Visa 2009 Annual Report Download - page 109

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Table of Contents
VISA INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
September 30, 2009
(in millions, except as noted)
Restricted Stock Awards and Restricted Stock Units
With the exception of RSA's and RSU's issued in connection with the IPO which had a one year vesting period, RSAs and RSUs issued under the EIP
generally vest ratably over three years from the date of grant, subject to earlier vesting in full under certain conditions.
Upon vesting, the RSA awards are settled in class A common stock on a one-for-one basis. During the vesting period, RSA award recipients are eligible
to receive dividends and participate in the same voting rights as those granted to the holders of the underlying class A common stock. Upon vesting, RSU
awards can be settled in class A common stock on a one-for-one basis or in cash, or a combination thereof, at the Company's option. The Company does not
currently intend to settle any RSU awards in cash. During the vesting period, RSU award recipients are eligible to receive dividend equivalents but do not
participate in the voting rights granted to the holders of the underlying class A common stock.
The fair value and compensation cost before estimated forfeitures for RSAs and RSUs is calculated using the closing price of class A common stock on
the date of grant. The total fair value of RSAs and RSUs vested during fiscal 2009 was $78 million and no RSAs or RSUs were vested in fiscal 2008.
The following table summarizes the Company's RSA and RSU activity for fiscal 2009:
Restricted Stock
Weighted-
Average
Grant Date
Fair Value
Weighted-
Average
Remaining
Contractual
Term (in
years)
Aggregate
Intrinsic
Value(1)
(in millions)
Awards Units RSA RSU RSA RSU RSA RSU
Outstanding at October 1, 2008 1,260,372 581,012 $ 44.18 $ 44.01
Granted 1,268,353 297,045 56.46 56.64
Vested (1,214,466) (543,369) 44.12 44.10
Forfeited/expired (78,248) (57,674) 51.32 47.69
Outstanding at September 30, 2009 1,236,011 277,014 $ 56.55 $ 56.64 2.1 2.1 $ 85 $ 19
(1) Calculated using the stock price at September 30, 2009 of $69.11 multiplied by the number of instruments.
At September 30, 2009, there was $44 million and $10 million of total unrecognized compensation cost related to non-vested RSAs and RSUs,
respectively, which is expected to be recognized over a weighted average period of approximately 2 years.
Performance-based Shares
The Company also made awards of performance-based shares during the period. The number of performance shares earned was 295,736 and was based
on the Company's achievement of specified adjusted net income performance targets during the one-year period ended September 30, 2009.
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