Every 8-K that Visa (V) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow V and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full V filings page.
Visa Inc. reported fiscal third quarter 2026 results for the period ended June 30, 2026. Net revenue was $11.6 billion, up 14% year over year, driven by double-digit growth in payments volume, cross-border activity and processed transactions. GAAP net income was $5.6 billion and earnings per share were $2.97, increases of 7% and 10%, respectively. On a non-GAAP basis, net income was $6.3 billion and EPS was $3.32, up 8% and 11%.
Revenue growth reflected service revenue of $4.9 billion, data processing revenue of $6.0 billion, international transaction revenue of $3.9 billion and other revenue of $1.5 billion, partly offset by $4.7 billion of client incentives. GAAP operating expenses rose 19% to $4.8 billion, including $563 million of severance, a $237 million litigation provision for the interchange multidistrict litigation, and $78 million of amortization and acquisition-related costs; excluding these and other items, non-GAAP operating expenses increased 17%.
Key business drivers on a constant-dollar basis included 10% growth in payments volume, 12% growth in cross-border volume excluding intra-Europe, and 10% growth in processed transactions to 71.7 billion. The board declared a quarterly cash dividend of $0.670 per share of class A common stock, payable September 1, 2026, and the company repurchased about 14.5 million class A shares for $4.9 billion during the quarter, leaving $28.4 billion authorized for future buybacks. Cash, cash equivalents and investment securities totaled $13.9 billion at June 30, 2026.
Visa Inc. reports that its Board of Directors amended the company’s Amended and Restated Bylaws, effective July 14, 2026. The revisions add exclusive forum provisions that govern where certain legal actions involving the company may be brought.
The amendments designate the Court of Chancery of the State of Delaware, or if that court lacks subject matter jurisdiction any state court in Delaware, as the exclusive forum for bringing certain actions against Visa. They also designate the federal district courts of the United States as the exclusive forum for claims under the Securities Act of 1933, unless Visa consents in writing to an alternative forum. A copy of the amended and restated bylaws is provided as Exhibit 3.2.
Visa Inc. deposited $250 million into its U.S. litigation escrow account under its U.S. retrospective responsibility plan. Funding this escrow reduces the conversion rates of its class B-1, B-2, and B-3 common stock into class A shares, which are largely held by U.S. financial institutions.
The class B-1 conversion rate moved from 1.5475 to 1.5445, class B-2 from 1.5075 to 1.5014, and class B-3 from 1.5075 to 1.4953, effective June 25, 2026. As a result, the as-converted class B-1 share count fell from 3,373,814 to 3,367,156, class B-2 from 733,661 to 730,688, and class B-3 from 91,340,149 to 90,599,965. The company states these adjustments have the same effect on earnings per share as repurchasing class A shares.
Visa Inc. reported that on May 12, 2026 it settled its previously announced exchange offer for all outstanding Class B-1 and Class B-2 common stock, exchanging those shares for Class B-3 and Class C common stock under a Form S-4 prospectus dated April 13, 2026.
In connection with the settlement, Visa entered into makewhole agreements effective May 11, 2026 with participating Class B-1 and Class B-2 holders and, where applicable, their parent guarantors. After the Class B-3 value received in the exchange is fully reduced through downward conversion rate adjustments, those holders must reimburse Visa in cash for portions of future deposits into the U.S. covered litigation escrow account that would otherwise have been absorbed through further conversion rate reductions on their former Class B-1 or B-2 shares.
The makewhole agreements also restrict the timing of transfers of Class C common stock received in the exchange. A participating holder may transfer only up to one-third of its Class C shares before June 25, 2026, and only up to two-thirds before August 9, 2026. Visa disclosed that estimated interchange reimbursement fees at issue in unresolved U.S. covered litigation claims were $17.4 billion as of May 11, 2026.
Visa Inc. reported the expiration and results of its previously announced exchange offer for its privately held Class B-1 and Class B-2 common stock. The offer let participating Class B shareholders swap their shares for a mix of Class B-3 common stock, Class C common stock and, where needed, cash instead of fractional shares.
Visa accepted approximately 2.7 million shares of Class B-1 common stock and approximately 119.8 million shares of Class B-2 common stock tendered into the offer. This accepted stock represents approximately 98 percent of outstanding Class B-1 and B-2 shares, including about 55 percent of outstanding Class B-1 shares and over 99 percent of outstanding Class B-2 shares, with settlement to occur promptly.
Visa Inc. reported strong fiscal second quarter 2026 results. Net revenue was $11.2 billion, up 17% year over year, driven by higher payments volume, cross-border activity and processed transactions. GAAP net income was $6.0 billion, or $3.14 per diluted share, increases of 32% and 36%.
Excluding litigation, acquisition-related items and investment losses, non-GAAP net income was $6.3 billion and non-GAAP EPS was $3.31, up 17% and 20%. Payments volume rose 9% in constant dollars, total cross-border volume grew 12%, and processed transactions reached 66.1 billion, up 9%.
