Non-GAAP financial results. use measures exclude items representative operations non-recurring no cash impact distort trends.-GAAP measures provide transparency performance. •Gains losses equity investments. include non-cash fair value adjustments sale. strategic private. tied to performance companies correlate underlying performance business. •Amortization of acquired intangible assets. technology customer relationships brands business combinations fiscal 2019. charges non-cash affected by timing frequency size operations. excluded amount evaluation current performance comparison. •Acquisition-related costs. one-time transaction integration costs. include professional fees technology integration fees restructuring activities costs. retention equity deferred equity compensation. excluded amounts limited duration reflect underlying performance.


provision. recorded accruals interchange multidistrict litigation. recover monetary liabilities. litigation B. 2023 2022 earnings A stock unchanged increased $0. 01 conversion. diluted earnings unchanged. Note 5—U. Europe Retrospective Plans Note 20—Legal Matters consolidated financial statements Item 8.-Ukraine charges. recorded loss deconsolidation Russian subsidiary charges personnel expense employees. one-time charges performance. deferred tax balances. legislation tax rate 19% to 25% April 1 2023 remeasured UK deferred tax liabilities non-recurring non-cash income tax expense. taxes. recognized one-time charge additional taxes. not representative ongoing operations.


Non-GAAP expenses income tax provision rate net income diluted earnings per share measures U. S. GAAP. tables reconcile financial measures. non-GAAP measures Year Ended September 30, Expenses Income Tax Income Tax Income Earnings Per millions,653,764. losses equity investments. Amortization acquired intangible assets. Acquisition-related costs. Litigation provision. Non-GAAP.


Year Ended September 30 Expenses-operating Income Tax Income Tax Income Earnings Per Share(2) millions,497,179. losses equity investments. Amortization intangible assets. Acquisition-related costs. Litigation provision. Russia-Ukraine charges. Non-GAAP. Year Ended September 30 Expenses-operating Income Tax Provision(1) Income Tax Income Earnings Per Share(2) millions,301,752.losses equity investments(712). Amortization acquired intangible assets. Acquisition-related costs. Remeasurement deferred tax balances. Indirect taxes. Non-GAAP.


applying tax.


rounding. tax rate diluted earnings totals unrounded numbers.


Payments volume processed transactions. service processed data processing revenues.


Payments volume purchases cards Visa Electron V PAY Interlink excludes Europe. denominated. dollars calculated. dollar exchange rate. Processed transactions cards Visa Electron V PAY Interlink PLUS networks.


tables payments cash volume. IncMonths Ended June 30 billions Nominal payments Consumer credit,230#2,047#2,810#2,695,040#4,742 Consumer debit(3)####2,619,668,728,490,346 Commercial(4)####882,382 Total nominal payments volume(2)#6,045#5,548#5,922,074,470 Cash volume(5)####631,453 Total nominal volume(2)#6,653#6,179#7,873#7,851#14,526#14,030##4#. Inc.Months Ended June 30% billions percentages Nominal payments Consumer credit#2,047#1,641#2,695,398#4,742,039 Consumer debit(3),388,728,443,346 Commercial(4),382,104 Total nominal payments volume(2)#5,548#4,725#5,922,248,470#9,973 Cash volume(5)####1,925 Total nominal volume(2)#6,179#5,360#7,851#7,172,030#12,532


table presents change nominal constant payments cash volume Inc. Months Ended June 30 2023 vs 2022(1) 2022 vs 2021(1) 2023 vs 2022(1) 2022 vs 2021(1) Payments volume growth Consumer credit growth# Consumer debit growth(3)# Commercial growth(4) Total payments volume growth## Cash volume growth(5) Total volume growth#####


revenues quarter assessed payments prior. revenues twelve months September 30 2023 2022 2021 based payments clients. information updated. Prior updates not material.


recalculate rounding. Percentage changes totals unrounded.


prepaid Interlink.


small credit debit commercial prepaid.


volume balance transfers convenience checks.


nominal volume payments cash. provided financial institution clients Visa.


constant-dollar foreign currency against. dollar


table presents processed transactions Years Ended September 30. millions percentages Visa processed transactions,734


table recalculate rounding. Percentage changes unrounded numbers. information updated. updates.


net revenues payments Visa transactions network. See Note Accounting Policies consolidated financial statements Item 8 net revenues.


table presents net revenues. Years Ended September 30 millions.,138,851,160 International,459,945 revenues,653,310,105


recalculate rounding. Percentage changes unrounded.


revenues 2023 cross-border transactions payments offset client incentives.


net revenues impacted. dollar revenues converted. 2023 exchange rate lowered net revenues growth-half points.


table net revenues Years Ended September 30 Service,361,475 Data processing,007,438,792 International,638 Other,479 Client incentives,297,295),367 Net,653,310,105


table recalculate rounding. Percentage changes unrounded numbers. revenues increased 5% growth payments business mix. suspension Russia.


processing revenues increased 10% growth transactions pricing modifications value added services. suspension Russia. revenues increased cross-border volumes 23% pricing modifications offset lower volatility. revenues increased marketing consulting services pricing modifications. incentives increased payments volume 2023. vary performance expectations amendments contracts.


operating expenses salaries benefits incentive share contractor expenses. advertising sponsorships promotions Visa. processing expenses processing network maintenance equipment rental data processing services. fees legal consulting services. amortization software property equipment finite intangible assets acquisitions. administrative expenses card benefits airport lounge cardholder protection concierge facilities travel taxes foreign exchange gains losses corporate expenses. provision expenses estimate profile specifics advice loss.


table operating expenses Years Ended 30 Personnel,240 Marketing,341,336 Network processing Professional fees Depreciation amortization administrative,330,194 Litigation operating,653,497,301


expenses performance. Item 7. expenses increased employees compensation future growth acquisitions. amortization expenses increased investments acquisitions. administrative expenses increased foreign currency travel benefits suspension operations Russia. provision increased higher accruals. litigation. Note. Europe Responsibility Plans Note 20—Legal Matters Item 8.


Non-operating income includes borrowings losses investments tax liabilities non-service pension.


table presents non-operating income Years Ended September 30 millions Interest expense Investment income non-operating income(677)#259


. Percentage changes unrounded numbers. expense losses derivative instruments offset interest debt. Note Hedging Instruments consolidated financial statements Item 8.


income higher interest lower losses. Note Value Measurements Investments consolidated statements Item 8.


table income tax rates Years Ended September 30 tax


income tax rates 2023 2022 18% 2023 $142 million tax benefit reassessment uncertain tax position information 2022 $176 million benefit state apportionment tax position.


cash flow budgets forecasts liquidity needs believe 12 months. assess liquidity position supplemental liquidity operating performance economic capital market conditions circumstances.


table summarizes cash flow Years Ended September 30 millions cash Operating,755,849,227 Investing(2,006),288 Financing,772,696


. Cash 2023 higher due growth business offset incentive payments.


activities. Cash 2023 lower due absence cash acquisitions settlement hedge instruments lower purchases offset lower sales maturities.


activities. Cash 2023 higher due senior notes higher principal debt higher dividends share repurchases.


investments. September 30 2023 $16. 3 billion debt securities $5. 4 billion. portfolio working capital liquidity. securities. Treasury. $3. 5 billion current short-term liquidity.


investments year balance available short-term liquidity needs.


Factors liquidity include credit ratings regulatory developments central banks monetary authorities credit markets. review portfolio market conditions. if market conditions deteriorate liquidity investments impaired impact financial results. policies limit credit exposure financial institution.


. working capital. September 30, 2023 no outstanding obligations. Note consolidated financial statements Item 8.


. unsecured $7. billion expires May 2028. September 30 2023 no. Note statements 8.


. Litigation escrow account. responsibility plan Visa shareholders liability. litigation escrow account liabilities. payable. funds restricted payments. litigation rely. Note 5—U. S. Europe Retrospective Plans Note 20—Legal Matters consolidated financial statements Item 8.


Payments settlement. daily liquidity requirement. dollar settlements settled receivable balance currencies. outstanding days industry practice. fiscal 2023 settlement working capital. September 30, 2023 held $10. 1 billion liquidity daily settlement remaining working capital. Note 12—Settlement Guarantee Management financial statements Item 8.


. settlements future liquidity. 2023 deposited $1. billion. litigation escrow account litigation. balance September 30 2023 $1. 8 billion restricted cash balance sheets. Note. Europe Responsibility Plans Matters 8.


stock repurchases. 2023 $12. 2 billion. September 30 $5. billion. October 2023 authorized $25. billion repurchase multi-year flexibility. repurchases market performance accelerated open market purchases transactions Rule 10b5-1 plans. Note Equity statements 8.


. 2023 paid $3. 8 billion dividends stock. October 24 2023 declared quarterly dividend $0. 52 share class A common stock. pay $1. 1 billion December 1, 2023. dividends


board directors. B C share future dividends.


