{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-26-219432","form_type":"8-K","ticker":"V","cik":"0001403161","company_name":"VISA INC.","filed_at":"2026-05-12T20:11:02+00:00","discovered_at":"2026-05-12T20:12:00.537372+00:00","generated_at":"2026-05-12T20:13:48.554081+00:00","sec_items":["1.01","8.01","9.01"],"event_type":"other_material","sentiment":"negative","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Visa settles B-1/B-2 exchange; $17.4B interchange at issue in US litigation","bullets":["Settlement of exchange offer for all outstanding Class B-1 and B-2 common stock; holders received Class B-3 and Class C common stock.","Entered into makewhole agreements obligating holders to reimburse Visa for certain litigation escrow deposits after depletion of B-3 stock value.","Staged transfer of Class C stock: up to one-third before June 25, 2026; up to two-thirds before August 9, 2026.","Estimated interchange reimbursement fees at issue in unresolved U.S. covered litigation claims: $17.4B as of May 11, 2026.","$17.4B excludes certain indirect purchaser class actions and opt-outs."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-219432","json":"https://secwatch.observer/filing/0001193125-26-219432.json","markdown":"https://secwatch.observer/filing/0001193125-26-219432.md","text":"https://secwatch.observer/filing/0001193125-26-219432.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1403161/000119312526219432/0001193125-26-219432-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1403161/000119312526219432/d64238d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-12T20:13:48.554081+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"58fcd4452485f142d87d0a6d932ab36b558c80e6","claim":"VISA INC. entered into Makewhole Agreements with holders of the Class B-1 common stock and Class B-2 common stock valued at Obligation to reimburse Visa in cash for portion of future deposit into U.S. covered litigation escr (effective 2026-05-11).","evidence_excerpt":"On May 12, 2026, Visa Inc. (“Visa”) settled its previously announced exchange offer (the “Exchange Offer”) for any and all outstanding shares of its Class B-1 and Class B-2 common stock, the terms of which were described in the prospectus, dated April 13, 2026, constituting part of Visa’s registration statement on Form S-4, as amended (File No. 333-294062).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1403161/000119312526219432/0001193125-26-219432-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"holders of the Class B-1 common stock and Class B-2 common stock"},{"label":"Value","value":"Obligation to reimburse Visa in cash for portion of future deposit into U.S. covered litigation escr"},{"label":"Effective","value":"2026-05-11"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}