans of Walmart and its affiliates and the Walmart Puerto Rico 401(k) Plan are taken into account.

Number of Loans: You may have only one "general purpose" loan and one "residential" loan outstanding at any time.

? A "general purpose" loan is a loan that can be obtained for any purpose.

? A "residential" loan is a loan that is used to acquire a dwelling unit which is to be used as your principal residence within 30 days of the date the loan is made. You will be required to provide additional supporting documentation in the event of a residential loan request.

Frequency of Loans: You may request only one loan in any three-month period. In addition, you may not request a new loan of any type for 15 calendar days after you pay off an outstanding loan.

Refinancing: Once a loan has been made, it may not be refinanced.

D. LOAN FEES. If you request a loan, the following fees will be charged to your Plan Account:

? A loan origination fee of $50 at the time the loan is approved and processed.

? In the case of a residential loan request, you will be charged a document review fee of $45 each time you submit new or updated paperwork to BAML for review (regardless of whether the loan is ultimately approved and issued or you decide not to take the loan).

? If you request that your loan check be overnighted to you, you will be charged a fee of $25.

? If you make a loan repayment by Automated Clearing House (ACH) debit from your bank account, you will be charged a $25 fee every time a payment is rejected for insufficient funds.

Loan fees will be taken from your Plan sub-accounts according to the order of priority specified in Section E. below and pro rata from all investment funds in each sub-account.

E. SOURCE OF FUNDS. If your loan request is approved, the funds will be taken from your sub-accounts in the following order:

?

Kosmix Roth Account (referred to as "Prior Plan Roth 401(k)" in your Account

detail on Benefits Online), then

?

Pro rata from your Rollover Contribution Account, Rollover

Contribution Account, and Kosmix Rollover Contribution Account (referred to as

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"Rollover Account," ".com Plan Rollover Post 2/1/03," and "Prior Plan Rollover," respectively, in your Account detail on Benefits Online), then

?

Pro rata from your Elective Contribution Account, After-Tax Account and Deemed

Loan Distribution Account (referred to as "401(k) Account," "Prior Plan Associate

Deferral," "After-Tax Account," and "Deemed Loan Distributions," respectively, in

your Account detail on Benefits Online), then

?

QNEC Contribution Account (referred to as "Company Funded 401(k) Account"

in your Account detail on Benefits Online), then

?

Safe Harbor Matching Contribution Account (referred to as "Company Match

Account" in your Account detail on Benefits Online), then

?

PSP Rollover Contribution Account (referred to as "Profit Sharing Rollover" in

your Account detail on Benefits Online), then

?

Profit Sharing Contribution Account (referred to as "Company Funded Profit

Sharing" and "100% Vested Company Funded Profit Sharing" in your Account

detail on Benefits Online).

Funds will be taken on a pro rata basis from all investment funds in which each sub-account is invested.

F. EVIDENCE OF THE LOAN. The terms of your loan will be governed by a promissory note, this Policy, and the terms of the Plan. If you apply for a loan through Benefits Online, you will acknowledge receipt of the promissory note and amortization schedule online. If you apply for a loan through the Customer Service Center, a promissory note will be included on the back of your loan check and the amortization schedule will be included with your check. Your acceptance online or your endorsement of the loan check, as applicable, will serve as your acknowledgment of your receipt of the loan and your acceptance of its terms and conditions, including your consent to payroll deductions for loan payments. Once you endorse the check and consent to loan repayments by payroll deduction, you cannot revoke that consent and stop the payroll deductions.

G. INTEREST RATE. The interest rate on the loan will be equal to the prime lending rate established by the Federal Reserve on the last business day of the month preceding the month in which the loan is processed for payment, plus 1%.

H. LENGTH OF THE LOAN. You select the length of the repayment period. The loan period cannot be shorter than one year and cannot be longer than:

?

5 years for a general purpose loan; or

?

15 years for a residential loan.

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I.

REPAYING THE LOAN. Any loan from the Plan will be subject to the following terms:

?

Loan repayments in most cases must be made by after-tax payroll deduction

from your regular pay in equal amounts each pay period. Payroll deductions will

begin with the first pay period following the date of the loan or as soon as

administratively practicable thereafter. (If your pay period changes, for example,

from bi-weekly to weekly periods, your loan will be re-amortized and your

payment amount may change.)