GAAP operating expenses fell 4% mainly due to a lower litigation provision, while non-GAAP operating expenses rose 17%, largely from higher personnel and marketing spend. Visa returned $9.2 billion through share repurchases and dividends, including buying about 25 million class A shares for $7.9 billion at an average price of $320.66.
The board authorized a new $20.0 billion multi-year share repurchase program and declared a quarterly cash dividend of $0.670 per share, payable June 1, 2026, to holders of record on May 12, 2026. Visa also issued $3.0 billion of senior notes, completed acquisitions of Prisma and Newpay in Argentina, deposited $125 million into a litigation escrow account and launched an exchange offer for its class B-1 and B-2 common stock.
Visa Inc. deposited $125 million into its U.S. litigation escrow account under its U.S. retrospective responsibility plan. This mechanism shifts potential U.S. litigation costs to a special escrow funded by the company.
The deposit triggered automatic downward adjustments in conversion rates for class B-1 and B-2 common stock, which are predominantly held by U.S. financial institutions. The class B-1 conversion rate to class A shares decreased from 1.5491 to 1.5475, and the class B-2 conversion rate decreased from 1.5108 to 1.5075, effective as of February 26, 2026. As a result, the as-converted class B-1 share count fell by about 7,880 shares to 7,482,834, and the as-converted class B-2 share count fell by about 392,202 shares to 181,412,788. Visa notes these conversion adjustments have the same effect on earnings per share as repurchasing class A common stock.
Visa Inc. announced that its board has authorized the company to move forward with a successive exchange offer for its Class B common stock once certain conditions are met. The offer would follow an earlier exchange for Class B-1 shares and is tied to progress in U.S. covered litigation over interchange fees.
Visa cites estimated interchange reimbursement fees at issue in unresolved U.S. covered litigation of about $49.6 billion as of October 1, 2023 and about $39.4 billion as of October 1, 2025. Visa believes that, after recent and expected case dismissals, these estimated fees will fall to less than half the October 1, 2023 level, satisfying a key condition.
Once the conditions are satisfied, Visa expects to file a Form S-4 with the SEC and to extend the exchange offer to all outstanding Class B-1 and Class B-2 shares. Holders would be able to exchange into a mix of restricted Class B-3 stock and freely transferable Class C stock, with timing dependent on litigation developments, SEC review and market conditions.
Visa Inc. disclosed a new debt financing, issuing four series of unsecured senior notes under its automatic shelf registration. The company sold $900 million of 3.800% Notes due 2029, $750 million of 4.100% Notes due 2031, $700 million of 4.400% Notes due 2033 and $650 million of 4.700% Notes due 2036. All notes mature on February 12 of their respective years and pay interest semi-annually on February 12 and August 12, starting August 12, 2026.
The notes were issued pursuant to an existing indenture with U.S. Bank Trust Company, National Association as trustee and include customary event of default provisions. Each series is redeemable at the company’s option, with a make-whole call at a Treasury Rate plus a small spread before specified dates, and a par call thereafter.
Visa Inc. filed a current report describing two main updates. The company issued an earnings release announcing financial results for its fiscal first quarter ended December 31, 2025, and scheduled a conference call on January 29, 2026 to discuss those results.
Visa’s board of directors also declared a quarterly cash dividend of $0.670 per share of Class A common stock, with equivalent treatment for other common and preferred shares on an as-converted basis. The dividend is payable on March 2, 2026 to shareholders of record as of February 10, 2026.
Visa Inc. reported results from its January 27, 2026 annual meeting, where shareholders approved amendments to its Certificate of Incorporation to limit officer liability as permitted by Delaware law. The amendments were filed on January 28, 2026 and incorporated into a Ninth Restated Certificate of Incorporation.
All eleven director nominees were elected, each receiving strong majority support. Shareholders also approved, on an advisory basis, compensation for named executive officers, and ratified KPMG LLP as independent auditor for the 2026 fiscal year.
Shareholders approved the charter amendments on officer liability with 1,183,880,632 votes for, representing 70.22% of shares outstanding. Four shareholder proposals—independent chair policy, written consent rights, a report on online sexual exploitation, and an inclusion ROI audit—were each rejected by wide margins.
Visa Inc. reported that it has updated the conversion rates for its class B-1 and B-2 common stock after depositing $500 million on December 23, 2025 into its U.S. litigation escrow account under the U.S. retrospective responsibility plan.
The class B-1 conversion rate decreased from 1.5549 to 1.5491 and the class B-2 conversion rate decreased from 1.5223 to 1.5108, effective December 23, 2025. This has the same impact on earnings per share as repurchasing class A common stock, reducing the as-converted class B-1 share count by about 27,782 to 7,490,714 and the as-converted class B-2 share count by about 1,382,832 to 181,804,989, based on a three-day volume-weighted average price from December 23–26, 2025.
