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[Form 4] VISA Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Peter M. Andreski, Visa Inc. officer (GBL Corp Controller, CAO), reported equity transactions on Form 4 filed August 19, 2025. The filing shows 4,169 restricted stock units (RSUs) treated as acquired under Code M and reflected as 4,169 underlying shares, and a separate non-derivative sale of 1,688 Class A common shares at $344.47 each. After the reported transactions, the filing indicates beneficial ownership counts of 8,657 and 6,969 shares in the non-derivative table and 4,170 derivative shares beneficially owned. The RSUs were originally granted on August 15, 2023 and vest 50% on the second grant anniversary and 50% on the third, with limited earlier vesting circumstances as described in the award agreement.

Positive
  • Detailed disclosure of RSU grant and vesting schedule (grant date August 15, 2023; 50% vests on year 2 and 50% on year 3)
  • Sale price provided for disposed shares ($344.47 for 1,688 Class A shares), aiding transparency
Negative
  • None.

Insights

TL;DR: Insider reported a grant of RSUs and a sale of shares, leaving modest net change in beneficial ownership.

The Form 4 discloses a grant-related transaction (Code M) for 4,169 RSUs and a contemporaneous open-market or other sale (Code F) of 1,688 Class A shares at $344.47. Code M indicates conversion/vesting/reporting of previously granted awards rather than a purchased open-market acquisition. The RSU grant date is August 15, 2023, with scheduled vesting over the second and third anniversaries, so the reported RSUs remain subject to future vesting conditions. The filing was executed by an attorney-in-fact and shows remaining beneficial ownership in both non-derivative and derivative categories. For investors, this is a routine executive compensation-related disclosure rather than an unusual liquidity event.

TL;DR: Disclosure aligns with standard executive award reporting and contains vesting schedule details.

The report clearly identifies the reporting person’s role, the nature of the RSUs, and the vesting timetable tied to the August 15, 2023 grant. The separate sale of 1,688 shares at $344.47 is itemized with resulting share counts. Signature by an attorney-in-fact is present and dated August 19, 2025. There are no statements of acceleration, forfeiture, or unusual derivative instruments disclosed. This filing appears consistent with routine compensation administration and required Section 16 reporting obligations.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
ANDRESKI PETER M

(Last) (First) (Middle)
C/O VISA INC.
PO BOX 8999

(Street)
SAN FRANCISCO CA 94128-8999

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
VISA INC. [ V ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
GBL CORP CONTROLLER, CAO
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 08/15/2025 M 4,169 A (1) 8,657 D
Class A Common Stock 08/15/2025 F 1,688 D $344.47 6,969 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 08/15/2025 M 4,169 (1) (1) Class A Common Stock 4,169 (1) 4,170 D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of Visa Inc. common stock or a cash equivalent of its value. The restricted stock units vest in two installments: 50% on the second anniversary of the grant date and 50% on the third anniversary of the grant date, subject to earlier vesting in full in limited circumstances as specified in the award agreement. The award was granted on August 15, 2023.
/s/ Sue Choi, Attorney-In-Fact 08/19/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transactions did Peter M. Andreski report on the Form 4 for Visa (V)?

The filing reports 4,169 RSUs recorded under Code M and a disposition of 1,688 Class A shares under Code F at $344.47 per share.

When were the RSUs granted and what is the vesting schedule?

The RSUs were granted on August 15, 2023 and vest 50% on the second anniversary of the grant date and 50% on the third anniversary, subject to limited earlier vesting circumstances.

How many shares does the filing show as beneficially owned after the transactions?

The non-derivative table shows beneficial ownership counts of 8,657 and 6,969 shares in the rows reported; the derivative table shows 4,170 derivative shares beneficially owned following the transactions.

Who signed the Form 4 and when was it filed?

The filing is signed by /s/ Sue Choi, Attorney-In-Fact and dated 08/19/2025.

What does Transaction Code M signify in this Form 4?

This Form 4 uses Code M to report the conversion/vesting or other change related to previously granted awards; the filing shows RSUs tied to the August 15, 2023 grant.
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