VISA RETIREMENT PLAN CASH BALANCE PLAN COMPONENT SUMMARY PLAN DESCRIPTION January 1, 2016 Table of Contents Introduction ■ Plan Highlights ■ How the Plan Works - Eligibility Requirements - When You May Receive a Benefit under the Plan Eligibility Service ■ Eligibility Service ■ Vesting ■ Breaks in Service and Leaves of Absence How Your Benefit Is Calculated ■ Cash Balance Account ■ Your Benefit if You Leave Visa’s Employment ■ Your Benefit if You Become Disabled ■ Minimum Cash Balance Account Balance Payment of Benefits ■ General ■ Time of Payment ■ Normal Form of Payment ■ Straight Life Annuity ■ Joint and Survivor Annuity ■ Lump Sum Payment ■ Choosing a Payment Option ■ Survivor Benefit for Your Beneficiary ■ Loss of Benefits ■ Paying Taxes on Your Benefit Payment Participation in Both the Plan and the Pre-2002 Plan ■ Eligibility Service ■ Benefit Service ■ How Your Benefits Are Calculated ■ Limitation on Benefits ■ Payment of Benefits Participation in Both the Plan and the 2002 Plan ■ Eligibility Service ■ Benefit Service ■ How Your Benefits Are Calculated ■ Limitation on Benefits ■ Payment of Benefits Participation in the Plan, the Pre-2002 Plan and the 2002 Plan ■ Limitation on Benefits ■ Payment of Benefits Retirement Plan Administration ■ ERISA - Your Rights and Privileges under ERISA - Prudent Actions by Retirement Plan Fiduciaries - Enforcing Your Rights - Assistance with Your Questions ■ Appealing a Denied Claim for Benefits ■ Assignment of Benefits and Qualified Domestic Relations Orders ■ How to Apply for Your Benefit Payments ■ Pension Benefit Guaranty Corporation (PBGC) Insurance ■ Top-Heavy Status ■ Future of the Retirement Plan and Right to Amend or Terminate the Retirement Plan ■ Employment Rights ■ Retirement Plan Documents ■ Additional Information Glossary of Key Terms 2 DWT 23589881v5 0088286-000001 Introduction In this section, you will find information on the following topics: ■ ■ Plan Highlights How the Plan Works - Eligibility Requirements - When You May Receive a Benefit under the Plan The Visa Cash Balance Plan (the Plan) is a separate component of the Visa Retirement Plan (the Retirement Plan) that generally applies to eligible employees of Visa. The other separate components of the Retirement Plan are referred to in this summary plan description as the Pre-2002 Plan and the 2002 Plan. Any benefits earned under the Pre-2002 Plan or the 2002 Plan are described in separate summary plan descriptions. Effective January 1, 2011, Visa employees are no longer eligible to earn benefits under the Pre-2002 or 2002 Plans, but may be eligible to participate in and earn benefits under the Plan. Effective January 1, 2016, the Company Contribution Credits, described under the “Cash Balance Account” provisions below are no longer made to eligible participants’ Cash Balance Accounts and Visa employees hired on or after that date are not eligible to participate in the Plan. Plan Highlights Visa pays the entire cost of the Plan so participation costs you nothing - you do not make any contributions. References to Visa throughout this summary plan description generally include Visa Inc. as the sponsoring employer of the Plan and any affiliate of Visa Inc. whose employees are eligible to participate in the Plan. The employers participating in the Plan are listed in Additional Information under Plan Administration. Here is a brief look at some of the key features of the Plan in effect as of January 1, 2016. ■ Employees hired prior to January 1, 2016, automatically participate in the Plan. ■ The Plan provides a benefit to you if you are vested, by completing three years of eligibility service or reaching age 65 while a Visa employee. Your vested benefit is based on the balance of your Plan account. You may receive your vested benefit as early as the month after your last day of employment. ■ The benefit payable in the form of a lump sum will be equal to the balance of your account. ■ You can choose how to receive your benefit from several payment options. ■ The Plan provides survivor benefits ﹘ financial protection for your spouse or named beneficiary following your death ﹘ if certain conditions are met. 3 Each of these features and other important details about the Plan are explained in the remainder of this summary plan description. Back to top How the Plan Works Prior to January 1, 2016, your account was credited each month with 6% of your “eligible compensation” during that month. Your account was also credited each month with interest on the preceding month-end account balance at a 30-year Treasury bond rate. As of January 1, 2016, your account will continue to be credited with interest each month, but the 6% of your “eligible compensation” credits will no longer be made. You are not taxed on the credits to your account until your account balance is paid to you following termination of your employment. You may also elect to roll over your account balance to an IRA or other qualifying employer plan in order to further defer taxation. The Plan is provided to eligible employees at no cost. The Plan is funded by contributions made by Visa to a trust, the assets of which are protected against creditor claims. Back to top Eligibility Requirements If you were hired on or before December 31, 2015, you were eligible to participate in the Plan and earn benefits under the Plan starting on your first day of active employment or reemployment at Visa if you were: ■ A regular Visa employee, and ■ Paid from Visa’s U.S. payroll. You are not eligible to participate in the Plan if you are: ■ Not paid from Visa’s U.S. payroll, even if you should have been under applicable law. ■ A foreign national participating in another retirement plan (other than the Visa 401k Plan) to which Visa contributes on your behalf. ■ Classified as an intern or project employee hired for a limited term for a specific project. ■ Ineligible to participate under the terms of a written agreement with Visa. ■ Hired after December 31, 2015. If you were hired prior to January 1, 2011, you may have been eligible to participate in the Pre-2002 Plan and/or the 2002 Plan. Please refer to the summary plan descriptions for the Pre-2002 and 2002 Plans for more information. Back to top 4 When You May Receive a Benefit under the Plan If you terminate employment with Visa before attaining age 65 (your normal retirement age) and are vested in your benefit, you may elect to receive your benefit as early as the month after termination of employment, or any month thereafter. Your benefit will be paid when you reach age 65, unless you elect otherwise. You will be vested in your benefit after you have completed three years of eligibility service. If you reach age 65 while a Visa employee, you may retire from Visa on your 65th birthday and have your benefit paid the next following month, unless you elect