VISA INC. — Director's Dealing 2012

Jul 17, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VISA INC. (V)
CIK: 0001403161
Period of Report: 2012-07-13

Reporting Person: RICHEY ELLEN (Chief Enterprise Risk Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-07-13	Class A Common Stock	M	46855	—	Acquired	51351	Direct
2012-07-13	Class A Common Stock	S	46855	$123.84	Disposed	4496	Direct
2012-07-13	Class A Common Stock	S	23000	$123.83	Disposed	9077	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-07-13	Employee Stock Option (Right to Buy)	$44.00	M	46855	Disposed	2018-03-18	Common Stock (46855)	Direct

Footnotes

F1: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 11, 2012.

F2: The price reported in column 4 is a weighted average price. These shares were disposed of in multiple transactions at prices ranging from $122.15 - $124.52, inclusive. The reporting person undertakes to provide to Visa Inc., any security holder of Visa Inc., or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares disposed of at each separate price within the ranges set forth in this Form 4.

F3: The price reported in column 4 is a weighted average price. These shares were disposed of in multiple transactions at prices ranging from $122.29 - 124.61, inclusive. The reporting person undertakes to provide to Visa Inc., any security holder of Visa Inc., or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares disposed of at each separate price within the ranges set forth in this Form 4.

F4: Since the date of the reporting person's last ownership report, 17,077 shares which were previously held directly were transferred to the Richey 2007 Trust u/a/d 11-29-2007, of which Ms. Richey is the sole trustee and beneficiary.

F5: This option was granted on March 18, 2008 and vested in three installments over a three-year period after the date of grant.