Victory Capital (VCTR) director awarded 392 shares in lieu of cash fees
Rhea-AI Filing Summary
DEMARTINI RICHARD M reported acquisition or exercise transactions in this Form 4 filing.
Victory Capital Holdings, Inc. director Richard M. DeMartini received a grant of 392 shares of common stock on July 10, 2026 at $92.24 per share, issued in lieu of cash director fees of $28,750, $5,000 and $2,500. After this award he held 274,063 shares directly, plus 645,184 shares indirectly through The DeMartini 2018 Childrens Trust (where he has investment control but disclaims beneficial ownership beyond his pecuniary interest) and 27,841 shares indirectly through his spouse. The reported entries other than the grant reflect holdings rather than open-market trades.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
DEMARTINI RICHARD M
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 392 | $92.24 | $36K |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 274,063 shares (Direct);
Common Stock — 27,841 shares (Indirect, By Spouse)
Footnotes (1)
- These shares of Common Stock were issued to Mr. DeMartini at: (i) the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $28,750 (ii) Mr. DeMartini's election in lieu of director fees for service as the chairperson of the Company's Nominating, Governance and Sustainability Committee payable in cash in the amount of $5,000 and (iii) Mr. DeMartini's election in lieu of director fees for service Compensation Committee payable in cash in the amount of $2,500. The price is based on the closing price of the Company's shares on July 10, 2026. Includes Common Stock Shares held by The DeMartini 2018 Childrens Trust, a family trust in which the Reporting Person's spouse serves as the trustee and the Reporting Person has investment control. These shares were received pursuant to exempt prorata distributions from DeMartini Investors, L.P., of which The DeMartini 2018 Childrens Trust is a limited partner. The Reporting Person disclaims beneficial ownership of these Common Stock Shares except to the extent of his pecuniary interest therein.
Key Figures
Shares granted: 392 shares
Grant price per share: $92.24
Direct holdings after grant: 274,063 shares
+5 more
8 metrics
Shares granted
392 shares
Common stock grant to Richard M. DeMartini on July 10, 2026
Grant price per share
$92.24
Price based on Victory Capital closing share price on July 10, 2026
Direct holdings after grant
274,063 shares
Common stock held directly by Richard M. DeMartini following the award
Trust holdings
645,184 shares
Common stock held by The DeMartini 2018 Childrens Trust; DeMartini has investment control
Spousal holdings
27,841 shares
Common stock held indirectly through Richard M. DeMartini’s spouse
Board service fee
$28,750
Quarterly director fee paid in stock instead of cash
Committee chair fee
$5,000
Nominating, Governance and Sustainability Committee chair fee taken in stock
Compensation Committee fee
$2,500
Compensation Committee service fee taken in stock
Key Terms
Grant, award, or other acquisition, prorata distributions, pecuniary interest, Nominating, Governance and Sustainability Committee
4 terms
Grant, award, or other acquisition financial
"Transaction code A is described as a Grant, award, or other acquisition"
prorata distributions financial
"These shares were received pursuant to exempt prorata distributions from DeMartini Investors, L.P."
pecuniary interest financial
"The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest"
Nominating, Governance and Sustainability Committee financial
"director fees for service as the chairperson of the Company's Nominating, Governance and Sustainability Committee"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transaction did Victory Capital (VCTR) report for Richard M. DeMartini?
Richard M. DeMartini received a grant of 392 shares of Victory Capital common stock on July 10, 2026 at $92.24 per share. The shares were issued as stock compensation in lieu of several cash director fee payments, not through an open-market purchase.
Was the Victory Capital (VCTR) Form 4 transaction an open-market buy or sale?
No, the Form 4 shows a stock grant, not an open-market trade. The 392 Victory Capital shares were issued to Richard M. DeMartini as compensation in lieu of cash director fees, using the July 10, 2026 closing share price to determine the number of shares.
How were Richard M. DeMartini’s Victory Capital (VCTR) director fees structured?
DeMartini received shares instead of cash for three fee components: $28,750 for board service, $5,000 for chairing the Nominating, Governance and Sustainability Committee, and $2,500 for Compensation Committee service, all converted into stock at the July 10, 2026 closing price.
What does the trust holding on the Victory Capital (VCTR) Form 4 indicate?
The filing shows 645,184 shares held by The DeMartini 2018 Childrens Trust, where DeMartini’s spouse is trustee and he has investment control. He disclaims beneficial ownership of these shares except to the extent of his pecuniary interest, meaning economic benefit he personally derives.
What indirect Victory Capital (VCTR) holdings are attributed to Richard M. DeMartini’s spouse?
The Form 4 reports 27,841 shares of Victory Capital common stock held indirectly “By Spouse”. These shares are attributed to Richard M. DeMartini as indirect ownership, reflecting his economic interest in securities held in his spouse’s name as of July 10, 2026.