otherwise. In addition, you may continue working for Visa beyond age 65. You may stop working and retire from Visa at any time thereafter and have your benefit paid the next following month, unless you elect otherwise. Back to top Back to Table of Contents 5 Eligibility Service In this section, you will find information on the following topics: ■ Eligibility Service ■ Vesting ■ Breaks in Service and Leaves of Absence Eligibility Service Eligibility service is used to establish your eligibility to receive a benefit under the Plan. It determines whether: ■ You are vested and entitled to receive a benefit even though you leave Visa before you reach age 65. ■ Your beneficiary is eligible to receive a benefit if you die. Eligibility service is measured from the first day you are actively employed by Visa through your last day of employment at Visa ﹘ regardless of your eligibility to participate in the Plan. If you are or were a CyberSource employee, you are also credited with eligibility service equal to the CyberSource service that you had earned as of July 21, 2010, for purposes of determining vesting in your Plan benefit (see Vesting). If you were employed by PlaySpan on February 28, 2011, and employed by Visa on March 1, 2011, you are credited with eligibility service equal to the PlaySpan service that you had earned as of February 28, 2011, for purposes of determining your vesting in your Plan benefit. If you were employed by TrialPay on March 31, 2015, and employed by Visa on April 1, 2015, you are credited with eligibility service equal to the TrialPay service that you had earned as of March 31, 2015, for purposes of determining your vesting in your Plan benefit. If you are a participant in the Plan on or after October 1, 2012, you are credited with eligibility service for periods of work for Visa while you were a contractor engaged by another organization (other than Business Process Outsourcing (BPO) vendors) to temporarily supplement Visa’s existing workforce to ensure business continuity or address peaks and valleys in work. Such work must have been performed continuously for at least one full year, but it is not counted as eligibility service if it was performed as a “consultant” to Visa or was immediately followed by consecutive years in which no work for Visa was performed equal to the greater of the number of years of such work, or five years. If you performed services for Visa on a substantially full-time basis for a period of at least one year under Visa’s primary direction and control while not a Visa employee, you may be credited with eligibility service for periods of such work. Certain rules apply when determining eligibility service if you have a break in service or are not actively at work (see Breaks in Service and Leaves of Absence). Eligibility service also includes periods while you are employed by a Visa non-U.S. entity whose employees are not eligible to participate in the Plan, provided the entity affiliate has sufficient common ownership with Visa (generally at least 80%). You are also credited with eligibility service for periods of employment with Visa Europe that end prior to your 6 employment with Visa. Example: John, an employee of Visa USA and a participant in the Plan, transfers to Visa Singapore. He will continue to receive eligibility service under the Plan while he is employed with Visa Singapore. When John transfers back to Visa USA, his eligibility service will continue under the Plan. When he subsequently leaves Visa’s employment, his eligibility service will stop. Eligibility service is measured in days, including paid holidays, vacations and weekends. One year of eligibility service is equal to 365 days of eligibility service and does not have to be earned in a consecutive 12-month period. Back to top Vesting After you have earned three years of eligibility service, you are fully vested in your Plan benefit, meaning that your benefit is nonforfeitable. You also become fully vested in your Plan benefit regardless of your years of eligibility service when: ■ You reach age 65 while a Visa employee. ■ The Retirement Plan is completely terminated. ■ The Retirement Plan is partially terminated for a substantial group of employees to which you belong. Back to top Breaks in Service and Leaves of Absence If you are away from work and are not paid by Visa, your time away may be considered a break in service and therefore may not count toward your years of eligibility service under the Plan. Here is how breaks in service are determined: ■ If you terminate employment with Visa because you quit, retire or are discharged, your break in service begins on the first date you are not at work for one of these reasons. However, if you subsequently return to Visa’s employment within 12 months, your time away will not be considered a break in service. ■ If you are temporarily laid off without pay, your break in service will generally begin on the first anniversary of your temporary layoff. ■ If you are not at work because you are on an approved unpaid leave of absence, your time away will not be considered a break in service, provided you return to work within 30 days after your leave expires. If you do not return within this period, your break in service begins on the earlier of the date your leave ended or on the first anniversary of the date your leave began. ■ If you are on a military leave of absence, your time away will not be treated as a break in service, and you will continue receiving credit for eligibility and benefit service during your leave. Your benefits and rights are guaranteed by the Uniformed Services Employment and Reemployment Rights Act of 1994 (USERRA), as long as you satisfy the following requirements: 7 ■ You give advance notice of the leave to Visa; ■ You receive an honorable discharge; and ■ The entire period of USERRA leave generally does not exceed a cumulative total of five years. You must report back to work or apply for reemployment after your military leave in a timely manner, which is based on your period of military service. Back to top Back to Table of Contents 8 How Your Benefit Is Calculated In this section, you will find information on the following topics: ■ ■ ■ ■ Cash Balance Account Your Benefit if You Leave Visa’s Employment Your Benefit if You Become Disabled Minimum Cash Balance Account Balance Cash Balance Account The benefit you earn under the Plan is based on the balance of your Cash Balance Account. Your Cash Balance Account is an account that, prior to January 1, 2016, was credited as of the last day of each calendar month with a Company Contribution Credit in an amount equal to 6% of your eligible compensation during the portion of the month in which you are eligible to participate in the Plan. Effective January 1, 2016, Company Contribution Credits will not be made to any Cash Balance