October 31, 2026·47 min read
Visa Inc. (V), Financial Analysis
Insights derived from analysing SEC filings. Independent analysis, not a publication of the SEC.
Net revenue Q4 FY2026
$12.1bn
+13.2% year on year (Q4 FY2025 $10.7bn)
Operating expenses Q4 FY2026
$4.88bn
+6.6% year on year (Q4 FY2025 $4.58bn)
Operating margin Q4 FY2026
59.8%
+2.5 pts year on year (Q4 FY2025 57.3%)
Key findings
- Fastest growth since FY2022. FY2026 net revenue $45.90bn, +14.8%, against +11.3% in FY2025; Q4 FY2026 $12.14bn, +13.2%. GAAP EPS FY2026 $12.32, +20.8%; non GAAP $13.27, +15.7%.
- Processing and services lead, volume follows. Data processing revenue +16.9% and other revenue +40.1% in FY2026 against service revenue +13.6%; payments volume +9% in constant dollars, processed transactions 281.3bn, +9%.
- Cross border volume up, currency income down. Cross border volume excl. intra Europe +12% in constant dollars in FY2026 and +14% in Q4; international transaction revenue +7.7%, which the company ties to lower currency volatility.
- Client incentives take a larger share. Incentives $18.32bn in FY2026, 28.5% of gross revenue against 25.8% in FY2021 and 29.7% in Q4 FY2026; about 25% of payments volume is up for renewal in FY2027 against about 20% in FY2026 (CFO).
- Litigation runs through the class B shares. FY2026 litigation provision $1.76bn; $1.28bn of escrow deposits cut class B conversion rates; accrued litigation $0.99bn at 30 Sep 2026 against $3.03bn a year earlier.
- Shares at $414.05 on 30 Oct 2026, 0.7% below the 52 week high, 33.6x GAAP and 31.2x non GAAP FY2026 EPS. FY2026 buybacks and dividends $25.56bn, 116% of free cash flow. Base case $559 in three years; best $736; worst $340.
Visa's fiscal year ends 30 Sep; Q4 FY2026 is the quarter to 30 Sep 2026. The Form 10-K for FY2026 had not been filed by 31 Oct 2026, so FY2026 and Q4 FY2026 figures come from the earnings release filed as Ex 99.1 to the Form 8-K of 27 Oct 2026 and are unaudited. Figures are read from the Forms 10-K for FY2023 to FY2025 (FY2024 for the risk factor comparison), the Forms 10-Q for Q1 to Q3 FY2026, the Forms 8-K with all their exhibits, incl. the quarterly earnings releases (Ex 99.1), the interchange settlement agreement (Ex 99.1), the exchange offer results (Ex 99.1) and makewhole agreement form (Ex 10.1), the certificate of incorporation and bylaws (Ex 3.1, 3.2), the notes underwriting agreement, note forms and legal opinion (Ex 1.1, 4.1 to 4.4, 5.1), the proxy statement of Dec 2025 and the Item 5.07 vote results, Schedules 13G and Forms 4 for central index key 1403161, together with the filings of Mastercard, American Express, PayPal and nine further payments companies used in chapters 2 to 5 and 8. No CFO commentary document is filed with the SEC; CFO commentary comes from the Q3 FY2026 and Q4 FY2026 earnings calls. Accession numbers appear in the Sources appendix. Market prices are closing prices of 30 Oct 2026.
1 Revenue & Business Model
- Storyline: growth moves from card volume to processing, services and new flows, while client incentives absorb a rising share of gross revenue. Other revenue rose from 6.9% of net revenue in FY2021 to 12.4% in FY2026. Chapters 2 to 5 cover the four revenue drivers: payments volume and processing, cross border, value added services, and new flows (commercial, Visa Direct, stablecoins and agentic commerce).
- Business model: Visa runs a card payments network and earns fees from its financial institution clients; one reportable segment. Revenue types: service revenue on prior quarter payments volume, data processing revenue on processed transactions, international transaction revenue on cross border volume and currency volatility, and other revenue (advisory, licensing). Client incentives paid to clients are deducted to reach net revenue.
- Net revenue FY2021 $24.11bn to FY2026 $45.90bn, a 13.7% CAGR; gross revenue FY2026 $64.22bn less client incentives $18.32bn.
- Regions: international clients 60.9% of FY2025 net revenue and 61.8% in 9M FY2026 (U.S. $12.89bn, +12.3%; international $20.87bn, +17.3%). The Q4 FY2026 regional split is published with the FY2026 Form 10-K.
- Value added services (risk, identity, issuing and acceptance tools, consulting, data) were $10.9bn of FY2025 revenue, spread across the revenue types; $10.3bn in 9M FY2026, +32%.
Table 1.1 Revenue by type, FY2021 to FY2026 ($bn unless stated)
| Line | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 | FY2026 |
|---|---|---|---|---|---|---|
| Service revenue ($bn) | 11.48 | 13.36 | 14.83 | 16.11 | 17.54 | 19.92 |
| Data processing revenue ($bn) | 12.79 | 14.44 | 16.01 | 17.71 | 19.99 | 23.37 |
| International transaction revenue ($bn) | 6.53 | 9.82 | 11.64 | 12.67 | 14.17 | 15.25 |
| Other revenue ($bn) | 1.68 | 1.99 | 2.48 | 3.20 | 4.05 | 5.68 |
| Client incentives ($bn) | (8.37) | (10.30) | (12.30) | (13.76) | (15.75) | (18.32) |
| Net revenue ($bn) | 24.11 | 29.31 | 32.65 | 35.93 | 40.00 | 45.90 |
| Client incentives (% of gross revenue) | 25.8 | 26.0 | 27.4 | 27.7 | 28.3 | 28.5 |
| Other revenue (% of net revenue) | 6.9 | 6.8 | 7.6 | 8.9 | 10.1 | 12.4 |
FY2026 from the unaudited earnings release of 27 Oct 2026. Client incentives are contra revenue.
Table 1.2 Net revenue by client location ($bn unless stated)
| Region | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 | 9M FY2025 | 9M FY2026 |
|---|---|---|---|---|---|---|---|
| U.S. ($bn) | 11.16 | 12.85 | 14.14 | 14.78 | 15.63 | 11.48 | 12.89 |
| International ($bn) | 12.95 | 16.46 | 18.52 | 21.15 | 24.37 | 17.80 | 20.87 |
| International (% of net revenue) | 53.7 | 56.2 | 56.7 | 58.9 | 60.9 | 60.8 | 61.8 |
Q4 FY2026 regional split not in the earnings release.
2 Payments Volume & Processing: Credit, Debit and Client Incentives
- Service revenue $5.26bn in Q4 FY2026, +14.2%; data processing revenue $6.25bn, +15.8%. Together 66.6% of Q4 gross revenue. FY2026 service revenue $19.92bn (+13.6%), data processing $23.37bn (+16.9%).
- Volumes: payments volume +9% in constant dollars in Q4 FY2026 and +9% in FY2026; processed transactions 281.3bn in FY2026, +9%. Nominal payments volume $3.73tn in the Mar 2026 quarter, +11.4%: consumer credit $1.47tn (+10.0%), consumer debit $1.79tn (+12.2%), commercial $470bn.
- Client incentives $5.12bn in Q4 FY2026, +20.6%, 29.7% of gross revenue against 28.4% a year earlier; FY2026 28.5% against 25.8% in FY2021. About 25% of payments volume is up for renewal in FY2027 (CFO).
- Pricing: management expects a pricing benefit in FY2027 similar to FY2026, mostly in the second half (Q4 FY2026 call). The proposed U.S. settlement lowers the average effective credit interchange rate by at least 10 bps for five years; interchange is paid to issuers and is not Visa revenue.
Table 2.1 Revenue by type, last five quarters ($bn unless stated)
| Line | Q4 FY2025 | Q1 FY2026 | Q2 FY2026 | Q3 FY2026 | Q4 FY2026 |
|---|---|---|---|---|---|
| Service revenue ($bn) | 4.60 | 4.76 | 4.98 | 4.92 | 5.26 |
| Data processing revenue ($bn) | 5.39 | 5.54 | 5.54 | 6.04 | 6.25 |
| International transaction revenue ($bn) | 3.80 | 3.65 | 3.63 | 3.85 | 4.12 |
| Other revenue ($bn) | 1.18 | 1.21 | 1.32 | 1.50 | 1.65 |
| Client incentives ($bn) | (4.25) | (4.27) | (4.25) | (4.68) | (5.12) |
| Gross revenue ($bn) | 14.97 | 15.17 | 15.48 | 16.31 | 17.26 |
| Net revenue ($bn) | 10.72 | 10.90 | 11.23 | 11.63 | 12.14 |
| Client incentives (% of gross revenue) | 28.4 | 28.1 | 27.4 | 28.7 | 29.7 |
Table 2.2 Volume and transaction growth year on year, last five quarters
| Metric | Q4 FY2025 | Q1 FY2026 | Q2 FY2026 | Q3 FY2026 | Q4 FY2026 |
|---|---|---|---|---|---|
| Payments volume, constant dollar (%) | 9 | 8 | 9 | 10 | 9 |
| Payments volume, nominal (%) | 9 | 10 | 11 | 11 | 9 |
| Processed transactions (%) | 10 | 9 | 9 | 10 | 10 |
| Processed transactions (bn) | 67.7 | 69.4 | 66.1 | 71.7 | 74.2 |
Service revenue in a quarter is based on payments volume of the prior quarter. Processed transactions Q4 FY2026 derived as FY2026 less 9M FY2026.
How card payments are changing
- Network volume growth (latest quarter): Visa payments volume +9% in constant dollars against Mastercard gross dollar volume +7.5% in local currency, American Express billed business +8%, PayPal total payment volume +6.3% (Q3 2026) and Square gross payment volume +12.2% (Q2 2026).