. September 30, 2023 outstanding principal $20. 9 billion. repaid $2. 25 billion December 2022 notes. $500 million green bond allocated $391 million green projects. Note 8.


. September 30 2023 short long liabilities balance $8. 2 billion.


. September 2023 liabilities $1. 6 billion. Taxes statements Item 8.


. June 2023 acquire Pismo $1. billion. regulatory reviews approvals.


Purchase obligations. September 30, 2023 long obligations $1. 7 billion $0. 9 billion agreements quantities price timing. estimated timing. future obligations software licenses Note consolidated financial statements Item 8.


. September 30, 2023 long obligations $12 million $421 million leases. future lease payments Note 9—Leases statements Item 8.


Tax Cuts Jobs Act. 2023 obligations $162 $431 million transition tax earnings non. subsidiaries.


indemnify clients losses failure fund. indemnification limited unsettled Visa transactions. global settlement risk policies post collateral credit standards. Note Accounting Policies Note 12—Settlement Guarantee Management financial statements Item 8.


Financial Accounting Standards Board issued accounting updates financial statements.


consolidated financial statements prepared accounting principles judgments assumptions estimates amounts. Note Accounting Policies statements Item 8. established policies procedures ensure estimates assumptions. results differ assumptions material.


believe accounting estimates critical understand financial results require subjective management judgments need effect uncertain.


. long-term incentive agreements clients merchants partners cash incentives revenue payments volume Visa acceptance transactions innovation. incentives accounted reductions revenues separate benefit operating expenses. Incentives recognized estimate performance. estimates reviewed adjusted expectations performance amendments contracts.


Assumptions judgment. incentives volume card issuance conversion. Performance transactional historical conditions discussions merchants.


results differ. performance estimates incentives different. Increases incentive payments driven by payments transaction volume revenues. payments exceed estimates financial condition cash flows. cumulative impact revision estimates recorded.


estimates. involved legal proceedings outcomes not control. Management assess probability loss estimate consolidated financial statements.


judgment. evaluate likelihood potential loss legal proceedings. record liability loss probable amount estimated. judgment required probability. judgments subjective based factors understanding legal profile history advice legal counsel estimate loss. additional information reassess potential loss revise estimates.


entered loss sharing agreements liability litigation. U. S responsibility plan addresses monetary liabilities. litigation. U litigation escrow account. higher balance. Europe plan covers territory liabilities fines penalties European Commission proceedings. Note 5—U. S Europe Retrospective Plans Note 20—Legal Matters financial statements Item 8.


Impact results differ assumptions. uncertainties legal regulatory jurisdictions judgments effects business financial conditions results. Note 20—Legal Matters consolidated financial statements Item 8.


estimates. tax rate tax positions timing deductions allocations jurisdictions.


Assumptions judgment. tax filing positions timing deductions credits allocation income jurisdictions local tax laws. inventory evaluate measure uncertain tax positions returns record liabilities taxing authorities.


Impact results differ from assumptions. estimates judgments reasonable results differ. judgments review taxing authorities. challenge right realize tax benefit effect financial condition results operations cash flows.


Market risk economic loss market factors. currency rates interest rates equity prices. monitored.


exposed to risks foreign currency exchange rate fluctuations related revenues transactions payments. manage risks foreign currency forward contracts variability cash flows. exchange rate risk management program reduces impact.


September 2023 2022 10% weakening loss $236 million $220 million foreign currency contracts. offset gain cash foreign revenues payments. Note Accounting Policies Note Hedging Instruments financial statements Item 8.


exposed foreign currency exchange rate risk Euro. Translation. dollar accounts expense accounts average rate. translation adjustments income balance sheets. 10% change Euro. dollar September 30 2023 2022 currency translation adjustment $1. 9 billion $1. 8 billion.


September 30 2023 2022 designated €3. billion €1. 2 billion Euro-denominated senior notes exchange Visa Europe. offset. Note Accounting Policies Note Hedging Instruments consolidated financial statements Item 8.


subject foreign currency exchange risk settlement. rate setting market trades. limited procedures Visa settlement systems interaction foreign counterparties.


investment portfolio assets fixed adjustable-rate securities. interest rate risk. fair value interest rates. falling-rate environment reinvestment risk less interest income. 2023 2022 100 point increase interest rates fair value $43 million $47 million. losses sold investments maturity. investments until maturity.


interest rate cross-currency swap agreements senior notes interest rate reduce cost borrowing. convert. fixed. dollar Euro floating-rate. risks interest rate fluctuations. 100 point increase $40 million annual interest expense. Note 13—Derivative Hedging Instruments consolidated financial statements Item 8.


equity investments marketable non-marketable securities. publicly traded non privately companies. September 30, 2023 2022 value marketable $163 million $291 million non-marketable $1. 4 billion $1. 2 billion. market-related risks reduce value. decline financial results loss carrying value. review non-marketable securities for impairment cash flows capital needs business model.


Report Accounting LLP Santa Clara CA Auditor 185 Balance Sheets Operations Income Equity Cash Flows


Consolidated Statements Control


audited balance sheets Visa Inc. subsidiaries September 30 2023 2022 statements operations income equity cash flows 2023. audited control financial reporting 2023 Internal Control Integrated Framework (2013) Treadway Commission.


consolidated financial statements present financial position Company September 30 2023 2022 results cash flows 2023. accounting principles. Company maintained internal control financial reporting 2023 Internal Control – Integrated Framework (2013) Treadway Commission.


management responsible for consolidated financial statements internal control assessment Report Internal Control Reporting. opinion consolidated financial statements internal control audits. public accounting firm registered Accounting Oversight Board independent. federal securities laws rules Securities and Exchange Commission PCAOB.


conducted audits PCAOB. standards require plan assurance consolidated financial statements free misstatement error fraud internal control.


audits of consolidated financial statements included risks misstatement error or fraud. examining evidence amounts disclosures. accounting principles estimates management presentation. audit of internal control over financial reporting included understanding risk material weakness testing design effectiveness control risk. other procedures necessary. audits provide reasonable basis for opinions.


internal control over financial reporting assurance reliability financial reporting preparation financial statements for accounting principles. includes policies procedures maintenance records transactions dispositions assets assurance transactions recorded necessary preparation financial statements receipts expenditures with authorizations management directors assurance prevention of unauthorized acquisition use disposition assets financial statements.


limitations internal control financial reporting prevent misstatements. projections effectiveness future risk controls compliance policies deteriorate.


critical audit matter is from current period audit of consolidated financial statements communicated to audit committee relates to accounts disclosures material challenging complex judgments. communication alter our opinion on financial statements not providing separate opinion.


litigation accrual Interchange Multidistrict Litigation


Notes 5 20 financial statements Company party legal proceedings Interchange Multidistrict Litigation recorded accrual $1,621 million September 30, 2023. statements assess probability loss estimate loss. outcome legal proceedings not control known.


identified assessment litigation class members opting Damages settlement Interchange Multidistrict Litigation Individual Merchant Actions critical audit matter. involves uncertainties unascertainable damages. challenging auditor judgment assumptions estimation outcomes. Company incur judgments settlements revise expectations estimated liability.


primary procedures audit matter. evaluated design internal controls litigation accrual process MDL – Individual Merchant Actions. evaluated monetary exposure liabilities amounts legal matters merchants opted out previous MDL settlement. compared amounts remaining opt-out merchants. sensitivity analysis recalculated ending litigation accrual. read letters external internal. considered information.


served auditor.


30 millions Assets Cash equivalents,286,689 Restricted cash.escrow Investment securities Settlement receivable Accounts Customer collateral incentives expenses assets,668,205 securities,136 Client incentives,348 Property equipment,223 Goodwill Intangible assets,065,737,499,501 Liabilities Accounts payable Settlement,281 Customer collateral,342 Accrued compensation benefits,359 Client incentives Accrued liabilities,726,250 liabilities,853 debt Deferred tax liabilities Commitments contingencies Equity convertible.25 shares 5 A B C 3) issued September 30 2023 2022 A B C stock capital. 2,003,341 shares A 2,001,622 1,097) 1,849 1,890 shares issued September 30 2023 2022 recover losses,116 Investment securities pension postretirement plans Derivative instruments Foreign currency adjustments income(2,369) equity liabilities equity,499,501


notes consolidated statements.


Years Ended September 30 millions Net revenues,653,310,105 Operating Personnel Marketing Network processing Professional fees Depreciation amortization General administrative Litigation operating expenses,653,497,301 Operating income,813,804 Non Income Interest expense Investment income non income taxes,136,063 tax provision Net income,273,311 Earnings Per Class A common stock. B. C.53 Weighted-average Shares Class A B C Earnings Per A common. B common stock. C common stock. 51 Weighted-average Shares A common stock,136,188 B common stock C common


Years Ended September 30 millions Net income,273,311 income Investment securities unrealized gain tax adjustments benefit pension postretirement plans unrealized gain service credit tax Derivative instruments unrealized gain (loss tax Reclassification adjustments Foreign currency translation adjustments,255 comprehensive income (loss income,325,152,393


Stock Stock Paid Capital Balance September 30 2022 Net losses Recovery conversion rate adjustment Conversion common stock public market Share Stock equity Restricted stock performance-based shares cash Cash dividends quarterly $0. 45 common Repurchase common Balance September 30 2023,452


September 2023 2022 value A $456 million $1. billion. Note. Plans B C.


less million shares.