Account. Your Cash Balance Account is credited as of the last day of each calendar month with an Interest Credit. The Interest Credit is based on the balance of your Cash Balance Account as of the last day of the preceding calendar month and the daily compounding of interest thereon. The interest rate is derived from the average annual interest rate on 30-year Treasury bonds for November of the preceding calendar year. Eligible compensation includes: ■ Regular basic earnings ■ Overtime ■ Shift differentials ■ Discretionary awards (such as spot or lump sum merit awards, other than senior executive long-term incentive awards) ■ Short-term incentive awards ■ Differential wage payments made to employees on qualified military leave 9 Eligible compensation for the purposes of the Plan does not include: ■ Employer contributions to any benefits program ■ Earnings in excess of $21,250 per month, as adjusted periodically for future increases in the cost of living in accordance with applicable law ■ Stock-based compensation ■ Severance pay ■ Disability pay Back to top Your Benefit if You Leave Visa’s Employment If you leave Visa’s employment before you have three years of eligibility service, you will not be entitled to a Plan benefit because your benefit will not be vested (unless you leave after reaching age 65). If you leave Visa’s employment after you have three years of eligibility service, your Plan benefit will be vested and you may elect to receive your benefit on the first day of any month after termination of employment. If you do not elect otherwise, your benefit will be paid when you reach age 65. If you continue to work for Visa after you reach age 65, you may receive your benefit from the Plan on the first day of the month after you retire. If you transfer to a Visa entity whose participants do not participate in the Plan, such as a non-U.S. Visa entity, you may not commence receipt of your benefit until you terminate your employment with Visa and all other Visa entities. You may elect to commence receipt of your benefit on the first day of any month after termination of employment. Example: Jane, an employee of Visa USA and a participant in the Plan, transfers to Visa Singapore. She may not commence receipt of her retirement benefit while employed by Visa Singapore. When Jane transfers back to Visa USA, she recommences participation in the Plan. When she subsequently leaves Visa’s employment, she may elect to commence receipt of her benefit. Back to Top Your Benefit if You Become Disabled If you become disabled under the terms of a Visa disability benefits plan, you continue to earn eligibility service until your employment is terminated. Your Cash Balance Account will continue to receive Interest Credits until your account balance is paid to you following your termination of employment. Back to Top 10 Minimum Cash Balance Account Balance Your Cash Balance Account will always be credited with no less than $4,000 unless you: Became a participant in the Plan on January 1, 2011, due to your transition from the Pre-2002 or 2002 Plan to the Plan on that date; or Participated in the Pre-2002 or 2002 Plan, terminated employment and were rehired by Visa after May 4, 2009 You are also not entitled to a minimum Cash Balance Account balance if you were rehired by Visa and resumed participating in the Retirement Plan as a participant in the Plan after December 31, 2007, but before May 5, 2009, and you terminated employment prior to October 1, 2008. Example 1: Sarah was hired by Visa on January 1, 2011. Upon termination of employment, Sarah’s vested Cash Balance Account balance, based on the Plan’s generally applicable Company Contribution and Interest Credits as described above, is $2,500. When Sarah later elects to receive her Plan benefit, the $2,500 balance has been credited with additional Interest Credits of $1,000. However, because of the Plan’s minimum balance provisions, Sarah’s vested Cash Balance Account balance on her distribution date is $4,000 (instead of $3,500). Example 2: John is hired by Visa Canada on January 1, 2008. John transfers employment to Visa USA on January 1, 2011, and begins participating in the Plan. John is entitled to a minimum Cash Balance Account balance. Example 3: Kelly and Robert are participants in the Pre-2002 Plan and the 2002 Plan, respectively. On January 1, 2011, Kelly and Robert become participants in the Plan because of the transition from the Pre-2002 and the 2002 Plans to the Plan. Neither Kelly nor Robert are entitled to a minimum Cash Balance Account balance. Example 4: Mike was a participant in the 2002 Plan and terminated employment with Visa. On January 1, 2011, Mike is rehired and becomes a participant in the Plan. Mike is not entitled to a minimum Cash Balance Account balance. Back to Top Back to Table of Contents 11 Payment of Benefits In this section, you will find information on the following topics: ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ General Time of Payment Normal Form of Payment Straight Life Annuity Joint and Survivor Annuity Lump Sum Payment Choosing a Payment Option Survivor Benefit for Your Beneficiary Loss of Benefits Paying Taxes on Your Benefit Payment General You can generally choose when and how you would like your benefit under the Plan to be paid from a variety of options. If you are married, you must obtain your spouse's written consent, witnessed by a notary public, for the Plan to make any form of payment that does not provide to your spouse, upon your death, a survivor life annuity benefit of at least 50% of your annuity benefit. You cannot change your payment election or beneficiary after payment, regardless of the circumstances. Back to top Time of Payment If you leave Visa’s employment before reaching age 65, your benefit generally will not be paid until you reach age 65 unless you elect an earlier payment date or your account balance when you leave Visa’s employment is $1,000 or less. If you leave Visa’s employment after reaching age 65, your benefit generally will be paid the following month. Regardless of your age when you leave Visa’s employment, you may elect to defer the date your benefit is paid (but not later than April 1 of the year following the year you reach age 70 ½), provided that your account balance is more than $1,000. Back to top Normal Form of Payment If you are single, the normal form of payment is a straight life annuity (see Straight Life Annuity). If you are married, a 50% joint and survivor annuity is the normal form of payment, and your spouse is automatically your beneficiary (see Joint and Survivor Annuity). Your straight life annuity or 50% joint and survivor annuity will be actuarially equivalent to the balance of your account. Back to top 12 Straight Life Annuity Under a straight life annuity, your benefit is paid to you monthly for your