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AGM 2025

Jan 28, 2025

Operator

Welcome to the annual meeting of Visa Inc. Our first speaker will be John Lundgren, Visa's Board Chair. At this time, all participants will be in a listen-only mode. I will now turn the call over to Mr. Lundgren. You may begin, sir.

John Lundgren
Board Chair, Visa

Thank you, Paul, and good morning. I'm John Lundgren, on behalf of the Board, our management team, and the employees of Visa. It's my pleasure to welcome you to our 2025 annual meeting of shareholders. As the Chair, I call this meeting to order. As described in our proxy materials, we're holding a virtual annual meeting of shareholders. Today's meeting is being recorded, and a replay will be available on the Investor Relations website. We're pleased to host today's meeting through this virtual online platform, which allows us to open access and participation in the meeting to shareholders around the world. Please remember that you may vote your shares online at any time during this meeting prior to the closing poll.

Before proceeding with the business of the meeting, I would like to introduce our other director nominees in attendance today. Lloyd Carney, who has served as chair of our Audit and Risk Committee and is expected to serve as chair of the Compensation Committee following the annual meeting. Kermit Crawford, who is expected to serve as chair of the Audit and Risk Committee following the annual meeting. Javier Fernández-Carbajal, Ramon Laguarta, Ryan McInerney, our Chief Executive Officer. Teri List. Denise Morrison, who has served as our chair of our Compensation Committee and is expected to serve as chair of the Nominating and Governance Committee meeting following the annual meeting. Pamela Murphy. Linda Rendle. And Maynard Webb, who is expected to continue as chair of our Finance Committee.

Next, I'd like to introduce the members of our Executive Committee in attendance today. Antony Cahill, President, Value Added Services, Frank Cooper, Chief Marketing Officer, Paul Fabara, Chief Risk and Client Services Officer, Jack Forestell, Chief Product and Strategy Officer, Charlotte Hogg, Chief Executive Officer, Europe, Oliver Jenkyn, Group President, Global Markets, Chris Newkirk, President, New Flows, Commercial and Money Movement Solutions, Julie Rottenberg, General Counsel, Chris Suh, Chief Financial Officer, Rajat Taneja, President, Technology, and Kelly Mahon Tullier, Vice Chair, Chief People and Corporate Affairs Officer, and Corporate Secretary. Also with us this morning is Tess Boland of KPMG, our independent registered public accounting firm. At this time, Kelly Mahon Tullier will conduct the formal portion of this meeting and record the minutes, after which Ryan McInerney will present an overview of Visa's fiscal 2024 financial results and business strategy. Then we will proceed with your questions. Kelly?

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

Thank you, John. Good morning. The agenda and rules of conduct for the meeting are posted on the online meeting platform in the Meeting Materials section and outline how we will proceed with today's meeting. We encourage you to review the rules carefully. In order to allow for an orderly meeting and to permit enough time for questions, we ask that you abide by these rules. After the proposals are presented, we will answer questions received regarding the proposals being voted on at today's meeting. There will also be a business question and answer period after Ryan's presentation. If you would like to ask a question and you have not already submitted one online, please type your question into the "Ask a Question" field and click "Submit". Questions will be subject to the rules of conduct of the meeting.

In case we are unable to answer all questions submitted due to time constraints, we will post answers to a representative set of questions submitted in writing on our website as soon as practicable. We have an affidavit from Broadridge certifying that the mailing of proxy materials to shareholders of record as of December 2, 2024, commenced on December 9, 2024. The affidavit of mailing and notice will be filed with the minutes of this meeting. Andrew Wilcox, on behalf of Broadridge, has been appointed to serve as Inspector of Election. Mr. Wilcox has taken the oath of office and is prepared to serve. Mr. Wilcox has advised me that we have present a sufficient number of shares to constitute a quorum. Accordingly, the meeting is duly constituted, and we may proceed with business. It is 8:35 A.M. on January 28, and the polls are now open for voting.

They will close at the conclusion of the formal portion of this meeting. Until the polls close, any shareholder of record may change his or her vote on any matter on the meeting website. However, once the meetings close, once the polls close, no further changes will be accepted. There are seven proposals on the agenda today. Shareholders of record with control numbers can vote online now by pressing the "Vote Here" button located on the lower portion of your screen. Each of these proposals, as well as the vote required for approval of each proposal, was described in the proxy statement. You do not need to take any further action if you have already submitted a proxy to vote your shares and do not wish to change your vote. The first proposal is to elect 11 Directors to Visa's Board of Directors.

