Crestview entities shift Victory Capital (VCTR) shares via internal distribution
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Victory Capital Holdings, Inc. received a Form 4 detailing an internal restructuring of indirect holdings tied to Crestview entities and director Robert V. Delaney Jr. Two “J” code entries reclassified a total of 2,139,742 shares of common stock as part of entity-level changes for no consideration.
Crestview Partners II GP, L.P. and Crestview Victory, L.P. made a pro rata distribution of shares to their partners, while Crestview GP retains voting and dispositive power over Crestview Victory, L.P. Mr. Delaney’s indirect holdings include 2,420 shares through family LLCs, and each reporting person disclaims beneficial ownership beyond its or his pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Crestview Partners II GP, L.P., Crestview Victory, L.P., Crestview Advisors, L.L.C., Delaney Robert V. Jr.
Role
null | null | null | null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Common Stock, par value $0.01 per share | 2,100,000 | $0.00 | -- |
| Other | Common Stock, par value $0.01 per share | 39,742 | $0.00 | -- |
| holding | Common Stock, par value $0.01 per share | -- | -- | -- |
Holdings After Transaction:
Common Stock, par value $0.01 per share — 1,995,847 shares (Indirect, See Footnotes)
Footnotes (1)
- Reflects a pro rata distribution of common stock held by each of Crestview Partners II GP, L.P. ("Crestview GP") and Crestview Victory, L.P. to each of its applicable partners for no consideration. Includes shares held by Crestview Victory, L.P. and Crestview Advisors, L.L.C. (including shares issued under the Issuer's 2018 Stock Incentive Plan in lieu of quarterly cash director fees for Mr. Delaney's service on the Issuer's board of directors, for which Mr. Delaney has previously assigned all rights, title and interest in such shares Crestview Advisors, L.L.C.). Crestview GP exercises voting and dispositive power over shares held by Crestview Victory, L.P. 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. 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). Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein. Reflects shares indirectly held by Mr. Delaney through The 2007 Delaney Family LLC, an entity which Mr. Delaney controls. Reflects shares indirectly held by Mr. Delaney through The 2010 Delaney Family LLC, an entity which Mr. Delaney controls.
Key Figures
Restructured shares total: 2,139,742 shares
J-code transaction shares: 39,742 shares
J-code transaction shares: 2,100,000 shares
+3 more
6 metrics
Restructured shares total
2,139,742 shares
Total restructuring shares in J-code transactions
J-code transaction shares
39,742 shares
Other acquisition or disposition entry
J-code transaction shares
2,100,000 shares
Other acquisition or disposition entry
Post-transaction holdings
491,682 shares
Total shares following one J-code transaction
Post-transaction holdings
1,995,847 shares
Total shares following the 2,100,000-share J-code transaction
Indirect Delaney family holdings
2,420 shares
Shares indirectly held via 2007 and 2010 Delaney Family LLCs
Key Terms
pro rata distribution, beneficial ownership, pecuniary interest, investment committee, +1 more
5 terms
pro rata distribution financial
"Reflects a pro rata distribution of common stock held by each of Crestview Partners II GP, L.P. and Crestview Victory, L.P."
A pro rata distribution is when a company or organization shares out money, assets, or benefits evenly among all eligible people based on their size or share. For example, if a company makes a profit and distributes it to shareholders, each person gets a portion proportional to how many shares they own. It ensures everyone gets their fair part based on their ownership or stake.
beneficial ownership regulatory
"Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein."
investment committee financial
"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."
An investment committee is a small group of experienced people who set the rules and make the key decisions about what investments to buy, hold, or sell for a fund, pension, or portfolio. Think of them as the steering team that balances goals, potential returns and risk—their choices shape how much money investors are likely to gain or lose and provide consistent oversight so decisions aren’t made impulsively.
voting and dispositive power regulatory
"Crestview GP exercises voting and dispositive power over shares held by Crestview Victory, L.P."
FAQ
What did Crestview entities report in this Victory Capital (VCTR) Form 4?
The Form 4 reports internal restructuring transactions by Crestview-related entities involving Victory Capital common stock. Two “J” code entries reclassified a combined 2,139,742 shares through entity-level changes, rather than open-market buying or selling, with no consideration exchanged in the pro rata distribution.