lifetime, and survivor benefits will not be paid after you die. If you are married and want to elect a single life annuity, you must provide your spouse's written consent, witnessed by a notary public. The straight life annuity will be actuarially equivalent to the balance of your account. Back to top Joint and Survivor Annuity If you are married, the normal form of payment is a 50% joint and survivor annuity. This form provides an actuarially reduced monthly payment to you for your lifetime based on the joint life expectancies of you and your spouse. When you die, your surviving spouse receives a lifetime monthly benefit equal to 50% of the monthly benefit you were receiving. After your spouse’s death, no further payments are made. Regardless of whether you are single or married, you can elect a 50%, 75% or 100% joint and survivor annuity. The amount of your joint and survivor annuity benefit will be actuarially reduced based on the percentage to be continued and the joint life expectancies of you and your beneficiary. If you are married and you elect an option where your spouse is not the beneficiary, you must provide your spouse’s written consent, witnessed by a notary public. The joint and survivor annuity will be actuarially equivalent to the balance of your account. Back to top Lump Sum Payment If your account balance is greater than $1,000, you have the option of taking a single lump sum payment of your account balance instead of monthly annuity payments (to you and your surviving spouse or other beneficiary) at any time after you leave Visa and before your monthly annuity payments begin. If you are married, you will need your spouse's written consent, witnessed by a notary public, to elect a lump sum payment. If your account balance is $1,000 or less when you terminate employment, you will receive a single lump sum payment of your account balance soon after you leave Visa, and you and your surviving spouse or other beneficiary will not receive any payments in the future. Back to top Choosing a Payment Option The option you elect becomes effective on the payment date. Once payments start, you may not change your payment option or beneficiary thereafter. The payment option you select should take into account whether or not you are married, at what age you retire or receive benefit payment, if you receive income from other sources and a host of other factors. 13 The decision on when and how to receive your benefit is an important one. Visa will send you more information about your payment options when you notify Visa that you want your benefit payment. Back to top Survivor Benefit for Your Beneficiary If you die before your benefit is paid and after completing at least three years of eligibility service or after attaining age 65 or older while a Visa employee, the Plan will pay a death benefit to your beneficiary. Your beneficiary’s benefit will be equal to the balance of your account. If you are married when you die, your surviving spouse is automatically your beneficiary. A surviving spouse may elect to receive his or her entire benefit in the form of a single lump sum payment or a monthly lifetime annuity. Your spouse may elect to defer payment of his or her death benefit until the date you would have attained age 65. However, if your account balance is $1,000 or less when you die, your spouse will automatically receive a lump sum payment of such benefit as soon as reasonably possible after your death in lieu of monthly benefits. If you are not married when you die, your beneficiary will be the person named by you on your beneficiary designation form and submitted to the Plan Administrator. If your designated beneficiary does not survive you, or you have not designated a beneficiary, your beneficiary will be your surviving children in equal parts, or if you do not have any such children, your estate. A non-spouse beneficiary under the Plan will receive your account balance in the form of a single lump sum within five years from the date of your death. However, if your account balance is $1,000 or less when you die, he or she will automatically receive the balance as soon as practicable after your death. Back to top Loss of Benefits Certain circumstances may result in a loss of benefits under the Plan, such as, but not limited to, those described below. ■ You leave Visa before age 65 and before completing three years of eligibility service. ■ Part of your benefit is in excess of the limits imposed by law and incorporated into the Plan. These limits are relatively high and generally apply only to the highestpaid employees. Visa will notify you if part of your benefit is not payable under the Plan due to these limits. ■ If the Retirement Plan becomes significantly underfunded, the Internal Revenue Code may impose certain benefit restrictions on it. For example, lump sum payments may be suspended and future benefit accruals may be prohibited. You will be notified in the event that this occurs. 14 ■ The Retirement Plan is terminated without enough assets to fund earned benefits. You are entitled to your unfunded earned benefit only to the extent that the Pension Benefit Guaranty Corporation (PBGC) guarantees these benefits. Even if some of your benefit is not guaranteed, you still may receive some of that benefit from the PBGC depending on how much money the Retirement Plan has and how much the PBGC collects from Visa. If the Retirement Plan is terminated with assets in excess of earned benefits, the excess amounts revert to Visa. Back to top Paying Taxes on Your Benefit Payment A benefit payment you receive from the Plan is considered taxable income. If you elect to receive a single lump sum payment, federal income taxes must be withheld from your payment before it is paid to you. State income taxes will also be withheld, if elected or required. If you receive a single lump sum payment of your Plan benefit, you may be able to roll over the payment into another employer’s retirement plan or an individual retirement account (IRA) and postpone payment of income taxes to a later date. If you elect a direct rollover from the Plan to another plan or IRA, your payment is generally not subject to mandatory federal income tax withholding. If you elect to receive lifetime annuity payments, you have a choice of having taxes withheld from your payments or paying them yourself. You will receive a federal income tax withholding form for you to indicate whether you want taxes withheld from your payments. You will also receive a state income tax withholding form, if applicable. Your withholding election(s) will remain in effect until you make a new election. For more detailed information about federal income taxes and possible penalty taxes on benefit payments, refer to the separate Your Rollover Options Notice. Because tax laws are complex and change frequently, you