The Board's nominees for election to the Board of Directors are Lloyd Carney, Kermit Crawford, Francisco Javier Fernández-Carbajal, Ramon Laguarta, Teri List, John Lundgren, Ryan McInerney, Denise Morrison, Pamela Murphy, Linda Rendle, and Maynard Webb. We did not receive any other nominations for director. As indicated in the proxy statement, the Board recommends that the shareholders elect the Director nominees. The second proposal is an advisory vote to approve the compensation of our named executive officers. As indicated in the proxy statement, the Board recommends that shareholders vote in favor of this proposal. The third proposal is to ratify the appointment of KPMG LLP to serve as Visa's independent registered public accounting firm for the 2025 fiscal year. The Audit and Risk Committee reappointed KPMG to serve as Visa's independent registered public accounting firm for the 2025 fiscal year and seeks ratification of the appointment by the shareholders.

The fourth proposal is a shareholder proposal that requests the Board to issue a report about benefits and health program gaps regarding gender dysphoria and detransitioning care. Claire Abernathy will present the proposal on behalf of the National Legal and Policy Center. As required under the rules of conduct for the meeting, the introduction and presentation of the proposal will be limited to three minutes. Welcome, Ms. Abernathy. Please introduce the proposal and make a brief supporting statement.

Claire Abernathy
Shareholder Proponent, National Legal and Policy Center

Good morning. I'm Claire Abernathy, speaking in support of proposal four, titled Gender-Based Compensation Gaps and Associated Risks, sponsored by National Legal and Policy Center. Visa pays for gender transition interventions but not detransitioning care. Therefore, the company discriminates based on gender identity under EEOC regulations. As you can see in the text of the proposal, the types of gender transitioning treatments offered by Visa's insurance plan to its employees and their minor dependents are like something out of a horror movie. But instead, they are actual chemical and surgical body alterations being done on real human beings. Visa and its insurance company calls this health care. I call it victimization, child abuse, and destructive propaganda. You see, I speak from personal experience. I first learned about trans identification in school at age 10.

By age 12, therapists affirmed my feelings about my body and false identity and made my parents feel like abusive bigots for not immediately affirming me. The therapy was covered by my parents' health insurance. Alleged medical professionals put me on a menstrual suppression drug, and at age 14, I was put on testosterone and underwent a double mastectomy. It took only eight months between getting referred for therapy and getting my breasts removed. That is an ideological agenda in search of victims in the name of medicine, and it's wrong. I have been permanently harmed, and I will never be able to live my life as a normal adult woman, all because of rash decisions driven by a radical medical agenda. This is medical deception on the level of the Tuskegee experiments or the American eugenics movement, which was funded by the Rockefeller and Carnegie fortunes.

I have been victimized. Only this time, instead of it being at the hands of oil and steel industrialists, it is being affirmed and funded by Visa and just about every other major American corporation. I am now 20 years old and have been detransitioning for three years. Now that I want to restore or repair the damage that's been done, those therapists and doctors I had have vanished. They have already made their money off of me and my parents' insurance. I have nowhere to turn to now to find help and to be made whole again. As with Visa and its employee coverage through Cigna, there is no provision for detransitioning coverage. But if you want a penectomy or a vaginectomy or a double mastectomy, you can get paid for all day long if your parents work for Visa.

That's discrimination, and it looks like a huge litigation risk if you ask me. Please vote for proposal four.

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

Thank you, Ms. Abernathy. We appreciate your engagement with the company. As to the proposal, the Board unanimously recommends that shareholders vote against this proposal for the following reasons. We structure our total rewards and benefits package to attract and retain a talented and engaged global workforce, and we continue to evolve our programs to meet employee needs and remain an attractive employer of choice. We believe that employees should receive equal pay and benefits for equal work, regardless of gender identity or other protected characteristics, and our benefits do not distinguish based on these characteristics. The fifth proposal is a shareholder proposal requesting a report on Visa's policy on Merchant Category Codes. Ethan Peck of the National Center for Public Policy Research will present the proposal. As required under the rules of conduct for the meeting, the introduction and presentation of the proposal will be limited to three minutes.

Operator, please open the phone line for Mr. Peck. Welcome, Mr. Peck. Please introduce your proposal and make a brief supporting statement.

