Selling to Sam's Club: club suppliers, samsclub.com drop ship (DSV), Member's Mark private label, and the company and tax setup (2026)

As of November 2026, there is no open, apply-online third-party marketplace like Walmart Marketplace. The only way in is as a supplier: you sell goods to Sam's Club, Walmart's membership warehouse club, and Sam's Club sells them to members. Suppliers come in four kinds: in-club, samsclub.com inventory, samsclub.com drop ship (DSV), and Member's Mark private label.

Agencies and sellers often call samsclub.com "the Sam's Club marketplace," and some e-commerce software offers a "Sam's Club channel." We checked Walmart's public materials:

• Walmart's fiscal 2026 Form 10-K (year ended 2026-01-31): the Sam's Club U.S. segment covers 601 clubs, samsclub.com and the app, the Member's Mark private brand, advertising for brands and insights for suppliers. It does not describe a third-party marketplace; "online marketplace sellers" appear only in the Walmart U.S. segment.
• The Sam's Club Suppliers page: points to a supplier checklist and the Sam's Club Innovation application on RangeMe, feeding Walmart's shared onboarding for goods-for-resale (GFR) suppliers.
• samsclub.com drop ship: Sam's Club's November 2023 DSV onboarding webinar has the supplier receive purchase orders, ship, send tracking back and then bill Sam's Club on an EDI 810 invoice, with returns going to a samsclub.com return center. That is a supplier selling to Sam's Club.

So "getting onto Sam's Club" almost always means supplier onboarding, contractually and for tax. If you receive a Sam's Club invitation or see a new recruiting program, the written agreement controls; who the seller of record is, who collects sales tax and how you're paid decide how the tax works.

Description: Each row is one type of relationship, showing where the goods sit, who sells to the member, how you're paid and the main tax effect.

Route	Where the goods sit	Who sells to the member	How you're paid	Main tax effect
Club supplier	Delivered to a Sam's Club DC or club	Sam's Club	Invoice per PO, paid on agreement terms	Wholesale income; resale certificates; agreement deductions to book
samsclub.com owned-inventory supplier	Delivered to a Sam's Club e-commerce DC	Sam's Club	Same	Same
samsclub.com drop ship vendor (DSV)	Your own or a 3PL warehouse	Sam's Club	Invoice after shipping (EDI 810 or similar)	Physical presence in your warehouse state; freight and returns per agreement
Member's Mark private label	Made to order, often shipped FOB origin or delivered in the U.S.	Sam's Club (own brand)	Per purchase contract	Overseas factory selling direct: generally no U.S. income tax; U.S. subsidiary selling: 21% federal tax, Form 5472, transfer pricing

• Open Call: Walmart's annual Open Call is for products made, grown or assembled in the U.S.; the 2026 event ran in Bentonville in October with Walmart and Sam's Club merchants. Imported goods don't qualify.
• Retail media: Sam's Club runs its own advertising platform (Member Access Platform, MAP) that suppliers can buy; that is a marketing cost, not a storefront.

The big difference is who the seller is. On Walmart Marketplace you are the seller and Walmart is the platform: it takes a referral fee, collects sales tax and sends you a 1099-K. Sam's Club is your customer: it buys from you, you invoice at a wholesale price, and Sam's Club sets retail prices, collects sales tax and sends no 1099-K. For Walmart Seller Center mechanics (WFS, referral fees, the W-9 and W-8 options), see yclcpa.com/walmart.

Description: The left column is the item compared; the middle is a Sam's Club supplier; the right is a Walmart Marketplace seller.

Item	Sam's Club supplier	Walmart Marketplace seller
Relationship	You sell goods to Sam's Club	You sell to shoppers through the platform
Who sets the retail price	Sam's Club	You
How income is measured	Wholesale price × units, less agreement deductions	Gross customer payments, less referral and fulfillment fees
How you get in	Supplier onboarding (DUNS, insurance, EDI, audits); the buyer decides	Online application in Seller Center, document review
Sales tax	Sam's Club collects as the retailer; you sell for resale	Walmart collects as marketplace facilitator
1099	No 1099-K; merchandise payments aren't 1099-NEC reportable	1099-K at $20,000 and 200 transactions
Foreign companies	Yes, as a direct import supplier with a W-8	Can apply; requirements at yclcpa.com/walmart
Payment	Agreement terms, with an optional early payment program	Platform payout cycle