- Ecommerce and tokens: the Q3 FY2026 Form 10-Q states ecommerce continues to grow faster than face to face spend; tokens are above 60% of Visa ecommerce transactions and tap to pay about 85% of face to face transactions globally (Q4 FY2026 call).
- Real time payment systems take share in some markets: in Brazil Pix carried 55.2% of 79.7bn payments in H1 2026 against cards 30.8% (Banco Central do Brasil data); India's UPI processed 24.07bn transactions in Sep 2026, +23% (NPCI data). The FY2025 Form 10-K names national real time systems in its international risk factor.
- U.S. settlement: the revised Visa and Mastercard merchant settlement received preliminary court approval on 9 Jun 2026 (Q3 FY2026 Form 10-Q); it cuts credit interchange 10 bps for five years and loosens honor all cards and surcharging rules.
Table 2.3 Payment volumes against competitors
| Company and measure | Period | Volume ($bn) | Growth (%) | Filed detail |
|---|---|---|---|---|
| Visa payments volume | Sep 2026 quarter | n/a | 9 (constant dollar) | processed transactions 74.2bn, +10% |
| Visa nominal payments volume | Mar 2026 quarter | 3,728 | 11.4 | U.S. +8.1%, international +14.7% |
| Mastercard gross dollar volume | Q3 2026 | 2,952 | 7.5 (local currency) | U.S. +5.9%; switched transactions +9% |
| American Express billed business | Q3 2026 | 454 | 8 | card issuer and network |
| PayPal total payment volume | Q3 2026 | 487 | 6.3 | 6.8bn payment transactions, +7% |
| Block (Square) gross payment volume | Q2 2026 | 74.7 | 12.2 | Square gross profit +13% |
Visa constant dollar growth and Mastercard local currency growth are close but not identical measures. Block, PayPal and American Express figures from their earnings releases; Visa dollar volume for the Jun and Sep 2026 quarters is published with the FY2026 Form 10-K.
3 Cross Border: Travel, Ecommerce and Currency Volatility
- International transaction revenue $4.12bn in Q4 FY2026, +8.3%; FY2026 $15.25bn, +7.7%, 23.7% of gross revenue against 24.8% in FY2022.
- Cross border volume excl. intra Europe +14% in constant dollars in Q4 FY2026 (+14% nominal), after +11% in Q4 FY2025; ecommerce +17%, travel +13% (CFO). FY2026 +12% constant dollar, +15% nominal.
- Revenue grows slower than volume: the Q3 FY2026 Form 10-Q ties the gap to lower volatility of a broad range of currencies and business mix.
- World Cup effect: inbound cross border card present spend in U.S. host cities rose nearly 25% during the FIFA World Cup from 11 to 30 Jun 2026 (Q3 FY2026 call).
How cross border payments are changing
- Travel slows, ecommerce leads: international tourist arrivals rose 0.4% to about 690m in H1 2026 and the 2026 arrivals forecast was cut to 1% to 2% from 3% to 4% (UN Tourism, 17 Sep 2026); Visa cross border ecommerce grew 17% and travel 13% in Q4 FY2026.
- Remittances move to digital channels: Remitly send volume +27% and revenue +20% in Q2 2026; Western Union revenue (1.3%) with branded digital transactions +25%.
- Stablecoins target cross border flows: the FY2025 Form 10-K names B2B payments and consumer remittances as the two main use cases; Circle Payments Network reached $14.7bn annualized volume with 175 institutions at the end of Q2 2026.
- Regulation: cross border interchange caps were adopted in New Zealand in Jul 2025 and proposed in the UK (FY2025 risk factors).
Table 3.1 Cross border and remittance measures against competitors
| Company and measure | Period | Growth (%) | Filed detail |
|---|---|---|---|
| Visa cross border volume excl. intra Europe | Q4 FY2026 (Sep) | 14 (constant dollar) | international transaction revenue $4.12bn, +8.3% |
| Mastercard cross border volume | Q3 2026 | 11 (local currency) | international markets revenue $5.62bn, +13.5% |
| Remitly send volume | Q2 2026 | 27 | revenue $495m, +20%; 10.2m active customers |
| Western Union revenue | Q2 2026 | (1.3) | branded digital transactions +25%; operating margin 13% |
| American Express billed business | Q3 2026 | 8 | no cross border split in the release |
Measures differ by company; Mastercard and Remitly growth are in local currency or US dollars as reported.
4 Value Added Services: Fraud, Tokens, Consulting and Data
- Value added services revenue $3.8bn in Q3 FY2026, +33%; 9M FY2026 $10.3bn, +32%; FY2025 $10.9bn against $7.2bn in FY2023. Q4 FY2026 about $4bn, +31% in constant dollars, and FY2026 about $14bn, +30% (Q4 FY2026 call); the FY2026 Form 10-K will carry the filed figure.
- Other revenue $1.65bn in Q4 FY2026, +40.1%; FY2026 $5.68bn, +40.1%, 12.4% of net revenue. Value added services revenue sits across all revenue types and is not additive.
- Drivers named in the filings: issuing solutions, acceptance solutions and advisory services; client consulting engagements up about 30% in Q3 FY2026; remaining performance obligations, mainly value added services, $5.6bn at 30 Jun 2026, about half within two years.
- Acquisitions: BioCatch (behavioral fraud intelligence) for $2.4bn cash, signed Aug 2026; Prisma and Newpay in Argentina for $1.5bn, adding issuer processing and acceptance capability; Pismo and Newpay added about 2 points to Q4 FY2026 operating expense growth (CFO).
How payment services are changing
- Mastercard reports a larger services share: value added services and solutions $4.06bn in Q3 2026, +18.6%, 41.4% of net revenue, against Visa's $3.8bn, +33%, about 33% of Q3 FY2026 net revenue.
- Fraud and identity: U.S. consumers reported $15.9bn of fraud losses in 2025 (Federal Trade Commission); Visa agreed to buy BioCatch, a behavioral fraud intelligence provider, for $2.4bn on 3 Aug 2026.
- Event marketing services: the Q3 FY2026 Form 10-Q links value added services growth to marketing services demand from the FIFA World Cup 2026 and Milano Cortina 2026 sponsorships, which also raised marketing expense 54% in that quarter.
- Processors under pressure: Fiserv Financial Solutions revenue (7.7%) in Q2 2026 with segment margin 38.7% against 48.7%; PayPal other value added services (2.5%) in Q3 2026.
Table 4.1 Services revenue against competitors ($bn)
| Company and line | Period | Revenue | Growth (%) | Filed detail |
|---|---|---|---|---|
| Visa value added services | Q3 FY2026 (Jun) | 3.80 | 33 | about 33% of net revenue; FY2027 outlook low to mid 20s % |
| Mastercard value added services and solutions | Q3 2026 | 4.06 | 18.6 | 41.4% of net revenue; 9M 2026 $11.33bn, +20.2% |
| Fiserv Financial Solutions | Q2 2026 | 2.36 | (7.7) | segment operating margin 38.7% against 48.7% |
| PayPal other value added services | Q3 2026 | 0.87 | (2.5) | incl. interest on customer balances |
| Coinbase subscription and services | Q3 2026 | 0.57 | (20.4) | 49% of net revenue; stablecoin revenue $307m |
Coinbase subscription and services and PayPal other value added services are not like for like value added services measures. Visa Q3 FY2026 share computed on net revenue of $11.63bn.
5 New Flows: Commercial, Visa Direct, Stablecoins and Agentic Commerce
- Commercial payments volume $470bn in the Mar 2026 quarter, +13.0% nominal (+11% constant dollar), after +10.5% and +10.7% in the two prior quarters; commercial and money movement solutions revenue +19% in constant dollars in FY2026 (Q4 FY2026 call).
- Visa Direct: more than 12.5bn transactions in FY2025 for over 650 partners; above 15bn in FY2026 and +23% in Q4 FY2026 (call). The FY2025 Form 10-K estimates about $55tn of P2P, B2C and G2C flows and about $25tn of B2B money movement open to Visa Direct.
- Stablecoins: settlement run rate above $2.5bn at 30 Sep 2025 (10-K FY2025) and above $25bn annualized in Oct 2026 (call); more than $35bn of spend through crypto linked Visa credentials since 2020.
- Agentic commerce: Visa Intelligent Commerce, an MCP server and the Trusted Agent Protocol are listed in the FY2025 Form 10-K; nearly 50 AI partners live, with no material FY2027 revenue expected (Q4 FY2026 call).
How new payment flows are changing
- Stablecoin rules: the GENIUS Act was enacted on 18 Jul 2025; the OCC issued its final implementing rule on 21 Oct 2026, effective 18 Jan 2027 (OCC bulletin). Stablecoin market capitalization was $304bn at the end of Q3 2026 (Coinbase 8-K).
- Networks buy stablecoin infrastructure: Mastercard acquired BVNK on 3 Aug 2026 ($1.27bn goodwill); Visa and Mastercard are named among the validators of Circle's Arc network.
- AI agents as buyers: Visa and OpenAI announced on 10 Jun 2026 an integration that lets AI agents pay with Visa credentials within user set limits (SiliconANGLE, 10 Jun 2026); American Express released an agentic commerce framework in Q3 2026.
- Risk side: the FY2025 risk factors add agentic commerce, citing erroneous or disputed payments, higher chargebacks and monitoring gaps.
Table 5.1 Stablecoin and agentic commerce disclosures
| Company | Measure | Value | Filed detail |
|---|---|---|---|
| Visa | Stablecoin settlement run rate | above $25bn annualized (Oct 2026) | about $2.5bn at 30 Sep 2025 |
| Circle | USDC in circulation (Q2 2026) | $73.3bn, +19% | Circle Payments Network $14.7bn annualized, 175 institutions |
| Coinbase | Stablecoin revenue (Q3 2026) | $307m, (5.5%) | average USDC in Coinbase products $22bn |
| Mastercard | BVNK acquisition (3 Aug 2026) | $1.27bn goodwill | stablecoin infrastructure |
| Block | Cash App stablecoin launch (Q2 2026) | no volume disclosed | USDC across blockchains |
| American Express | Agentic commerce (Q3 2026) | no volume disclosed | Intent Intelligence framework |
Visa run rates are from the FY2025 Form 10-K and the Q4 FY2026 call; others from company 8-K filings for Q2 or Q3 2026.
