Visa Inc 8-K, filed Jun 28, 2022
Visa Inc. (V)
8-K
2022-06-28
For: 2022-06-24
View Original
Added on
April 02, 2026
About this 8-K
Visa Inc filed this 8-K on June 28, 2022, reporting on events of June 24, 2022.
Items reported
- Item 8.01: Other events
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 24, 2022
(Exact name of Registrant as Specified in Its Charter)
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
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Item 8.01 Other Events.
On June 24, 2022, the board of directors of Visa Inc. (the “Company”) authorized the deposit of $600 million into the litigation escrow account previously established under the Company’s U.S. retrospective responsibility plan (the “Plan”). Under the terms of the Plan, when the Company funds the U.S. litigation escrow account, the value of the Company’s class B shares - which are held exclusively by U.S. financial institutions and their affiliates and successors - are subject to dilution through a downward adjustment to the conversion rate of the shares of class B common stock to shares of class A common stock. This has the same effect on earnings per share as repurchasing the Company’s class A common stock, by reducing the class B conversion rate and consequently the as-converted class A common stock share count by the deposit amount. The deposit and the adjustment to the class B conversion rate will be conducted in accordance with the Company’s certificate of incorporation currently in effect.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| VISA INC. | |||||||||||||||||
| Date: June 28, 2022 | By: | /s/ Vasant M. Prabhu | |||||||||||||||
| Vasant M. Prabhu Vice Chair, Chief Financial Officer | |||||||||||||||||