Victory Capital director paid fees in stock grant

Jackson Mary M. reported acquisition or exercise transactions in this Form 4 filing.

Accepted by SEC EDGAR 07/14/2026 - 05:12 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Jackson Mary M. reported acquisition or exercise transactions in this Form 4 filing.

Victory Capital Holdings director Mary M. Jackson received a grant of 311 shares of Common Stock on July 10, 2026. The shares were issued at the company’s election in lieu of $28,750 in quarterly director fees, using the $92.24 closing share price on that date.

After this stock-based fee payment, Jackson directly holds 7,404 shares of Victory Capital Holdings Common Stock.

Insider Trade Summary

Grant/Award: 311 shares

Grant/Award 1 txn

Insider Jackson Mary M.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	311	$92.24	$29K

Holdings After Transaction: Common Stock — 7,404 shares (Direct)

Footnotes (1)

1. F1. These shares of Common Stock were issued to Ms. Jackson at 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. The price is based on the closing price of the Company's shares on July 10, 2026.

Key Figures

Shares granted: 311 shares Grant valuation price: $92.24 per share Director fees converted: $28,750 +1 more

4 metrics

Shares granted 311 shares Common Stock issued to Mary M. Jackson on July 10, 2026

Grant valuation price $92.24 per share Based on the closing price of Victory Capital’s shares on July 10, 2026

Director fees converted $28,750 Quarterly director fees paid in stock instead of cash

Holdings after transaction 7,404 shares Total Common Stock directly held by Mary M. Jackson following the grant

Key Terms

Common Stock, quarterly director fees, closing price

3 terms

Common Stock financial

"These shares of Common Stock were issued to Ms. Jackson at the Company's election"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

quarterly director fees financial

"in lieu of quarterly director fees for service on the Company Board payable in cash"

closing price financial

"The price is based on the closing price of the Company's shares on July 10, 2026"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transaction did Victory Capital (VCTR) director Mary M. Jackson report?

Mary M. Jackson reported a grant of 311 shares of Victory Capital Common Stock. The shares were issued as stock-based compensation instead of cash quarterly director fees, using the market closing price on July 10, 2026.

At what price were the 311 Victory Capital (VCTR) shares valued in the grant?

The 311 shares were valued at $92.24 per share, based on the closing price of Victory Capital’s stock on July 10, 2026, the date used to convert quarterly director fees into shares.

How much in director fees did Victory Capital (VCTR) convert into stock for Mary M. Jackson?

Victory Capital converted $28,750 of quarterly director fees into Common Stock for Mary M. Jackson. Instead of paying cash, the company elected to issue shares using the stock’s July 10, 2026 closing price.

How many Victory Capital (VCTR) shares does Mary M. Jackson hold after this transaction?

Following the grant, Mary M. Jackson directly holds 7,404 shares of Victory Capital Common Stock. This total reflects her position after receiving 311 shares in lieu of a cash director-fee payment.

Was Mary M. Jackson’s Victory Capital (VCTR) transaction an open-market purchase or compensation?

The transaction was compensation, not an open-market purchase. The company issued 311 shares to Mary M. Jackson at its election in lieu of paying $28,750 in cash quarterly director fees.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Jackson Mary M.

(Last) (First) (Middle)

15935 LA CANTERA PARKWAY

(Street)

SAN ANTONIO TEXAS 78256

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Victory Capital Holdings, Inc. [ VCTR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/10/2026		A		311	A	$92.24(1)	7,404	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares of Common Stock were issued to Ms. Jackson at 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. The price is based on the closing price of the Company's shares on July 10, 2026.

	/s/ Nina Gupta, attorney-in-fact for Ms. Jackson	07/14/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)