should consult your tax advisor with any questions about your benefit and how tax laws may affect it. Back to top Back to Table of Contents 15 Participation in Both the Plan and the Pre-2002 Plan In this section, you will find information on the following topics: ■ ■ ■ ■ ■ Eligibility Service Benefit Service How Your Benefits Are Calculated Limitation on Benefits Payment of Benefits You may be eligible for benefits under the general provisions of the Plan that are described in this summary plan description as well as the Pre-2002 Plan if you participated in the Visa Retirement Plan before October 1, 2002. Retirement benefits that you earned prior to your participation in the Plan will be based on the provisions of the Pre-2002 Plan. However, your participation in the Plan may affect vesting and eligibility for early retirement benefits under the general provisions of the Pre-2002 Plan. Eligibility Service Eligibility service you earn under the Plan is counted as eligibility service under the Pre-2002 Plan. Likewise, eligibility service you earn under the Pre-2002 Plan is counted as eligibility service under the Plan, subject to the Retirement Plan’s break in service and leave of absence rules. Back to top Benefit Service You were credited with Benefit Service under the Pre-2002 Plan only while you were eligible to participate in the Pre-2002 Plan. Effective January 1, 2011, no employees are eligible to participate in the Pre-2002 Plan. The Plan does not use Benefit Service. Back to top How Your Benefits Are Calculated For vested employees who participate in both the Plan and the Pre-2002 Plan, you will receive two separate benefits: the first under the Pre-2002 Plan and the second under the Plan. For a description of how your monthly benefit under the Pre-2002 Plan is calculated, please refer to the summary plan description for that plan. Back to top 16 Limitation on Benefits Your combined benefits under the Plan and the Pre-2002 Plan are subject to certain limits set forth in the Internal Revenue Code. These limits are relatively high and generally apply only to the highest-paid employees. Visa will notify you if your combined benefits are in excess of the limits. Back to top Payment of Benefits When you apply for retirement benefits, you can choose how you would like to receive your Plan and your Pre-2002 Plan payments from a variety of options. This summary plan description and the summary plan description for the Pre-2002 Plan describe these options under Payment of Benefits. If you are eligible for benefits from the Plan and the Pre-2002 Plan, the benefits must be paid at the same time and in the same payment forms (unless you elect to receive a 25% joint and survivor annuity under the Pre-2002 Plan). However, if you received or started receiving your benefit from the Pre-2002 Plan prior to becoming a participant in the Plan and you are not entitled to an additional payment election under the Pre-2002 Plan, you may receive your benefit under the Plan at any time and in any payment form permitted under the Plan. Likewise, if your beneficiary is eligible for pre-retirement death benefits from the Plan and the Pre-2002 Plan upon your death, the death benefits must be paid at the same time and in the same payment forms. However, if you received or started receiving your benefit from the Pre-2002 Plan prior to becoming a participant in the Plan and you are not entitled to an additional payment election under the Pre-2002 Plan, your beneficiary may receive the death benefit under the Plan at any time and in any payment form permitted under the Plan. Back to top Back to Table of Contents 17 Participation in Both the Plan and the 2002 Plan In this section, you will find information on the following topics: ■ ■ ■ ■ ■ Eligibility Service Benefit Service How Your Benefits Are Calculated Limitation on Benefits Payment of Benefits You may be eligible for benefits under the general provisions of the Plan that are described in this summary plan description as well as the 2002 Plan if you commenced participation in the Visa Retirement Plan on or after October 1, 2002. Retirement benefits that you earn after October 1, 2002, and prior to December 31, 2010, will be based on the provisions of the 2002 Plan. However, your participation in the Plan may affect your vesting and eligibility for early retirement benefits under the general provisions of the 2002 Plan. Consequently, you may wish to refer to the summary plan description for the 2002 Plan. Eligibility Service Eligibility service you earn under the Plan is counted as eligibility service under the 2002 Plan. Likewise, eligibility service you earn under the 2002 Plan is counted as eligibility service under the Plan, subject to the Retirement Plan’s break in service and leave of absence rules. Back to top Benefit Service You were credited with Benefit Service under the 2002 Plan that you earn only while you were eligible to participate in the 2002 Plan. Effective January 1, 2011, no employees are eligible to participate in the 2002 Plan. The Plan does not use Benefit Service. Back to top How Your Benefits Are Calculated For vested employees who participate in both the Plan and the 2002 Plan, you will receive two separate benefits; the first under the 2002 Plan and the second under the Plan. For a description of how your monthly benefit under the 2002 Plan is calculated, please refer to the summary plan description for that plan. Back to top 18 Limitation on Benefits Your combined benefits under the Plan and the 2002 Plan are subject to certain limits set forth in the Internal Revenue Code. These limits are relatively high and generally apply only to the highest-paid employees. You will be notified if your combined benefits are in excess of the limits. Back to top Payment of Benefits When you apply for retirement benefits, you can choose how you would like to receive your Plan and your 2002 Plan benefits from a variety of payment options. This summary plan description and the summary plan description for the 2002 Plan describe these options under Payment of Benefits. If you are eligible for benefits from the Plan and the 2002 Plan, the benefits must be paid at the same time and in the same payment form. However, if you received or started receiving your benefit from the 2002 Plan prior to becoming a participant in the Plan and you are not entitled to an additional payment election under the 2002 Plan, you may receive your benefit under the Plan at any time and in any payment form permitted under the Plan. Likewise, if your beneficiary is eligible for pre-retirement death benefits from the Plan and the 2002 Plan upon your death, the death benefits must be paid at the same time and in the same payment form. However, if you received or started receiving your benefit from the 2002 Plan prior to becoming a participant in