Visa Shareholders Approve Directors, Pay Plan and Charter Amendments; Reject 4 Proposals at AGM

Core Insights - Visa held its 2026 Annual Meeting of Shareholders virtually, where shareholders voted on eight proposals, including director elections and executive compensation [3] - The company reported strong fiscal 2025 results with $40 billion in net revenue, an 11% increase year-over-year, and returned $22.8 billion to shareholders through dividends and buybacks [5][13] Shareholder Proposals - Shareholders approved the election of all 11 directors, the advisory vote on executive compensation, auditor ratification, and amendments to the certificate of incorporation, while rejecting all four shareholder-sponsored proposals [6][11] - The rejected proposals included requests for an independent chair policy, action by written consent, an online sexual exploitation report, and an inclusion program ROI report [6][11] Financial Performance - Visa's GAAP EPS was $10.20 (up 5%) and non-GAAP EPS was $11.47 (up 14%) for fiscal 2025 [5][13] - The company processed $16.7 trillion in total volume, an increase of 7% on a constant-dollar basis, and 329 billion total transactions, up 8% [14] Strategic Highlights - Management emphasized progress in digital payments, including over 16 billion Visa tokens and more than 50% tokenization of e-commerce transactions [4][15] - Visa aims to build an interoperable layer between stablecoins and traditional fiat payments, viewing stablecoins and central bank digital currencies as significant opportunities [18] Capital Allocation - The company outlined four capital allocation priorities: investing in the business, returning 20-25% of EPS via dividends, returning excess capital through buybacks, and maintaining a target gross debt-to-EBITDA ratio below 1.5x [19]