Stock Stock Paid millions Balance September 30 2021,855 Net income losses Recovery conversion rate adjustment series A preferred stock Conversion class A common stock public Share Stock equity Restricted stock performance-based shares cash Cash dividends quarterly $0. 375 common stock Repurchase common Balance September 30 2022


September 2022 2021 value A $1. billion $486 million. Note. Plans B C.


Stock Paid millions Balance September 30 2020,086 Net new accounting losses Recovery conversion rate adjustment Conversion A common stock public market Share-based compensation equity plans Restricted stock performance shares cash Cash dividends quarterly $0. 32 common Repurchase common stock Balance September 30 2021,855


Years Ended September 30 millions Operating Net income,273,311 Adjustments income cash Client incentives,297,295,367 Share compensation Depreciation amortization Deferred income taxes losses losses equity investments operating assets liabilities Settlement receivable Accounts Client incentives,351 assets Accounts Settlement Accrued liabilities Net cash,755,849,227 Purchases property equipment technology Investment securities Purchases,363 Proceeds maturities sales Acquisitions Purchases investments(71) Settlement derivative instruments investing activities Net cash(2,006),288) Repurchase class A common stock,101)(8,676) Repayments debt,250))(3,000) Dividends,751),203),798) senior notes,218 class A common stock Restricted stock performance shares cash taxes financing activities Net cash(17,772),696) exchange rate changes cash(1,287)(37) Increase cash,377,799,171 end,990,377,799 Supplemental Cash income taxes,741 Interest payments debt Accruals purchases property equipment technology


. Visa Inc. global payments technology commerce money movement 200 countries. operates electronic payments VisaNet transaction processing services settlement. offers products solutions secure efficient money movement. not financial institution issue cards extend credit rates fees. relationships clients.


Consolidation. financial statements include Visa entities accounting principles. Company consolidates majority-owned entities variable interest entities primary beneficiary. investments VIEs not material statements. Intercompany balances transactions eliminated.


sanctions Visa clients. Company suspended operations deconsolidated subsidiary.


activities interrelated. decisions based Visa global business. reportable segment Payment Services.


estimates. consolidated financial statements. S. GAAP requires estimates assumptions future events. affect assets liabilities revenues expenses reporting period. estimates change events additional information recognized. Future results differ estimates. use estimates accounting policies.


Cash equivalents restricted. liquid investments maturities 90 days less purchase. recorded cost value short maturities. defines restricted cash equivalents. Note 4—Cash Equivalents Restricted Equivalents.


cash. litigation escrow. Company escrow account liabilities. litigation paid Note. S Europe Responsibility Plans Note Matters. escrow funds investments restricted cash equivalents balance. Interest recognized investment income statements.


. Company measures financial assets liabilities. non-financial assets goodwill intangible property measurements impaired. Fair value price transfer liability. three-level valuation hierarchy. Note 6—Fair Value Measurements Investments.


Marketable equity securities. publicly traded companies mutual fund investments employee compensation benefit plans. Interest dividend income gains losses recognized statements.


mutual fund investments employees. investments trust not operational liquidity needs. liability reported accrued liabilities balance sheets changes personnel expense.


-for-sale debt securities. Company’s investments include U. government-sponsored. Treasury. recorded at cost purchase carried at fair value. working capital liquidity needs. Investments maturities less than one year within one year current assets other non-current. Unrealized gains losses reported in income. method gain loss sale securities recorded in income statements. Interest income recognized earned included.


Company evaluates debt securities for impairment. decline value below amortized cost recognizes impairment in investment income statements before recovery amortized cost. decline from credit losses loss recognized allowance on balance sheets investment income. non-credit loss remains in income until sale or impairment.


Non-marketable equity securities. reported include investments privately entities without values. gains losses recognized in income statements.


Company applies equity accounting control influence entity. share profit loss recognized investment income consolidated statements.


Company applies fair value equity securities entities influence. adjusts carrying value fair value transactions investments issuer.


Company reviews investments equity fair value analysis facts changes investment cash flows capital needs viability business model.


. cash investment securities settlement accounts collateral equity securities instruments. Note Value Measurements Investments.


receivable payable. Company operates authorizing transactions. dollar settlements settled receivable payable balance. Settlements currencies. outstanding days due. presented receivable payable consolidated balance sheets.


collateral. Company holds cash deposits non-cash assets from clients settlement obligations Visa. cash collateral assets offset by liabilities balances on consolidated balance sheets. Pledged securities custodian. sell default. Letters of credit financial institutions guarantees. Guarantees client’s parent. Company evaluates financial viability. Note 12—Settlement Guarantee Management.


Guarantees indemnifications. Company recognizes obligation guarantees indemnifications probability. indemnifies clients losses failure Visa rules. estimates credit losses recognizes allowance indemnification obligations. estimated liabilities balance sheets.


Property equipment technology. historical cost less depreciation amortization computed life. Depreciation 2 to 10 years. Leasehold improvements amortized. improvements 3 40 years over 40 years. functionality depreciated. Land construction-in-progress not depreciated.


Technology includes purchased developed software acquisitions. software VisaNet. Internal external costs preliminary expensed. costs application development capitalized. project amortized useful life. Acquired assets recorded value amortized life.


Company evaluates recoverability long-lived assets impairment. future cash flows less than carrying amount impairment loss recognized exceeds fair value. Note 7—Property Equipment Technology Net.


. Company determines inception. Right-of-use assets lease liabilities recognized commencement date remaining lease payments. considers payments fixed commencement. leases uses incremental borrowing rate commencement value. ROU asset includes lease payments net lease incentives. terms include options extend terminate. record ROU asset liability for leases 12 months or less.


Lease agreements contain non-lease components. maintenance utilities. Company combine lease payments non-lease. Operating leases as ROU assets included. current lease liabilities accrued long-term. lease cost expense adjusted for impairment sublease income.


. Company accounts acquisition assets acquired liabilities assumed noncontrolling interest recorded acquisition. excess purchase price over recorded goodwill. Acquisition costs expensed.


Intangible assets goodwill. Company records evaluates life.


Finite-lived intangible assets customer relationships trade names acquisitions. amortized tested for recoverability. lives 3 to 15 years.


Indefinite-lived assets trade name customer relationships reacquired rights. not amortized evaluated impairment annually. Company assesses qualitative factors quantitative impairment test. allocation cash estimate fair value. Impairment exists if fair value less than carrying value.


Goodwill excess purchase price net assets business. not amortized evaluated impairment unit annually impairment.


Company review assets February 1 2023 no impairment. impairment September 30, 2023. Note Assets Goodwill.


litigation. Company evaluates unfavorable outcome records loss contingency liability loss estimated. judgments subjective based factors specifics defenses consultation legal counsel. outcomes differ estimates. expenses legal costs consolidated statements operations. Note 20—Legal Matters.


Revenue recognition. Company’s net revenues service data processing international transaction other reduced by client incentives. network provider obligation provide access to Visa’s payments network payment transactions deliver products services. delivers services to issuers acquirers merchants consumers. considers all customers. earns net revenues from issuers acquirers. Consideration variable transactions payments volume. transaction price net of discounts. recognizes revenue sales taxes. elected optional exemption not disclose remaining performance obligations. recognizes revenues from value added services issuing acceptance risk identity open banking advisory services.


Service revenues Visa services. include fees payments. Visa’s access payments network Visa-branded payments programs. Current revenues assessed pricing prior payments volume.


Data processing revenues authorization clearing settlement services issuing risk identity network access maintenance transaction processing clients. recognized transactions services.


International revenues cross-border processing currency conversion. country issuer different beneficiary. revenues recognized period transactions services performed.


revenues services marketing card benefits license fees Visa account certification licensing. recognized transactions services performed.


Client incentives. Company contracts with merchants partners programs cash incentives revenue payments volume Visa acceptance transactions innovation. Incentives reductions revenues unless cash operating expense. Company capitalizes incentive payments assets amortizes revenues term. Incentives earned recorded disclosed as liabilities reductions revenues future performance. reviewed estimates adjusted performance expectations performance amendments new contracts. assets liabilities classified balance sheets current long-term 12-month operating cycle.


. Company expenses advertising. media advertising expensed. Sponsorship costs recognized. Promotional costs expensed incurred services event.


Income taxes. Company’s tax expense current deferred. Current represents taxes current period. Deferred tax assets liabilities future tax consequences differences financial statement tax basis assets liabilities operating loss credit carryforwards. assets measured using tax rates income differences. management considers. valuation allowance recorded for portions historical taxable income future income tax planning strategies.


tax law Company recognizes measures discloses tax uncertainties. accounts interest expense penalties consolidated statements. files consolidated federal combined state tax returns. foreign tax credits. Note Taxes.