• One set of systems: Walmart and Sam's Club share supplier onboarding, Retail Link, EDI and insurance requirements; during onboarding you choose the banners: Walmart stores, Sam's Club, Walmart.com, SamsClub.com.
• Doing both: one company can be a Walmart Marketplace seller and a Sam's Club supplier. Keep the books by channel: retail gross plus platform fees on one side, wholesale invoices plus deductions on the other. Mixed together, neither the 1099-K nor the income ties out.

Walmart's supplier onboarding checklist (February 2023 version) asks for a DUNS number, a legal name and street address that match your tax form, a W-9 or W-8, product and brand details, insurance, EDI and a bank account; direct import suppliers add a business registration certificate, factory IDs and audit results. Formal onboarding starts after a merchant agrees to buy and you accept the supplier agreements.

Description: Each row is one onboarding item, with the requirement for a domestic supplier and for a direct import supplier. Walmart's onboarding system at the time controls.

Item	Domestic supplier	Direct import supplier
Legal name	Exactly as filed with the IRS and on the W-9	Matches the W-8 or W-9 and the local business registration certificate
Address	U.S. street address; no PO boxes	Legal address on the business registration
Tax form	W-9 (EIN or SSN)	W-8BEN-E (entity), W-8BEN (sole proprietor); W-8ECI if income is effectively connected
DUNS	Required, from D&B (see yclcpa.com/duns)	Same
Barcodes	GS1 company prefix and UPC/GTIN	Same
Insurance	Product liability and other coverage naming Walmart as additional insured; certificate uploaded within 30 days of the agreement	Same
Factory	Disclose imported or outsourced products	Factory ID; factory capability (FCCA), responsible sourcing and supply chain security audits at the supplier's cost
Quotes	As the buyer requests	Quote sheets in the quote management system
Banking	U.S. bank account that accepts USD	Advising bank for letters of credit; trade bank for open account
Systems	Retail Link; EDI (required for Sam's Club and SamsClub.com)	Same

• Matching names matter most: the onboarding system requires the legal name to match the W-9 or W-8. The EIN letter, bank account title and insured name on the policy should match too. If the EIN letter is lost, ask the IRS for a 147C.
• W-9 or W-8: U.S. corporations and multi-member LLCs give a W-9. A Chinese factory as a direct import supplier gives a W-8BEN-E; a W-8ECI only if it has effectively connected income. A foreign-owned single-member LLC is disregarded, and the W-9 instructions call for the owner's W-8. This is the most common mistake (see yclcpa.com/w8ben).
• Factory audits: new direct import factories pass a Factory Capability & Capacity Audit before orders are committed, plus responsible sourcing and supply chain security audits by Walmart-designated firms, paid by the supplier. Audit fees are expenses.
• Insurance: limits follow Walmart's supplier liability insurance matrix by product risk, as required at onboarding; premiums are expenses.
• Product compliance: children's products, food, cosmetics and electrical goods each carry their own rules and testing, handled by testing labs and lawyers.

Sam's Club is a membership warehouse club: a narrow assortment, big volume per item, mostly multipacks and large sizes ("club packs"), delivered by the pallet. For a supplier that means large orders per item but club-specific packaging and pallet specs, sharp pricing and an agreement full of deductions and promotional terms. The upside is volume and steady payment; the risk is that a single buying decision can bring most of your revenue, or take it away.

• Club-specific packs: Sam's Club has its own structural packaging standards (a separate PDF), often different from Walmart store specs. Book packaging, tooling and certification costs made for Sam's Club separately and decide whether each is an expense or inventory cost.
• Demos and sampling: in-club demos are a common paid marketing cost under the agreement.
• Deductions: returns, damage allowances, promotional funding, logistics fines are often taken as deductions from payments. The invoice and the cash received differ; reconcile the difference line by line instead of netting it into sales.
• Compared with Costco: both are membership warehouse clubs that buy only from suppliers; Costco's supplier side is at yclcpa.com/costco.

