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Visa Inc. submitted a Form 144 reporting proposed sales of Common Stock tied to vested restricted stock unit awards. The filing lists broker information (Merrill Lynch) and dates for vesting events on 08/15/2025 and 11/19/2025.
The filing itemizes 8,139 shares vesting on 08/15/2025 and 2,500 shares vesting on 11/19/2025, and identifies the NYSE as the market. Cash‑flow treatment and aggregate proceeds are not stated in the provided excerpt.
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 amended its Schedule TO to report results of its Exchange Offer for Class B-1 and Class B-2 common stock. The Exchange Offer expired on May 8, 2026; Visa accepted tenders and will issue approximately 60.6 million shares of Class B-3 common stock and approximately 23.3 million shares of Class C common stock in exchange, and will pay cash in lieu for fractional shares based on the $318.79 closing price of Class A common stock on the NYSE as of the Expiration Date.
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. announced that its Exchange Offer for Class B-1 and Class B-2 common stock expired on May 8, 2026 and that Visa accepted approximately 2.7 million shares of Class B-1 and approximately 119.8 million shares of Class B-2 tendered in the Exchange Offer. The Exchange Offer permitted participating holders to exchange Class B shares for a combination of Class B-3 common stock, Class C common stock and, where applicable, cash in lieu of fractional shares. The company states the accepted stock includes approximately 98 percent of outstanding Class B-1 and B-2 shares, representing approximately 55 percent of outstanding Class B-1 shares and over 99 percent of outstanding Class B-2 shares. Settlement of the exchange will be made promptly.
Visa Inc. Chief Executive Officer Ryan McInerney reported an exercise-and-sale transaction in Class A Common Stock. On April 29, 2026, he exercised 31,455 options at $109.82 per share and acquired the same number of shares, then sold 31,455 shares in open-market transactions at a weighted average price of $340.1432 per share under a Rule 10b5-1 trading plan dated May 15, 2025. The sales occurred in multiple trades between $340.00 and $340.55 per share. After these transactions, he held 15,174 shares directly and 265,168 shares indirectly through the Ryan and Angela McInerney Trust.
Visa Inc ownership disclosure: Vanguard Capital Management reports beneficial ownership of 123,699,316 shares of Visa common stock, representing 7.35% of the class as of 03/31/2026. The filing lists 16,694,148 shares with sole voting power and 123,699,316 shares with sole dispositive power. The Schedule 13G identifies Vanguard-affiliated investment vehicles and managed accounts as the holders and is signed by a Vanguard official on 04/30/2026.
Visa Inc. reported strong quarterly growth for the three and six months ended March 31, 2026. Net revenue for the quarter reached $11.23 billion, up 17% from $9.59 billion a year earlier, driven by higher payments volume, cross-border activity and processed transactions.
Quarterly net income rose to $6.02 billion from $4.58 billion, with diluted EPS increasing to $3.14 from $2.32. For the first six months, net revenue was $22.13 billion and net income $11.87 billion, reflecting 16% and 22% growth, respectively, as digital and cross-border commerce continued to expand.
Visa generated $9.79 billion in operating cash flow over six months, funded a $1.5 billion acquisition in Argentina, repurchased 36 million Class A shares for about $11.7 billion, and issued $3.0 billion of new senior notes while repaying $4.0 billion of maturing debt.
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.