?

If you do not have sufficient pay for any pay period to fully pay the loan payment

due that period, no payment will be taken from your pay for that pay period. Only

one loan payment for each type of outstanding loan (general purpose and/or

residential) will be taken during any pay period. The next pay period for which

you have sufficient pay to make a payment, a payment will be taken and applied

to the earliest missed payment. (If you have both a general purpose loan and a

residential loan, the general purpose loan payment will be taken first, unless your

pay is not sufficient to make the general purpose loan payment but is sufficient to

make the residential loan payment.) You must make up missed payments to

avoid a default. If you remain employed and have missed payments due to

insufficient pay, you will receive a notice from BAML in advance of the default.

You can make up missed payments by ACH debit from your bank account,

cashier's check or money order. Make-up payments must be in the exact

amount of the loan payment shown on your amortization schedule or in whole

multiples of that amount (up to the number of payments then due).

?

If you make a payment in an amount that exceeds the exact amount of a

loan payment or whole multiples of that amount (up to the number of

payments then due), the loan payment amount or whole multiples of that

amount (up to the number of payments then due) will be applied to your

loan and any excess will be returned to you.

?

If you make a payment in an amount that is less than the exact amount of

a loan payment, the payment will be returned to you.

?

You can pay your loan in full at any time without penalty. If you want to pay off

your loan in full, contact BAML for further instructions. Partial pre-payments are

not permitted.

?

Your loan payments will be allocated to the sub-accounts from which the loan

was taken on a pro rata basis. (See Section E. above.) Your payments will be

invested according to your investment election applicable to future contributions

which is in effect at the time your payment is made. If you do not have an

investment election in effect at that time, your loan payment will be invested in

the Plan's default fund in effect at the time your payment is made. Currently, the

default fund is the myRetirement Funds based on the year you were born. For

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more information regarding the default fund, see the Qualified Default Investment Alternative (QDIA) Notice.

?

If your employment is transferred to an Walmart affiliate that is not a participating

employer in the Plan, including the Puerto Rico affiliate, you can continue to

make payments on your loan by ACH debit from your bank account, cashier's

check or money order. Contact BAML for further instructions.

?

If your loan defaulted because you failed to make a scheduled payment and you

have been taxed on the outstanding balance as outlined in Section L. below, the

loan will continue to be outstanding in your Account while you are actively

employed and interest will continue to accrue on the loan. You will not be able to

request a new loan of that same type while the loan is outstanding. If you later

repay the loan (for instance, so that you will be eligible to obtain a new loan),

your repayment will be credited to an after-tax sub-account and will not be

taxable to you when later distributed from the Plan.

J. LEAVES OF ABSENCE. Your loan payments will be suspended for a limited period of time in the following circumstances:

?

Approved Leave of Absence. You must continue to pay your loan payments by

payroll deduction while you are on a leave of absence as long as you are

receiving sufficient pay to cover the loan payment.

If you are on an approved continuous leave of absence without pay or on pay insufficient to pay the amount of the required loan payment, your loan payments will be suspended for up to one year. When you return from the leave, your loan will be re-amortized. This means your general purpose loan, for example, will be extended by the period of the leave, not to exceed the maximum 5-year or 15year period, as applicable. (Note: Special rules apply in the event you were late on your loan payments at the time you commenced your leave. In that case, in no event can a period of leave suspend more than 12 months of loan payments, which could include loan payments due before your leave.)

?

Military Service. If you are on a leave to perform military service, your loan

payments will be suspended during your leave.2 Your loan payments will resume

upon completion of your military service. Your loan period may be extended by

the number of months you were engaged in military service. In addition, to the

extent required by the Servicemember's Civil Relief Act, the interest rate on your

loan will be reduced during your military leave.

2 For this purpose, "military service" generally includes the performance of duty on a voluntary or involuntary basis in a uniformed service and includes active duty, active duty for training, initial active duty for training, inactive duty training, full-time National Guard duty, a period for which you are absent from work on account of a fitness for duty examination, and a period for which you are absent from work to perform certain funeral honors duty.

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