VISA INC. - Director's Dealing 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VISA INC. (V)
CIK: 0001403161
Period of Report: 2012-05-22

Reporting Person: POLLITT BYRON H JR (Chief Financial Officer)

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-22	Class A Common Stock	M	50000	—	Acquired	76346	Direct
2012-05-22	Class A Common Stock	S	50000	$118.00	Disposed	26346	Direct

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-22	Employee Stock Option (Right to Buy)	$44.00	M	50000	Disposed	2018-03-18	Common Stock (50000)	Direct

Security	Shares	Ownership
Class A Common Stock	45127	Indirect

F1: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 4, 2012.

F2: This option was granted on March 18, 2008 and vested in three installments over a three-year period after the date of grant.