the Plan and you are not entitled to an additional payment election under the 2002 Plan, your beneficiary may receive the death benefit under the Plan at any time and in any payment form permitted under the Plan. Back to top Back to Table of Contents 19 Participation in the Plan, the Pre-2002 Plan and the 2002 Plan In this section, you will find information on the following topics: ■ Limitation on Benefits ■ Payment of Benefits You may be eligible for benefits under the general provisions of the Plan that are described in this summary plan description as well as the Pre-2002 Plan (if you participated in the Pre-2002 Plan before October 1, 2002) and the 2002 Plan (if you commenced or recommenced participation in the 2002 Plan on or after October 1, 2002). Retirement benefits that you earn while participating in the Plan and the Pre2002 Plan are described above under Participation in the Plan and the Pre-2002 Plan. Retirement benefits that you earn while participating in the Plan and the 2002 Plan are described above under Participation in the Plan and the 2002 Plan. Retirement benefits that you earn while participating in the Plan are in addition to those earned under the 2002 Plan and the Pre-2002 Plan. Limitation on Benefits Your combined benefits under the Plan, the Pre-2002 Plan and the 2002 Plan are subject to certain limits set forth in the Internal Revenue Code. These limits are relatively high and generally apply only to the highest-paid employees. You will be notified if your combined benefits are in excess of the limits. Back to top Payment of Benefits When you apply for retirement benefits, you can choose how you would like to receive your Plan, your Pre-2002 Plan and your 2002 Plan payments from a variety options. This summary plan description and the summary plan descriptions for the Pre-2002 Plan and the 2002 Plan describe these options under Payment of Benefits. If you are eligible for benefits from the Plan, the Pre-2002 Plan and the 2002 Plan, the benefits must be paid at the same time and in the same payment form (unless you elect to receive a 25% joint and survivor annuity under the Pre-2002 Plan). Likewise, if your beneficiary is eligible for pre-retirement death benefits from the Plan, the Pre-2002 Plan and the 2002 Plan upon your death, the death benefits must be paid at the same time and in the same payment form. Back to top Back to Table of Contents 20 Retirement Plan Administration In this section, you will find information on the following topics: ■ ERISA — Your Rights and Privileges under ERISA — Prudent Actions by Retirement Plan Fiduciaries — Enforcing Your Rights — Assistance with Your Questions ■ Appealing a Denied Claim for Benefits ■ Assignment of Benefits and Qualified Domestic Relations Orders ■ How to Apply for Your Benefit Payments ■ Pension Benefit Guaranty Corporation (PBGC) Insurance ■ Top-Heavy Status ■ Future of the Retirement Plan and Right to Amend or Terminate the Retirement Plan ■ Employment Rights ■ Retirement Plan Documents ■ Additional Information ERISA Your Rights and Privileges under ERISA As a participant in the Retirement Plan, you are entitled to certain rights and protections under the Employee Retirement Income Security Act (ERISA), as amended. ERISA provides that all Retirement Plan participants are entitled to receive information about their plan and benefits. You are entitled to: ■ Examine, without charge, at the Plan Administrator's office and at other specified locations, all documents governing the Retirement Plan, including insurance contracts and a copy of the latest annual report (Form 5500) filed by the Retirement Plan with the U.S. Department of Labor and available at the Public Disclosure Room of the Employee Benefits Security Administration. ■ Obtain, upon written request to the Plan Administrator, copies of all documents governing the operation of the Retirement Plan, including copies of the latest annual report (Form 5500) and an updated summary plan description. The Plan Administrator may make a reasonable charge for the copies. ■ Receive a summary of the Retirement Plan's annual financial report. The Plan Administrator is required by law to furnish each participant with a copy of this summary annual report. 21 ■ Obtain a statement telling you whether you have a right to receive a pension at normal retirement age (age 65) and if so, what your benefits would be at normal retirement age if you stop working under the Retirement Plan now. If you do not have a right to a pension, the statement will tell you how many more years you have to work to obtain the right to a pension. This statement must be requested in writing and is not required to be given more than once every twelve (12) months. The Retirement Plan must provide the statement free of charge. Back to top Prudent Actions by Retirement Plan Fiduciaries In addition to creating rights for Retirement Plan participants, ERISA imposes duties on the people who are responsible for the operation of an employee benefit plan. The people who operate the Retirement Plan, called Retirement Plan fiduciaries, have a duty to do so prudently and in the interest of you and the other Retirement Plan participants and beneficiaries. No one, including your employer or any other person, may fire you or otherwise discriminate against you in any way to prevent you from obtaining a pension benefit or exercising your rights under ERISA. Back to top Enforcing Your Rights If your claim for a benefit is denied or ignored, in whole or in part, you have a right to know why this was done, to obtain copies of documents relating to the decision without charge, and to appeal any denial, all within certain time schedules. Under ERISA, there are steps you can take to enforce the above rights. ■ If you request a copy of Retirement Plan documents or the latest annual report from the Retirement Plan and do not receive them within 30 days, you may file suit in a federal court. In such a case, the court may require the Plan Administrator to provide the materials and pay you up to $110 a day until you receive the materials, unless the materials were not sent because of reasons beyond the control of the Plan Administrator. ■ If you have a claim for benefits that is denied or ignored, in whole or in part, you may file suit in a state or Federal court. ■ If you disagree with the Retirement Plan's decision or lack thereof concerning the qualified status of a domestic relations order or a medical child support order, you may file suit in a Federal court. ■ If it should happen that Retirement Plan fiduciaries misuse the Retirement Plan's money, or if you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor, or you may file suit in a federal court. The court will decide who should pay court costs and legal fees. If you are successful, the court may order the person you have