Ethan Peck
Shareholder Proponent, National Center for Public Policy Research

Good morning, everyone. Before I make our statement in defense of our proposal, I just want to say that the National Center stands by the National Legal and Policy Center's proposal and thank you, Claire, for giving that statement. That was very moving, and Visa must repair everything that is done to fund such evil and divisive efforts from the radical left, and so we urge shareholders also to vote for proposal four. Regarding our proposal, here's our statement. This proposal requests that the company evaluate the potential use of Merchant Category Codes to single out gun and ammunition stores. There's legitimate grounds for this proposal because the company previously adopted such a policy to begin tracking firearm purchases through the use of MCCs, and it did so under pressure from a Geneva-based NGO.

Foreign activists have no business telling Visa to create a tracking system that can be used to infringe upon the Second Amendment rights of Visa customers. Visa has a legal duty to its shareholders not to expose them to the unnecessary risks that come with adopting partisan and divisive policies, which, make no mistake about it, is exactly what singling out firearm purchases for tracking is. Visa is not a privately owned company. It's a publicly traded company that belongs to its shareholders, the majority of which would not approve of their assets being used to infringe upon their own constitutional rights. Yes, Visa dropped this policy before, but it did nothing to hold those accountable who allowed it to be implemented in the first place and nothing to ensure that it won't happen again, which is what companies are supposed to do after a screw-up.

The company also reaffirmed in its opposition statement that it merely paused the implementation of the MCC and did not permanently end it. This is why the risk of Visa reinstating this policy is not marginal, and that's why management's oversight of MCCs needs to be reviewed, which is what this proposal requests.

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

Thank you, Mr. Peck. We appreciate your engagement with the company. As to the proposal, the Board unanimously recommends that shareholders vote against this proposal for the following reasons. As a global company, Visa adopts the international standards that apply to our industry, including with respect to Merchant Category Codes or MCCs. A fundamental principle for Visa is protecting all legal commerce throughout our network and around the world and upholding the privacy of cardholders who choose to use Visa. MCCs do not give Visa visibility into product-level information. When we process a transaction, we cannot track what items a consumer is purchasing. This is true irrespective of which MCC applies to a merchant. Visa strives to follow the law everywhere we do business.

Given the regulatory and legislative uncertainty around the MCC for gun and ammunition stores, Visa has paused the implementation of this MCC on our network except in those states where the code is required by law. The sixth proposal is a shareholder proposal requesting adoption of a new Director Election Resignation Governance Guideline. Michael Piccirillo of the New York City Carpenters Pension Fund will present the proposal. As required under the rules of conduct for the meeting, the introduction and presentation of the proposal will be limited to three minutes. Welcome, Mr. Piccirillo. Please introduce your proposal and make a brief supporting statement.

Michael Piccirillo
Shareholder Proponent, New York City Carpenters Pension Fund

My name is Michael Piccirillo. I represent the New York City Carpenters Pension Fund. The proponent of the Director Election Resignation Governance Guideline proposal. The fund is a long-term holder of Visa Inc. and strongly supports the company's Board of Directors. Shareholders possess several rights as corporate owners, but none is more important than the right to elect the members of the Board of Directors. The fund's proposal for a Director Election Resignation Governance policy is straightforward and designed to strengthen shareholder voting rights in director elections. There are two key provisions to the proposed resignation guideline. First, a Board can accept or reject a tenured resignation from an unelected director, exercising its business judgment in deciding whether to accept or reject a tenured resignation. If the Board decides to accept a director's resignation, the director service on the Board would end.

If the board rejects a resignation, the unelected holdover director would continue to serve on the Board. This is when the second key feature of this resignation guideline comes into play. It provides that when an unelected director continues to serve and is defeated again at the next annual meeting, the unelected director's second resignation must be accepted by the Board. Two strikes and an unelected director is out. Currently, the company has a Director Resignation Guideline provision that addresses the status of a director following an election defeat. The company's policy contains provisions common to the resignation policies and bylaws of most corporations. The bylaw requires an incumbent director nominee to submit a resignation to the Board following an election defeat. The board has full discretion and the final say in determining whether such director's resignation is accepted or rejected.

