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Financials · Business Services · NYSE

VVisa Inc.

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The 10-K against last year's

207 changes: 42 added, 47 removed, 117 reworded, 1 quiet changes

10-K Nov 5, 2026 vs Nov 6, 2025
Risk FactorsRedline ↓
56.1%
of the text changed · 9,721 words now
22.5%
of the text changed · 6,665 words now
Legal ProceedingsRedline ↓
18.6%
of the text changed · 5,909 words now
Accounting PoliciesRedline ↓
10.1%
of the text changed · 4,977 words now

10-K 0001403161-26-000134 (2026-11-05) vs 10-K 0001403161-25-000089 (2025-11-06)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

Risk Factors 299 words changed in this paragraph; it is 31% similar to last year's version.
In particular, the adoption The deployment and use of agentic commerce, in which autonomous AI agents initiate may also present technical, operational and execute transactions on behalf of users, presents novel and complex regulatory, privacy and cybersecurity risks. Legal frameworks governing such autonomous agents remain nascent, with limited direct guidance specific to payments. compliance challenges. The interplay between payments regulations, data privacy laws and evolving AI regulations may create uncertainty around compliance obligations and potential liability exposure as more participants (including sellers, fintechs, AI developers and enablers) enter the agentic commerce ecosystem. The market is still assessing how regulators may apply existing consumer protection and other laws in the context of AI. For example, as agentic commerce solutions scale, we may see increased instances of erroneous or disputed payments, increased chargebacks and reputational harm. Furthermore, reliance on agentic AI introduces challenges in monitoring cross-border, prohibited or high-risk transactions, where conflicting regulatory requirements may apply. The fragmented regulatory landscape for emerging technologies such as AI and inconsistent requirements across legal frameworks may amplify difficulties in identifying, preventing or mitigating risk with a single global approach, potentially increasing our compliance costs or stratifying our ability to leverage certain data or technologies for innovation. For instance, the EU has adopted a comprehensive AI Act that establishes established harmonized rules across Europe, with key provisions for most high-risk AI systems taking effect in August 2026. Meanwhile, 2027. In the U.S., several U.S. states, including California, Colorado and Utah, states have adopted AI-specific frameworks or are considering applying existing consumer and data protection laws to regulate AI. Depending on how these different regulations are interpreted and enforced, they may limit the our ability to develop and deploy AI systems or significantly increase associated compliance costs. Our development and implementation The introduction of governance frameworks aimed at complying with emerging laws and regulations applicable new or modified data use cases involving confidential or personal information, including through AI-enabled technologies, may result in sensitive data being exposed to our AI and machine learning systems may not be successful unauthorized access, exfiltration or retention by third-party providers, replicated into weakly governed derivative stores, or transferred across jurisdictions in mitigating all of these emerging risks. ways that raise data

Source: Item 1A, 10-K 0001403161-26-000134 vs Item 1A, 10-K 0001403161-25-000089

Accounting Policies 126 words changed in this paragraph; it is 48% similar to last year's version.
Income taxes. The Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized to reflect the future tax consequences attributable to for temporary differences between the financial statement carrying amounts and the respective tax basis of existing assets and liabilities, and operating loss and credit carryforwards. Deferred tax assets and liabilities are measured carryforwards using enacted tax laws and rates expected to be applied to taxable income in apply when the periods in which those temporary differences amounts are expected to be recovered realized or settled. In assessing whether deferred Deferred tax assets are realizable, management considers whether reduced by a valuation allowance when, based on available evidence, including qualifying tax planning strategies, it is more likely than not that some portion or all of the deferred tax assets will not be realized. A valuation allowance is recorded for the portions that are not expected to be realized based on the level of historical taxable income, projections of future taxable income over the periods in which the temporary differences are deductible, and qualifying tax planning strategies.

