ET Exclusive: Flipkart’s former suites write to Walmart board, seek fair treatment and full cash out of vested ESOPs

Mumbai/New Delhi: A group of former senior Flipkart executives, including ex-CEO Mukesh Bansal ex-CFO Sanjay Baweja, ex-chief business officer (CBO) Ankit Nagori has asked Walmart to buy out their vested stock options as the online retailer’s India listing plans have got deferred again, denying them a big payday opportunity. This comes as Flipkart has completed a partial buyback of stock options from current employees four months back.

The October 1 letter, which ET has seen, is addressed to all 11 members of the parent company’s board, including chairman Gregory B Penner, and Flipkart CEO Kalyan Krishnamurthy. It seeks “fair treatment” for the vested stock options that were given out 10-15 years back.

“We contributed our time, effort, expertise and commitment to building the business and creating the value that exists today,” the letter said. “We accepted these options as an important and integral part of our compensation and have continued to hold them for more than a decade.”


The Bengaluru-headquartered company has seen the recent departures of senior leadership, including Myntra CEO Nandita Sinha, who left after more than a decade with the online retailer following a management rejig. She has joined Swiggy Instamart to lead its quick commerce push.

Walmart told ET that it would examine the matters raised in the letter.

“We appreciate the perspective of all employees–current and former–and value their feedback. As with anything raised, we take it seriously and look into the matter,” a spokesperson told ET in an email. “As we’ve said, an IPO remains an active part of our strategic roadmap, and we will move forward when the timing is right. Transitioning to public markets brings great opportunities, but also real operational responsibility. A thoughtful and disciplined approach will help support a successful transition to public markets.”

Bansal, Baweja, Nagori and other signatories didn’t respond to queries.

The letter to Flipkart’s parent reflects the tension between local former executives and the US parent’s management over strategy and key milestones, said people with knowledge of the matter.

The collective – all early Flipkart CXOs, senior vice presidents (SVPs) and other senior employees were with the company from its formative years in 2007-2008 till 2016 – a period in which the homegrown e-commerce grown in size and scale as well as valuations while expanding product categories beyond the initial books into electronics, media, and lifestyle as well as key acquisitions like the fashion retailer Myntra in 2014 along with Jabong and eBay India as well as the launch of payments arm PhonePe.

PAST VS PRESENT

The aggrieved former employees highlighted that a liquidity opportunity is being given to current employees. “… and that India IPO deferred again, with no confirmed date and consequently no path to liquidity for ex-employees.”

In July, in an interview to ET, Flipkart Group CEO Kalyan Krishnamurthy said the company does not have “any timeline right now and, to be very clear, we never have had any timeline for going public.” In the same month, Walmart undertook its second tranche of the employee stock buyback programme at around $38.2 billion valuation of Flipkart. But the buyback only allowed eligible employees to liquidate up to 5 per cent of their vested options. Walmart has been seeking a $50 billion valuation of Flipkart as per reports. As a precursor to a domestic listing, Flipkart had already completed the shift of its holding structure from Singapore to India.

The concerns come as other consumer companies, including Urban Company and Swiggy, have gone public, while several others like Snapdeal have started the IPO process while Flipkart’s own public market journey remains ambiguous.

According to a senior official aware of the developments, the main point of friction for the former executives appears to be missing out on an opportunity to realise the value of their holdings and make a windfall “It’s been ongoing for months and now reached a flashpoint, he said. “Their argument is simple: why former employees who continue to hold vested options be excluded solely because they are no longer employed by the company.”

“We do feel let down,” said one of the signatories of the email on condition of anonymity. “We are not asking for something that is unreasonable, but what is due to us.”

ET could not independently ascertain the quantum of payout that Walmart needs to cough up if it needs to buyback 100% of Flipkart ESOPs and at the valuation.

EARLY BIRDS CATCH THE WORM

Flipkart founders Sachin and Binny Bansal and the early investors have been able to get an exit, the letter said. “However, the same principle of providing liquidity to stakeholders who have remained invested in the company should reasonably extend to former employees,” it read. “They should not be disadvantaged simply because they are no longer on the company’s payrolls, particularly when the equity was earned during their employment and has been held for such a substantial period.”

Seeking a written response, these former C-suite executives have urged Walmart to give a “complete exit opportunity to all eligible former employees holding vested options. This is not merely a request for goodwill.”

For many of these Flipkart alumni, they have had negligible opportunity to realise their value. “We believe providing former employees with a liquidity opportunity would be a meaningful recognition of the people who helped build the company during its earlier stages. It would also demonstrate that Walmart and Flipkart recognise the contribution of its people beyond the period of their active employment.”

Misgivings about wealth creation opportunities amidst confusion over listing is one of the key reasons behind Flipkart losing several key members of its leadership team, argues industry executives.

Joining Sinha, another Flipkart veteran, Ankit Jain, joined the quick-commerce company as senior vice president of operations. Last month, Prathyusha Agarwal vice president and head of strategy and Aakriti Chandra, also a VP overseeing talent recruitment primarily for Ekart, Flipkart's logistics arm, Ekart left the organisation taking total senior leadership exits to four in about ten days alone. Recent high profile exits also include Gunjan Bhartia, senior vice president of business finance, Amer Hussain, vice president of supply chain for Grocery and Minutes, Flipkart Group CFO Sriram Venkatraman has also stepped down.

In March, Flipkart had also asked around 300 employees to leave as part of its annual performance review, as the company prepared for greater scrutiny ahead of a potential public listing. The exits have also coincided with several new hires as the management has tweaked its strategy to double down on quick commerce Flipkart Minutes, logistics, and newer businesses and have a sharper focus on profitability.

According to a Moneycontrol report from May, Walmart had asked Flipkart to defer the IPO and focus on achieving EBITDA breakeven by FY27 before considering an external fundraise.

Flipkart Internet, the marketplace arm of Flipkart, reported a consolidated net loss of Rs 1,494.2 crore in 2024-25 (FY25), narrowed 36.7% compared to the previous fiscal. Total income rose 14 per cent to Rs 20,807.4 crore YOY.