If the board does not accept the director's resignation, the unelected director continues to serve on the Board despite a majority of shareholder votes being cast against his or her election. The majority vote standard in director elections was instituted for the explicit purpose of giving shareholders a meaningful right to determine who is elected to a corporate Board. Most current director resignation policies and bylaws, including the company's, operate to diminish the election voting rights of shareholders. The director election resignation proposal is designed to bolster shareholder voting rights in director elections. While the governance guideline provides the Board a strong measure of decision-making discretion, it limits the discretion by requiring that a twice-defeated director leave the Board. We believe this is a measure reform which serves the best interests of the corporation and its shareholders. Thank you.

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

Thank you, Mr. Piccirillo. We appreciate your engagement with the company. As to the proposal, the Board unanimously recommends that shareholders vote against this proposal for the following reasons. Our existing director resignation policy balances accountability to shareholders with the Board's responsibility and authority to discharge its fiduciary duties. The proposed director resignation policy seeks to enforce a rigid approach to director resignations that does not serve the best interests of shareholders or the company. Our current corporate governance practices promote Board responsiveness and accountability to shareholders. The seventh proposal is a shareholder proposal on transparency and lobbying. John Chevedden will present the proposal. As required under the rules of conduct for the meeting, the introduction and presentation of the proposal will be limited to three minutes. Operator, please open the phone line for Mr. Chevedden. Welcome. Please introduce your proposal and make a brief supporting statement.

John Chevedden
Shareholder Proponent, Individual Investor

Hello, this is John Chevedden. I move proposal seven, transparency and lobbying, asking Visa to provide a report on its state and federal lobbying expenditures, including indirect funding of lobbying through trade associations and social welfare groups. Shareholders are increasingly asking companies to disclose all dark money payments to third-party groups that use money to influence policy. Visa fails to do this. Visa does not issue a comprehensive report of its own direct lobbying. That data is scattered among federal and state regulators and is difficult to locate. It is only known that Visa spent $77 million in Federal Lobbying since 2010, and there is incomplete disclosure about Visa spending at the state level, where finding this information is nearly impossible. Visa is required to report its lobbying and already has this information, so it could easily be provided to Visa shareholders.

This proposal seeks full disclosure of dark money payments to trade associations and social welfare groups, where there are no limits or disclosure requirements. Visa shareholders face a big blind spot here. Trade associations spend hundreds of millions to lobby. The U.S. Chamber of Commerce has spent more than $1.9 billion since 1998. For 2023, Visa reports belonging to 36 trade associations which receive more than $25,000 each in dues, but Visa fails to disclose its trade association payments and the portions of these $25,000+ payments used for lobbying. Visa belatedly announced on January 15th that it will now provide the total amount of its trade association dues used for lobbying, but this still fails to break out amounts by trade association as requested here. Visa belongs to the Business Roundtable and Chamber of Commerce, which together spent over $89 million in Federal Lobbying for 2023.

How large are Visa's payments and what amounts were used for lobbying? Visa shareholders do not know, and that's a big problem. Many of Visa's trade association lobbying positions contradict Visa's public policy positions, resulting in a conflict of values and reputation risk. For example, Visa publicly supports addressing climate change, yet the Business Roundtable opposed the Inflation Reduction Act and historic investments in climate action, and the Chamber of Commerce has been a central figure against climate legislation for more than two decades, and Visa's support of the State Financial Officers Foundation has attracted scrutiny for pandering to a handful of pro-fossil fuel U.S. politicians. Visa also fails to disclose its payments to 501(c)(4) social welfare organizations, which also lobby. Lobbying disclosure is a safety mechanism for Visa, its reputation, and shareholders, as what gets disclosed gets managed. Please vote for proposal seven, Transparency and Lobbying.

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

Thank you, Mr. Chevedden. We appreciate your engagement with the company. As to the proposal, the Board unanimously recommends that shareholders vote against this proposal for the following reasons. We already provide comprehensive and transparent reporting on our lobbying and political activity expenditures. We already have in place extensive policies and procedures that provide for oversight and management of lobbying and political activities and related expenditures. We will now answer questions related to the proposals. First, we received questions regarding the Board's decision to recommend votes against the four shareholder proposals. Can you explain the Board's position, John?

