Class B and C Common Stock Information

Class B and C Common Stock Information

This webpage is for holders of shares of Class B and Class C common stock of Visa Inc. (the "Company") interested in transferring their Class B or Class C shares to another party.

Class B Shares

Pursuant to the Company's amended and restated certificate of incorporation (the "Charter"), Class B shares generally may not be transferred until the Escrow Termination Date (as defined in the Charter).

Our Charter permits specific categories of transfers ("Permitted Transfers") during the transfer restriction period described above. We have identified several Permitted Transfer scenarios that are most relevant and applicable to our Class B stockholders, and this web page is intended to assist those to: (1) determine whether their transfer scenario is permitted; and (2) obtain forms needed to commence the transfer request process.

Class C Shares

Under our Charter, no stockholder may own (i) more than fifteen percent of the total number of, or votes represented by, our outstanding Class A shares or (ii) Class A shares and other common stock representing, together and on an as-converted basis, more than fifteen percent of the number of shares of all of our outstanding common stock (on an as-converted basis).

All other transfer restrictions terminated on February 7, 2011.

Share Transfers

Currently, the following Permitted Transfers may be arranged through this webpage:

  1. Transfers from a holder of Class B shares to another holder of Class B shares (or to any affiliate of a holder of Class B shares);
  2. Transfers from a holder of Class C shares to another holder of Class C shares (or to any affiliate of such a holder of Class C shares);
  3. Transfers from a holder of Class B shares to its respective affiliates;
  4. Transfers from a holder of Class C shares to its respective affiliates;
  5. Transfers from a holder of Class B or Class C shares to any person who succeeds to all or substantially all of the transferor's assets (or who acquires all or substantially all of the transferor's Visa-branded payment product portfolio);
  6. Transfers from a Group Member of Visa International Service Association to a stockholder, member or other equity holder in that Group Member ratably in accordance with that person's entitlement to dividends or other distributions from the Group Member;
  7. To effect a corporate name change on the records of Visa Inc.; and
  8. Sale of Class C shares to the public market.

Under our Charter, no stockholder may own (i) more than fifteen percent of the total number of, or votes represented by, our outstanding Class A shares or (ii) Class A shares and other common stock representing, together and on an as-converted basis, more than fifteen percent of the number of shares of all of our outstanding common stock (on an as-converted basis).

Please access our Class B and Class C Stockholder Frequently Asked Questions to review the most commonly requested information and background relating to ownership rights, limitations and transfers of our Class B and Class C shares. For information on Permitted Transfers not addressed on this website, please contact Visa's Transfer Agent, Wells Fargo Shareowner Services, a division of Wells Fargo Bank, N.A., at the number listed below.

You can also access your shareowner account through the Shareowner Online website at https://wellsfargo.com/shareownerservices. Through the Shareowner Online website, you can view account information, change your registered address, update your email address, sign up for wire transfer of your dividend payments, request replacements for outstanding checks, and sign up for e-delivery of your account statement and tax forms.

For more information, please visit https://wellsfargo.com/shareownerservices.

If, having reviewed all of the terms and conditions related to Permitted Transfers, you have determined that you wish to effect a transfer of Class B or Class C shares, please use the documentation provided through the links below.

 

Forms
  1. To conduct Transfers from a holder of Class B shares to another holder of Class B shares (or to any affiliate of a holder of Class B shares), please use the following documents:

    • Generic Transfer Documents including a Transfer Letter, an Officer's Certificate and comprehensive Procedures to complete the Class B Common Stock Transfer Letter and Officer's Certificate
    • Acknowledgement to be executed by the party to which your financial institution is transferring its stock ("transferee")
    • Applicable tax forms submitted by the transferee to which your financial institution is transferring its stock. W-9 or W-8BEN Tax Forms
  2. To conduct Transfers from a holder of Class C shares to another holder of Class C shares (or to any affiliate of a holder of Class C shares), please use the following documents:

    • Generic Transfer Documents including a Transfer Letter, an Officer's Certificate and comprehensive Procedures to complete the Class C Common Stock Transfer Letter and Officer's Certificate
    • Acknowledgement to be executed by the party to which your financial institution is transferring its stock ("transferee")
    • Applicable tax forms submitted by the transferee to which your financial institution is transferring its stock. W-9 or W-8BEN Tax Forms
  3. To conduct Transfers from a holder of Class B shares to an Affiliate, please use the following documents:

  4. To conduct Transfers from a holder of Class C shares to an Affiliate, please use the following documents:

  5. To conduct Transfers from a holder of Class B or Class C shares to any person who succeeds to all or substantially all of the transferor's assets (or who acquires all or substantially all of the transferor's Visa-branded payment product portfolio), please use the following documents:

    • Merger/Consolidation Transfer documents including an Officer's Certificate, a Stock Power and comprehensive Procedures to complete the Officer's Certificate and Stock Power
    • Applicable tax forms submitted by your financial institution W-9 or W-8BEN Tax Forms
  6. To conduct Transfers from a Group Member of Visa International Service Association to a stockholder, member or other equity holder in such Group Member ratably in accordance with such persons respective entitlements to dividends or other distributions from the Group Member, please use the following documents:

  7. To effect a Corporate Name Change on the records of Visa, please use the following documents:

    • Corporate Name Change documents including an Officer's Certificate, a Legal Name Change Form, W-9 or W-8BEN and comprehensive Procedures to complete the Officer's Certificate and Legal Name Change Form
  8. To conduct a Sale of Class C shares to the public market, please visit the following website:


All originally executed documents must be delivered to Wells Fargo Shareowner Services via mail or courier at the following address:

Via Mail:


Wells Fargo Shareowner Services
P.O. Box 64874
St. Paul, MN 55164-0874

Via Courier:

Wells Fargo Shareowner Services
1110 Centre Pointe Curve, Suite 101
Mendota Heights, MN 55120

Telephone: From within the U.S. 1-866-456-9417
Telephone: From outside the U.S. +1-651-306-4433


Frequently Asked Questions

The Company has drafted Class B and C Stockholder Frequently Asked Questions in an effort to address any questions or concerns that our Class B and C stockholders may have regarding transfer restrictions, ownership limitations or otherwise.

The current Class B Share Conversion Rate: 0.4206 class A shares per class B share. For more information, please visit our SEC Filing Form 8-K dated July 25, 2012 at http://investor.visa.com/sec-filings/sec-filings-details/default.aspx?FilingId=8730566

You can access the FAQ materials through the following link:

If you have any questions regarding the rights and responsibilities of Class B and Class C stockholders or the procedures and forms needed to transfer stock, please refer to the FAQ materials through the link above or contact Wells Fargo Shareowner Services, where representatives are available to answer your questions and provide assistance.

Via Mail: 

Wells Fargo Shareowner Services
P.O. Box 64874
St. Paul, MN 55164-0874

Via Courier:

Wells Fargo Shareowner Services
1110 Centre Pointe Curve, Suite 101
Mendota Heights, MN 55120

Telephone: From within the U.S. 1-866-456-9417
Telephone: From outside the U.S. +1-651-306-4433

https://wellsfargo.com/shareownerservices