Under DSV the goods stay in your warehouse (or your 3PL's). When a member orders on samsclub.com, Sam's Club sends you a purchase order, you ship to the member on Sam's Club's carrier account, then invoice Sam's Club. The member buys from Sam's Club, which collects sales tax; your income is the wholesale price. The main tax point: your warehouse state is where you have physical presence.

From Sam's Club's November 2023 DSV onboarding webinar (the current agreement controls):

• Flow: sign the agreement, complete the onboarding request, set up items with an item specialist, set up a supplier number and ship nodes, choose the integration, load inventory, receive orders, ship, send tracking, invoice.
• Integration: EDI (846 inventory, 850 PO, 855 acknowledgment, 856 ship notice, 810 invoice), API, or manual work in Supplier Hub. Some software vendors offer API connections.
• Shipping: Sam's Club's designated carriers on third-party billing (FedEx for parcels, named carriers for threshold delivery of large items), with a holiday shipping calendar.
• Returns: to a samsclub.com return center, with credits and deductions per the agreement.
• Performance: post-purchase member survey (NPS), on-time shipping, cancellations, with penalty rules.
• Sales tax: the deck lists Walmart's sales tax operations team for resale certificate questions. Your sale to Sam's Club is a sale for resale; with the proper resale or exemption certificate under each state's rules, you don't charge Sam's Club sales tax.

Description: One order from top to bottom, showing what happens, who records what, and the tax view.

Step	What happens	Tax view
1	Member pays $60 plus sales tax on samsclub.com	Retail sale and sales tax sit with Sam's Club
2	Sam's Club sends you a PO at a $38 cost	This is your wholesale sale
3	You ship from your North Carolina warehouse on Sam's Club's carrier account	Inventory in NC: NC income and franchise tax apply
4	You invoice $38 and collect on terms	Income $38; no 1099-K
5	The member returns it; Sam's Club deducts $38 and a handling fee	Reduce sales, expense the fee; returned goods go back to inventory or to loss by condition

It depends on how the factory sells and whether it has a U.S. foothold. A Chinese factory producing in China and selling FOB into Walmart's buying system, with the buyer as importer and no U.S. office, employees or agents who sign contracts for it, generally has no U.S. permanent establishment under the U.S.–China treaty, so its business profits aren't taxed in the U.S.; and under IRC §863(b), income from selling inventory it produced is sourced by where production happens, so production in China is foreign-source. If a U.S. subsidiary imports and sells to Sam's Club in the U.S., the subsidiary's profit is taxed in the U.S.

Member's Mark is Sam's Club's private brand. The products carry the Member's Mark name; Sam's Club sets the specs, formulas and packaging, and the Member's Mark Community (over 150,000 participants by May 2026) tests them. Food and beverage follow a "Made Without" list: in the first half of 2026 Sam's Club said 100% of Member's Mark food and beverage had dropped more than 40 ingredients (excluding sports nutrition and OTC), a hard constraint for manufacturers. For the factory, it's a purchase contract, not its own brand.

Description: The left column is the item compared; the middle is the factory selling direct; the right is a U.S. subsidiary selling.

Item	Factory sells direct (direct import supplier)	U.S. subsidiary sells (domestic supplier)
Seller	Chinese factory	U.S. subsidiary
Delivery	FOB a Chinese port or similar; the buyer imports	Subsidiary imports, clears customs, delivers in the U.S.
Tax form	W-8BEN-E	W-9 from the subsidiary
U.S. income tax	Generally none without a U.S. permanent establishment; consider a protective Form 1120-F if in doubt	Form 1120, 21% federal, plus state tax such as California
Related-party reporting	None	Form 5472 for transactions with the parent if 25% or more foreign-owned; $25,000 per missed form
Pricing	Negotiated with Walmart	Parent-to-subsidiary price at arm's length (§482); imported inventory cost capped by customs value (§1059A)
Getting profit home	Profit stays in China	Dividends to the Chinese parent withheld at 30%, generally 10% under the treaty
Tariffs	Paid by the importer (the buyer), priced in	Subsidiary is importer of record, pays duty, adds it to inventory cost