Foreign currency remeasurement translation. currency. dollar foreign operations except Visa Europe Euro. Transactions converted rate. monetary assets liabilities remeasured currency. Non-monetary assets remeasured historical exchange rates. foreign currency gains losses recorded expense not material 2023 2022 2021.


non-U. currency translation. dollar balance sheet accounts exchange rates revenue expense average exchange rate. translation adjustments income consolidated balance sheets.


hedging instruments. Company uses foreign exchange contracts exposure currency rate changes-functional cash flows. terms hedges 12 months. regression analysis hedge effectiveness. tests contracts spot rate instrument hedged transaction.


Derivatives carried fair value consolidated balance sheets. Gains losses changes cash flow hedges recorded income. forecasted transaction recognized reclassified statements. Forward points excluded reported earnings. hedges subject master netting agreements settle payable receivable positions single currency payment. presents fair values gross consolidated balance sheets.


Company holds foreign contracts instruments net investment hedges against investment Visa Europe. holds interest rate cross-currency swap agreements senior notes interest rate exposure cost borrowing. interest rate swaps fair value hedges cross-currency swaps net investment hedges. Gains losses recognized in interest expense. losses recorded in income. Amounts excluded recognized in earnings.


Company utilizes foreign exchange contracts exchange rate fluctuations assets liabilities. Gains losses value instruments recorded expense statements operations.


Cash flows hedge operating. fair value hedge operating investing financing. net investment hedge investing. Note 13—Derivative Hedging Instruments.


Share compensation. measures grant date net forfeitures value. recognizes service conditions straight-line period vesting. performance-based awards graded-vesting.


estimated target performance adjusted estimate. Note-based Compensation.


share. Company calculates two-class method rights common.


earnings per share net income weighted-average common stock securities. securities include series A B C preferred stock units rights dividends. income allocated proportional ownership. weighted reflects changes ownership. Note 15—Stockholders’ Equity.


Diluted earnings per share net income weighted-average common stock securities potential A shares. Dilutive equivalents shares conversion series A B C incremental shares treasury stock method employee stock options purchase Employee Stock Purchase Plan vesting unearned performance shares. Note 16—Earnings Per Share.


Adopted Accounting. March 2020 issued Accounting Standards Update 2020-04 optional expedients exceptions. GAAP contracts hedging London. issued amendments. effective December 31, 2024. 2023 Company adopted optional expedients contract modifications hedge accounting. financial statements.


June 2023 Visa Pismo Holdings Latin America Asia Europe $1. billion. closing regulatory reviews approvals.


. December 2021 Visa acquired Currency Cloud Group foreign exchange $893 million interest. allocated $150 million technology customer relationships assets deferred tax liabilities $743 million goodwill.


. March 2022 Visa acquired 100% Tink $1. 9 billion. open banking platform products move money. acquisition open banking innovation.


table purchase price Tink Price Life millions Technology Customer relationships Deferred tax liabilities assets Goodwill Total


Goodwill synergies acquisition workforce. not deductible tax.


revenues cash flows revenue categories markets. tables disaggregate revenues geography Years Ended September 30 Service,361 Data processing,007,438 International,638 Other revenues,479 Client incentives Net revenues,653,310 Years Ended September 30.,138,851,160 International,459,945 Net revenues,653,310,105


obligations deferred contract invoiced recognized value added services. September 30, 2023 obligations $2. 9 billion. expects half recognized next two years remaining thereafter. revenue recognition contract modifications terminations.


Company reconciles cash equivalents consolidated balance sheets 30 millions Cash equivalents,286,689 Restricted equivalents. litigation escrow Customer collateral,342 Prepaid expenses assets Cash equivalents equivalents,990,377


Prepaid expenses assets include restricted cash equivalents funds Company bank accounts activities. offset by consolidated balance sheets.


Company established mechanisms liability. retrospective responsibility plan. litigation escrow agreement conversion shares B common stock indemnification obligations Visa. members interchange judgment loss sharing omnibus agreement.


U. S. litigation matters settled resolved Interchange Multidistrict Litigation. Payment Card Interchange Fee Merchant Discount Antitrust Litigation, 1:05-md-01720-JG-JO. MDL 1720 cases case claims damages prior Company’s initial public offering (IPO) transferred MDL 1720 claim reorganization transferred MDL 1720 case after October 22, 2015 merchant opted out of Rule 23(b)(3) settlement class MDL 1720 facts similar MDL 1720 not transferred MDL 1720. See Note 20—Legal Matters.


. litigation escrow agreement. Company maintains escrow account settlements. paid. amount escrow determined by board directors committee affiliated. members. litigation higher lower escrow account balance. Note 20—Legal Matters.


table cash. litigation escrow account Years Ended September 30 millions Balance Deposits. escrow account Payments opt-out interest escrow funds Balance end period


payments interchange. Note Matters.


Conversion feature. Company funds U. S. litigation escrow account B common stock dilution A. effect earnings repurchasing reduces conversion rate-converted A share count deposit. Note 15—Stockholders’ Equity.


Indemnification obligations. amounts U. litigation escrow arrangement agreements. litigation Company enforce indemnification obligations Visa. members excess amounts. certificate incorporation membership agreements.


judgment agreement. Visa U. Visa International Service Association Visa. members defendants multidistrict Note 20—Legal Matters. Visa. members pay membership final judgment not Mastercard.


Loss sharing agreement. Visa with. Visa International. members. agreement indemnification Visa. International Visa final judgment paid Visa. Visa International. escrow arrangement class B common stock interchange judgment sharing agreement amounts reimbursable signatories damages settlement. approved Visa. certificate vote. voting members. obligation bank party loss sharing agreement final judgment against Visa. Visa International signatory approved settlement. litigation multiplied by bank’s membership proportion calculated Visa. certificate incorporation.


October 22, 2015, Visa amendment loss sharing agreement. includes. action opt-out Rule 23(b)(3) Settlement Class MDL 1720 similar not transferred. Visa amendments interchange judgment omnibus agreement action.


agreement. Visa Mastercard Visa U. members intentions loss sharing interchange judgment sharing multidistrict Note 20—Legal Matters. monetary settlement divided Mastercard 33. 3333% Visa 66. 6667%. monetary judgment Visa


claims omnibus agreement treated Visa. no liability monetary Mastercard if not monetary liability divided into Mastercard 33. 3333% Visa 66. 6667%. Visa portion settlement allocated Company’s U. S. retrospective responsibility plan. consolidated statements operations not impacted.


August 26, 2014, Visa omnibus agreement. amendment settlements opt-out interchange multidistrict litigation settlement-sharing provisions monetary portion divided Mastercard 33. 3333% Visa 66. 6667%. termination settlement Visa Mastercard arrangements Visa two-thirds Mastercard one-third sums paid defendants termination takedown payments.


UK loss sharing agreement. Company loss with Visa Europe financial institutions United Kingdom members. agreed compensate Company losses incurred domestic multilateral interchange fee rates United Kingdom Visa Europe acquisition terms conditions maximum up-front cash consideration. obligations conditional losses sterling equivalent June 21, 2016 €1. 0 billion UK claims conversion rate series B preferred stock conversion rate reduced to zero losses multilateral interchange fee rate setting Visa Europe territory.


Litigation management deed. Company deed with Visa Europe procedures management VE territory litigation allocation of losses between series B C preferred stock accelerated conversion. applies to VE territory litigation losses liabilities. Company conduct VE territory litigation obligations report consult litigation management committee. Visa Europe granted consent rights to approve decisions.


Company obtained protections VE losses series B C stock UK loss sharing agreement litigation management deed Europe retrospective responsibility plan. plan covers VE litigation Closing. protection 70% liabilities inter interchange fee rates issuer outside merchant within. protect remedies fines competition interchange litigation.


U. S. Europe escrow account settlements. Company VE territory losses A stock conversion rates series B C stock. protection preferred stock


Europe responsibility plan equivalent-converted value preferred stock calculated outstanding shares current conversion rate Visa’s class A common stock price. differs stock balance sheets. book value reflects historical value less losses conversion rate. reflect changes class A common stock price.


Visa. income impacted by losses value preferred stock greater than loss. losses recorded probable estimable attorney’s fees. Company records reduction stockholders’ equity recover losses conversion. recorded contra-equity losses.


