V · 10-Q · 2026Q2 · Full report

Litigation Escrow and Conversion

VISA INC. · 2026-07-29 · Importance 59 · Surprise 60 · In source text

Visa recorded $1.1 billion of additional accruals during the nine months ended June 30, 2026 for claims associated with interchange multidistrict litigation. The company deposited $875 million into the U.S. litigation escrow account during the same period. Escrow balance was $888 million at June 30, 2026 and was classified as restricted cash equivalents. The nine-month GAAP litigation provision was $1.255 billion, compared with $1.634 billion in the prior-year period.

Key facts

• In May 2026, Visa accepted 3 million shares of class B-1 common stock and 120 million shares of class B-2 common stock tendered in the exchange offer; in exchange Visa issued 61 million shares of class B-3 common stock and 23 million shares of class C common stock.
• The balance of the U.S. litigation escrow account as of June 30, 2026 was $888 million and is reflected as restricted cash equivalents.
• Under the U.S. retrospective responsibility plan, Visa recovers monetary liabilities through a downward adjustment to the conversion rate of class B-1, B-2 and B-3 common stock into class A common stock.
• In the three and nine months ended June 30, 2026, basic and diluted earnings per class A common stock was unchanged as a result of downward adjustments of class B-1, B-2 and B-3 common stock conversion rates during the periods.

Impact estimates