JPM · 10-Q · 2026Q2 · Full report

Visa Exchange Offer Gain

JPMORGAN CHASE & CO · 2026-08-06 · Importance 65 · Surprise 60 · Matches filing data

Visa commenced an exchange offer on April 13, 2026, and accepted JPMorgan’s tender of 18.6 million Visa B-2 shares on May 11, 2026. JPMorgan received Visa B-3 and Visa C shares, generating an initial $4.5 billion gain and a net $4.6 billion gain from Visa-related activity in the quarter. Approximately $1.6 billion of Visa C shares remained subject to a lock-up expiring August 9, 2026, while the conversion rate for Visa B-3 shares was 1.4953 and remained subject to Visa litigation outcomes.

Key facts

• On May 11, 2026, Visa accepted the Firm’s tender of its 18.6 million Visa B-2 shares in exchange for a combination of Visa B-3 shares and Visa C shares, resulting in an initial gain of $4.5 billion based on the fair value of the Visa C shares and a net $4.6 billion gain on Visa shares for the quarter. source
• Visa exchange offer: on May 11, 2026 Visa accepted the Firm’s tender of its 18.6 million Visa Class B-2 common shares resulting in a $4.6 billion net gain for the three months ended June 30, 2026 source
• As of June 30, 2026, approximately $1.6 billion of Visa C shares are subject to a lock-up restriction that expires on August 9, 2026. source
• The conversion rate of Visa B-3 shares to Visa A shares was 1.4953 at June 30, 2026. source

Impact estimates