6 Financial Analysis & Ratios
- Operating margin 61.2% in FY2026 against 60.0% in FY2025 and 65.7% in FY2024; litigation provisions of $1.76bn and $2.56bn explain most of the gap to FY2024. Non GAAP operating margin 67.5% in FY2026.
- Operating expenses $17.79bn, +11.2%; non GAAP operating expenses $14.92bn, +16%, led by personnel $7.93bn (+14.0%) and marketing $2.32bn (+37.5%).
- Net income $23.50bn, +17.2%, 51.2% of net revenue; effective tax rate 16.3%, incl. a $314m net deferred tax benefit from a change in U.S. taxation of certain foreign earnings.
- Operating cash flow $23.73bn, +2.9%, against net income +17.2%; the Q3 FY2026 Form 10-Q names litigation payments, incentive payments and tax timing. Capex $1.67bn, 3.6% of net revenue; free cash flow $22.06bn.
- Capital returns $25.56bn in FY2026: buybacks $20.45bn (about 61m shares at $335.49 on average) and dividends $5.11bn; $24.4bn of authorization left. Diluted class A equivalent shares 1.88bn in Q4 FY2026, (3.2%) year on year.
- Balance sheet at 30 Sep 2026: cash and investment securities $14.18bn against $20.00bn; debt $22.07bn ($2.72bn current); net debt $7.89bn. Restricted U.S. litigation escrow $0.63bn, excluded from cash.
Table 6.1 Income statement, cash flow and balance sheet summary ($bn unless stated)
| Line item | FY2022 | FY2023 | FY2024 | FY2025 | FY2026 |
|---|---|---|---|---|---|
| Revenue | 29.3 | 32.7 | 35.9 | 40.0 | 45.9 |
| Selling, general and administrative | 8.8 | 9.8 | 10.8 | 12.2 | 14.6 |
| Operating income | 18.8 | 21.0 | 23.6 | 24.0 | 28.1 |
| Net income | 15.0 | 17.3 | 19.7 | 20.1 | 23.5 |
| Diluted EPS ($) | 7.00 | 8.28 | 9.73 | 10.20 | 12.32 |
| Operating cash flow | 18.8 | 20.8 | 20.0 | 23.1 | 23.7 |
| Capital expenditure | (1.0) | (1.1) | (1.3) | (1.5) | (1.7) |
| Free cash flow | 17.9 | 19.7 | 18.7 | 21.6 | 22.1 |
| Stock based compensation | 0.6 | 0.8 | 0.9 | 0.9 | 0.9 |
| Cash and investments | 20.7 | 22.0 | 17.7 | 20.0 | 14.2 |
| Total debt | 22.5 | 20.5 | 20.8 | 25.2 | 22.1 |
| Total equity | 35.6 | 38.7 | 39.1 | 37.9 | 36.1 |
Selling, general and administrative equals personnel, marketing, network and processing, professional fees and general and administrative expenses; it excludes depreciation and amortization and the litigation provision. Visa reports no cost of revenue, gross profit or R&D. Cash and investments exclude the restricted U.S. litigation escrow. FY2026 from the unaudited earnings release.
Table 6.2 What changed, Q4 FY2026 against Q4 FY2025
| Metric | Q4 FY2025 | Q4 FY2026 | Change |
|---|---|---|---|
| Revenue ($bn) | 10.72 | 12.14 | 13.2% |
| Operating income ($bn) | 6.15 | 7.26 | 18.1% |
| Net income ($bn) | 5.09 | 6.00 | 17.9% |
| Diluted EPS ($) | 2.62 | 3.19 | 21.8% |
| Operating cash flow ($bn) | 6.24 | 7.39 | 18.4% |
| Free cash flow ($bn) | 5.85 | 6.89 | 17.8% |
| Operating margin (%) | 57.3 | 59.8 | 2.5 pts |
| Net margin (%) | 47.5 | 49.4 | 2.0 pts |
Table 6.3 Ratio analysis
| Ratio | FY2022 | FY2023 | FY2024 | FY2025 | FY2026 |
|---|---|---|---|---|---|
| Growth and margins | |||||
| Revenue growth (%) | n/a | 11.4 | 10.0 | 11.3 | 14.8 |
| Operating margin (%) | 64.2 | 64.3 | 65.7 | 60.0 | 61.2 |
| Net margin (%) | 51.0 | 52.9 | 55.0 | 50.1 | 51.2 |
| FCF margin (%) | 61.0 | 60.3 | 52.0 | 53.9 | 48.1 |
| Cost and investment intensity | |||||
| SBC (%) revenue | 2.1 | 2.3 | 2.4 | 2.2 | 2.0 |
| Capex (%) revenue | 3.3 | 3.2 | 3.5 | 3.7 | 3.6 |
| Effective tax rate (%) | 17.5 | 17.9 | 17.4 | 17.1 | 16.3 |
| Returns | |||||
| ROE (%) | 42.0 | 46.5 | 50.7 | 52.1 | 63.5 |
| ROA (%) | 17.5 | 19.6 | 21.3 | 20.7 | 24.2 |
| ROIC (%) | 41.5 | 46.4 | 46.1 | 46.2 | 53.4 |
| Asset turnover (x) | 0.34 | 0.36 | 0.38 | 0.40 | 0.49 |
| Liquidity and leverage | |||||
| Current ratio (x) | 1.45 | 1.45 | 1.28 | 1.08 | 0.97 |
| Debt to equity (x) | 0.63 | 0.53 | 0.53 | 0.66 | 0.61 |
| Net cash ($bn) | (1.8) | 1.6 | (3.1) | (5.2) | (7.9) |
| Efficiency and cash quality | |||||
| Days sales outstanding | 25 | 26 | 26 | 29 | 30 |
| FCF to net income (x) | 1.20 | 1.14 | 0.95 | 1.08 | 0.94 |
| Shareholder returns (%) FCF | 83 | 80 | 112 | 106 | 116 |
ROE and ROA use average balances for FY2023 to FY2026 and period end balances for FY2022. Net revenue is after client incentives. Gross margin, R&D intensity and inventory days do not apply: Visa reports no cost of revenue, R&D line or inventory.
Table 6.4 Valuation snapshot at $414.05 per share, 30 Oct 2026
| Measure | Value |
|---|---|
| Market cap ($bn) | 773.3 |
| Enterprise value ($bn) | 781.2 |
| P/E (TTM) (x) | 33.6 |
| EV/Sales (TTM) (x) | 17.0 |
| EV/EBITDA (TTM) (x) | 26.5 |
| FCF yield (%) | 2.9 |
| Price/Book (x) | 21.4 |
Table 6.5 GAAP and non GAAP results, FY2024 to FY2026
| Line | FY2024 | FY2025 | FY2026 |
|---|---|---|---|
| Net income, GAAP ($bn) | 19.74 | 20.06 | 23.50 |
| Net income, non GAAP ($bn) | 20.39 | 22.54 | 25.31 |
| Diluted EPS, GAAP ($) | 9.73 | 10.20 | 12.32 |
| Diluted EPS, non GAAP ($) | 10.05 | 11.47 | 13.27 |
| Litigation provision ($bn) | 0.46 | 2.56 | 1.76 |
Non GAAP results exclude the litigation provision ($1.72bn pre tax in FY2026), Q3 FY2026 severance ($563m) and other items listed in the earnings release.
Cost structure and profitability
- Personnel 15.4% of Q4 FY2026 net revenue after 21.1% in Q3 FY2026, which included $563m of severance for roles mainly in technology and product teams.
- Marketing $2.32bn in FY2026, +37.5%; the Q3 FY2026 Form 10-Q names the FIFA World Cup 2026 and Milano Cortina 2026 sponsorships. Q4 FY2026 marketing $0.71bn, +23.4%.
- Litigation provision $0.47bn in Q4 FY2026 against $0.90bn a year earlier; FY2026 $1.76bn, 3.8% of net revenue, against $0.46bn in FY2024.
- General and administrative $0.83bn in Q4 FY2026, +52.4%; professional fees $1.01bn in FY2026, +33.6%.
- GAAP operating margin 59.8% in Q4 FY2026 against 57.3% a year earlier; non GAAP 66.6% against 66.3%. Non GAAP EPS grew 17% on net income +13% and a 3.2% lower share count.
- Cash returned exceeds free cash flow: buybacks and dividends 116% of FY2026 free cash flow, 106% in FY2025; cash and investments fell $5.82bn and the litigation escrow $2.36bn in FY2026.
Table 6.6 Expenses as % of net revenue, last five quarters
| Line | Q4 FY2025 | Q1 FY2026 | Q2 FY2026 | Q3 FY2026 | Q4 FY2026 |
|---|---|---|---|---|---|
| Personnel (% of net revenue) | 16.2 | 16.2 | 16.4 | 21.1 | 15.4 |
| Marketing (% of net revenue) | 5.4 | 3.8 | 4.9 | 5.6 | 5.9 |
| Network and processing (% of net revenue) | 2.2 | 2.1 | 2.3 | 2.4 | 2.4 |
| Professional fees (% of net revenue) | 2.4 | 1.9 | 2.1 | 2.1 | 2.7 |
| Depreciation and amortization (% of net revenue) | 2.9 | 3.0 | 3.0 | 3.2 | 3.1 |
| General and administrative (% of net revenue) | 5.1 | 4.7 | 4.0 | 4.3 | 6.8 |
| Litigation provision (% of net revenue) | 8.4 | 6.5 | 2.9 | 2.2 | 3.9 |
| Operating income (% of net revenue) | 57.3 | 61.8 | 64.4 | 59.1 | 59.8 |
| Non GAAP operating expenses (% of net revenue) | 33.7 | 31.1 | 32.0 | 33.3 | 33.4 |
7 MD&A & Management Commentary
Q4 FY2026 earnings call and results release
- Q4 FY2026 (27 Oct 2026): net revenue $12.14bn, +13% nominal and in constant dollars; GAAP EPS $3.19, +22%; non GAAP EPS $3.48, +17%. Pismo and Newpay added about 1 point to net revenue growth and 2 points to operating expense growth (CFO).