John Lundgren
Board Chair, Visa

Sure. Thanks, Kelly. Our Board and management team greatly value the opinions and feedback of our shareholders. We have proactive ongoing engagement with our shareholders throughout the year, focused on corporate governance, corporate responsibility and sustainability, and executive compensation. In addition to ongoing dialogue among our shareholders and our Chief Executive Officer, Chief Financial Officer, and Investor Relations team on Visa's financial and strategic performance. The Board reviews and carefully considers all shareholder proposals received, and management engages with proponents about their proposals. This engagement has led several shareholders to withdraw their proposals in recent years, including one proposal that was withdrawn this year. Where we cannot reach a negotiated resolution, we carefully explain in the proxy materials the Board's view on the shareholder proposals, like the response to the four shareholder proposals included in this year's proxy statement.

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

Thank you, John. We also received a question about the compensation of our non-employee directors. Can you address that, please?

John Lundgren
Board Chair, Visa

Sure. We compensate non-employee directors for their service on the Board with a combination of cash and equity awards, the amount of which are commensurate with their role and involvement and consistent with fair company practices. In setting non-employee director compensation, we consider the significant amount of time our directors expend in fulfilling their duties, as well as the skill level required of members of our Board. Our proxy statement provides a detailed summary of our Non-Employee Director Compensation Program, including equity awards and cash retainers for Board membership, committee membership, and board leadership and committee chair positions as applicable.

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

We also received a question asking why executive compensation is provided in grants of Visa stock, diminishing shares held by other shareholders. Can you address, John?

John Lundgren
Board Chair, Visa

Equity awards represent the largest component of our Executive Compensation Program. These awards align the interests of our executives with shareholders' interests by linking a substantial proportion of each executive's compensation to stock performance and the achievement of long-term corporate performance and operational efficiency. Equity awards also provide an opportunity for stock ownership, which attracts and motivates our executives and promotes retention. In designing our executive compensation program, the compensation committee works closely with its independent compensation consultants to review several factors, including the practices of companies and our compensation peer group, where equity awards are commonly granted to attract, motivate, and retain executive leadership. All equity awards are granted out of Visa's shareholder-approved equity incentive plan.

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

A shareholder is also asking whether they can add a shareholder proposal on outsourcing.

John Lundgren
Board Chair, Visa

Currently, it's too late to add any additional shareholder proposals at this meeting. Our proxy statement provides the deadline for submitting shareholder proposals for the 2026 annual meeting and where to submit such shareholder proposals. Please also see our bylaws for the requirements for submitting shareholder proposals.

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

Thank you, John. That concludes the questions on the proposals. In summary, the Board recommends that you vote for the election of each Director nominee, for the second proposal, for the third proposal, and against shareholder proposals four, five, six, and seven. In a moment, we will close the polls. Please make any final votes online now by clicking the "Vote Here" button at the bottom of your screen. We will pause here briefly so voting can conclude. We will now move to the voting results. It is 8:58 A.M. on January 28th, and the polls are now closed. No additional votes will be accepted. I have received the preliminary voting results from the inspector of election based on the proxies received as of the opening of the polls at today's meeting.

Votes and proxies received during the meeting will be tabulated by the inspector of election and included in the final tally, which will be filed with the minutes of this annual meeting of shareholders. In addition, we will report the final voting results in a current report on Form 8-K within four business days from today. The preliminary results of the voting are as follows. Proposal one. Each of the Board's 11 nominees has been elected to the Board of Directors. Proposal two. The advisory vote to approve the compensation of the company's named Executive Officers has been approved. Proposal three. The proposal to ratify the appointment of KPMG LLP to serve as the company's independent registered public accounting firm for the 2025 fiscal year has been approved. Proposal four. The shareholder proposal on Gender-based Compensation Gaps and Associated Risks has not been approved.

Proposal five. The shareholder proposal requesting a report on Visa's policy on Merchant Category Codes has not been approved. Proposal six. The shareholder proposal requesting adoption of a new Director Election Resignation Governance Guideline has not been approved. Proposal seven. The shareholder proposal on Transparency and Lobbying has not been approved. I will now return the floor to John.

John Lundgren
Board Chair, Visa

Thank you, Kelly. This ends the formal portion of our meeting. I want to thank you all for attending. There being no further business to come before the meeting, this meeting is now concluded.

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

Next, I would like to ask Ryan to present an overview of Visa's fiscal 2024 financial results and business strategy. Before he begins, I would note that this presentation includes forward-looking statements. These statements are not guarantees of future performance, and our actual results could differ materially as the result of many factors. Additional information concerning those factors is available in our most recent report on Form 10-K, which you can find on the SEC's website in the Investor Relations section of our website. For non-GAAP financial information disclosed, the related GAAP measures and reconciliation are available in our Form 10-K and our fourth quarter earnings material posted on our Investor Relations website. With that, let me turn the floor over to Ryan.