Source: Item 8, Note 1 – Summary of Significant Accounting Policies, 10-K 0001403161-26-000134 vs Item 8, Note 1 – Summary of Significant Accounting Policies, 10-K 0001403161-25-000089

MD&A 123 words changed in this paragraph; it is 34% similar to last year's version.
Dividends. Common stock repurchases. During fiscal 2025, 2026, we declared and paid $4.6 billion in dividends to holders repurchased shares of our common and preferred stock. On October 28, 2025, our board of directors declared a quarterly cash dividend of $0.67 per share of class A common stock (determined in the case open market for $20.5 billion. As of all other outstanding common and preferred stock on an as-converted basis). We expect to continue paying quarterly dividends in cash, September 30, 2026, our share repurchase programs had remaining authorized funds of $24.4 billion. Share repurchases will be executed at prices we deem appropriate subject to approval by the board of directors. various factors, including market conditions and our financial performance, and may be effected through accelerated share repurchase programs, open market purchases or privately negotiated transactions, including through Rule 10b5-1 plans. See Note 15—Stockholders’ Equity to our consolidated financial statements included in Item 8 of this report.

Source: Item 7, 10-K 0001403161-26-000134 vs Item 7, 10-K 0001403161-25-000089

Legal Proceedings 107 words changed in this paragraph; it is 67% similar to last year's version.
On June 17, 2020, the Supreme Court of the United Kingdom UK found that Visa’s UK domestic interchange before the introduction of the Interchange Fee Regulation (IFR) restricted competition, a case which was subsequently settled. On November 26, 2021, the UK Competition Appeal Tribunal (CAT) found that the question of whether domestic interchange fees are a restriction of competition after the introduction of the IFR, along with inter-regional and commercial interchange fees across all time periods, would need to be resolved at trial. The trial, a ruling that was subsequently affirmed by the UK Court of Appeal affirmed the CAT’s ruling, and in February and March 2024, the CAT held Appeal. Following a trial to consider whether certain interchange rates are a restriction of competition. In April 2025, the CAT completed a trial regarding the extent to which interchange fees were passed 2024 trial, on by acquirers and merchants. On June 25, 27, 2025, the CAT issued a decision finding that certain interchange rates restrict competition under UK competition law, and Visa which has sought permission from been appealed. Following a 2025 trial, on February 18, 2026, the UK Court of Appeal to appeal CAT issued a decision finding that decision. merchants, except in certain categories, did not pass on interchange. The decision is being appealed.

Source: Item 3, via Note 20 – Legal Matters, 10-K 0001403161-26-000134 vs Item 3, via Note 20 – Legal Matters, 10-K 0001403161-25-000089

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of V's Risk Factors and MD&A, 10-K 2026-11-05 against 10-K 2025-11-06. Each links to the text at sec.gov.

RemovedRisk Factors
Regulators around the world have been establishing or increasing their authority to regulate various aspects of the payments industry. See Item 1—Government Regulation for more information. In the U.S. and many other jurisdictions, we have historically set default IRFs. Even though we generally do not receive any revenue related to IRFs in a payment transaction (in the context of credit and debit transactions, those fees are paid by the acquirers to the issuers; the reverse is true for certain transactions like ATM transactions), IRFs are a factor on which we compete with other payments providers and are therefore an important determinant of the volume of transactions we process. Consequently, changes to these fees, whether voluntarily or by mandate, can substantially affect our overall payments volume and net revenue.

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedRisk Factors
Interchange reimbursement fees, certain operating rules and related practices continue to be subject to increased government regulation globally, and regulatory authorities and central banks in a number of jurisdictions have reviewed or are reviewing these fees, rules and practices. For example:

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedRisk Factors
•Regulations adopted by the U.S. Federal Reserve cap the maximum U.S. debit interchange reimbursement rate received by large financial institutions at 21 cents plus 5 basis points per transaction, plus a possible fraud adjustment of 1 cent. Additionally, the Dodd-Frank Act limits issuers’ and payment networks’ ability to adopt network exclusivity and preferred routing in the debit and prepaid area, which also impacts our business. In response to seller requests, the Federal Reserve has recently taken actions to revisit its regulations that implement these aspects of the Dodd-Frank Act. For example, in October 2022, the Federal Reserve published a final rule effectively requiring issuers to ensure that at least two unaffiliated networks are available for routing ecommerce debit transactions by July 1, 2023. In October 2023, the Federal Reserve issued a proposal for comment that further lowers debit interchange rates, with a mechanism for automatic adjustment every two years. Finally, in August 2025, the District Court for the District of North Dakota ruled that the Federal Reserve exceeded its authority in implementing Regulation II, which sets debit card interchange fees. The court found the Federal Reserve improperly included various costs beyond what the Durbin Amendment allows, such as fraud losses, network fees and other fixed costs, when setting the debit interchange fee standard. As a result, the court vacated Regulation II’s debit interchange fee

