VISA INC. — Director's Dealing 2012

Dec 13, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VISA INC. (V)
CIK: 0001403161
Period of Report: 2012-12-11

Reporting Person: PARTRIDGE JOHN (PRESIDENT)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-11	Class A Common Stock	M	8050	—	Acquired	71853	Direct
2012-12-11	Class A Common Stock	M	95622	—	Acquired	167475	Direct
2012-12-11	Class A Common Stock	S	59625	$149.46	Disposed	107850	Direct
2012-12-11	Class A Common Stock	S	103672	$149.43	Disposed	4178	Direct
2012-12-12	Class A Common Stock	S	885	$149.13	Disposed	0	Indirect
2012-12-12	Class A Common Stock	S	10416	$149.08	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-11	Employee Stock Option (Right to Buy)	$44.00	M	8050	Disposed	2018-03-18	Common Stock (8050)	Direct
2012-12-11	Employee Stock Option (Right to Buy)	$56.47	M	95622	Disposed	2018-11-05	Common Stock (95622)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	885	Indirect
Class A Common Stock	885	Indirect
Class A Common Stock	885	Indirect

Footnotes

F1: The price reported in column 4 is a weighted average price. These shares were disposed of in multiple transactions at prices ranging from $148.84 - $150.23, 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.

F2: The price reported in column 4 is a weighted average price. These shares were disposed of in multiple transactions at prices ranging from $149.03 - $150.22, 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 $148.92 - $149.16, 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: This option was granted on March 18, 2008 and vested in three installments over a three-year period after the date of grant.

F5: This option was granted on November 5, 2008 and vested in three installments over a three-year period after the date of grant.