• What creates a permanent establishment: a U.S. office, plant or warehouse used for more than delivery, staff based in the U.S., or an agent who habitually signs contracts for you. Sending a salesperson to live in Bentonville or renting a U.S. warehouse to hold stock both need review first (see yclcpa.com/aigo).
• Treaty positions get disclosed: relying on the treaty to say you have no permanent establishment can require Form 8833 with a Form 1120-F, depending on the facts.
• Subsidiary pricing: the parent-to-subsidiary price needs contemporaneous support, and customs value, transfer price and book inventory cost should agree. Price too high and the subsidiary loses money and overpays duty; too low and U.S. profit rises and the IRS looks too. More at yclcpa.com/subsidiary.
• Processing in a third country: customs origin follows customs rules, and the "place of production" for income tax may differ; look at each separately.

Sam's Club is the retailer: it charges members sales tax and remits it to the states. Your sale to Sam's Club is for resale, so with Sam's Club's resale or exemption certificate you don't charge sales tax. Sam's Club pays invoices, which aren't third-party network transactions, so there's no 1099-K; merchandise payments to a company aren't reported on 1099-NEC or 1099-MISC either. No form doesn't mean no income: report it from your books.

• Sales tax registration: a wholesale-only supplier usually doesn't charge Sam's Club sales tax, but some states want wholesalers registered to accept resale certificates; retail sales through your own site, Amazon or Walmart Marketplace are a separate question. North Carolina rules are at yclcpa.com/salestax.
• 1099-K: only when you're paid through a platform or payment processor (Walmart Marketplace, Amazon, TikTok Shop), at the federal threshold of $20,000 and 200 transactions, lower in some states; see yclcpa.com/1099k. Sam's Club supplier invoices aren't part of it.
• Backup withholding: if the name and TIN on a W-9 don't match, a payer may withhold 24%; a foreign supplier without a valid W-8 raises withholding issues too. Get the form right at onboarding.
• State income and franchise tax: depends on where the company, the goods and the people are. The Texas franchise tax no-tax-due threshold is $2,650,000 for 2026 and 2027 reports, and you still file below it; California's minimum franchise tax is $800 once inventory or sales reach its doing-business tests. P.L. 86-272 may protect state income tax for sellers of tangible goods whose only in-state activity is solicitation, but inventory stored in a state generally falls outside it.

It depends on who you are and where the goods come from. A U.S. resident supplier can start with an LLC and consider an S corporation as profit grows. A single-member LLC owned by a Chinese individual is disregarded for U.S. tax, files pro forma 1120 + 5472 and makes the W-9 vs W-8 choice awkward, so suppliers to a big buyer like Sam's Club often use a C corporation or have the LLC elect corporate treatment on Form 8832. A Chinese factory can sell direct or through a U.S. subsidiary. The full foreign-owned single-member LLC analysis is at yclcpa.com/walmart.

Description: Each row is one supplier situation, with the suggested entity, federal filings, the tax form for Sam's Club and points to watch.

Your situation	Suggested entity	Federal filings	Tax form for Sam's Club	Watch
U.S. resident with own brand or plant	LLC taxed to the owner; S corporation once profit is steady (see yclcpa.com/scorp)	Schedule C; 1120-S for an S corp	W-9	15.3% self-employment tax; reasonable salary in an S corp
Foreign-owned single-member LLC	Generally not as is; convert to a C corp or elect on Form 8832	Without election: pro forma 1120 + 5472, maybe 1040-NR	W-8 based on the owner; W-9 after electing	60-month lock after Form 8832; 21% federal
Chinese company + U.S. subsidiary	U.S. C corporation (see yclcpa.com/ccorp)	1120 + 5472	W-9 from the subsidiary	§482 pricing, §1059A, 10% treaty dividend withholding
Chinese factory selling direct	No U.S. entity	Generally none; review permanent establishment risk	W-8BEN-E	No U.S. staff signing contracts, no U.S. stock
Multi-platform seller (Walmart, Amazon, Sam's Club)	One U.S. company with books by channel, or separate companies by brand or risk	By entity	Platform forms as required; W-9 to Sam's Club	Separate retail and wholesale results; look at state nexus across all channels

