Form 4: Visa Executive Fabara Adjusts Holdings, Receives New Equity Awards

Visa's Chief Risk & Client Services Officer, Paul D. Fabara, reported transactions including the vesting of restricted stock units, sales of Class A Common Stock, and new equity grants.

Summary

• Paul D. Fabara, Visa Inc.'s Chief Risk & Client Services Officer, acquired a total of 4,421 shares of Class A Common Stock on November 19, 2025, through the vesting of previously granted restricted stock units (RSUs).
• These RSU vestings included 1,582 shares from an award granted on November 19, 2022, 1,503 shares from an award granted on November 19, 2023, and 1,336 shares from an award granted on November 19, 2024.
• On November 19, 2025, Fabara disposed of 2,249 shares of Class A Common Stock at a price of $324.12 per share, likely for tax withholding purposes related to the RSU vestings.
• Fabara also disposed of 2,172 shares of Class A Common Stock on November 21, 2025, at a weighted average price of $325.9287 per share, as part of a Rule 10b5-1 trading plan adopted on December 13, 2024.
• Following these transactions, Fabara's direct beneficial ownership of Class A Common Stock decreased to 26,413 shares.
• On November 19, 2025, Fabara was granted 24,597 employee stock options with an exercise price of $324.12, which will vest in three equal installments on each of the first three anniversaries of the grant date and expire on November 19, 2035.
• Additionally, Fabara received a new grant of 5,785 restricted stock units on November 19, 2025, which will also vest in three equal installments on each of the first three anniversaries of the grant date.

Sentiment

Score: 6

Explanation: The executive received significant new equity awards, aligning interests with shareholders, while also executing pre-planned sales and tax-related dispositions. This indicates a routine compensation and portfolio management activity.

Positives

• The grant of 24,597 employee stock options and 5,785 restricted stock units aligns the executive's long-term interests with those of shareholders, incentivizing future performance.
• The exercise price of the new stock options ($324.12) is tied to the company's stock value, providing a direct incentive for stock price appreciation.

Negatives

• The disposition of 2,172 shares through a Rule 10b5-1 plan, while pre-planned, reduces the executive's direct equity ownership in the company.
• The disposition of 2,249 shares for tax withholding purposes represents a reduction in direct ownership, although it is a standard event associated with equity compensation vesting.

Future Outlook

NA

Industry Context

NA

Corporate Governance

Stakeholder Impact

• Shareholders: The new equity grants align the executive's financial incentives with shareholder value creation. The sales, while reducing direct ownership, are routine for executive compensation and portfolio management.

Next Steps

• Future vesting of the 24,597 employee stock options in three equal installments on the first three anniversaries of November 19, 2025.
• Future vesting of the 5,785 restricted stock units in three equal installments on the first three anniversaries of November 19, 2025.

Key Dates

Keywords

Visa, V, Paul Fabara, SEC Form 4, Insider Trading, Stock Options, Restricted Stock Units, Equity Compensation, Executive Compensation, 10b5-1 Plan