- Revenue lines Q4 FY2026: service $5.26bn (+14%), data processing $6.25bn (+16%), international transaction $4.12bn (+8%), other $1.65bn (+40%); client incentives $5.12bn (+21%).
- Volumes Q4 FY2026: U.S. payments volume +10% (credit +11%, debit +9%); cross border ecommerce +17% and travel +13%; processed transactions 74.2bn, +10%. October 2026 to the 21st: U.S. payments volume +10%, cross border volume +15%, processed transactions +10%.
- Services: Q4 value added services revenue $4bn, +31% in constant dollars; FY2026 $14bn, +30%; commercial and money movement solutions revenue +19% in FY2026; Visa Direct transactions +23% in Q4.
- New flows: stablecoin settlement run rate above $25bn annualized, ten times a year earlier; nearly 50 AI partners live in agentic commerce, with no material FY2027 revenue effect expected (Q4 FY2026 call).
- Q3 FY2026 call (28 Jul 2026): net revenue $11.63bn, +14%; quarterly payments volume above $4tn for the first time; $563m severance, mainly technology and product roles; FY2026 outlook raised.
Table 7.1 Company outlook, incl. the FY2026 revision, as stated on the calls
| Item | Outlook | Source |
|---|---|---|
| FY2026 net revenue growth (adjusted) | low end of low teens (revised 28 Jul 2026); actual +15% (+14% constant dollar) | Q3 FY2026 call; 8-K Ex 99.1 27 Oct 2026 |
| FY2026 operating expense growth (adjusted) | low end of low teens (revised 28 Jul 2026); actual non GAAP +16% | Q3 FY2026 call; 8-K Ex 99.1 |
| FY2026 EPS growth (adjusted) | low end of mid teens (revised 28 Jul 2026); actual non GAAP +16% | Q3 FY2026 call; 8-K Ex 99.1 |
| FY2026 tax rate and non operating expense | 18% to 18.25%; about $165m | Q3 FY2026 call |
| Q4 FY2026 net revenue growth | high end of low double digits; actual +13% | Q3 FY2026 call; 8-K Ex 99.1 |
| FY2027 net revenue growth (adjusted, constant dollar) | low double digits; Q2 FY2027 the low point | Q4 FY2026 call, 27 Oct 2026 |
| FY2027 operating expense growth (adjusted) | low double digits, modestly below net revenue growth | Q4 FY2026 call |
| FY2027 EPS growth (adjusted) | low double digits to low teens | Q4 FY2026 call |
| FY2027 value added services growth | low to mid 20s % | Q4 FY2026 call |
| FY2027 non operating expense and tax rate | $250m to $300m; about 19% (long term 19% to 20%) | Q4 FY2026 call |
| Q1 FY2027 | net revenue growth low double digits, just under 1 point below Q4 adjusted growth; EPS growth low end of mid teens; tax rate 18.5% to 19% | Q4 FY2026 call |
| Client contract renewals | about 25% of payments volume in FY2027 (about 20% in FY2026); client incentives to grow faster | Q4 FY2026 call |
| Quarterly dividend | $0.780 per class A share, +16%, payable 1 Dec 2026 | 8-K Ex 99.1 27 Oct 2026 |
Management and CFO commentary
- CFO Chris Suh, Q4 FY2026 call: FY2027 adjusted net revenue growth low double digits with Q2 FY2027 the low point; operating expense growth modestly below revenue growth, with Q4 moderating as FIFA spend is lapped.
- CFO, Q4 FY2026 call: about 25% of payments volume up for renewal in FY2027 against about 20% in FY2026, so client incentives grow faster; non operating expense $250m to $300m on lower cash balances.
- CFO, Q4 FY2026 call: Q4 value added services revenue $4bn, +31% in constant dollars; commercial and money movement solutions revenue +16%; client incentives +21%.
- CFO, Q3 FY2026 call: U.S. payments volume +10%, about 2 points above Q2; operating expenses +17%, mainly marketing and personnel; FY2026 outlook moved to the low end of low teens for net revenue and low end of mid teens for EPS.
- CEO Ryan McInerney, 8-K Ex 99.1 of 27 Oct 2026: record FY2026 net revenue of $46bn, +15%, the strongest growth in over 15 years excluding the post pandemic recovery and acquisitions; on the Q4 FY2026 call, value added services +30% and commercial and money movement solutions +19% in constant dollars.
- CEO, Q3 FY2026 call: roles eliminated mainly in technology and product teams; severance $563m.
- CEO, Q1 and Q2 FY2026 releases: describes the Visa as a Service stack as positioning Visa as a payments hyperscaler; agentic and stablecoin capabilities added in Q2 FY2026.
Table 7.2 Management statements in their own words
| Speaker | Date and source | Statement |
|---|---|---|
| Ryan McInerney, CEO | 27 Oct 2026, 8-K Ex 99.1, Q4 FY2026 earnings release | “Visa delivered a milestone year.” |
| Ryan McInerney, CEO | 27 Oct 2026, 8-K Ex 99.1, Q4 FY2026 earnings release | “trust is the next growth vector for Visa” |
| Chris Suh, CFO | 27 Oct 2026, Q4 FY2026 earnings call | “full year adjusted net revenue growth to be in the low double digits” |
| Ryan McInerney, CEO | 27 Jan 2026, 2026 annual meeting | “We remain committed to returning excess capital to our shareholders” |
Table 7.3 Key disclosures in the Forms 10-Q and 10-K
| Item | Disclosure |
|---|---|
| MD&A Q3 FY2026 | Net revenue $11.63bn (+14%); 9M FY2026 $33.76bn (+15%); FX added about 1 point to revenue growth. |
| MD&A Q3 FY2026, volumes | Nominal payments volume Mar 2026 quarter $3.73tn (+11%): U.S. $1.79tn (+8%), international $1.94tn (+15% nominal, +10% constant). Processed transactions 71.66bn (+10%) in Jun 2026 quarter. |
| MD&A Q3 FY2026, value added services | Value added services revenue $3.8bn in Q3 FY2026 vs $2.8bn (+33%); 9M $10.3bn vs $7.8bn (+32%). Client consulting engagements up about 30%; payment credentials +8%. |
| MD&A Q3 FY2026, expenses | Q3 FY2026 personnel $2.46bn (+40%) including $563m severance; marketing $649m (+54%) driven by FIFA World Cup 2026 and Milano Cortina 2026 sponsorships. |
| MD&A FY2026, tax | 9M FY2026 deferred tax benefit $351m from change in U.S. taxation of certain foreign earnings and $217m benefit from a tax position on certain expenses; Q4 FY2026 recorded $37m deferred tax expense, FY net benefit $314m. |
| 10-Q Q3 FY2026, liquidity | 9M FY2026 CFO $16.34bn vs $16.82bn (lower due to litigation payments, incentive payments and tax timing). Repaid $5.6bn senior notes; issued $3.0bn notes Feb 2026; commercial paper $1.5bn at 30 Jun 2026, program raised from $3.0bn to $7.0bn in Jul 2026; $1.5bn notes due Apr 2027. |
| 10-Q Q3 FY2026, buybacks | 9M FY2026 repurchased 50m class A shares for $16.5bn (average $328.29); $20.0bn program authorized Apr 2026; $28.4bn remaining at Jun 30 2026. |
| 10-Q Q3 FY2026, legal | 9M FY2026 MDL accruals $1.1bn; escrow deposits $875m; payments from escrow to opt out and injunctive relief class $2.98bn; accrued U.S. covered litigation $822m at Jun 30 2026 vs $2.70bn at Sep 30 2025; U.K. merchant litigation involves about 1,200 claimants. |
| 10-Q Q3 FY2026, settlement risk | Brazil central bank rules require Visa to extend settlement guarantees to sellers once new operating rules are approved; Visa expects settlement exposure to rise and is reassessing collateral requirements. |
| 10-Q Q3 FY2026, equity | Class B1/B2 exchange offer May 2026: 3m B1 and 120m B2 accepted; 61m B3 and 23m C issued. As converted class A equivalent shares 1.88bn at Jun 30 2026 vs 1.93bn at Sep 30 2025. |
| 10-Q Q2 FY2026, acquisitions | Prisma Medios de Pago and Newpay (Argentina) acquired Feb 2026 for $1.5bn cash. |
| 10-K FY2025, revenue note | U.S. revenue $15.63bn, international $24.37bn (61% of net revenue); value added services revenue $10.9bn (FY2024 $8.8bn, FY2023 $7.2bn). |
| 10-K FY2025, cash flow | Operating cash flow $23.06bn; capex $1.48bn; buybacks $18.32bn; dividends $4.63bn; cash taxes $4.54bn incl. $1.9bn of clean energy tax credit purchases. |
8 Peer Valuation & Sector Summary
- Sector: card networks and digital payments. Visa FY2026 net revenue $45.9bn, +14.8%, against Mastercard TTM $36.3bn (+14.6% in 9M 2026), American Express $77.6bn (+10.1%) and PayPal $34.3bn (+4.6%).
- Operating margin: V 61.2%, MA 58.6%, PYPL 17.0%; net margin V 51.2%, MA 46.7%, PYPL 13.5%.
- Valuation: V 33.6x P/E and $773.3bn market value against MA 32.8x and $555.8bn, PYPL 10.2x and $47.2bn; AXP market value $214.2bn. V EV/Sales 17.0x.