• The foreign-owned single-member LLC problem: the LLC is disregarded and the W-9 instructions call for the owner's W-8, while a big customer's system often expects a W-9 under the LLC's EIN; with U.S. inventory, staff or agents the income may be effectively connected and the owner files 1040-NR. The LLC files pro forma 1120 + 5472 every year (see yclcpa.com/5472).
• Electing on Form 8832: once an LLC elects to be taxed as a corporation, it files Form 1120 at 21% federal, gives a W-9 as a corporation and generally can't change for 60 months. Dividends to a foreign owner are withheld at 30%, generally 10% for a Chinese resident under the treaty.
• S corporation: foreign individuals and foreign companies can't be shareholders.
• State of formation: where you form doesn't decide where you pay tax; warehouse, office and employee states all count. State comparisons at yclcpa.com/llc; entity choice at yclcpa.com/entity.

The importer of record pays duty and carries customs filing and product compliance. A direct import supplier sells FOB and the buyer imports; a domestic supplier (including a Chinese-owned subsidiary) delivering DDP is the importer. As of November 2026, Section 301 tariffs on Chinese-origin goods remain, and the IEEPA tariffs were stopped by the Supreme Court's February 20, 2026 decision. Tariff layers and refunds are covered at yclcpa.com/fba and yclcpa.com/aigo.

• What goes into the quote: factory price, ocean freight, duty, customs brokerage and insurance, U.S. inland freight, warehousing, Sam's Club deductions and promotional funding, audits and insurance. Your quote is a wholesale price to Sam's Club; model deductions and promotions from the agreement you actually sign.
• Inventory cost: imported inventory cost includes duty and freight to the warehouse; for related-party imports, cost can't exceed customs value plus allowed adjustments (§1059A).
• Refunds: duty refunds belong to the importer of record; under DDP with a forwarder as importer, they're in the forwarder's name.

A supplier's books run on invoices: each PO's shipment, invoice, payment and deductions should tie out one by one. Book deductions separately instead of treating cash received as sales; at year-end, count inventory and age receivables. With several channels, keep retail and wholesale results apart.

• Revenue: recognized on shipment or delivery terms; for DSV, usually when you ship, per the agreement.
• Deductions: returns, damage allowances, promotional funding, logistics fines, barcode or EDI compliance fines, each in its own account; dispute wrong ones under the agreement.
• Early payment: Walmart offers suppliers an early payment program; the discount is a financing cost.
• Samples and demos: samples for buyers and in-club demos are marketing expense at cost.
• Audits, insurance, packaging development: audit fees and premiums are expenses; large tooling made for Sam's Club is depreciated as an asset.

Sam's Club and Costco mean selling to a retailer; Amazon, Walmart Marketplace, Etsy and TikTok Shop mean selling to shoppers through a platform; Wayfair sits in between (suppliers sell to Wayfair, mostly drop shipping). Who the seller is drives sales tax, 1099 reporting and how income is measured.

Description: Each row is one platform, with the model and seller, fees, fulfillment, who can join, sales tax, 1099 and payout.

Platform	Model / seller	Fees	Fulfillment	Who can join	Sales tax	1099	Payout
Sam's Club	Supplier; Sam's Club is seller	No referral fee; wholesale price, agreement deductions	To Sam's Club DCs or DSV	U.S. suppliers; overseas direct import suppliers	Sam's Club collects	No 1099-K	Invoice terms
Costco	Supplier; Costco is seller	Wholesale price	To Costco depots or drop ship	See yclcpa.com/costco	Costco collects	No 1099-K	Invoice terms
Amazon	Marketplace; you are seller	Professional $39.99/month; referral mostly 8%–15%	Self-fulfilled or FBA	U.S. and overseas sellers	Platform collects	1099-K	Platform cycle
Walmart Marketplace	Marketplace; you are seller	No monthly fee; referral 3%–20%, mostly 15%	Self-fulfilled or WFS	U.S. and some overseas sellers; see yclcpa.com/walmart	Platform collects	1099-K	Platform cycle
Wayfair	Supplier; Wayfair is seller	Wholesale price	Drop ship or CastleGate	See yclcpa.com/wayfair	Wayfair collects	Generally no 1099-K	Invoice terms
Etsy	Marketplace; you are seller	$0.20 listing; 6.5% transaction; U.S. processing 3% + $0.25	Self-fulfilled	Handmade, vintage and craft supply sellers	Platform collects	1099-K	Platform payout
TikTok Shop	Marketplace; you are seller	Referral around 6% and up	Platform logistics or approved warehouses	See yclcpa.com/tiktok	Platform collects	1099-K	Platform payout

