Visa Inc. has filed an amendment to its Registration Statement on Form S-4 with the Securities and Exchange Commission (SEC) in response to comments received from the SEC's Division of Corporation Finance. The amendment, filed on March 11, 2024, addresses concerns raised in a Comment Letter dated February 29, 2024, regarding the Exchange Offer procedures for tendering Class B-1 Common Stock and other related matters. Visa has made revisions to clarify the representations and warranties that stockholders must make when tendering shares, the conditions under which the Exchange Offer may be terminated, and the rights Visa reserves in determining the validity and acceptance of tendered shares. Additionally, Visa has updated its disclosure to include special tax rules for financial institutions and filed a...Show More

Visa Inc. has filed an amendment to its Registration Statement on Form S-4 with the Securities and Exchange Commission (SEC) in response to comments received from the SEC's Division of Corporation Finance. The amendment, filed on March 11, 2024, addresses concerns raised in a Comment Letter dated February 29, 2024, regarding the Exchange Offer procedures for tendering Class B-1 Common Stock and other related matters. Visa has made revisions to clarify the representations and warranties that stockholders must make when tendering shares, the conditions under which the Exchange Offer may be terminated, and the rights Visa reserves in determining the validity and acceptance of tendered shares. Additionally, Visa has updated its disclosure to include special tax rules for financial institutions and filed a tax opinion from special tax counsel as an exhibit to the Registration Statement. The company has also made necessary changes to the Letter of Transmittal and other documents to ensure compliance with backup withholding requirements. Visa confirms its responsibility for the accuracy of the filing and acknowledges that the SEC's review does not prevent further action on the filing.