Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☑QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2023

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-33977

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VISA INC.

(Exact name of Registrant as specified in its charter)

Delaware26-0267673
(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)
P.O. Box 899994128-8999
San Francisco,California
(Address of principal executive offices)(Zip Code)

(650) 432-3200

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
Class A Common Stock, par value $0.0001 per shareVNew York Stock Exchange
1.500% Senior Notes due 2026V26New York Stock Exchange
2.000% Senior Notes due 2029V29New York Stock Exchange
2.375% Senior Notes due 2034V34New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☑Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

As of April 19, 2023, there were 1,618,223,392 shares outstanding of the registrant’s class A common stock, par value $0.0001 per share, 245,513,385 shares outstanding of the registrant’s class B common stock, par value $0.0001 per share, and 9,580,212 shares outstanding of the registrant’s class C common stock, par value $0.0001 per share.

VISA INC.

TABLE OF CONTENTS

Page
PART I.Financial Information4
Item 1.Financial Statements (Unaudited)4
Consolidated Balance Sheets—March 31, 2023 and September 30, 20224
Consolidated Statements of Operations—Three and Six Months Ended March 31, 2023 and 20225
Consolidated Statements of Comprehensive Income—Three and Six Months Ended March 31, 2023 and 20226
Consolidated Statements of Changes in Equity—Three and Six Months Ended March 31, 2023 and 20227
Consolidated Statements of Cash Flows—Six Months Ended March 31, 2023 and 202211
Notes to Consolidated Financial Statements (Unaudited)12
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations28
Item 3.Quantitative and Qualitative Disclosures About Market Risk38
Item 4.Controls and Procedures39
PART II.Other Information40
Item 1.Legal Proceedings40
Item 1A.Risk Factors40
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds41
Item 3.Defaults Upon Senior Securities41
Item 4.Mine Safety Disclosures41
Item 5.Other Information41
Item 6.Exhibits42
Signatures43

PART I. FINANCIAL INFORMATION

Next: Item 1. Financial Statements (Unaudited)