- Services and new flows: Visa value added services about $14bn in FY2026 (call) against Mastercard $11.33bn in 9M 2026; both networks bought fraud or stablecoin businesses in Aug 2026 (BioCatch, BVNK).
Table 8.1 Peer comparison, latest reported trailing twelve months
| Company | Revenue TTM ($bn) | Revenue growth (%) | Operating margin (%) | Net margin (%) | ROE (%) | Market value ($bn) | P/E TTM (x) |
|---|---|---|---|---|---|---|---|
| V | 45.9 | 14.8 | 61.2 | 51.2 | 63.5 | 773 | 33.6 |
| MA | 36.3 | 14.6 | 58.6 | 46.7 | n/a | 556 | 32.8 |
| AXP | 77.6 | 10.1 | n/a | n/a | n/a | 214 | n/a |
| PYPL | 34.3 | 4.6 | 17.0 | 13.5 | 23.8 | 47 | 10.2 |
V is FY2026 (Oct 2025 to Sep 2026); MA, AXP and PYPL are TTM to Sep 2026 with growth for 9M 2026 against 9M 2025. AXP revenue is net of interest expense; as a card issuer and lender its margins are not shown. Prices are closes of 30 Oct 2026; Visa market value uses the as converted share count.
9 Material Events & Contracts
- 17 Forms 8-K from 28 Oct 2025 to 27 Oct 2026: five earnings releases, the interchange settlement of 10 Nov 2025, four escrow deposit notices and one conversion rate notice, the exchange offer authorization, results and settlement, the $3.0bn notes offering, the annual meeting results and two charter or bylaw changes.
- Escrow and class B: FY2026 deposits $1.28bn lowered class B conversion rates; 9M FY2026 payments from escrow to opt out claimants and the injunctive relief class $2.98bn. Interchange fees at issue in unresolved U.S. covered claims fell from $49.6bn (Oct 2023) to $39.4bn (Oct 2025) and $17.4bn (11 May 2026).
- Exchange offer (settled 12 May 2026): about 2.7m class B1 and 119.8m class B2 shares exchanged for about 60.6m class B3 and 23.3m class C shares; makewhole agreements oblige participants to reimburse future escrow deposits in cash once class B3 value is used up.
- Acquisitions: Prisma Medios de Pago and Newpay (Argentina) for $1.5bn cash, completed Feb 2026; BioCatch, a behavioral fraud intelligence provider, for $2.4bn cash, signed 3 Aug 2026 and expected to close by the end of Q2 FY2027; the BioCatch agreement was disclosed in the Q4 release, without a separate Form 8-K.
Table 9.1 Forms 8-K filed in the last twelve months
| Date | Items | Event |
|---|---|---|
| 28 Oct 2025 | 2.02, 8.01, 9.01 | Q4 FY2025 results: net revenue $10.72bn (+12%), GAAP EPS $2.62, non GAAP EPS $2.98; FY2025 net revenue $40.00bn (+11%), GAAP EPS $10.20, non GAAP EPS $11.47; quarterly dividend raised 14% to $0.670. |
| 10 Nov 2025 | 8.01, 9.01 | Proposed settlement with MDL injunctive relief class: U.S. credit interchange cut 10 bps for five years, posted rates capped five years, standard consumer credit capped at 125 bps, wider surcharging and category acceptance choice; subject to court approval. |
| 23 Dec 2025 | 8.01 | Authorized $500m deposit into U.S. litigation escrow account. |
| 30 Dec 2025 | 8.01 | New conversion rates after $500m deposit: class B1 1.5549 to 1.5491, class B2 1.5223 to 1.5108; as converted class B2 count down about 1.38m shares. |
| 28 Jan 2026 | 5.03, 5.07 | Annual meeting Jan 27 2026: 11 directors elected, say on pay 93.28%, officer exculpation amendment approved, four shareholder proposals rejected. |
| 29 Jan 2026 | 2.02, 8.01, 9.01 | Q1 FY2026 results: net revenue $10.90bn (+15%), GAAP EPS $3.03, non GAAP EPS $3.17; processed transactions 69.4bn (+9%). |
| 12 Feb 2026 | 8.01, 9.01 | Issued $3.0bn senior notes: $900m 3.800% 2029, $750m 4.100% 2031, $700m 4.400% 2033, $650m 4.700% 2036. |
| 13 Feb 2026 | 7.01 | Board authorized successive exchange offer for class B1 and B2 stock once conditions met; fees at issue in U.S. covered litigation $49.6bn (Oct 2023) and $39.4bn (Oct 2025). |
| 27 Feb 2026 | 8.01 | $125m escrow deposit; class B1 rate 1.5491 to 1.5475, class B2 1.5108 to 1.5075. |
| 28 Apr 2026 | 2.02, 8.01, 9.01 | Q2 FY2026 results: net revenue $11.23bn (+17%), GAAP EPS $3.14, non GAAP EPS $3.31; new $20.0bn share repurchase program. |
| 11 May 2026 | 7.01, 9.01 | Exchange offer results: accepted about 2.7m class B1 and 119.8m class B2 shares; issued about 60.6m class B3 and 23.3m class C shares. |
| 12 May 2026 | 1.01, 8.01, 9.01 | Exchange offer settled; makewhole agreements with participating holders (cash reimbursement of future escrow deposits once B3 value depleted; staged class C transfer limits). |
| 26 Jun 2026 | 8.01 | $250m escrow deposit; class B1 1.5475 to 1.5445, B2 1.5075 to 1.5014, B3 1.5075 to 1.4953. |
| 15 Jul 2026 | 5.03, 9.01 | Bylaws amended: Delaware exclusive forum and federal forum for Securities Act claims. |
| 28 Jul 2026 | 2.02, 8.01, 9.01 | Q3 FY2026 results: net revenue $11.63bn (+14%), GAAP EPS $2.97, non GAAP EPS $3.32; $563m severance in personnel. |
| 23 Sep 2026 | 8.01 | $405m escrow deposit; class B1 1.5445 to 1.5400, B2 1.5014 to 1.4924, B3 1.4953 to 1.4773. |
| 27 Oct 2026 | 2.02, 8.01, 9.01 | Q4 FY2026 results: net revenue $12.14bn (+13%), GAAP EPS $3.19, non GAAP EPS $3.48; FY2026 net revenue $45.90bn (+15%), GAAP EPS $12.32, non GAAP EPS $13.27; dividend raised 16% to $0.780; BioCatch acquisition ($2.4bn cash, signed Aug 3 2026) expected to close by end of Q2 FY2027. |
Table 9.2 Material contracts and financing arrangements
| Contract | Terms |
|---|---|
| Interchange MDL injunctive relief settlement (Ex 99.1, 10 Nov 2025) | With Mastercard; U.S. average effective credit interchange rate at least 10 bps lower for five years; posted U.S. credit rates capped five years; standard consumer credit capped at 125 bps; surcharging and acceptance by card category; subject to court approval. |
| U.S. retrospective responsibility plan | Escrow deposits fund U.S. covered litigation and are recovered by cutting class B conversion rates; escrow $0.63bn and accrued litigation $0.99bn at 30 Sep 2026. |
| Makewhole agreements (Ex 10.1, 12 May 2026) | Exchange offer participants reimburse Visa in cash, within 30 days of demand, for later escrow deposits once class B3 value is used up; staged transfer limits on the new class C shares. |
| Senior notes (Ex 1.1, 4.1 to 4.4, Feb 2026) | $3.0bn: $900m 3.800% 2029, $750m 4.100% 2031, $700m 4.400% 2033, $650m 4.700% 2036; unsecured; make whole call before par call dates; $5.6bn of notes repaid in 9M FY2026. |
| Commercial paper program | Raised from $3.0bn to $7.0bn in Jul 2026; $1.5bn outstanding at 30 Jun 2026. |
| Charter and bylaws (Ex 3.1, 3.2) | Officer exculpation added Jan 2026 after shareholder approval; bylaws of Jul 2026 name the Delaware Court of Chancery and U.S. federal courts as exclusive forums. |
Table 9.3 U.S. litigation escrow deposits in FY2026 and class B conversion rates
| Authorized | Deposit ($bn) | Class B1 rate | Class B2 rate | Class B3 rate |
|---|---|---|---|---|
| 23 Dec 2025 | 0.500 | 1.5549 to 1.5491 | 1.5223 to 1.5108 | n/a |
| 25 Feb 2026 | 0.125 | 1.5491 to 1.5475 | 1.5108 to 1.5075 | n/a |
| 24 Jun 2026 | 0.250 | 1.5475 to 1.5445 | 1.5075 to 1.5014 | 1.5075 to 1.4953 |
| 18 Sep 2026 | 0.405 | 1.5445 to 1.5400 | 1.5014 to 1.4924 | 1.4953 to 1.4773 |
Escrow balance $2.99bn at 30 Sep 2025, $0.89bn at 30 Jun 2026 and $0.63bn at 30 Sep 2026. Class B3 was issued in the May 2026 exchange offer.
10 Ownership, Voting Power & Annual Meeting
- Class A holds general voting rights: 1.73bn class A shares at 30 Sep 2026; class B (63m, held mainly by U.S. financial institutions), class C (9m) and preferred stock vote only on limited matters. No controlling holder.
- Largest filers: Vanguard Capital Management 123.7m class A shares (7.35%) at 31 Mar 2026; BlackRock's latest Schedule 13G on file reports 126.6m (8.0%) at 31 Dec 2023.
- Class C moved after the exchange offer: class C fell from 18m to 9m in Q4 FY2026 while class A rose from 1.70bn to 1.73bn despite buybacks, consistent with about 9m class C converting into about 36m class A (derived from share counts).