Ryan McInerney
CEO, Visa

Good morning, and thank you for joining us today. At Visa, our purpose is to uplift everyone everywhere by being the best way to pay and be paid. And over the past 60+ years, we have made significant strides bringing our purpose to life in everything that we do. We have built a global payments network connecting consumers and businesses who do not know one another and who have no reason to trust one another to exchange value in milliseconds in more than 200 countries and territories around the world. And we have developed and delivered innovative solutions across the payments ecosystem to enable seamless and secure experiences for them. In fiscal year 2024, we delivered for our clients, partners, and stakeholders globally. Today, I am pleased to share some of our highlights from the year, including our financial performance, business drivers, and strategic areas of focus.

Let me start with our financial highlights from the fiscal year. 2024 was a strong year for Visa. We delivered $35.9 billion in net revenue, up 10% from the prior year. GAAP earnings per share was $9.73, up 17%, and non-GAAP earnings per share was $10.05, up 15%. Throughout the year, we continued to invest in the business to fuel long-term growth while also returning $20.9 billion to shareholders in the form of share repurchases and dividends. These strong financial results were enabled by solid business drivers. Total volume in 2024 grew 7% on a constant dollar basis to $15.7 trillion, and total transactions grew 10%, reaching 303 billion. Payments volume grew 8% on a constant dollar basis to $13.2 trillion, and payments transactions reached 286 billion, of which we processed approximately 80%. On average, that is 639 million transactions that we processed every single day during the year.

Cross-border volume grew 15% from the prior year on a constant dollar basis, excluding intra-Europe. Powering these results are Visa's clients and partners around the world. We partner closely with nearly 14,500 financial institutions and the world's major technology and consumer digital platforms, and we are proud of how we serve and deliver for our clients across our three strategic growth levers of consumer payments, new flows, and value-added services. In fact, our annual global client engagement survey showcased a global Net Promoter Score of 76, up three points from last year, and an enviable score for any client-facing organization. Throughout 2024, we made great progress across each of our three strategic imperatives. Let me touch on each of them in more detail.

First, consumer payments, where we are focused on expanding the number of credentials for buyers and growing the number of acceptance points for sellers, while increasing engagement with buyers, sellers, and our partners, such as issuers and acquirers. We ended the year with 4.6 billion payment credentials, up 7% from last year. These credentials can be used at more than 150 million merchant locations around the world. We also continued to drive engagement by delivering the most innovative, seamless, and secure buyer and seller experiences. We saw Tap to Pay usage continue to grow, accounting for 72% of all Visa face-to-face transactions. With the launch of Tap to Phone, we are enabling any of the billions of mobile phones around the world to become a point-of-sale device that accepts Visa payments.

And this year, we grew Tap to Phone transactions by more than 275%. And we are making sure these transactions are secure. We reached 11.5 billion tokens by the end of 2024, a significant milestone. Tokenization helps protect digital transactions by replacing 16-digit account numbers with a token, helping to drive down fraud and increase authorization rates. Beyond consumer payments, we continue to see tremendous opportunity in driving digitization and improving the payments and money movement experience for businesses of all sizes, governments, and consumers looking to transact with those parties.

The total addressable opportunity in new flows is enormous, with an estimated $200 trillion in payments annually, excluding Russia and China. To tap into this opportunity, we are focused on capturing both carded and non-carded flows through our commercial and money movement solutions. Visa Commercial Solutions, which represented $1.7 trillion in payments volume in 2024, helps small businesses, large and middle-market companies, and governments simplify payments, improve expense management, streamline accounts payable, and enable seamless cross-border payments.

Here, we are focused on a number of areas, including growing commercial cards, which includes virtual and digital credentials. In 2024, commercial credentials grew 18% year-over-year, significantly faster than the growth in consumer payments credentials I highlighted on the prior page. Within Visa Commercial Solutions, we are also focused on growing small business solutions, key verticals such as fleet and fuel, travel and agriculture, and products and capabilities specifically for accounts receivable and accounts payable spend. Visa Direct, our domestic and cross-border money movement platform, enables clients to collect, hold, convert, and send funds to more than 11 billion cards, bank accounts, and digital wallets. In 2024, Visa Direct saw nearly 10 billion transactions, up 33% from the prior year, and we continue to scale new use cases with a particular focus on cross-border, expand existing use cases to new geographies, and accelerate growth through enablers.