VE territory losses recorded before adjustment conversion rate. Adjustments six-month unless loss €20 million six-month limitation. adjustment recorded recorded against book value preferred stock equity.


litigation June 21, 2022 sixth anniversary Visa Europe acquisition Territory Litigation Committee release assessment. released $3. 5 billion B C issued 176,655 shares July 29, 2022 Anniversary. holder adjustment 100. paid $3 million cash. Note Equity.


table VE territory losses stock recover equity Stock Balance September 30 2022 losses Recovery conversion Balance September 30 2023 Stock millions September 30 2021 VE losses Recovery conversion rate adjustment Sixth Anniversary Release Balance September 30 2022


settlements costs. Note Matters.


recover losses differs recovered due differences exchange rates losses incurred recovery.


table presents-converted value preferred stock VE territory losses compared book value stockholders’ equity balance sheets 30-converted Value Stock(1) Value millions Series B stock,309 Series C Total Less right recover covered losses Total recovery losses,171,102,318


table recalculate rounding. values unrounded numbers.


September 30, 2023 stock 2 million 3 million shares B C 2. 937 3. 629 A stock conversion rate $230. Visa’s closing price.


September 30, 2022 stock 2 million 3 million shares B C 2. 971 3. 645 stock conversion rate $177. 65 Visa’s closing price.


Assets Liabilities Measured Recurring Measurements September 30 millions Cash Money market funds. Treasury securities Investment securities equity securities. government-sponsored debt securities. Treasury securities assets Money market funds Derivative instruments Liabilities Accrued compensation benefits Deferred compensation liability Accrued liabilities Derivative instruments


assets liabilities. funds. Treasury securities equity securities fair value unadjusted prices. deferred compensation liability value equity securities.


Level 2 assets liabilities. value. government-sponsored debt securities based quoted prices assets. Derivative instruments valued inputs observable.


amortized cost unrealized gains losses value debt securities 30 2023 millions. debt securities,109. Treasury securities


30 2022 Unrealized millions. government debt securities. Treasury securities Total,395


Debt securities unrealized losses less 12 30 2023 12 Greater Unrealized millions. government-sponsored debt securities. Treasury securities,178 30 2022 Than 12 Months Unrealized Losses millions. government-sponsored debt securities. Treasury securities


unrealized losses interest.


maturities debt 30 2023 millions year,804 five years Total


non-marketable equity securities include without fair values. measured non classified Level 3 quoted market prices lack liquidity inputs judgment.


table summarizes non-marketable equity securities September 30 2023 gains losses millions cost Adjustments Upward Downward impairment amount,173


gains losses 2023 2022 non-marketable equity securities fair value held September 30 2022 Years September millions Upward adjustments Downward adjustments impairment


Investment income Years Ended September 30 millions Interest dividend cash investments Equity securities Unrealized gains Realized Investment income


. instruments measured amortized cost balance sheets. fair value based quoted prices assets. Level 2. September 30, 2023 $20. 5 billion $17. 7 billion. September 30 2022 $22. 5 billion $19. 9 billion.


financial instruments measured. September 30, 2023 settlement receivable payable customer collateral fair short maturities. Level 2.


Property equipment technology 30 millions Land Buildings improvements Furniture equipment improvements,230 Construction Technology,291 property,881 Accumulated depreciation amortization,355,223


September 30 2023 2022. 7 billion.


September 30 2023 future amortization expense technology Years Ending September 30 millions future amortization expense


2023 2021 property $867 $771 $721 million.


Indefinite finite-lived intangible assets 30 Amortization millions Finite-lived intangible assets Customer relationships Trade names Reseller relationships Total finite-lived intangible assets,135(855 Indefinite-lived intangible assets Customer relationships reacquired rights,740 Visa trade name,084 indefinite-lived intangible assets(855,104,848,065


2023 finite-lived $76 $90 $83 million.


September 30 2023 future amortization expense finite-lived assets Years Ending September 30 millions amortization expense


changes goodwill Years Ended September 30 millions Balance,787 acquisitions adjustments Foreign currency translation end period,997,787


Company entered lease agreements real estate. leases 2024 2035. extend lease five years. Payments fixed.


September 30 2023 2022 ROU assets $488 million $480 million. lease


consolidated sheets $106 $98 million long-term $412 $422 million.


2023 2022 2021 lease cost $129 $117 $111 million. 30 six years discount 2. 43%. 15%.


September 30 2023 lease payments Leases millions 2024 2025 2028 lease payments interest lease liabilities


ROU lease liabilities $82 $74 $96 million.


September 30 2023 leases $433 million. 2024 non-cancellable 1 14 years.


Company debt 30. dollar notes. 80% December 2022. 15% December 2025. 90% April 2027. 75% August 2027. September 2027. 05% April 2030. 10% February 2031. 15% December 2035. 70% April 2040. 30% December 2045. 65% September 2047. August 2050 Euro. 50% June 2026. June 2029. 375% June 2034,945 Unamortized discounts issuance costs accounting debt,463,450 Current maturities Long-term debt


interest rates hedge.


interest rate swap agreements. Note Accounting Policies Hedging Instruments.


Company’s senior notes are unsecured obligations ranking equally debt. not secured by assets not guaranteed by subsidiaries. September 30, 2023 compliance with covenants. senior notes redeemed prices. Euro notes redeemed U. S. tax events.


2023 Company repaid. billion notes December.


September 30 2023 future payments debt Years Ending September 30 millions Future principal payments,434,750,752,936


Visa commercial paper program working capital. $3. billion notes maturities 397 days. September 30 2023 2022 no obligations.


May 2023 Company entered agreement five-year unsecured $7. billion facility May 2028. Interest charged reference rate currency type margin credit rating debt. commitment fee rating. September 30, 2023 compliance covenants. credit facility maintained payment card settlement corporate purposes. September 30 2023 2022 no outstanding.


Company sponsors non-qualified pension plans retirement medical benefits employees U. S. internationally employees non-U. S. locations. actuarially evaluated discount rate return. Disclosures include U. S. non-U. S plans. September 30 measurement date.


. pension plans closed entrants. participants credits. Visa Europe plans closed entrants. future benefits participants.


funded status recorded obligation. September 30 2023 2022. $1. billion $960 million $640 million $663 million funded $374 million $297 million. 2023 2022 non. $317 million $327 million obligation $287 million $278 million funded status $30 million $49 million.


September 30, 2023 2022 tax. pension plans ($82) million$150) million. non-U. plans ($87) million ($35) million.


Company sponsors employees. 2023 2021 expenses $192 $161 $141 million


attributable employees 401(k) plan. contributions funded related expenses recognized payroll expenses.


Company indemnifies clients settlement losses fund Visa rules. creates settlement risk difference timing payment transaction settlement.


Company experienced minimal losses settlement risk guarantee. future obligations future events.


settlement unsettled Visa transactions. maximum daily $126. 9 billion average $77. 1 billion.


Company settlement risk policies collateral credit standards. held collateral 30 millions Restricted cash,342 Pledged securities Letters credit Guarantees Total,201,087


September 30 2023 2022 contracts $11. 0 billion $11. 9 billion. $0. 8 billion $1. 5 billion.


table shows derivative instruments gross value 30 Sheet Location millions Hedging Instrument Foreign exchange contracts expenses assets#718 Cross-currency swaps#178#378 contracts expenses assets#15 contracts liabilities Interest rate swaps liabilities#314#322 contracts liabilities#47


fiscal 2022 revised 2023.


2023 2022 2021 earnings excluded points hedges differentials$25) $151 $156 million.


Cash flow hedges. 2023 2022 recognized pre gains hedges$126 million $190 million. 2021.


estimates $46 million pre-tax gains cash hedges September 30 2023 12 months.


. 2023 2022 2021 recognized pre gains$445) $845 million $20 million. 2023 2022 designated €3. billion €1. 2 billion Euro notes Visa Europe.


Credit market risks. derivative instruments market risk. monitors credit-worthiness counterparty nonperformance. mitigates risk master netting agreements collateral liability. September 2023 received collateral $91 million accrued liabilities posted collateral $47 million prepaid expenses current assets. risk no hedging activities risks foreign currency fluctuations. September 30 2023 credit market risks significant.


long-lived property equipment assets classified areas 30 millions U. S.,312 International Total


geographic issuing financial institution. revenues. 43% 44% 46% revenues 2023 2022 2021. No. generated 10% revenues.


2023 2022 2021 Company client 11% revenues.


-converted class A common stock. shares each series class 30 Rate Class A Common Stock-converted millions except conversion rate Series A preferred stock. Series B stock. Series C preferred stock. 6450 Class A common stock Class B common stock. 5875. 6059 Class C common stock. Total,103


table recalculate rounding. common stock unrounded.


less one million.


class B A conversion rate rounded. dividend rate tenth decimal.


. July 2022 issued 176,655 shares Sixth Anniversary Release. Europe Plans.


Reduction shares. U. S. responsibility plan Company funds. escrow account B common stock dilution. Note 5—U. S. Europe Responsibility Plans.


table reduction class B common stock. litigation escrow account. 2023 2022. no comparable adjustment 2021. Years Ended September 30 millions Reduction A common stock price. Deposits. litigation escrow account


price per share weighted-average calculated adjustments. calculated volume-weighted average class A common stock pricing period certificate incorporation.