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedRisk Factors
standard. Subsequently, however, the District Court in Kentucky ruled that the Federal Reserve acted within its discretion in setting the debit interchange cap. If the District Court of North Dakota’s decision is affirmed on appeal and ultimately prevails, it could potentially result in the Federal Reserve setting a significantly lower interchange cap for relevant debit transactions in the U.S. Separately, there continues to be interest in regulation of credit interchange fees and routing practices by members of Congress and state legislators. It is possible that the Credit Card Competition Act may be reintroduced in Congress or attempted to be offered as an amendment to unrelated legislation. Previous versions of the legislation were introduced in 2022 and 2023, and required among other things, that large issuing banks offer a choice of at least two unaffiliated networks over which electronic credit transactions may be processed. Finally, some states have passed or are considering passing laws that regulate how interchange can be set and assessed. For example, in May 2024, Illinois passed a law that restricts the assessment of interchange on the state tax and gratuity portions of a transaction, and restricts financial institutions and payment networks, among others, from using payment transaction data for any purpose other than facilitating or processing a transaction. While the Illinois law remains subject to legal challenge, if such laws are allowed to go into effect, they may also impose significant technical and compliance burdens on our business.

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedRisk Factors
•In Europe, the EU’s IFR places an effective cap on consumer credit and consumer debit interchange fees for both domestic and cross-border transactions within the European Economic Area of 30 basis points and 20 basis points, respectively. EU member states have the ability to further reduce these interchange levels within their territories. The European Commission has announced its intention to conduct another impact assessment of the IFR, which could result in even lower caps on interchange rates and the expansion of regulation to other types of products, services and fees.

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedRisk Factors
•Several countries in Latin America continue to explore regulatory measures against payments networks and have either adopted or are exploring interchange caps, including Argentina, Brazil, Chile and Costa Rica. In Asia Pacific, the Reserve Bank of Australia (RBA) which already regulates interchange, recently proposed reducing existing interchange caps on domestic credit and debit transactions and not allowing differential interchange treatment for consumer and commercial transactions. Similarly, in New Zealand, the Commerce Commission recently lowered existing caps on domestic credit transactions. Interchange is also regulated in certain countries in the Central and Eastern Europe, Middle East and Africa region, including the United Arab Emirates. Finally, many governments, including but not limited to governments in India, Costa Rica, and Turkey, are using regulation to further drive down MDR, which could negatively affect the economics of our transactions.

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedRisk Factors
•While the focus of interchange and MDR regulation has primarily been on domestic rates, interest on cross-border rates has been growing. For example, we agreed to limit certain cross-border interchange rates in a settlement with the European Commission in 2019, which was extended through 2029. In 2020, Costa Rica became the first country to formally regulate cross-border interchange rates by regulation. In June 2022, the UK’s PSR initiated a market review focusing on post-Brexit increases in interchange rates for e-commerce transactions between the UK and Europe and is proposing to cap cross-border interchange on certain transactions in that geographic corridor. Most recently, in July 2025, New Zealand adopted interchange caps on cross-border transactions including commercial credit transactions. Australia has also proposed adopting caps for cross-border transactions. Cross-border MDR is also regulated in Costa Rica and Turkey.