- 2026 annual meeting (27 Jan 2026): 11 directors elected, William Ready with 79.52% and the others with 98.20% to 99.64%; say on pay 93.28%; KPMG ratified with 97.84%; officer exculpation approved by 70.22% of shares outstanding; all four shareholder proposals rejected, the highest being written consent at 32.84%.
- Insiders, 12 months to 31 Oct 2026: no open market purchases; about 24 sales of about 247,000 shares for about $86.3m, most under prearranged trading plans and paired with option exercises. CEO Ryan McInerney sold monthly, about $38.7m in total; Vice Chair Kelly Mahon Tullier sold 57,272 shares for $20.9m in Jul 2026.
Table 10.1 Annual meeting vote results, 27 Jan 2026
| Proposal | For (bn votes) | Against (bn votes) | Abstain (bn votes) | For as % of votes cast | Result |
|---|---|---|---|---|---|
| Director William Ready | 1.034 | 0.266 | 0.005 | 79.5 | Elected |
| Director Ryan McInerney, CEO | 1.296 | 0.005 | 0.003 | 99.6 | Elected |
| Advisory vote on executive pay | 1.217 | 0.084 | 0.004 | 93.5 | Approved |
| Ratify KPMG for FY2026 | 1.409 | 0.028 | 0.003 | 98.0 | Ratified |
| Limit officer liability (Delaware law) | 1.184 | 0.117 | 0.003 | 91.0 | Approved; 70.22% of shares outstanding |
| Shareholder: independent board chair | 0.210 | 1.087 | 0.007 | 16.2 | Rejected |
| Shareholder: right to act by written consent | 0.428 | 0.872 | 0.004 | 33.0 | Rejected |
| Shareholder: report on online sexual exploitation | 0.104 | 1.184 | 0.016 | 8.1 | Rejected |
| Shareholder: inclusion ROI audit | 0.012 | 1.280 | 0.012 | 0.9 | Rejected |
Only class A common stock votes at the annual meeting. Broker non votes 135.6m on each item except the auditor ratification. The column shows votes for as % of votes for and against. Percentages in the Form 8-K include abstentions in the base (say on pay 93.28%, KPMG 97.84%, written consent 32.84%); the officer liability amendment is reported as 70.22% of shares outstanding.
2026 annual meeting remarks
- CEO Ryan McInerney on FY2025: payments volume $14.2tn, +8% in constant dollars; nearly 5bn credentials; tap to pay 79% of face to face transactions globally; over 50% of ecommerce transactions tokenized against 4% in 2019.
- Capital allocation (Q&A): four priorities named: reinvestment, dividends of 20% to 25% of EPS, buybacks of excess capital and credit ratings; target gross debt to EBITDA below 1.5x.
- Stablecoins (Q&A): the CEO expects a multi coin, multi chain future, mainly in cash heavy emerging markets and cross border payments.
Table 10.2 Share classes at period end
| Class | 30 Sep 2025 | 30 Jun 2026 | 30 Sep 2026 |
|---|---|---|---|
| Class A common (m) | 1,691 | 1,702 | 1,728 |
| Class B, all series (m) | 125 | 63 | 63 |
| Class C (m) | 9 | 18 | 9 |
| As converted class A equivalent (m) | 1,930 | 1,880 | about 1,868 |
Class A carries general voting rights; class B, class C and preferred stock vote only on limited matters. 30 Sep 2026 as converted count is an estimate from the release balance sheet and the 8-K of 23 Sep 2026.
Table 10.3 Largest holders of class A shares in Schedule 13G filings
| Holder | Shares (m) | Class A (%) | As of |
|---|---|---|---|
| Vanguard Capital Management | 123.7 | 7.35 | 31 Mar 2026 |
| BlackRock, Inc. (latest filing, 2024) | 126.6 | 8.00 | 31 Dec 2023 |
The Vanguard Group amended filing of Mar 2026 reports zero after a change in its reporting entities.
11 Risk Factors
- Item 1A of the FY2025 Form 10-K holds 21 risk factors against 20 in FY2024 as counted (12,021 words in FY2025): 1 added, 0 removed, 8 materially reworded and 12 counted unchanged.
- Comparison limits: only the first 48KB of 79.1KB of the FY2024 Item 1A text could be read (factors 1 to 11); the remaining FY2024 factors were matched by heading. Bodies of five factors (brand, settlement indemnity, cyber, acquisitions, capital structure) were compared by heading only and sit in the unchanged count; a removed FY2024 factor cannot be fully excluded. The FY2024 word count is not available.
- The three Forms 10-Q of FY2026 add no risk factor text; the FY2026 Form 10-K is due after this report.
Table 11.1 Risk factors and legal matters with filed figures
| Risk | Disclosure and change |
|---|---|
| U.S. interchange litigation and settlement | Injunctive relief settlement of Nov 2025 cuts U.S. credit interchange at least 10 bps for five years, subject to final court approval; FY2026 litigation provision $1.76bn; accrued litigation $0.99bn at 30 Sep 2026. |
| Interchange regulation | Reworded FY2025 factor adds the Aug 2025 ruling vacating the Regulation II debit standard, cross border caps adopted in New Zealand and proposed in the UK, and a possible reintroduction of the Credit Card Competition Act. |
| Client incentives | Incentives 28.5% of FY2026 gross revenue and 29.7% in Q4 FY2026; about 25% of payments volume up for renewal in FY2027. |
| Stablecoins and new networks | Competition factor adds the GENIUS Act of Jul 2025 and states stablecoins could disrupt networks incl. cross border and B2B payments; national systems, Wero and the digital euro named in the international factor. |
| Agentic commerce and AI | GenAI or agentic AI appear in four FY2025 factors (regulation, competition, technology, cybersecurity), incl. erroneous or disputed agent payments and higher chargebacks; the FY2024 Form 10-K refers to generative AI but uses neither GenAI nor agentic. |
| Settlement exposure | Brazil central bank rules will require Visa to extend settlement guarantees to sellers; Visa expects exposure to rise and is reassessing collateral (10-Q Q3 FY2026). |
| Europe retrospective responsibility plan | As converted value of preferred stock available to recover Visa Europe covered losses $1.16bn at 30 Jun 2026 against $1.27bn at 30 Sep 2025, after VE territory covered losses of $108m in 9M FY2026; book value of the preferred stock net of the right to recover $1m against $108m. |
| Workforce (new factor) | New FY2025 factor on hiring and retaining staff in fintech, technology, AI and cybersecurity, citing immigration and work authorization changes. |
How risk factors changed
- Comparison: 10-K FY2025 (year to 30 Sep 2025) filed 6 Nov 2025 acc 0001403161-25-000089 against 10-K FY2024 (year to 30 Sep 2024) filed 13 Nov 2024 acc 0001403161-24-000058.
- Risk factors rose from 20 to 21 with one new workforce factor; no FY2024 factor heading was found missing from FY2025.
- GenAI or agentic AI now appear in 4 risk factors (regulation, competition, technology, cybersecurity), and AI appears 31 times across 4 factors in FY2025; the FY2024 10-K refers to generative AI but uses neither GenAI nor agentic.
- Stablecoins move from a passing mention to a full bullet citing the GENIUS Act of Jul 2025 and possible disruption of cross border and B2B flows.
- Interchange text adds the Aug 2025 Regulation II ruling and new cross border interchange caps or proposals in New Zealand, Australia and the UK.
- Wording shifts from 'merchant' to 'seller' across the section: 41 uses of 'seller' and 1 of 'merchant' in FY2025.
Table 11.2 Size of the risk factor section
| Measure | 10-K FY2024 | 10-K FY2025 |
|---|---|---|
| Risk factors (count) | 20 | 21 |
| Words in Item 1A | n/a | 12,021 |
Table 11.3 Risk factors added, removed and materially reworded
| Change | Risk factor | What changed |
|---|---|---|
| Added | Unable to attract, hire and retain qualified workforce | New factor states the market for skilled workers in fintech, technology, AI and cybersecurity is extremely competitive and that changes in immigration, travel and work authorization policies have made moving and hiring staff across jurisdictions more difficult; the heading text does not appear in the FY2024 10-K, and the Oct 2026 8-K forward looking list adds a matching workforce item. |
| Reworded | Complex and evolving global regulations | Adds that regulations may grow in quantity, complexity and scope in response to heightened geopolitical tensions; drops the FY2024 clause on being required to make technology or intellectual property available to competitors, and moves the paragraph on reduced issuance, volume and revenue into the interchange factor. |
| Reworded | Scrutiny of interchange, MDR and network rules | Adds the Aug 2025 North Dakota district court ruling vacating the Regulation II debit interchange standard (and a contrary Kentucky ruling), new or proposed caps in Australia and New Zealand including New Zealand cross border caps adopted Jul 2025, a UK PSR proposal to cap UK and Europe cross border interchange, Chile and Dominican Republic rules allowing cross border acquiring, and trade policy shifts raising regulatory fragmentation; the Credit Card Competition Act is now described as possibly reintroduced instead of reintroduced in Jun 2023 with bipartisan support. |
| Reworded | Restrictions on international networks (China, India) | Adds the launch of Wero by the European Payments Initiative, the ECB digital euro work, BRICS aims to lessen dependence on the U.S. dollar, Indonesia among national RTP builders and Mexico as a market without end to end processing; China text now cites PBOC restrictions on new dual branded issuance. |
| Reworded | Personal data, privacy, cybersecurity and AI laws | Adds a paragraph on agentic commerce (autonomous AI agents initiating payments), naming possible erroneous or disputed payments, higher chargebacks and monitoring gaps, and cites California, Colorado and Utah AI frameworks alongside EU AI Act high risk rules from Aug 2026; privacy laws now list the U.S., China, India, Australia, New Zealand, Brazil, Saudi Arabia, Hong Kong and Japan. |
| Reworded | Intense competition in the industry | Adds competition from GenAI and agentic AI capabilities and competitor AI patents, and a new bullet on the GENIUS Act (enacted Jul 2025), EU crypto rules and frameworks in the U.K., Japan, UAE, Hong Kong and Singapore, stating stablecoins could disrupt existing networks including cross border and B2B payments. |
| Reworded | Global economic, political and social events | Adds increases in tariff rates and trade retaliation to the list of macro risks and ongoing instability in the Middle East next to the war in Ukraine; the FY2024 10-K contains neither phrase. |
| Reworded | Corporate responsibility and sustainability matters | Heading changes from aspirations to address CRS matters to the ability to adjust to evolving CRS matters and related regulations; text cites conflicting stakeholder expectations, EU CSRD and CSDDD and California climate disclosure laws, and uses 'equal opportunity and inclusion', a phrase absent from the FY2024 10-K. |
| Reworded | Failure to keep pace with new technologies | Adds GenAI and agentic commerce as both an opportunity and a source of new security risks to Visa systems and the payments ecosystem; the FY2024 10-K uses neither GenAI nor agentic commerce (it refers to generative AI). |
Table 11.4 Risk factor updates in quarterly reports since the annual filing
| Filing | Change disclosed |
|---|---|
| 10-Q Dec 2025 quarter (Q1 FY2026) filed 29 Jan 2026 | No new text; Part II Item 1A refers to the risk factors in the FY2025 10-K. |
| 10-Q Mar 2026 quarter (Q2 FY2026) filed 28 Apr 2026 | No new text; Part II Item 1A refers to the risk factors in the FY2025 10-K. |
| 10-Q Jun 2026 quarter (Q3 FY2026) filed 28 Jul 2026 | No new text; Part II Item 1A refers to the risk factors in the FY2025 10-K. The MD&A of the same 10-Q states that Brazil rules will require Visa to extend settlement guarantees to sellers, raising settlement exposure. |
12 Stock Price, Scenarios & Sensitivity
- V closed at $414.05 on 30 Oct 2026, 0.7% below the 52 week high of $417.00 and 41.2% above the low of $293.29.
