VISA INC. 8-K

What Happened Visa Inc. (V) filed a Form 8-K on July 15, 2026 reporting that its Board of Directors amended the Company’s Amended and Restated Bylaws, effective July 14, 2026. The amendments set exclusive forum provisions for certain types of litigation: the Delaware Court of Chancery (or, if that court lacks subject-matter jurisdiction, a Delaware state court) for specified actions against the company, and the United States federal district courts as the exclusive forum for claims brought under the Securities Act of 1933, unless Visa provides written consent to a different forum. A copy of the amended bylaws is filed as Exhibit 3.2 to the filing.

Key Details

• Amendment effective date: July 14, 2026; 8-K filed July 15, 2026.
• Designated exclusive forum for internal corporate claims: Court of Chancery of Delaware, or a Delaware state court if Chancery lacks jurisdiction.
• Designated exclusive forum for Securities Act claims: federal district courts of the United States.
• Visa may still consent in writing to an alternative forum. Amended bylaws are attached as Exhibit 3.2.

Why It Matters This change affects where shareholders and others must bring certain legal claims against Visa, creating predictability about venue (Delaware or federal courts) and potentially streamlining litigation procedures. It does not alter Visa’s financial statements or management, but is a legal/constitutional change to corporate governance that investors should note when considering shareholder litigation risks and related legal processes.