Visa Inc. disclosed in a September 23 regulatory filing that it authorized a $405 million deposit into its U.S. litigation escrow account on September 18, 2026. The escrow, established under the company's U.S. retrospective responsibility plan, shifts legacy U.S. litigation liabilities to Class B shareholders, primarily U.S. financial institutions, and funding it lowers the conversion rates of Class B-1, B-2, and B-3 shares into Class A stock. Class B-1 fell from 1.5445 to 1.5400, Class B-2 dropped from 1.5014 to 1.4924, and Class B-3 decreased from 1.4953 to 1.4773, trimming the combined as-converted Class B share count by roughly 1.104 million shares. Visa said the adjustment contracts its overall fully diluted Class A share count and carries the same earnings per share accretive impact as repurchasing Class A shares in the open market. The deposit comes as Visa reported $11.6 billion in net revenue, up 14% year-over-year, and $5.6 billion in GAAP net income for Q3 fiscal 2026, while also recording a $237 million litigation provision and $563 million in severance charges.
Visa Inc. Class A$405M litigation escrow deposit trims Class B conversion rates, cutting fully diluted share count with EPS-accretive effect like a buyback
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