Europe responsibility plan Company VE losses stock conversion rates B C release assessments Visa Europe acquisition value B C. recovery releases earnings share repurchasing A stock reduces B C conversion rates-converted share count. Note. Europe Retrospective Plans.


table presents reduction-converted series B C stock Company recovered VE territory losses conversion adjustments Sixth Anniversary Release Years Ended September 30 millions share Reduction equivalent class A common stock Effective price per. Recovery conversion rate adjustment Sixth Anniversary Release


reduction shares common stock million.


price per share weighted-average calculated adjustments. volume-weighted average Company’s class A common stock pricing period certificates series B C stock.


stock repurchases. table repurchases open market Years Ended September 30 millions Shares repurchased Average repurchase cost. Total,182,589,676


repurchased open market 2023 2022 2021. retired unissued shares.


table recalculate rounding. Average repurchase total unrounded taxes.


December 2021 $12. billion October 2022 $12. billion. September 30, 2023 2022 $5. billion. programs completed. October 2023 $25. billion repurchase multi-year flexibility. no expiration.


. 2023 2022 2021 Company paid dividends $3. 8 billion. billion. October 24 2023 quarterly dividend $0. 52 share stock payable December 1 2023 holders November 9.


Class B common stock. not convertible or transferable until U. S. litigation resolved. transfer restriction subject to exceptions transfers other holders. After termination convertible into A if transferred not Visa Member or affiliate. transfer each share B into shares A common conversion rate.


Adjustment conversion rate completion offering common stock U. S. litigation escrow account cash deposit conversion rate final resolution. S release funds. conversion rate. Note 5—U. S. Europe Retrospective Responsibility Plans.


September 2023 Company engaging stockholders amendments certificate incorporation Visa exchange program transfer restrictions Class B common stock resolution U. litigation.


C. no transfer restrictions.


stock. Visa Europe acquisition three series created. quarterly cash dividends class A common stock. redeemable non-redeemable common stock dividends distribution assets liquidation dissolution.


series B C stock convertible into class A common stock or series A preferred stock. shares subject restrictions transfer stages VE territory litigation. fully convertible 12th anniversary Visa Europe acquisition holdback-pending claims. conversion conversion rate adjusted downward holder class A common stock or series A preferred stock. conversion rates reduced offset liabilities.


series A preferred stock equivalent Company’s class A common stock freely transferable 100 shares. Note 5—U. S. Europe Responsibility Plans.


Voting rights. holders series B C preferred stock no right to vote matters except defined matters including consolidation merger combination transaction Company shares common stock securities not identical securities cash property different from class A common stockholders. approval requires affirmative vote each series. series B C stockholders votes equal to shares held. Holders series A preferred stock similar voting rights to holders series B C.


Class A stockholders vote all matters. Class B C no right vote except certain defined matters including decision exit core payments business vote consolidation merger combination transaction Company vote approval amendments certificate incorporation vote separate amendments affect terms class B C common stock. B C stockholders votes equal to shares stock multiplied by conversion rate. Holders common stock no right vote on amendment current certificate incorporation preferred stock.


table presents earnings per share 2023 Earnings Earnings Allocation- Average Shares Share Average Shares millions data Class A common stock.,273. 28 Class B common stock,254. 24 Class C common stock. 13 Participating securities presented Net income,273


table presents earnings per share fiscal 2022 Earnings Earnings Allocation- Average Shares Share Average Shares millions share data Class A common stock,569.,136. Class B common stock,781.,778. Class C common stock. Participating securities presented Net income


table presents earnings per share fiscal 2021 Earnings Earnings Allocation- Average Shares Share Average Shares millions data Class A common stock.,311,188. Class B common stock,244. Class C common stock. 53. Participating securities presented Net income,311


weighted-average class B stock 392 397 million 398 million 2023 2022 2021. C 39 million 40 million 42 million 2023 2022 2021. preferred stock 10 million 8 million 12 million series A 7 million 14 million 16 million B 11 million 20 million 22 million series C.


table recalculate rounding. diluted earnings unrounded.


-average diluted shares-converted common stock equivalents treasury. equivalents 2023 2022 2021.


Company’s 2007 Equity Incentive Compensation Plan authorizes grant stock options RSUs performance-based shares restricted stock awards employees directors 198 million shares class A common stock. Shares authorized acquired. withheld taxes price available grant. EIP until common stock delivered restrictions lapsed unless terminated.


2021 Company compensation $734 $571 $518 million expense. tax benefits $112 million $82 million $73 million.


Options EIP expire 10 years vest three years earlier vesting.


value stock option estimated grant Black-Scholes pricing model weighted-average assumptions Ended September 30 Expected term years. Risk-free rate return(2). volatility(3). dividend yield(4). Fair value option granted.


Visa’s.


zero-coupon. Treasury yield curve awards.


Company’s volatilities.


annual dividend date grant.


table option activity Exercise Price Share Contractual Term Intrinsic millions September 30 2022,168,624. Granted. Forfeited. Expired. Exercised,006,212). September 30 2023,355. Options exercisable September 30 2023,241,861. Options exercisable September 30,022.


closing stock last 2023 $230. less option multiplied.


forfeiture rate unvested options 2023 estimate.


2022 2021 options $134 $56 $124 million tax benefit $28 $11 $23 million. September 2023 $25 million unrecognized unvested options.


RSUs EIP vest over three years grant subject earlier vesting. settled class A common stock cash option. settle cash. vesting recipients receive dividend equivalents voting rights A common stock.


fair value compensation cost forfeitures calculated closing price common stock. value $212. $204. 73 $209. total $486 million $380 million $331 million.


table RSU activity Grant Date Value Contractual Term millions September 30 2022,320. Granted,373,137. Vested,428,334. Forfeited. September 30 2023,397.


closing stock last 2023 $230. instruments.


September 30 2023 $745 million unrecognized compensation unvested RSUs.


Company’s performance-based shares ultimate performance market conditions. performance earnings per share target. market shareholder return Standard & Poor’s 500 Index.


value performance-based shares estimated grant Monte Carlo simulation model weighted-average assumptions Years Ended September 30 Expected term years. Risk-free rate. volatility(2). dividend yield(3). Fair value performance-based share.


zero-coupon. treasury yield curve awards.


shares vest years earlier. 2023 2022 2021 $44 million $49 million $47 million. Compensation cost estimated performance. recorded net forfeitures adjusted.


table performance-based shares Average Grant Date Value Contractual Term Intrinsic millions September 30, 2022,196. Vested earned(219,523). Unearned,989. Outstanding September 30, 2023,502.


maximum performance shares earned.


September 30 2023 $81 million unrecognized compensation shares one year.


Company software licenses expiration dates. September 30 2023 future minimum payments Years Ending September 30 millions Software licenses


income before taxes Years Ended September 30 millions U.,339,051,002 Non-U.,085,061 income taxes,136,063


2023 2022 2021. income taxes. billion. 6 billion. 1 billion. outside


Income tax fiscal year Years Ended September 30 millions Current. federal,166 State local Non. current taxes,247 Deferred. federal State local Non. deferred taxes income tax,764,179,752


table deferred tax assets liabilities 30 millions Assets Accrued compensation benefits litigation incentives loss Comprehensive loss taxes Valuation allowance Deferred tax assets Property equipment technology Intangible assets Unrealized gains equity securities Foreign taxes


September 30 2022 deferred tax $126 $87 million balance.


realizability deferred tax assets management considers. realization future taxable income differences deductible. 2023 2022 valuation allowances relate foreign losses subsidiaries acquired.


September 30 2023 $1. billion carryforwards.


table income tax provision. S. federal statutory income tax rate Years Ended September 30 millions. S. federal income tax statutory rate State income taxes net federal benefit Non-U. S. tax effect net federal benefit Remeasurement deferred tax balances Reassessment uncertain tax position Conclusion audits State tax apportionment position Other Income tax provision


2023 2022 income tax rates 18% 2023 $142 million tax benefit reassessment uncertain tax position new information 2022 $176 million benefit state apportionment tax position.


2022 2021 income tax rates 18% 23%. differs $176 million tax benefit state apportionment ratio tax position 2021 $1. 0 billion tax expense deferred tax liabilities increase tax rate 19% to 25% April 1, 2023 $255 million tax benefits audits.


2022 $206 million $190 million expenses non-current $961 million $1. billion $1. 5 billion $365 million accrued liabilities $1. 9 billion $2. 3 billion.


hub. tax incentive October 1 2008 September 30 2023 employment thresholds. 2021 decreased tax $468 million $362 $273 million benefit earnings per share. 22,.


Company required inventory evaluate measure uncertain tax positions returns record liabilities partially examination taxing authorities.


September 30 2023 2022 2021 tax benefits $3. $2. 7 $2. 5 billion exclusive interest penalties. Included. $1. 6 billion. 3. tax rate.


table unrecognized tax benefits fiscal year millions Balance period,683,488#2,579 Increase years Decrease Increase current Decrease settlements taxing authorities(17))(63) Reduction lapsing statute limitations Balance end period#3,497,683,488


increases unrecognized tax benefits include refund claims timing differences tax positions. decrease includes reassessment tax position new information.


