Visa 2008 Annual Report Download - page 165

Table of Contents
VISA INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
September 30, 2008
(in millions, except as noted)
For the year ended September 30, 2008:
Outstanding
Classes
and Series
of Common
Stock Prior to the
True-Up
Converted
Classes and
Series of Common
Stock after the
True-Up
Number of Common Stock
Outstanding Beginning at:
Weighted
Average
Incremental
Shares for
the Period
Total
Weighted
Average
Shares
Outstanding
for the
Period
Beginning of
Period True-Up Date IPO Date
Initial
Redemption
Date
Date of Event October 1, 2008 March 17, 2008 March 19, 2008 March 28, 2008
Days Outstanding 168 2 9 187 366
Percentage of Period 45.90% 0.55% 2.46% 51.09% 100.00% 100.00%
Participating Common Stock Classified as a Liability:
Class C (series III) — — 35,263,585 35,263,585 — 18,884,324
Common Stock Classified as Temporary Equity:
Class C (series II) — — 79,748,857 79,748,857 — 42,707,038
Common Stock Classified as Stockholders' Equity:
Class A Class A 747,176,048 747,175,495 1,044,155,500 773,969,768 1,100,098 769,268,604
Class USA(1) Class B(2) 426,390,481 400,251,872 400,251,872 245,513,385 — 333,189,548
Class Canada, AP, LAC & CEMEA Class C (series I)(3) 258,022,779 284,160,835 284,160,835 124,503,084 1,632 190,517,724
Class EU
(series I & III) Class C (series III & IV) 62,762,788 62,762,788 27,499,203 27,499,203 — 43,878,464
Class EU (series II) Class C (series II) 27,904,464 27,904,464 — — — 12,961,090
(1) The amount of class USA common stock is net of 131,592,008 shares held by wholly-owned subsidiaries of the Company.
(2) The amount of class B common stock is net of 123,525,418 shares held by wholly-owned subsidiaries of the Company.
(3) Total weighted average shares outstanding for class C (series I) common stock reflect reduction of 525,443 shares, representing a stock dividend received on August 1, which is included
in Treasury Stock on the Company's September 30, 2008 consolidated balance sheets. Total weighted average shares also reflect 112,100 additional class C (series I) shares issued on
August 15, 2008. See Note 16 – Stockholders' Equity and Redeemable Shares.
Note 18—Share-based Compensation
Prior to the Company's IPO in March 2008, the Company had not granted share-based compensation awards. During 2007 in anticipation of the IPO,
the Company adopted the 2007 Equity Incentive Compensation Plan (the "EIP"). The EIP was adopted to award long-term compensation following the
reorganization and is designed to align management interests with those of stockholders, provide opportunities for wealth creation and ownership, encourage a
long-term focus, and promote retention. The EIP is a stockholder-approved omnibus plan that permits the grant or award of stock options, stock appreciation
rights, restricted stock awards, restricted stock units, performance unit awards, performance share awards, cash-based awards and other equity-based awards
to eligible persons, and covers a total of up to 59,000,000 shares of class A common stock. Shares available for award may be either authorized and unissued
or previously issued shares subsequently acquired by the Company.
The EIP became effective in October 2007 upon the completion of the reorganization. The EIP will continue in effect until all of the common stock
available under the EIP is delivered and all restrictions on those shares have lapsed, unless the plan is terminated earlier by the Company's board of directors.
No awards may be granted under the plan on or after 10 years from its effective date.
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