Crestview Partners II GP, L.P. - Apr 10, 2025 Form 4 Insider Report for Victory Capital Holdings, Inc. (VCTR)

Signature
By: Crestview Partners II GP, L.P., the Designated Filer, by: Crestview, L.L.C., its general partner, by: /s/ Poojitha Mantha, Chief Compliance Officer
Stock symbol
VCTR
Transactions as of
Apr 10, 2025
Transactions value $
$28,706
Form type
4
Date filed
4/11/2025, 05:15 PM
Previous filing
Jan 13, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VCTR Common Stock, par value $0.01 per share Award $28.7K +531 +0.01% $54.06 7.62M Apr 10, 2025 See Footnotes F1, F2, F3, F4, F5
holding VCTR Common Stock, par value $0.01 per share 413K Apr 10, 2025 See Footnotes F4, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the issuance of 531 shares of Common Stock under the Issuer's 2018 Stock Incentive Plan (the "Plan") to Robert V. Delaney Jr. in lieu of quarterly director fees for service on the Issuer's Board of Directors payable in cash to Mr. Delaney in the amount of $28,750. The price is based on the closing price of the Company's shares on April 10, 2025. Mr. Delaney has assigned all rights, title and interest in the shares issued to him to Crestview Advisors, L.L.C.
F2 Includes shares held by Crestview Victory, L.P. and Crestview Advisors, L.L.C. Crestview Partners II GP, L.P. ("Crestview GP") exercises voting and dispositive power over shares held by Crestview Victory, L.P.
F3 Decisions by Crestview GP to vote or dispose of such shares require the approval of a majority of the members of its investment committee and the chairman of the investment committee.
F4 Mr. Delaney is a member of the Issuer's board of directors and is an indirect member of each of Crestview, L.L.C. (which is the general partner of Crestview GP) and Crestview Advisors, L.L.C. (which provides investment advisory and management services to certain Crestview entities).
F5 Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein.
F6 Reflects shares indirectly held by Mr. Delaney through The 2007 Delaney Family LLC, an entity which Mr. Delaney controls.

Remarks:

Exhibit 24.1- Power of Attorney // Exhibit 99 - Joint Filer Statement