Visa Inc.'s Stock Analysis

Visa Completes Exchange Offer and Enters Makewhole Agreements

Visa Inc. has completed its exchange offer for all outstanding shares of its Class B-1 and Class B-2 common stock as of May 12, 2026. In conjunction with this exchange, Visa entered into makewhole agreements with participating shareholders, obligating them to reimburse Visa for certain future costs related to U.S. litigation, contingent upon the depletion of Class B-3 common stock received in the exchange.

The makewhole agreements also stipulate restrictions on the transfer of Class C common stock received by participating holders, limiting transfers to one-third before June 25, 2026, and two-thirds before August 9, 2026. Additionally, as of May 11, 2026, there were unresolved claims related to interchange reimbursement fees amounting to an estimated $17.4 billion.

May 12, 2026 16:11:02

Visa Completes Exchange Offer for Class B Common Stock

On May 11, 2026, Visa announced the expiration of its Exchange Offer for Class B-1 and Class B-2 common stock, which concluded on May 8, 2026. Approximately 2.7 million shares of Class B-1 and about 119.8 million shares of Class B-2 were accepted in the exchange, representing nearly 98% of the outstanding shares of both classes. Visa will issue Class B-3 and Class C common stock in exchange, along with cash for any fractional shares.

The exchange reflects a significant participation from shareholders, with around 55% of Class B-1 and over 99% of Class B-2 shares tendered. Visa has engaged Equiniti Trust Company, LLC and Sodali & Co. to facilitate the exchange process. The settlement of the exchange will occur promptly, providing a key update for investors regarding the company's capital structure and shareholder engagement.

May 11, 2026 09:10:25

Visa Reports Fiscal Q2 2026 Results and Dividend Declaration

Visa Inc. announced its financial results for the fiscal second quarter ended March 31, 2026, on April 28, 2026. An earnings release detailing these results was issued, and a conference call is scheduled for the same day to discuss the financial performance.

Additionally, Visa's board of directors declared a quarterly cash dividend of $0.670 per share of class A common stock, which will be payable on June 1, 2026, to all shareholders on record as of May 12, 2026.

Apr 28, 2026 16:05:56

Visa Deposits $125 Million, Adjusts Common Stock Conversion Rates

Visa Inc. has authorized a deposit of $125 million into its U.S. litigation escrow account, which is part of the company's retrospective responsibility plan. This funding led to a decrease in the conversion rates for the company's class B-1 and B-2 common stock, effective February 26, 2026. The conversion rate for class B-1 stock decreased from 1.5491 to 1.5475, and for class B-2 stock from 1.5108 to 1.5075.

As a result of these adjustments, the as-converted share count for class B-1 common stock was reduced by approximately 7,880 shares, bringing the total to 7,482,834. The as-converted share count for class B-2 common stock decreased by about 392,202 shares, resulting in a total of 181,412,788. These conversion rate adjustments have implications for the company's earnings per share, similar to the effects of repurchasing class A common stock.

Feb 27, 2026 16:06:59

Visa Board Authorizes Successive Exchange Offer for Stock

Visa Inc. announced that its Board of Directors has authorized a successive exchange offer for the company's outstanding Class B common stock, contingent upon meeting specific conditions outlined in a previous proxy statement. These conditions include the passage of one year since the initial exchange offer and a significant reduction in estimated interchange reimbursement fees related to ongoing litigation in the U.S.

As of October 1, 2025, the estimated interchange reimbursement fees in unresolved claims had decreased from approximately $49.6 billion to about $39.4 billion. Visa anticipates that if the ongoing legal matters progress favorably, the fees may drop below 50% of the initial amount, allowing the company to proceed with the exchange offer. This offer would permit holders of Class B-1 and Class B-2 common stock to exchange their shares for a combination of Class B-3 common stock and freely transferable Class C common stock.

Feb 13, 2026 08:45:50

Visa Announces Offering of Senior Notes Totaling $3 Billion

On February 3, 2026, Visa Inc. announced the offering of $900 million of its 3.800% Senior Notes due 2029, $750 million of its 4.100% Senior Notes due 2031, $700 million of its 4.400% Senior Notes due 2033, and $650 million of its 4.700% Senior Notes due 2036. The total offering amounts to $3 billion, and the Notes were sold under an Underwriting Agreement dated the same day. The offering is part of Visa's automatic shelf registration statement filed with the SEC in July 2024.

The Notes are unsecured obligations of Visa and are expected to be issued on February 12, 2026, under an indenture established in December 2015. The indenture includes customary event of default provisions. Visa has also filed a prospectus supplement with the SEC regarding the sale of these Notes, which provides additional details about the offering.

Feb 12, 2026 16:30:37

Visa Announces Q1 2026 Earnings and Quarterly Dividend Declaration

On January 29, 2026, Visa Inc. reported its financial results for the fiscal first quarter ending December 31, 2025. An earnings release detailing these results was issued, and a conference call is scheduled for January 29, 2026, to discuss the financial performance further.

Additionally, Visa's board of directors declared a quarterly cash dividend of $0.670 per share of class A common stock. This dividend is payable on March 2, 2026, to shareholders on record as of February 10, 2026.

Jan 29, 2026 16:05:49

Visa Shareholders Approve Key Amendments and Director Elections

Visa Inc. held its Annual Meeting of Shareholders on January 27, 2026, where shareholders approved several key amendments to the Company's Eighth Amended and Restated Certificate of Incorporation. These amendments included limiting officer liability as allowed by Delaware law. Following this, the Company filed a Certificate of Amendment and a Ninth Restated Certificate of Incorporation with the Secretary of State of Delaware on January 28, 2026, both of which became effective upon filing.

During the meeting, shareholders voted on eight proposals, including the election of eleven director nominees, all of whom were elected to serve until the next annual meeting. Additionally, shareholders approved the advisory compensation for named executive officers and ratified KPMG LLP as the independent registered public accounting firm for the 2026 fiscal year. However, several shareholder proposals, including those regarding an independent chair and the right to act by written consent, were not approved.

Jan 28, 2026 16:43:36

Visa Announces New Conversion Rates for Common Stock Classes

On December 30, 2025, Visa Inc. announced updated conversion rates for its class B-1 and B-2 common stock, following a $500 million deposit into its U.S. litigation escrow account. The conversion rate for class B-1 common stock decreased from 1.5549 to 1.5491, while the class B-2 common stock rate decreased from 1.5223 to 1.5108, effective December 23, 2025.

As a result of these adjustments, the as-converted share count for class B-1 common stock was reduced by approximately 27,782 shares, bringing the total to 7,490,714. Similarly, the as-converted share count for class B-2 common stock decreased by about 1,382,832 shares, resulting in a total of 181,804,989. These changes were calculated based on the company's certificate of incorporation and the volume-weighted average price over a specified pricing period.

Dec 30, 2025 16:07:17

Visa Deposits $500 Million into Litigation Escrow Account

Visa Inc. has authorized a deposit of $500 million into its U.S. litigation escrow account as part of its retrospective responsibility plan. This funding will lead to potential dilution of the company’s class B-1 and B-2 common stock, primarily held by U.S. financial institutions and their affiliates, through adjustments to the conversion rates to class A common stock.

The adjustments resulting from this deposit will affect the earnings per share similarly to a repurchase of class A common stock. These actions will be executed in compliance with the company's existing certificate of incorporation.

Dec 23, 2025 16:06:56