2023 2022 2021 recognized $34 million $15 million $1 million interest tax. penalties 2022 reversed $31 million. 2022 interest $271 million $238 million no penalties.


. tax returns 2016 2018 examination. 2008 2015, unresolved issue tax deduction. 2022 appeals settlement. evaluating next steps. federal statute limitations expired 2016.


California tax returns 2012 2015 refund claims 2006 2011 appeal. California statute limitations expired.


India tax authorities returns 2010 to 2021 adjustments. Company objected filed appeals.


Company subject examinations state foreign tax authorities. tax matters concluded 2007. resolutions uncertain. tax benefits decrease $400 million next 12 months.


Company party to legal regulatory proceedings. involve complex claims substantial uncertainties unascertainable damages. loss reasonably possible not estimable Company disclosed nature claim. provide estimate possible loss. believes strong defenses could incur judgments fines enter settlements financial position results operations cash flows. may engage settlement discussions mediations litigation.


litigation accrual estimate based litigation profile specifics advice estimate loss balance sheet.


table summarizes accrued litigation Years Ended September 30 millions Balance period uncovered covered matters Payments matters Balance end period


Visa. International parties legal proceedings. retrospective responsibility plan. covered litigation. accrual. charge recorded when loss probable estimable. Company evaluates information actions committee. total accrual. higher lower escrow account balance. Covered Litigation. Europe Retrospective Responsibility Plans.


table accrual activity. litigation Years Ended September 30 millions Balance Provision interchange multidistrict litigation Payments. litigation period


fiscal 2023 Company recorded accruals $906 million deposited $1. 0 billion U. S. litigation escrow account claims merchants Amended Settlement Agreement. accrual balance consistent estimate loss U. S. litigation. vary.


consider reevaluate estimate uncertainties litigation. Company unable estimate potential loss trial resolutions.


Visa. International Europe parties proceedings Europe plan. S. escrow account settlements. Company VE losses conversion rates series B C. accrual losses reduction equity recorded probable estimable. VE Territory Covered Litigation. S. Europe Retrospective Plans.


table accrual activity VE territory litigation Years Ended September 30 millions Balance period Provision Payments Balance end period


May 2005, complaints class actions filed. courts merchants against Visa. International Mastercard. financial institutions. Judicial Panel Multidistrict Litigation cases. District Court Eastern District New York. plaintiffs filed complaints. challenged interchange fees honor-all-cards rules transaction fees reorganization federal antitrust laws state unfair competition laws. complaints sought damages relief attorneys’ fees order.


Visa. U. S. International Mastercard U. S financial defendants plaintiffs claims. Company deposited $4. 0 billion. escrow $500 million interchange court settlement accounts. Visa received deposited. $1. 1 billion.


June 30 2016,. Appeals Second vacated merchant class reversed settlement remanded.


district court interim counsel Relief Class. plaintiffs Damages Class filed Third Consolidated Amended Class Action Complaint damages attorneys’ fees. Injunctive Relief Class filed against Visa Mastercard bank defendants injunction default interchange rates Visa rules transaction fees attorneys’ fees.


September 17, 2018 Visa Mastercard U. S. financial institutions agreement plaintiffs Damages Class claims (Amended Settlement Agreement. supersedes 2012 includes release liability Damages Class five years after. release injunctive relief claims. additional settlement payment $900 million Company’s share $600 million litigation escrow account plan. Europe Responsibility Plans. additional added $5. 3 billion deposited accounts 2012.


merchants objected out. December 13, 2019 district court appealed. $700 million returned defendants. Visa’s takedown payment $467 million deposited U. S. litigation escrow account. March 15, 2023 U. S. Court Appeals Second affirmed approval. August 3, 2023 order special master.


May 29, 2020 complaint Old Jericho Enterprise. Visa Mastercard gasoline retailers 24 states District Columbia. April 28, 2021 Hayley Lanning June 16, 2021 Camp Grounds Coffee Visa Mastercard merchants 25 states District Columbia Square card. antitrust recovery. Visa U. S. Retrospective Plan.


June 1, 2020 Visa Injunctive Relief Class. plaintiffs partial judgment. September 27, 2021 district court certified Injunctive Relief Class Visa December 18 2020.


2013, 50 cases filed federal courts merchants pursuing damages MDL 1720. Visa Inc. U. S. International Mastercard U. S. financial institutions. Visa monopolized debit card. seek injunction default interchange rates Visa rules transaction fees. Visa Mastercard banks conspired prevent chip-and-PIN authentication. circumvent competition. merchants filed amended complaints injunctive relief damages.


merchants Visa Mastercard. defendants MDL 1720 merchants Eastern District New York declaration violate antitrust laws.


merchant actions assigned judge 1720 transferred Judicial Panel. S. retrospective responsibility plan. Note 5—U. S. Europe Retrospective Responsibility Plans.


Visa settlements merchants 72% Settlement Agreement Damages Class plaintiffs.


June 1 2020 July 14 2023 Visa merchant declaratory Mastercard U. financial institutions. Plaintiffs partial summary judgment. October 9, 2022 EMV chargebacks denied.


Company believes defenses class merchant actions final outcome unpredictable. incur judgments enter settlements revise expectations financial results. U. S. retrospective responsibility plan monetary liability Note. judgments settlements change business practices rules contractual commitments affect financial results.


December 30, 2022 class action filed California Visa Mastercard financial institutions cardholders January 1 2004. conspiracy fix fees relief damages. January 11, 2023 amended complaint. January 30, 2023 Visa Judicial Panel Multidistrict Litigation MDL 1720. June 15, 2023 denied appealed. July 28, 2023 dismiss granted November 14, 2023.


July 2013, proceedings commenced 1,150 Merchants against Visa Europe Visa Inc. subsidiaries interchange rates Europe fees Visa rules. seek damages anti-competitive conduct interchange fees card transactions UK Irish European intra-European Economic Area inter-regional. Visa settled claims 175 Merchants 900 outstanding claims. 30 Merchants threatened commence proceedings. Standstill agreements entered several settled. not filed full known. European entities bring similar claims anticipates additional claims.


trial November 2016 March 2017 claims Merchant. judgments November 2017 February 2018 Visa’s UK interchange restrict competition exemptible. July 4, 2018 Court Appeal overturned rulings Visa’s interchange restricted competition. appeal Supreme Court June 17, 2020 restricted competition. September 30, 2021 Visa settlement claims.


November 26, 2021 UK Competition Appeal Tribunal found UK domestic intra-European Economic Area consumer interchange fees Regulation restriction competition IFR trial. interchange fees exempt restriction damages trial. October 4, 2022 UK Court Appeal affirmed ruling.


June 1, 2022 class claims filed Visa businesses cards 2016, anti-competitive. Europe retrospective responsibility plan covers liabilities losses Visa Europe acquisition. June 8, 2023 Competition Appeal Tribunal denied certification.


damages claims served Visa defenses. issued served preserved seek billion damages.


14 2021 motion filed Visa Mastercard. fees Honor Cards anti-competitive seeks damages relief.


ATM Council Class Action. 2011, non-bank operators filed lawsuit Visa. Mastercard. District Court Columbia. challenges access fee greater. Plaintiffs violates Sherman Act seek damages relief attorneys’ fees. August 4, 2021 district court granted certification. July 25, 2023. Court Appeals affirmed September 27, 2023 petition rehearing banc denied.


Class Actions. October 2011, filed Visa Mastercard ATM fee rules. Two filed Visa Mastercard three financial institutions. damages restitution injunctive relief attorneys’ fees Sherman Act consumer protection statutes. August 4, 2021 court class certification. August 8, 2022 action settlement judgments dismissal. July 25, 2023. Court Appeals affirmed September 27, 2023 rehearing denied.


March 2012, Antitrust Division issued Visa. Sherman Act 15 U. S. §§ 1. PIN-Authenticated Visa Debit Dodd-Frank Act fixed acquirer fee. cooperated.


November 25 2014, Pulse Network Visa. Texas Visa debit card. August 29, 2022 Pulse amended complaint seeks damages fees injunctive relief fee agreements.


complaint March 8 2016, B&R Supermarket. Milam’s Market Grove Liquors amended July 15 Visa. Mastercard Discover American Express EMVCo financial institutions. Northern District California. complaint liability transactions merchants. 2015. violates Sherman Act state laws seek damages injunctive relief attorneys’ fees.


EMVCo financial institution dismissed transferred. Court Eastern New York MDL 1720. August 28, 2020 court granted class certification. November 30, 2022 Visa summary judgment.


November 4, 2019 Competition Visa documents merchant choice debit payments Durbin Amendment Dodd-Frank Wall Street Reform Consumer Protection Act. June 9, 2020 CID Visa documents. cooperated FTC.


