01—Abstract
Summary
Summary of the 8-K filed April 11, 2022. Cited figures are marked; the original filing is the authoritative source.
Visa Inc. announced a change to its Board of Directors on April 11, 2022, increasing its size from 10 to 11 members and appointing Teri List as a new director.
Ms. List's appointment is effective immediately and her term will conclude at the 2023 Annual Meeting of Stockholders. She has been deemed an independent director by the NYSE listing standards and has been appointed to key committees, including the Audit and Risk Committee and the Compensation Committee. Notably, Ms. List will serve on four public company audit committees, which exceeds the typical limit outlined in Visa's Corporate Governance Guidelines.
The Board has approved a waiver for this limit, citing her professional qualifications, prior experience as a CFO, and the nature of her service on other boards. This appointment suggests a strategic move by Visa to leverage Ms. List's extensive financial and governance expertise to enhance board oversight.
02—Key points
Key Highlights
- Visa Inc. appointed Teri List to its Board of Directors, increasing the board size to 11 members.
- Ms. List's appointment is effective April 11, 2022, and her term extends through the 2023 Annual Meeting of Stockholders.
- The Board has determined Ms. List meets the criteria for an independent director.
- Ms. List has been appointed to the Audit and Risk Committee and the Compensation Committee.
- Visa's Board has waived its standard limit on audit committee service for Ms. List, who will serve on four public company audit committees.
- The waiver was granted based on Ms. List's professional qualifications, CFO experience, and board service details.
- Ms. List will receive standard compensation for non-employee directors and an indemnification agreement.
03—Questions
Frequently Asked Questions
Who is Teri List and why has she been appointed to Visa's Board?
Teri List is a new independent director appointed to Visa's Board of Directors. Her appointment is intended to leverage her professional qualifications and extensive experience, including her prior role as a public company Chief Financial Officer, to enhance the board's oversight and strategic guidance.
Why is Ms. List serving on more audit committees than typically allowed by Visa's guidelines?
Visa's Corporate Governance Guidelines generally limit members of the Audit and Risk Committee to serving on no more than three public company audit committees. However, the Board has waived this limit for Ms. List, who will serve on four. This decision was made after a thorough review of her qualifications, CFO background, and the specifics of her board service, indicating the Board's confidence in her ability to fulfill her responsibilities effectively.
What committees will Ms. List be a part of?
Ms. List has been appointed to the Board's Audit and Risk Committee and the Compensation Committee. These committees play crucial roles in financial oversight and executive compensation strategy, respectively.
Will Ms. List's appointment impact the company's financial performance directly?
While the appointment of a new director, especially one with significant financial expertise, can contribute to stronger governance and strategic decision-making, this 8-K filing does not directly report any financial performance impacts. The immediate effect is on board composition and oversight rather than operational or financial results.
04—Continue