Victory Portfolios II Announces ETF Liquidation

Victory Portfolios II today announced plans to liquidate the VictoryShares^® Emerging Markets Volatility Wtd ETF (“CEZ”). The decision to liquidate the ETF was the result of the regular review of its product lineup to ensure it is best meeting client needs.

Shareholders of CEZ may sell their holdings on the Nasdaq Stock Market^® prior to the close of trading on March 25, 2021, and customary brokerage charges may apply to these transactions. The ETF will cease trading at the end of the trading day on March 25, 2021. The ETF will liquidate on or about March 31, 2021. Any person holding shares of the ETF as of the liquidation date will receive a cash distribution equal to the net asset value of their shares as of that date. Victory Capital Management Inc., the adviser to the VictoryShares ETFs, will bear all fees and expenses that may be incurred in connection with the liquidation of the ETF and the distribution of the cash proceeds to investors, other than brokerage fees and other related expenses.

For tax purposes, shareholders will generally recognize a capital gain or loss equal to the amount received for their shares over their adjusted basis in such shares.

About Victory Capital

Victory Capital is a diversified global asset management firm with $146.2 billion in assets under management as of January 31, 2021. The Company operates a next-generation business model combining boutique investment qualities with the benefits of a fully integrated, centralized operating and distribution platform.

Victory Capital provides specialized investment strategies to institutions, intermediaries, retirement platforms and individual investors. With nine autonomous Investment Franchises and a Solutions Platform, Victory Capital offers a wide array of investment styles and investment vehicles including, actively managed mutual funds, separately managed accounts, active ETFs, multi-asset class strategies, custom-designed solutions and a 529 College Savings Plan.

For more information, please visit www.vcm.com or follow us: Twitter and LinkedIn

Carefully consider the Funds’ investment objectives, risks, charges and expenses before investing. This and other important information about the Funds can be found in each Fund’s prospectus or, if available, the summary prospectus. To obtain a copy, please visit www.victorysharesliterature.com or call 800.991.8191. Read it carefully before investing.

VictoryShares ETFs are distributed by Foreside Fund Services, LLC, member FINRA. Victory Capital Management Inc. is the adviser to the VictoryShares ETFs. Victory Capital is not affiliated with Foreside Fund Services, LLC.

Investments involve risk including possible loss of principal. ETFs have the same risks as the underlying securities traded on the exchange throughout the day. Redemptions are limited and often commissions are charged on each trade, and ETFs may trade at a premium or discount to their net asset value. ETFs may invest in securities included in, or representative of securities included in, the index, regardless of their investment merits.

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