Our strategy for non-consumer payments is paying off, and we remain very excited by the continued opportunity in new flows. Our third growth lever, value-added services, has enabled us to deepen our relationships with existing clients while expanding our services beyond Visa transactions. In 2024, our value-added services revenue was up 22% in constant dollars, and we launched 30 new or enhanced products to power the growth of our clients. Let me share some highlights across our diverse portfolio of value-added services. First, in issuing solutions, early in the year, we closed our acquisition of Pismo, our core banking and issuer processing platform, which has since built a strong pipeline, and its solutions are resonating with clients all over the world.

Second, in acceptance solutions, which includes Cybersource, token solutions, urban mobility solutions, network products, and dispute management for merchants and acquirers, we loaded nearly 100,000 small businesses onto our Authorize.net platform to enable their e-commerce capabilities. Third, in risk and security solutions, we are integrating artificial intelligence into our offerings to help financial institutions and merchants prevent fraud and protect account holder data. We recently acquired Featurespace, a developer of real-time artificial intelligence payments protection technology. Featurespace will enable Visa to provide enhanced fraud prevention tools to our clients and protect consumers in real time across various payment methods.

Fourth, in advisory and other services where we offer payments expertise through consulting, proprietary analytics models, data scientists and economists, marketing services, and managed services, we delivered more than 3,000 consulting engagements during the year, up nearly 50% from 2023, and we estimate that we helped clients realize over $5 billion in incremental revenue as a result. Last, we continued to grow our open banking solutions, signing on new partnerships with Tink in Europe and bringing Tink's product and commercial capabilities to the U.S. So here, too, our strategy is paying off, and we remain very excited about the opportunity to continue to deliver value for our clients by providing services to Visa and non-Visa transactions, as well as services that go beyond payments. Fueling our strategy is our continued focus on innovation. In 2024, we unveiled a number of exciting new products across all components of our strategy.

Let me share a few examples. First, we launched an innovative new way to pay called Visa Flexible Credential, which allows consumers to choose from an array of different funding sources when making a payment, whether it's debit, credit, installments, or reward points. Second, we are integrating Click to Pay with Visa Payment Passkey Service to enable customers to authenticate themselves using a biometric, allowing us to deliver and scale a more seamless and secure checkout experience. Third, building on the great traction we're seeing on Tap to Pay, which I mentioned earlier, we are providing Visa users with more ways to tap, including not just Tap to Pay, but also tap-to-authenticate an identity, tap-to-add a new card, or tap-to-send money to family or friends. Fourth, as I mentioned, we are integrating artificial intelligence into our products and services to help our clients combat fraud.

In 2024, we launched Visa Protect for Account-to-Account Payments, our Account-to-Account Risk Scoring Solution, bringing AI-powered risk decisioning to the growing space of real-time Account-to-Account Payments. Also in the Account-to-Account space, we announced Visa A2A, which brings together the power of Visa's brand, infrastructure, rules, and consumer protections to enable simpler, safer, and more secure account-to-account payments. Finally, I want to go back to where I started, and that is Visa's purpose, which is to uplift everyone everywhere by being the best way to pay and be paid. The way I think about it is simple. We do well by doing good. If we deliver on our business objectives, we uplift individuals, businesses, and communities around the world. As we grow consumer payments, we are helping bring buyers and sellers into the financial ecosystem.

As we continue to innovate in new flows, we are facilitating the movement of money around the world, whether it's an individual sending money to loved ones in another country or governments dispersing benefits to its citizens. And finally, our value-added services are enabling our clients to provide these innovative, secure, and scalable solutions for their customers. Before I close, I want to take a moment to thank my colleagues around the world, our more than 31,000 Visa employees. These results are a product of the great work they put in every day to serve our clients, partners, and stakeholders around the world. To the Visa team, thank you for everything that you do. In summary, fiscal year 2024 was a strong year for Visa. We delivered across all fronts: our financial results, business drivers, and strategic imperatives.

I am very excited about what lies ahead and look forward to sharing more at our Investor Day next month. Thank you for investing in our company. That completes my prepared remarks. We will be happy to take your questions. If you would like to ask a question and you have not already submitted one online, please type your question into the "Ask a Question" field and click "Submit".

