Fabara Paul D 4

What Happened

• Paul D. Fabara, Visa’s Chief Risk & Client Services Officer, had 21,322 performance-based restricted stock units (RSUs) vest/convert into common shares on Feb 15, 2026. To satisfy tax withholding, 10,421 of those shares were sold at $314.08 per share for proceeds of $3,273,028. The remaining 10,901 shares were retained by Fabara.
• The award was a performance-based grant (earned under a Feb 15, 2023 award) and settled in stock rather than a cash payment.

Key Details

• Transaction date: 2026-02-15; Form 4 filing date: 2026-02-18.
• Sale (tax withholding): 10,421 shares sold at $314.08 each, total proceeds $3,273,028.
• Award/settlement: 21,322 performance RSUs converted to shares (stock-settled); net shares retained = 10,901.
• Footnotes: F1 — each RSU represents a contingent right to one share (or cash equivalent). F2 — these are performance shares earned from the 2/15/2023 award based on a 3-year performance period.
• Shares owned after the transaction: not reported in the provided filing details.
• Transaction codes: M = exercise/conversion of derivative; F = shares withheld/sold for tax withholding; A = grant/award.

Context

• This is a routine settlement of performance RSUs with a common cashless-style tax withholding (shares withheld/sold to cover taxes). Such withholding sales are administrative and don’t necessarily indicate a personal investment decision to sell additional shares.