- Valuation: 33.6x FY2026 GAAP diluted EPS of $12.32 and 31.2x non GAAP EPS of $13.27; market value $773.3bn on about 1.87bn as converted shares (class A only $715.5bn); free cash flow yield 2.9%; dividend yield 0.75% on the new $0.780 quarterly dividend.
- Scenario model: net revenue grows from FY2026 $45.90bn for three years; operating margin as stated (non GAAP basis, no litigation provision); non operating expense $275m a year; 19% tax rate; price equals FY2029 EPS times exit P/E.
Critical factors and core assumptions
Table 12.1 Critical factors behind the best case
| Factor | Current value | Best case requires | Evidence in filings and calls |
|---|---|---|---|
| Value added services growth | $14bn FY2026, +30% constant dollar | 20% plus a year through FY2029 | FY2027 guide low to mid 20s % (Q4 FY2026 call) |
| Cross border volume ex intra Europe | +12% FY2026, +14% Q4 FY2026, +15% through Oct 21 | 12% to 14% a year | Earnings releases; call |
| Client incentives as % of gross revenue | 28.5% FY2026 (Q4 FY2026: 29.7%) | Stable below 30% | 25% of volume up for renewal in FY2027; incentives guided to grow faster |
| U.S. interchange and litigation | FY2026 litigation provision $1.76bn; escrow $628m; accrued litigation $990m | Court approval of injunctive relief settlement; covered losses funded by class B3 conversion cuts | 8-K Nov 10 2025; 8-K Feb 13 2026 |
| Share count reduction | Diluted class A equivalent 1.88bn Q4 FY2026 vs 1.95bn Q4 FY2025, (3.2%) | About 3% a year | $24.4bn authorization; FY2026 buybacks $20.5bn |
| Operating expense discipline | Non GAAP opex +16% FY2026 vs net revenue +15% | Opex growth below revenue growth | FY2027 guide: opex low double digits, modestly below revenue |
- Base year FY2026 net revenue $45.90bn; GAAP operating margin 61.2%, non GAAP 67.5%.
- Best case: 13% revenue CAGR, 69% operating margin, 34x P/E, share count 9% lower; value added services above 20% growth and cross border near 14%.
- Base case: 11% revenue CAGR, 67% margin, 29x P/E, share count 6% lower; in line with the FY2027 outlook of low double digit growth.
- Worst case: 7% revenue CAGR, 62% margin, 22x P/E, share count 3% lower; U.S. interchange cuts, slower cross border volume and new litigation accruals.
- Tax rate 19% (FY2027 outlook); U.S. covered litigation costs recovered through class B conversion rate cuts; payments volume +8% to +10% in constant dollars.
Scenarios, three years forward
Table 12.2 Scenario analysis, FY2026 to FY2029
| Measure | Worst case | Base case | Best case |
|---|---|---|---|
| Revenue CAGR, 3 years (%) | 7.0 | 11.0 | 13.0 |
| Revenue, FY2029 ($bn) | 56.2 | 62.8 | 66.2 |
| Operating margin, FY2029 (%) | 62.0 | 67.0 | 69.0 |
| Net income, FY2029 ($bn) | 28.0 | 33.8 | 36.8 |
| EPS, FY2029 ($) | 15.46 | 19.28 | 21.65 |
| Exit P/E (x) | 22.0 | 29.0 | 34.0 |
| Implied price ($) | 340 | 559 | 736 |
| Change against $414.05 (%) | (18) | 35 | 78 |
| Implied annual return (%) | (6.3) | 10.5 | 21.1 |
Implied annual return excludes dividends ($3.12 per share a year at the new rate). Shares 1.87bn as converted at 30 Sep 2026.
Sensitivity analysis
Table 12.3 Sensitivity of implied price to revenue CAGR and operating margin at 29x P/E
| Revenue CAGR \ Operating margin | 61% | 63% | 65% | 67% | 69% |
|---|---|---|---|---|---|
| 7% | $455 | $470 | $485 | $500 | $515 |
| 9% | $481 | $497 | $513 | $529 | $545 |
| 11% | $509 | $525 | $542 | $559 | $576 |
| 13% | $537 | $555 | $572 | $590 | $608 |
| 15% | $566 | $585 | $603 | $622 | $641 |
Cells show implied share price in year 3. Price on 30 Oct 2026 $414.05. Blue cells sit above it, red cells below.
Table 12.4 Sensitivity of implied price to exit P/E and operating margin at 11% revenue CAGR
| Exit P/E \ Operating margin | 61% | 63% | 65% | 67% | 69% |
|---|---|---|---|---|---|
| 22x | $386 | $399 | $411 | $424 | $437 |
| 25x | $438 | $453 | $467 | $482 | $496 |
| 29x | $509 | $525 | $542 | $559 | $576 |
| 32x | $561 | $580 | $598 | $617 | $635 |
| 34x | $596 | $616 | $636 | $655 | $675 |
Cells show implied share price in year 3. Price on 30 Oct 2026 $414.05. Blue cells sit above it, red cells below.
Disclaimer
This analysis is for information only and is not financial advice. It is derived from public SEC filings retrieved via sec-api.io and is not a publication of the U.S. Securities and Exchange Commission. Scenario values are model outputs under stated assumptions and are not forecasts. Data as of 30 October 2026.
Sources
All company figures are read from SEC filings retrieved through the sec-api.io MCP server. Call statements are taken from the Q4 FY2026 and Q3 FY2026 earnings calls held by the company; the annual meeting remarks from the company's meeting of 27 Jan 2026.