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedRisk Factors
•With increased lobbying by sellers and other industry participants, we are also beginning to see regulatory interest in network fees. For example, the UK’s PSR is conducting a market review into scheme and processing fees. In its interim report, the PSR indicated that it is reviewing possible remedies in the areas of governance, reporting and transparency, any of which, if adopted, could impose additional complexity and burdens on our business in the UK. Other regulators, for example, those in Australia, the EU, Chile and New Zealand have expressed an interest in network fees, including issues related to transparency. Finally, in 2024, the Greek Parliament limited acquirer fees for certain small ticket transactions in some seller categories for a period of three years.

Read it in 10-K 2025-11-06 at sec.gov ↗

Show the other 7
RemovedRisk Factors
•In addition, industry participants in some countries, including Argentina, Chile, Colombia, the Dominican Republic, Paraguay, Peru, South Africa and Turkey have sought intervention from competition regulators or filed claims relating to certain network rules, including Visa’s restrictions on cross-border acquiring. The Central Banks of Chile and the Dominican Republic recently enacted regulation that will permit cross-border acquiring for ecommerce transactions under certain conditions. Other countries, like Brazil, have adopted regulations that require us to seek government pre-approval for certain of our network rules, which could also impact the way we operate in those markets.

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedRisk Factors
•Government regulations or pressure may also impact our rules and practices and require us to allow other payments networks to support Visa products or services, to have the other networks’ functionality or brand marks on our products, or to share our intellectual property with other networks. In addition, the EU’s requirement to separate scheme and processing adds costs and impacts the execution of our commercial, innovation and product strategies.

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedRisk Factors
•We are also subject to central bank oversight in a growing number of countries, including Brazil, India, the UK and within the EU. In several jurisdictions, we have been designated as a “systemically important payment system.” Some countries with existing oversight frameworks are looking to further enhance their regulatory powers, while regulators in other jurisdictions are considering or adopting approaches based on these regulatory principles. For example, in October 2023, VisaNet was designated as a prominent payment system in Canada. These types of designations generally result in oversight of authorization, clearing and settlement activities, including policies, procedures and requirements related to governance, client and seller access to our payment systems, reporting, cybersecurity, processing infrastructure, capital and/or credit risk management. We could also be required to adopt policies and practices designed to mitigate settlement and liquidity risks, including increased requirements to maintain sufficient levels of capital and financial resources locally, as well as localized risk management or governance.

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedRisk Factors
•As innovations in payment technology have enabled us to expand into new products and services, they have also expanded the potential scope of regulatory influence. For instance, new products and capabilities, including tokenization, push payments and cross-border money movement solutions could bring increased licensing or authorization requirements in the countries where the product or capability is offered. Furthermore, certain portions of our business are regulated as payment institutions or as money transmitters, subjecting us to various licensing, supervisory and other requirements. As we continue to expand our capabilities and offerings in furtherance of our multi-year growth strategy, we will need to obtain new types of licenses. These licenses could result in increased supervisory and compliance obligations that are distinct from the obligations we are subject to in our capacity as a payment card network.

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedMD&A
In July 2025, U.S. tax legislation was enacted that includes, among other provisions, the allowance of accelerated tax deductions for qualified property and research expenditures, as well as changes in various international provisions. The changes are applicable to Visa with effective dates ranging from January 2025 through fiscal 2027. The legislation did not have a material tax impact in fiscal 2025, and we do not expect a material tax impact in future years, though we will continue to evaluate the provisions as additional guidance becomes available.

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedMD&A
Cash, cash equivalents and investments. As of September 30, 2025, our cash and cash equivalents balance was $17.2 billion and our available-for-sale debt securities was $2.4 billion. Our investment portfolio is designed to invest cash in securities which enables us to meet our working capital and liquidity needs. Our investment portfolio consists of debt securities issued by the U.S. Treasury and U.S. government-sponsored agencies. $1.6 billion of the investments are classified as current and are available to meet short-term liquidity needs. The remaining non-current investments have stated maturities of more than one year from the balance sheet date; however, they are also generally available to meet short-term liquidity needs.

Read it in 10-K 2025-11-06 at sec.gov ↗

RemovedMD&A
transactional information accumulated from our systems, historical information, market and economic conditions and discussions with our clients, sellers and business partners.

Read it in 10-K 2025-11-06 at sec.gov ↗

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