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

Thanks, Ryan. We have a few shareholder questions. The first one asks, "Some restaurants that accept Visa now add a convenience fee to a Visa payment transaction. What action does Visa plan to control this?"

Ryan McInerney
CEO, Visa

A convenience fee that a merchant may decide to charge can contain a number of components. Sometimes that can include a surcharge, which is an additional fee or charge that a merchant adds to a consumer's bill for using a particular form of payment.

Visa rules permit surcharging in select countries and U.S. states where it is permitted by law. Merchants who choose to surcharge must follow all Visa's requirements, including displaying consumer disclosures or be subject to fines. Visa's goal is to ensure everyone can use their Visa card wherever they wish to shop. We believe that the simplest, most economically efficient, and consumer-friendly approach is for merchants not to impose a surcharge on consumers for using their credit cards.

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

The next question is, "Value-added services has been a key growth lever in recent years. Tell us more about the strategy and what has been driving that growth."

Ryan McInerney
CEO, Visa

We have developed a proven and resilient growth model for VAS, which has delivered an annualized growth rate of 20%, fueled by innovation that deepens our client relationships. Our capabilities leverage Visa's broader strengths, and we have a competitive and differentiated solution suite.

The opportunity for us is significant, and today, VAS has a low penetration and therefore a significant opportunity. We think about the addressable market for VAS in three buckets. T hose that enhance Visa payments, enable all payments, and go beyond payments. So let me start with the services for Visa transactions. These offerings are built to enable Visa to be the best way to pay and be paid, and we are continually investing to add new functionality and improve security on the Visa network. Today, this category includes network services like Visa Account Updater, risk products like Visa Secure, dispute tools like Visa Resolve Online, and card benefits.

Traditionally, it has been our main source of VAS revenue, and we continue to see strong growth due to higher usage by existing clients, the introduction of new and enhanced solutions such as Visa Deep Authorization, Smarter Stand-in Processing, and Visa Account Attack Intelligence, and growth in client adoption in existing markets and geographic expansion. Next is services for all transactions, where today, this category includes acceptance services like Cybersource, Authorize.net, and Verifi, and risk tools such as Decision Manager and Visa Consumer Authentication Service, and A2A Protect. It also includes issuing solutions like DPS. This is a crucial part of our strategy. Being credible in payments acceptance requires agnostic capabilities. We are seeing an opportunity to extend our expertise across transaction types because that is what our clients are asking us for.

We see significant potential here, and we are confident revenue contribution from these services will increase as a percentage of total VAS revenues over time. Finally, focusing on services beyond payments, although it's the smallest portion of VAS revenue today, we are seeing increasing demand and growth for these services. This is a broad category. It includes advisory services such as Visa Consulting and Analytics and marketing services, open banking services such as Tink's account data solutions, and core banking provided through Pismo. We see real runway in this space.

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

Thank you, Ryan. The next question is, "Can you give us an update on Visa's capital allocation priorities and philosophy around returning capital to shareholders?"

Ryan McInerney
CEO, Visa

Our capital allocation priorities have not changed. Our first priority is to invest in our core business both organically and, as it makes sense, through acquisitions. Our business has great cash flow. Each year, we return between 20% and 25% of our earnings per share to shareholders through our dividend, which we have also increased annually since the IPO. We also consistently return excess cash through buybacks, which are largely programmatic. Over fiscal year 2024, we bought back nearly $17 billion of stock after authorizing a $25 billion multi-year share repurchase program in October of 2023. We do all of this while adhering to the parameters we've established for maintaining strong capital structure and strong credit ratings profile. We target up to 1.5x gross debt to EBITDA.

Kelly Mahon Tullier
Vice Chair, Chief People and Corporate Affairs Officer, Visa

We have time for one more question. As a reminder, we will post answers to a representative set of questions that were not answered today due to time constraints on our IR website as soon as practicable after the meeting. Our final question is, "Is there a possibility of a stock split soon?"

Ryan McInerney
CEO, Visa

Our last stock split was a four-for-one split in March 2015. There are many considerations for a stock split. We will continue to review these considerations on an ongoing basis, but we do not have any plans to split the stock at this time. This concludes the question-and-answer portion of the meeting. Thank you for attending Visa's 2025 annual meeting of shareholders. We appreciate your support.

Operator

The 2025 annual meeting of Visa Inc. has now concluded. You may now disconnect.

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