V · 8-K · 20260511PR215875

Class B Exchange Offer Results

VISA INC. · 2026-05-11 · Importance 40 · Surprise 42

Visa announced the Exchange Offer for Class B-1 and Class B-2 common stock expired on May 8, 2026 and the company 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. In exchange for the tendered shares, Visa will issue approximately 60.6 million shares of Class B-3 common stock and approximately 23.3 million shares of Class C common stock, and will pay cash in lieu of fractional shares based on the Class A closing price of $318.79 on the NYSE as of the expiration date. The accepted stock represents approximately 98% of outstanding Class B-1 and B-2 shares, equating to roughly 55% of outstanding Class B-1 shares and over 99% of outstanding Class B-2 shares. Settlement of the exchange will be made promptly, and the applicable conversion rates as of the expiration date were 1.5475 Class A shares per Class B-1 share, 1.5075 Class A shares per Class B-2 share and 4 Class A shares per Class C share.

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