Visa Inc. authorized a deposit of $500 million into its U.S. litigation escrow account under its U.S. retrospective responsibility plan. This escrow is designed to address certain U.S. litigation exposures using funds set aside by the company.
When Visa funds this escrow, the value of its class B-1 and B-2 common stock, largely held by U.S. financial institutions, is diluted through downward adjustments to their conversion rates into class A common stock. This structure means the transaction affects earnings per share in a similar way to repurchasing class A shares, while the mechanics are carried out in line with Visa’s existing certificate of incorporation.
Visa Inc. announced a proposed settlement with U.S. merchants in the long‑standing Payment Card Interchange Fee and Merchant Discount antitrust litigation, resolving claims against Visa, Mastercard and others, subject to court approval.
The agreement outlines changes to U.S. credit acceptance and pricing:
- Expanded credit surcharging options for merchants.
- Ability to choose acceptance by card category: commercial, premium consumer, or standard consumer.
- Reduction of the U.S. combined average effective credit interchange rate by 10 bps for five years.
- Caps on posted U.S. credit interchange rates for five years; standard U.S. consumer credit rates capped at 125 bps during the term.
- A new merchant education program on payment acceptance and cost management.
The settlement terms aim to provide merchants more flexibility and cost certainty. Final effectiveness depends on the court’s approval process.
Visa Inc. filed an 8-K announcing two updates. The company furnished an earnings release for its fiscal fourth quarter and full year ended September 30, 2025, as Exhibit 99.1, and plans to host a conference call to discuss the results.
Visa’s board also declared a quarterly cash dividend of $0.670 per share of Class A common stock, payable on December 1, 2025, to holders of record as of November 12, 2025. The earnings release is furnished, not filed.
Visa Inc. expanded its board from 11 to 12 members by electing Bill Ready effective September 29, 2025. His director term will expire at the Company's 2026 Annual Meeting of Shareholders. The Board determined Mr. Ready is an independent director under New York Stock Exchange standards and appointed him to the Board's Finance Committee and Nominating and Corporate Governance Committee, both effective September 29, 2025. The filing states there are no arrangements or understandings related to his selection and no transactions requiring disclosure under Item 404(a) of Regulation S-K. Mr. Ready will receive the Company's standard non-employee director compensation as described in the proxy filed December 9, 2024, and the Company will enter into its standard indemnification agreement with him.
Visa Inc. reported that on September 25, 2025 it deposited $500 million into its U.S. litigation escrow account under the company's U.S. retrospective responsibility plan. That deposit triggered adjustments to the conversion rates for its class B-1 and B-2 common stock, lowering the B-1 rate from 1.5609 to 1.5549 and the B-2 rate from 1.5342 to 1.5223, effective September 25, 2025. Because those conversion-rate changes reduce the number of shares on an as-converted basis, the as-converted B-1 share count fell by approximately 28,885 to 7,518,496 and the as-converted B-2 share count fell by approximately 1,437,724 to 183,187,821. The company states the adjustments have the same effect on earnings per share as repurchasing class A common stock. Calculations used the 5-day volume-weighted average price from September 18–24, 2025 as required by the certificate of incorporation.
Visa Inc. authorized a $500 million deposit into its U.S. litigation escrow account under its U.S. retrospective responsibility plan. The filing states that when the Company funds this escrow, the conversion rates for its class B-1 and B-2 common stock (mainly held by U.S. financial institutions and their affiliates) will be adjusted downward, which reduces the number of class A shares those B shares convert into. The company notes this produces the same earnings-per-share effect as repurchasing class A common stock. The deposit and conversion-rate adjustments will follow the Company’s certificate of incorporation currently in effect.
Visa completed the fourth mandatory release assessment tied to the Visa Europe acquisition and the Litigation Management Deed and will release approximately $1.4 billion from its Series B and Series C Convertible Participating Preferred Stock. The release triggers downward adjustments to the Class A Common Equivalent Numbers and a partial conversion of the Preferred Stock into Series A Convertible Participating Preferred Stock under the applicable certificates of designation.
Specifically, the Series B Preferred Stock will reflect a Liability Coverage Reduction of about $287 million, reducing the Conversion Adjustment by 0.327 and the Class A Common Equivalent Number from 0.996 to 0.669. The Series C Preferred Stock will reflect a Liability Coverage Reduction of about $1.1 billion, reducing the Conversion Adjustment by 1.019 and the Class A Common Equivalent Number from 1.783 to 0.764. Effective August 18, 2025, Visa will issue approximately 40,080 shares of Series A Preferred (subject to fractional-share cash payments), and each Series A Preferred share will convert into 100 shares of Class A Common Stock upon a sale to an eligible holder. The issuance relies on the Section 3(a)(9) exemption from registration under the Securities Act.