• Doing both: yes. Many brands build sales on Walmart Marketplace or Amazon first and take that data to Sam's Club and Costco buyers. Design retail and wholesale pricing separately so a club multipack and the single unit on your own site don't undercut each other.
• Temu and Shopify: Temu's model is at yclcpa.com/temu; on a Shopify store you are the seller and collect sales tax yourself; see yclcpa.com/shopify and yclcpa.com/stripetax.

Get the entity, tax forms, books and insurance in order before you pitch the buyer. Once the buyer says yes, every onboarding field must match IRS, state and bank records, or onboarding and payments stall.

Description: Work from top to bottom; each row is one task and who it goes to.

Order	Task	Goes to
1	Pick the route: clubs, samsclub.com inventory, DSV, Member's Mark	You and YCL
2	Pick the entity: U.S. LLC, C corporation, subsidiary, or factory selling direct	YCL
3	Formation, EIN, bank account; BE-13 within 45 days for a foreign-owned new company	Secretary of state; IRS; bank; BEA
4	DUNS number; GS1 barcodes	D&B; GS1 US
5	Correct W-9 or W-8, name matching IRS records	Onboarding system
6	Product liability insurance naming Walmart as additional insured	Insurer
7	Factory audits (direct import); product testing and certification	Designated audit firms; labs
8	EDI or API integration; ship nodes for DSV	EDI provider; Sam's Club
9	Tax registration in the warehouse state; resale certificates	State tax agencies
10	Books set up by PO, invoice, deduction and inventory	YCL

Example (hypothetical numbers, to show the method): Factory A in Zhejiang wins a Member's Mark bath towel order worth about $3,000,000 a year. Two ways to do it:

Option 1: the factory sells direct (FOB Ningbo). It onboards as a direct import supplier with a W-8BEN-E; the buyer imports and pays duty. With no U.S. office, staff or contracting agents, the factory generally has no permanent establishment under the U.S.–China treaty, so this profit isn't taxed in the U.S.; under §863(b), income from inventory produced in China is foreign-source. The factory reports it at home.

Option 2: a U.S. subsidiary, B Inc. (a Delaware C corporation), leases a California warehouse and delivers DDP.

The trade-off: Option 2 adds U.S. tax and compliance cost, but B can also supply Walmart and Costco, run DSV and open a Walmart Marketplace store, and buyers often prefer suppliers with U.S. inventory. Option 1 is simplest on tax but only works for FOB orders, with no people or goods in the U.S. The right choice depends on the order mix, delivery terms and plans. A single missed Form 5472 costs $25,000, so Option 2 means filing on time every year.

Start with whether you're a U.S. seller, a Chinese factory or a company that already has a U.S. entity, then the supply route. Common situations:

• Situation A: a U.S. resident with a brand selling well on Amazon or Walmart Marketplace, aiming for Sam's Club. Use your U.S. company for supplier onboarding (the Sam's Club Innovation application on RangeMe), with DUNS, W-9, insurance and EDI ready; keep retail and wholesale books apart.
• Situation B: a Chinese factory asked to quote on Member's Mark or Sam's Club products. Decide between selling direct and a U.S. subsidiary first; selling direct, give a W-8BEN-E and avoid creating a U.S. permanent establishment.
• Situation C: a single-member LLC owned by a Chinese individual that wants to supply Sam's Club. Review converting to a C corporation or electing on Form 8832, sort out W-9 vs W-8, and catch up any missing pro forma 1120 + 5472 filings.
• Situation D: already a DSV, with the warehouse in one state and the company in another. Look at the warehouse state's income tax, franchise tax and sales tax registration, and collect resale certificates as each state requires.
• Situation E: years of supplying, deductions that don't tie to sales, or a state nexus questionnaire. Rebuild the reconciliation from invoices and deductions and catch up state filings; for complex cases, book a paid consultation (yclcpa.com/advisory).