Visa CEO McInerney exercises options, sells 10,485 shares

Visa Inc. Chief Executive Officer Ryan McInerney exercised 10,485 employee stock options at $109.8200 per share into Class A Common Stock and sold 10,485 Class A shares at $343.1300 on 2025-08-14.

Rhea-AI Filing Summary

Visa Inc. Chief Executive Officer Ryan McInerney exercised 10,485 employee stock options at $109.8200 per share into Class A Common Stock and sold 10,485 Class A shares at $343.1300 on 2025-08-14. After these trades he holds 537 Class A shares directly and 247,326 shares indirectly through the Ryan and Angela McInerney Trust.

Insights

Securities Analyst

TL;DR: CEO executed and sold 10,485 shares under a 10b5-1 plan, realizing a large per-share spread; significant indirect holdings remain.

The filing documents a routine, pre-approved insider trade: exercise of employee options at $109.82 and immediate sale at $343.13, generating a material per-share spread of $233.31. The report identifies meaningful indirect ownership of 247,326 shares via trust and a residual direct stake of 11,022 shares, indicating continued alignment with shareholder value despite the sale. The presence of a dated 10b5-1 plan provides procedural cover and reduces signaling risk compared with ad hoc trades.

Corporate Governance Expert

TL;DR: Transaction executed under a documented trading plan; governance compliance is evident though insider sold exercised shares same day.

The disclosure shows clear compliance with Section 16 and Rule 10b5-1 procedures: the plan date (May 15, 2025) is cited and the attorney-in-fact signature is included. The same-day exercise-and-sale pattern is common for option liquidity management but reduces the reporting person’s direct ownership by the net change reported. Indirect holdings via trust remain substantial, which is relevant for control and governance considerations.

Insider Trade Summary

Exercise and Sale: 10,485 shares ($2.45M approx. pre-tax spread)

Exercise and Sale 4 txns

Insider MCINERNEY RYAN

Role Chief Executive Officer

Sold 10,485 shs ($3.60M)

Approx. gross sale proceeds $3.60M

Approx. exercise cost $1.15M

Approx. pre-tax spread $2.45M

Type	Security	Shares	Price	Value
Exercise	Employee Stock Option (Right to Buy)	10,485	$0.00	$0.00
Exercise	Class A Common Stock	10,485	$109.82	$1.15M
Sale	Class A Common Stock	10,485	$343.13	$3.60M
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Employee Stock Option (Right to Buy) — 115,340 contracts (Direct); Class A Common Stock — 537 shares (Direct); Class A Common Stock — 247,326 shares (Indirect, Ryan and Angela McInerney Trust)

Footnotes (2)

1. F1. This transaction was made pursuant to a Rule 10b5-1 trading plan dated May 15, 2025 adopted by the reporting person.
2. F2. Options vest in three equal installments on each of the first three anniversaries of the date of the grant, subject to earlier vesting in full in limited circumstances as specified in the award agreement. The option was granted on November 19, 2017.

Key Figures

Options Exercised: 10,485 shares Exercise Price: $109.8200 per share Shares Sold: 10,485 shares +3 more

6 metrics

Options Exercised 10,485 shares Employee stock options exercised on 2025-08-14

Exercise Price $109.8200 per share Conversion or exercise price of employee stock options

Shares Sold 10,485 shares Class A Common Stock sold on 2025-08-14

Sale Price $343.1300 per share Per-share price for sale of Class A Common Stock

Direct Holdings After Transaction 537 shares Canonical post-transaction direct Class A Common Stock holding

Indirect Trust Holdings 247,326 shares Class A Common Stock held by Ryan and Angela McInerney Trust after transaction

Key Terms

Rule 10b5-1 trading plan, Employee Stock Option, Class A Common Stock, vesting

4 terms

Rule 10b5-1 trading plan financial

"made pursuant to a Rule 10b5-1 trading plan dated May 15, 2025"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

Employee Stock Option financial

"security title Employee Stock Option (Right to Buy)"

An employee stock option is a promise that lets a worker buy company shares later at a predetermined price, often after they stay for a certain period or meet performance goals — think of it like a coupon that locks in today's price for a future purchase. It matters to investors because options align employees’ incentives with company performance, can increase the number of shares outstanding (dilution) when exercised, and represent a compensation cost that affects reported profits and shareholder value.

Class A Common Stock financial

"underlying security title Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

vesting financial

"Options vest in three equal installments on each of the first three anniversaries"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

What did Visa (V) CEO Ryan McInerney report in this Form 4?

Ryan McInerney reported exercising 10,485 employee stock options at $109.8200 per share and selling 10,485 Class A Common shares at $343.1300 on August 14, 2025. The filing also updates his direct and trust holdings in Visa stock.

How many Visa (V) shares did McInerney sell and at what price?

McInerney sold 10,485 Visa Class A Common shares at $343.1300 per share. This sale followed the exercise of an equal number of employee stock options, reflecting an exercise-and-sell transaction on the same date.

What options did Visa (V) CEO McInerney exercise in this filing?

He exercised 10,485 Employee Stock Options (Right to Buy) with an exercise price of $109.8200 per share, converting them into the same number of Class A Common shares. The options were granted on November 19, 2017 and expire on November 19, 2027.

What are Ryan McInerney’s Visa (V) share holdings after these transactions?

After the reported transactions, McInerney directly holds 537 Visa Class A Common shares. He also has indirect ownership of 247,326 Class A shares through the Ryan and Angela McInerney Trust, as reported in the holdings section.

Is the Visa (V) CEO’s trading linked to a Rule 10b5-1 plan?

A footnote states that a transaction was made pursuant to a Rule 10b5-1 trading plan dated May 15, 2025 adopted by McInerney. Rule 10b5-1 plans pre-arrange trades and can reduce the informational significance of transaction timing.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/15/2025 - 04:06 PM Learn about SEC filing dates

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).

X

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^*

MCINERNEY RYAN

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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	08/14/2025		M(1)		10,485	A	$109.82	11,022	D
Class A Common Stock	08/14/2025		S(1)		10,485	D	$343.13	537	D
Class A Common Stock								247,326	I	Ryan and Angela McInerney Trust

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
Employee Stock Option (Right to Buy)	$109.82	08/14/2025		M(1)			10,485	(2)	11/19/2027	Class A Common Stock	10,485	$0	115,340	D

Explanation of Responses:

1. This transaction was made pursuant to a Rule 10b5-1 trading plan dated May 15, 2025 adopted by the reporting person.

2. Options vest in three equal installments on each of the first three anniversaries of the date of the grant, subject to earlier vesting in full in limited circumstances as specified in the award agreement. The option was granted on November 19, 2017.

	/s/ Sue Choi, Attorney-In-Fact	08/15/2025
	** 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.