Table A.1 Filings used, with accession numbers
| Form | Period | Filed | Accession number |
|---|---|---|---|
| 8-K Ex 99.1 | Q4 FY2026 | 27 Oct 2026 | 0001403161-26-000126 |
| 8-K Ex 99.1 | Q3 FY2026 | 28 Jul 2026 | 0001403161-26-000103 |
| 8-K Ex 99.1 | Q2 FY2026 | 28 Apr 2026 | 0001403161-26-000077 |
| 8-K Ex 99.1 | Q1 FY2026 | 29 Jan 2026 | 0001403161-26-000044 |
| 8-K Ex 99.1 | Q4 FY2025 | 28 Oct 2025 | 0001403161-25-000077 |
| 10-Q | Q3 FY2026 | 28 Jul 2026 | 0001403161-26-000104 |
| 10-Q | Q2 FY2026 | 28 Apr 2026 | 0001403161-26-000079 |
| 10-Q | Q1 FY2026 | 29 Jan 2026 | 0001403161-26-000045 |
| 10-K | FY2025 | 6 Nov 2025 | 0001403161-25-000089 |
| 10-K | FY2023 | 15 Nov 2023 | 0001403161-23-000099 |
| DEF 14A | 2026 annual meeting | 8 Dec 2025 | 0001308179-25-000635 |
| 8-K 5.07 | Annual meeting | 28 Jan 2026 | 0001403161-26-000029 |
| 8-K Ex 99.1 (exchange offer results) | May 2026 | 11 May 2026 | 0001193125-26-215875 |
| Schedule 13G | 31 Mar 2026 | 30 Apr 2026 | 0002100119-26-001201 |
Table A.2 Further filings used: Visa Forms 8-K, prior Form 10-K, peers and competitors
| Company | Form | Filed | Accession number |
|---|---|---|---|
| Visa | 8-K, items 2.02, 8.01, 9.01 | 28 Oct 2025 | 0001403161-25-000077 |
| Visa | 8-K, items 8.01, 9.01 | 10 Nov 2025 | 0001403161-25-000093 |
| Visa | 8-K, items 8.01 | 23 Dec 2025 | 0001403161-25-000134 |
| Visa | 8-K, items 8.01 | 30 Dec 2025 | 0001403161-25-000137 |
| Visa | 8-K, items 5.03, 5.07 | 28 Jan 2026 | 0001403161-26-000029 |
| Visa | 8-K, items 2.02, 8.01, 9.01 | 29 Jan 2026 | 0001403161-26-000044 |
| Visa | 8-K, items 8.01, 9.01 | 12 Feb 2026 | 0001628280-26-007709 |
| Visa | 8-K, items 7.01 | 13 Feb 2026 | 0001403161-26-000049 |
| Visa | 8-K, items 8.01 | 27 Feb 2026 | 0001403161-26-000063 |
| Visa | 8-K, items 2.02, 8.01, 9.01 | 28 Apr 2026 | 0001403161-26-000077 |
| Visa | 8-K, items 7.01, 9.01 | 11 May 2026 | 0001193125-26-215875 |
| Visa | 8-K, items 1.01, 8.01, 9.01 | 12 May 2026 | 0001193125-26-219432 |
| Visa | 8-K, items 8.01 | 26 Jun 2026 | 0001403161-26-000086 |
| Visa | 8-K, items 5.03, 9.01 | 15 Jul 2026 | 0001403161-26-000096 |
| Visa | 8-K, items 2.02, 8.01, 9.01 | 28 Jul 2026 | 0001403161-26-000103 |
| Visa | 8-K, items 8.01 | 23 Sep 2026 | 0001403161-26-000121 |
| Visa | 8-K, items 2.02, 8.01, 9.01 | 27 Oct 2026 | 0001403161-26-000126 |
| Visa | 10-K FY2024 (risk factors) | 13 Nov 2024 | 0001403161-24-000058 |
| BlackRock | Schedule 13G/A | 2024 | 0001086364-24-006874 |
| Mastercard | 10-Q Q3 2026 | Oct 2026 | 0001141391-26-000124 |
| Mastercard | 10-K FY2025 | 2026 | 0001141391-26-000013 |
| PayPal | 10-Q Q3 2026 | Oct 2026 | 0001633917-26-000088 |
| PayPal | 10-K FY2025 | 2026 | 0001633917-26-000024 |
| American Express | 10-Q Q3 2026 | Oct 2026 | 0000004962-26-000409 |
| American Express | 10-K FY2025 | 2026 | 0000004962-26-000080 |
| Mastercard | 8-K Ex 99.1 | 29 Oct 2026 | 0001141391-26-000122 |
| American Express | 8-K Ex 99.1 Q3 2026 | 23 Oct 2026 | 0000004962-26-000405 |
| PayPal | 8-K Ex 99.1 Q3 2026 | 27 Oct 2026 | 0001633917-26-000086 |
| Block | 8-K Ex 99.1 Q2 2026 | 5 Aug 2026 | 0001193125-26-335117 |
| Fiserv | 8-K Ex 99.1 Q2 2026 | 6 Aug 2026 | 0000798354-26-000028 |
| Western Union | 8-K Ex 99.1 Q2 2026 | 30 Jul 2026 | 0001193125-26-326110 |
| Remitly | 8-K Ex 99.1 Q2 2026 | 5 Aug 2026 | 0001628280-26-053361 |
| Coinbase | 8-K Ex 99.1 Q3 2026 | 29 Oct 2026 | 0001679788-26-000121 |
| Circle | 8-K Ex 99.1 Q2 2026 | 5 Aug 2026 | 0001876042-26-000246 |
Table B.1 Exhibits to Forms 8-K filed in the last twelve months
| Filed | Exhibit | Document | Content |
|---|---|---|---|
| 10 Nov 2025 | Ex 99.1 | Superseding and amended Rule 23(b)(2) class settlement agreement, interchange MDL (E.D.N.Y.) | Settlement with the US merchant injunctive relief class, dated 10 Nov 2025, with Mastercard as codefendant; subject to court approval; Visa to lower its US system wide average effective credit interchange rate by at least 10 bps, held for five years |
| 23 Dec 2025 | Form 8-K text | $500m deposit into US litigation escrow | Deposit of $500m authorized on 23 Dec 2025 under the US retrospective responsibility plan; Funding dilutes class B1 and B2 holders through lower conversion rates, with the same EPS effect as a buyback |
| 30 Dec 2025 | Form 8-K text | New class B conversion rates after $500m escrow deposit | Class B1 conversion rate cut from 1.5549 to 1.5491; class B2 from 1.5223 to 1.5108, effective 23 Dec 2025; As converted B1 count down about 27,782 shares to 7.49m; B2 down about 1.38m shares to 181.8m |
| 28 Jan 2026 | Ex 3.1 | Certificate of Amendment of the Eighth Restated Certificate of Incorporation | Rewrites Section 7.1 so officers, as well as directors, have no personal liability for monetary damages for breach of fiduciary duty, to the extent the Delaware law permits; Filed in Delaware on 28 Jan 2026 after shareholder approval on 27 Jan 2026 (70.22% of shares outstanding voted for) |
| 28 Jan 2026 | Ex 3.2 | Ninth Restated Certificate of Incorporation | Restates and integrates the certificate including the new officer exculpation language; no further amendment; Same 8-K (Item 5.07) reports the 27 Jan 2026 annual meeting votes: all 11 directors elected, say on pay 93.28% for, KPMG ratified 97.84% |
| 29 Jan 2026 | Ex 99.1 | Q1 FY2026 earnings release (quarter to 31 Dec 2025) | Net revenue $10.9bn, up 15% (13% constant dollar); GAAP EPS $3.03, up 17%; non GAAP EPS $3.17, up 15%; GAAP net income $5.9bn included a $707m MDL litigation provision and a $333m deferred tax benefit from a change in US taxation of certain foreign earnings |
| 12 Feb 2026 | Ex 1.1 | Underwriting agreement for $3.0bn senior notes, dated 3 Feb 2026 | Notes: $900m 3.800% due 2029, $750m 4.100% due 2031, $700m 4.400% due 2033, $650m 4.700% due 2036; Representatives: Wells Fargo, Barclays, BofA, J.P. Morgan, RBC, TD and U.S. Bancorp |
| 12 Feb 2026 | Ex 4.1 to 4.4 | Forms of 3.800% 2029, 4.100% 2031, 4.400% 2033 and 4.700% 2036 senior notes | Global notes issued 12 Feb 2026 under the 14 Dec 2015 indenture with U.S. Bank Trust Company as trustee; unsecured; Make whole call before par call dates of 12 Jan 2029, 12 Jan 2031, 12 Dec 2032 and 12 Nov 2035; interest paid each 12 Feb and 12 Aug from 12 Aug 2026 |
| 12 Feb 2026 | Ex 5.1 | Legality opinion of Davis Polk & Wardwell (incl. consent EX-23.1) | Opinion that the $3.0bn of notes are valid and binding obligations of Visa once authenticated and paid for |
| 13 Feb 2026 | Form 8-K text | Board authorizes successive class B exchange offer (Item 7.01) | Interchange fees at issue in unresolved US covered litigation claims fell from about $49.6bn (1 Oct 2023) to about $39.4bn (1 Oct 2025); Visa expected the amount to drop below 50% of the 2023 level after dismissal of certain claims, meeting the exchange offer condition |
| 27 Feb 2026 | Form 8-K text | $125m deposit into US litigation escrow | Deposit authorized 25 Feb 2026; B1 rate cut from 1.5491 to 1.5475 and B2 from 1.5108 to 1.5075, effective 26 Feb 2026; As converted B2 count down about 392,202 shares to 181.4m |
| 28 Apr 2026 | Ex 99.1 | Q2 FY2026 earnings release (quarter to 31 Mar 2026) | Net revenue $11.2bn, up 17% (16% constant dollar), highest growth since 2022; GAAP EPS $3.14, up 36%; non GAAP EPS $3.31, up 20%; Payments volume up 9%, cross border volume excluding intra Europe up 11%, processed transactions 66.1bn, up 9% |
| 11 May 2026 | Ex 99.1 | Results of class B1 and B2 exchange offer | Offer expired 8 May 2026; Visa accepted about 2.7m class B1 and 119.8m class B2 shares; Visa to issue about 60.6m class B3 and 23.3m class C shares; fractions paid in cash at $318.79 |
| 12 May 2026 | Ex 10.1 | Form of makewhole agreement with exchange offer participants | Once B3 value is used up by conversion rate cuts, participating holders reimburse Visa in cash for later US litigation escrow deposits they would otherwise have absorbed; Makewhole payments are due within 30 days of demand and go to Visa, not to the escrow |
| 26 Jun 2026 | Form 8-K text | $250m deposit into US litigation escrow | Deposit authorized 24 Jun 2026; conversion rates cut to B1 1.5445, B2 1.5014, B3 1.4953, effective 25 Jun 2026; As converted B3 count down about 740,184 shares to 90.6m |
| 15 Jul 2026 | Ex 3.2 | Amended and Restated Bylaws, effective 14 Jul 2026 | New Article IX names the Delaware Court of Chancery as exclusive forum for derivative, fiduciary duty and internal corporate claims; US federal district courts named exclusive forum for Securities Act of 1933 claims, unless Visa consents otherwise |
| 28 Jul 2026 | Ex 99.1 | Q3 FY2026 earnings release (quarter to 30 Jun 2026) | Net revenue $11.6bn, up 14% (13% constant dollar); GAAP EPS $2.97, up 10%; non GAAP EPS $3.32, up 11%; GAAP results included $563m of severance costs and a $237m MDL litigation provision |
| 23 Sep 2026 | Form 8-K text | $405m deposit into US litigation escrow | Deposit authorized 18 Sep 2026; conversion rates cut to B1 1.5400, B2 1.4924, B3 1.4773; As converted B3 count down about 1.09m shares to 89.5m; Q4 release puts the VWAP at $366.81 |
| 27 Oct 2026 | Ex 99.1 | Q4 and full year FY2026 earnings release | Q4 FY2026 net revenue $12.1bn, up 13%; GAAP EPS $3.19, up 22%; non GAAP EPS $3.48, up 17%; FY2026 net revenue $45.9bn, up 15% (14% constant dollar); GAAP net income $23.5bn, EPS $12.32, up 21%; non GAAP EPS $13.27, up 16% |