sued to pay these costs and fees. If you lose, the court may order you to pay these costs and fees, for example, if it finds your claim is frivolous. Back to top 22 Assistance with Your Questions If you have any questions about the Retirement Plan, you should contact the Plan Administrator. If you have any questions about this statement or about your rights under ERISA, or if you need assistance in obtaining documents from the Plan Administrator, you should contact the nearest office of the Employee Benefits Security Administration, U.S. Department of Labor, listed in your telephone directory, or the Division of Technical Assistance and Inquiries, Employee Benefits Security Administration, U.S. Department of Labor, 200 Constitution Avenue N.W., Washington, D.C. 20210. You may also obtain certain publications about your rights and responsibilities under ERISA by calling the publications hotline of the Employee Benefits Security Administration. Back to top Appealing a Denied Claim for Benefits If your claim for a benefit is denied, in whole or in part, you will receive a written explanation of the reason for the denial from the Plan Administrator. This written notice will include: ■ Specific reason(s) for the denial ■ Reference to specific Retirement Plan provisions on which the denial is based ■ A description of any additional materials or information needed to support your claim, and the reasons why such materials or information is necessary ■ A description of the Retirement Plan’s review procedures and the time limits applicable to such procedures. You will receive this explanation within 90 days after receipt of the claim (up to 180 days if special circumstances apply, unless you and the Plan Administrator agree to a longer period of time). If the Plan Administrator determines that it requires an extension of time due to special circumstances, you will be notified in writing of the extension within the initial 90-day time period. Any extension notice will describe the circumstances requiring the extension and the expected date by which a decision will be made. You have a right to have the Plan Administrator review and reconsider your claim. To initiate this process, you must submit a written appeal to the Plan Administrator within 60 days from the date you receive the original denial. Include in your appeal any facts that would be helpful to the Plan Administrator in deciding your case. You or your authorized representative may review and receive free of charge all documents related to any denial of benefits. The Plan Administrator will review your appeal and notify you in writing of the decision within 60 days (up to 120 days if special circumstances apply, unless you and the Plan Administrator agree to a longer period of time). The notice will specify the reasons for the decision and will discuss your rights to bring a court action under ERISA seeking benefits. If you do not receive a decision within this time period, your claim appeal is considered to have been denied. The decision of the Plan Administrator based on your appeal is final. Back to top 23 Assignment of Benefits and Qualified Domestic Relations Orders Generally, your vested Retirement Plan benefit cannot be assigned, sold, transferred or pledged (e.g., as collateral for a loan) by you. Additionally, your creditors cannot claim your benefits to satisfy debts. However, a court may issue a Qualified Domestic Relations Order (QDRO) instructing the Retirement Plan to pay all or part of the value of your benefit to an alternate payee, such as your spouse, former spouse, child, or dependent. The court may order payments to be made to an alternate payee while you are still working, but in no event before you have completed three years of eligibility service. You should be aware that a QDRO could exhaust your entire interest in the Retirement Plan. In addition, you may have taxable income if payment is made to someone other than your spouse or former spouse. In order to be considered qualified, the order must meet certain requirements. If the Plan Administrator or its delegate determines that an order to claim your Retirement Plan benefit is qualified, then the order must be obeyed. The Plan Administrator will inform you as soon as practicable upon the receipt of a court order affecting your Retirement Plan benefit. A copy of the Retirement Plan procedures related to domestic relations court orders can be obtained, without charge, from the Plan Administrator. Back to top How to Apply for Your Benefit Payment When you decide to receive your benefit payment, you should contact the Plan Administrator (see Additional Information below for contact information) and request a Retirement Plan disclosure packet no less than 30 days and no more than 90 days before you want payment of your benefit. This allows time for you to receive and complete the necessary forms, and gives Visa adequate time to process your paperwork. To complete the process, you will be asked to provide certain relevant information and documents. Please keep in mind that it is your responsibility to request payment of your benefit. In any situation in which you (or your beneficiary, in the event of your death) believe that you (or your beneficiary) are eligible for a benefit and payment information is needed, you (or your beneficiary) should contact the Plan Administrator. Back to top Pension Benefit Guaranty Corporation (PBGC) Insurance The Pension Benefit Guaranty Corporation (PBGC), a federal insurance agency, insures your pension benefits under the Retirement Plan. If the Retirement Plan terminates (ends) without enough money to pay all benefits, the PBGC will step in to pay pension benefits. The PBGC guarantees vested benefits at the level in effect on the date the Retirement Plan terminates. Most people receive all of the pension benefits they would have received under the Retirement Plan, but some people may lose certain benefits. The PBGC guarantee generally covers: (1) normal and early retirement benefits; (2) disability benefits if you become disabled before the Retirement Plan terminates; and (3) certain benefits for your survivors. 