December 13, 2019 Euronet Finance Polska. claim UK ATM fees Poland Czech Republic Greece Visa. Mastercard subsidiaries


competition. Euronet sought damages costs relief. Visa claim dismissed.


June 26, 2020 Commission investigation wallets. February 16 2023 investigation closed.


December 2021 Visa claims Germany Visa Europe Inc. banks ATM rules fees anti-competitive majority seek damages. Visa courts one denied granted Europe.


March June 11 January May 2 Antitrust Division. Justice issued Visa violation Sherman Act 15 U. C §§ 1 2. CIDs. debit competition payment. Visa.


July 9 2021 amended December 6, 2021 Visa. District Northern District California foreign currency. unjust enrichment restitution California Unfair Competition Law Washington Consumer Protection Massachusetts New Jersey Consumer Fraud Act. December 21, 2022 third complaint. August 30, 2023 court granted dismiss case.


December 2 2022 EC informed Visa opened investigation agreements.


Disagreements Financial Disclosures


maintain disclosure controls procedures Rules 13a-15 15d-15 Securities Exchange Act 1934 information reports recorded processed summarized reported rules communicated management Chief Executive Financial Officer timely decisions.


supervision management Chief Executive Financial disclosure controls procedures. concluded September 30, 2023 controls procedures effective reasonable assurance level.


management control financial reporting. assessed September 30, 2023 Internal Control—Integrated Framework Committee Sponsoring Organizations Treadway Commission. concluded effective September 30, 2023.


control financial reporting September 30, 2023 audited KPMG LLP Item 8.


Limitations Controls Financial Reporting


internal control over financial reporting not assurance reliability preparation statements. accounting principles. limitations. include human error circumvention resource constraints. prevent misstatements fraud. designed controls assumptions future events not achieve purpose future conditions. disclosure controls procedures provide not absolute achieving objectives. Projections effectiveness future subject to risks Part I Item 1A—Risk Factors.


preparation for report on control documented tested design operating effectiveness. no changes in fourth quarter fiscal 2023 materially affected.


Plans.


file proxy statement Regulation 14A Exchange Act 120 days fiscal year September 30 2023. incorporated.


Code Business Conduct Ethics directors officers officers employees contractors Corporate Governance Guidelines Investor Relations. Governance. Printed available stockholders Corporate Secretary Visa. 193243 San Francisco.


information required Proxy Statement incorporated.


Ownership Stockholder Matters


information Item Proxy Statement incorporated.


documents. Consolidated Financial Statements


Index Statements 8.


. exhibits filed report filed incorporated reference:


Exhibit.


Reference Exhibit. Restated Transaction Agreement May 10 2016, Visa Inc. Visa Europe Limited#001-33977. Restated Certificate Incorporation Visa./2021. Restated Bylaws Visa./2022. stock certificate Visa.-143966. specimen certificate class B common stock.-53572. certificate class C common stock. Designations Series A Stock Visa./21/2016. Designations Series B./21/2016. Designations Series C./21/2016. December 14 2015 Visa Inc. U. S. Bank National Association. 3. 150% Senior Note 2025.. 1 500% Senior Note 2026./2022. 750% Senior Note 2027./2020. 900% Senior Note 2027. 2 750% Senior 2027. 000% Senior Note 2029./2022. 050% Senior Note 2030. 100% Senior Note due 2031./2020. 2 375% Senior Note 2034./2022. 150% Senior Note due 2035. 2 700% Senior Note due 2040. 300% Senior Note due 2045. 650% Senior Note due 2047. 000% Senior Note due 2050./2020. Securities.Indemnity Agreement. Global Restructuring Agreement August 24 2007, Visa. International Service Association. Europe Limited Canada Association Inovant. Services International Transition Merger. Ontario.-143966. Agreement Visa. escrow agent-143966. Framework Agreement Visa. Visa Europe Limited Inovant LLC Visa International Services Association.-143966. Restated Five Year Revolving Credit Agreement May 31, 2023 Visa. International Service Association. Europe Limited borrowers Bank of America. agent JPMorgan Chase Bank. syndication agent lenders./26/2023. Interchange Judgment Sharing Agreement Visa International Service Association. parties-143966. Agreement.Interchange Judgment Sharing Agreement. Loss Sharing Agreement Visa U. Visa International Service Association. financial institutions-143966. Sharing Agreement. Loss Sharing Agreement. Litigation Management Agreement Visa. International Service Association.-143966. Agreement February 7 2011, Interchange Litigation Judgment Sharing Settlement Sharing Visa. International Service Association Mastercard Incorporated. August 26, 2014, Omnibus Agreement Interchange Litigation Judgment Sharing Settlement Visa. International Service Association Mastercard Incorporated./21/2014. Amendment October 22, 2015, Agreement Litigation Judgment Sharing. Agreement October 19, 2012, Visa.Visa International Association Mastercard Incorporated U. defendants plaintiffs Payment Card Interchange Fee Merchant Discount Antitrust Litigation. 05-MD-1720. Settlement Agreement September 17, 2018 Visa Inc. Association Mastercard. defendants damages plaintiffs Card Fee Antitrust Litigation. 05-MD-1720. Sharing Agreement November 2 2015, Visa Inc. Visa Europe Limited. Management Deed June 21, 2016, Representative Visa. LMC UK&I DCC Europe DCC Members./21/2016. 2005 Deferred Compensation Plan August 12, 2015. Directors Deferred Compensation Plan July 22, 2014./21/2014.2007 Equity Incentive Compensation Plan January 26, 2021. Incentive Plan July 18 2022. Excess Thrift Plan January 1 2008. Excess Retirement Benefit Plan January. Amendment January 1 Visa Excess Retirement Benefit Plan. Executive Severance Plan January 1 2022. Executive Officer Cash Severance Policy November 6 2023. Clawback Policy November 1 2023. 2015 Employee Stock Purchase Plan. Visa. 2007 Equity Incentive Compensation Plan Restricted Stock Unit Award Agreement November 1 2014. Stock Option Award Agreement November 1.Visa Inc. 2007 Equity Incentive Compensation Plan Stock Option Award Agreement November 2015./2021. Visa Inc. 2007 Plan Director Restricted Stock Unit Agreement November 1 2017. Visa. Restricted Stock Unit Agreement November 1 2018. CEO November 1 2018. Visa. 2007 Stock Option Award Agreement CEO November 1 2018. Visa. 2007 Plan Performance Share Award Agreement CEO November 1 2018. Visa. 2007 Restricted Stock Unit Award Agreement November 1 2018. Visa. 2007 Stock Option Award Agreement November 1 2018. Visa.2007 Equity Incentive Compensation Plan Performance Share Award Agreement November 1 2018. Visa Inc. 2007 Restricted Stock Unit Award Agreement January 1 2021./2021. Visa. Stock Unit CEO November 1 2021. Visa. 2007 Stock Option Award Agreement CEO November 1 2021. 2007 Performance Share Award Agreement CEO November 1 2021. Restricted Stock Unit Award Agreement November 1 2021. Visa. 2007 Stock Option Award Agreement November 1 2021. Visa. 2007 Performance Share Award Agreement November 1 2021. Visa. 2007 Plan Stock Option Award Agreement January 23, 2023.Visa. 2007 Equity Incentive Compensation Plan Share Award Agreement January 23, 2023. Alternate Visa. Amendment Notification Stock Option Performance Share Award Holders. Letter One-Time Cash Award Agreement June 13, 2023 Visa. Chris Suh. Restated Aircraft Time Sharing Agreement November 1 2019 Visa. Alfred F. Kelly Jr. Amendment Sharing Agreement January 30 2023 Alfred. Kelly. Agreement January 30 2023 Visa Ryan McInerney. Significant Subsidiaries Visa. KPMG LLP Accounting Firm. Certification Principal Executive Officer. Certification.XBRL Instance Document Interactive Data File tags. XBRL Taxonomy Extension Schema. Calculation. DEF Definition. Extension Label. PRE Presentation 104 Page Interactive Data File Inline XBRL Exhibit 101


Confidential treatment requested agreement. completed filed separately SEC.


Management.


Filed furnished. Schedules omitted 601 Regulation S. furnished SEC parties request confidential Rule 24b-2 Exchange Act.


Section 13 Securities Exchange Act 1934 registrant Annual Report Form 10-K. VISA. Ryan McInerney Executive Officer 15 2023


Securities Exchange Act 1934 report signed registrant dates Signature#Title Ryan McInerney#Chief Executive Officer Director 15 2023 Chris Suh#Chief Financial Officer Peter M. Andreski Corporate Controller Chief Accounting Officer. Alfred F. Kelly Jr. ##Executive Chairman. John F. Lundgren Independent Director. Lloyd A. Carney. Kermit R. Crawford. Francisco Javier Fernández-Carbajal Ramon Laguarta Teri L. List. Denise M. Morrison. Pamela Murphy Linda J. Rendle. Maynard G. Webb, Jr.