24 The PBGC guarantee generally does not cover: (1) benefits greater than the maximum guaranteed amount set by law for the year in which the Retirement Plan terminates; (2) some or all of the benefit increases and new benefits based on Retirement Plan provisions that have been in place for fewer than five years at the time the Retirement Plan terminates; (3) benefits that are not vested because you have not worked long enough for Visa; and (4) benefits for which you have not met all of the requirements at the time the Retirement Plan terminates. Even if certain of your benefits are not guaranteed, you still may receive some of those benefits from the PBGC depending on how much money the Retirement Plan has and how much the PBGC collects from employers. For more information about the PBGC and the benefits it guarantees, contact the PBGC’s Technical Assistance Division, 1200 K Street N.W., Suite 930, Washington, D.C. 20005-4026 or call 202-3264000 (not a toll-free number). TTY/TDD users may call the federal relay service toll-free at 1-800-877-8339 and ask to be connected to 202-326-4000. Additional information about the PBGC’s pension insurance program also is available through the PBGC’s Web site on the Internet at http://www.pbgc.gov. Back to top Top-Heavy Status Federal regulations require that the Retirement Plan be tested periodically to check whether certain key employees of Visa are accruing more than 60% of Retirement Plan benefits. If this occurs, the Retirement Plan will be considered top-heavy. Currently, the Retirement Plan is not top-heavy, and Visa does not expect the Retirement Plan to become top-heavy in the future. However, if it ever does become top-heavy, certain non-key employees (as defined by federal tax laws) may be entitled to additional Retirement Plan benefits, and vesting could be accelerated. The Plan Administrator will advise you of your rights under the top-heavy rules if the Retirement Plan should become top-heavy. Back to top Future of the Retirement Plan and Right to Amend or Terminate the Retirement Plan Although Visa intends to continue the Retirement Plan indefinitely, Visa has the right to amend or terminate the Retirement Plan at any time in whole or in part at its sole discretion. When Retirement Plan amendments are made that materially affect benefits, a summary of the changes will be communicated to affected Retirement Plan participants. If the Retirement Plan is terminated or partially terminated, the unvested Retirement Plan benefits of participants affected by the termination will immediately become vested. Back to top Employment Rights Participation in the Retirement Plan does not assure you of continued employment with Visa or grant you any rights to benefits except as specified in the Retirement Plan. Moreover, this summary does not constitute an implied or expressed contract or guarantee of employment. 25 Back to top Retirement Plan Documents This guide is a summary of the main features of the Cash Balance Plan component of the Retirement Plan. It is not the official Retirement Plan document. The official Retirement Plan text governs the operation of the Retirement Plan and payment of all benefits, and is subject to amendment. In the event of any ambiguity in or omission from this guide, or any conflict between this guide and the official Retirement Plan text, the official Retirement Plan text governs. Back to top 26 Additional Information The following information may be helpful if you need additional details about the Retirement Plan’s administration. Retirement Plan Name Retirement Plan Number Funding Medium Contribution Sources Type of Plan Sponsoring Employer Participating Employers Visa Retirement Plan 334 The Retirement Plan is funded by employer contributions to a trust. Employers Defined benefit pension plan Visa Inc. EIN: 26-0267673 P.O. Box 8999 San Francisco, CA 94128-8999 (650) 432-3200 Visa USA Inc. EIN: 94-1721694 P.O. Box 8999 San Francisco, CA 94128-8999 (650) 432-3200 Inovant EIN: 74-3070018 P.O. Box 8999 San Francisco, CA 94128-8999 (650) 432-3200 CyberSource Corporation EIN: 77-0472961 P.O. Box 8999 San Francisco, CA 94128-8999 (650) 432-3200 Retirement Plan Administrator Visa Pension Benefits Committee P.O. Box 8999 San Francisco, CA 94128 (650) 432-3200 Type of Administration Trust Retirement Plan Trustee Wells Fargo Institutional Retirement and Trust 333 Market Street, 29th Floor San Francisco, CA 94105 Agents for Service of Legal Process Plan Administrator and Retirement Plan Trustee Plan Year October 1 through September 30 If you have any questions regarding your Retirement Plan benefit or this document, please email [email protected] or call (844) 287-2754. Back to top Back to Table of Contents 27 Glossary of Key Terms ■ ■ ■ ■ ■ ■ ■ Break in service Cash Balance Account Company Contribution Credit Eligibility service Interest Credit Leave of absence Life annuity ■ ■ ■ ■ ■ ■ ■ Lump sum payment Normal retirement age Plan Year Qualified Domestic Relations Order (QDRO) Rollover Summary Plan Description (SPD) Vesting/Vested Break in service Your time away from work that is not counted toward your eligibility service. You can lose credit for eligibility service if you have a break in service. Back to top Cash Balance Account The account established for an eligible participant to which Company Contribution Credits and Interest Credits are credited. Back to top Company Contribution Credit Prior to January 1, 2016, an eligible participant’s Cash Balance Account was credited with a Company Contribution Credit as of the end of each calendar month equal to 6% of the eligible compensation earned in that month. Back to top Eligibility service Used to establish your eligibility to receive a retirement benefit under the Plan. Eligibility service is measured in days, including paid holidays, vacations and weekends and does not have to be earned in a consecutive 12-month period. Back to top Interest Credit An eligible participant’s Cash Balance Account is credited with an Interest Credit as of the end of each calendar month. The Interest Credit is based on the daily compounding of interest on the balance of the Cash Balance Account as of the last day of the preceding calendar month. The interest rate is derived from the average annual interest rate on 30-year Treasury bonds for November of the preceding calendar year. Back to top Leave of absence An employer-approved or military service absence that may keep you from incurring a break in service. Back to top 28 Life annuity A series of monthly payments paid during your lifetime and, depending on your form of annuity payment, the life of your spouse or other designated beneficiary. Back to top Lump sum payment A single, one-time payment of your entire benefit under the Plan. Back to top Normal retirement age Age 65. Back to top Plan Year October 1 through September 30. Back to top Qualified Domestic Relations Order (QDRO) An order issued by a court (and determined to be qualified by the Plan Administrator) requiring benefit payments to a spouse, former spouse, child or other dependent. Back to top Rollover The transfer of a lump sum payment to another qualified plan or an individual retirement account (IRA) in order to postpone to a later date payment of federal, state and/or local income taxes. Back to top Summary Plan Description (SPD) A written summary required by ERISA that describes an employee benefit plan. Back to top Vesting/Vested Your right to receive a Plan benefit. Back to top Back to Table of Contents 29
© Copyright 2026 Paperzz