Victory Capital Holdings (VCTR) director granted 417 shares for fees

Rhea-AI Filing Summary

Victory Capital Holdings director Lawrence Davanzo received 417 shares of common stock on January 12, 2026 as payment of quarterly board fees. The company elected to pay his $28,750 cash director fee in stock, using the closing share price of $68.93 on that date to determine the number of shares. After this grant, he directly held 852 shares of Victory Capital common stock. In addition, 190,812 shares are held indirectly by the Lawrence E. Davanzo and Christine Davanzo Revocable Trust, where he serves as trustee and disclaims beneficial ownership except to the extent of his pecuniary interest.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Davanzo Lawrence

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	417	$68.93	$29K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 852 shares (Direct); Common Stock — 190,812 shares (Indirect, See Footnote)

Footnotes (1)

1. These shares of Common Stock were issued to Mr. Davanzo 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 January 12, 2026. These securities are held directly by the Lawrence E. Davanzo and Christine Davanzo Revocable Trust, of which Mr. Davanzo serves as trustee. Mr. Davanzo disclaims beneficial ownership of the shares held by the Lawrence E. Davanzo and Christine Davanzo Revocable Trust except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that Mr. Davanzo is the beneficial owner of the shares held by the Lawrence E. Davanzo and Christine Davanzo Revocable Trust.

Form 4 Insider Transactions: What Each Field Means →

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^*

Davanzo Lawrence

(Last) (First) (Middle)

C/O VICTORY CAPITAL HOLDINGS, INC.

15935 LA CANTERA PARKWAY

(Street)

SAN ANTONIO TX 78256

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
01/12/2026

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

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

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

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	01/12/2026		A		417	A	$68.93(1)	852	D
Common Stock								190,812	I	See Footnote(2)

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 Mr. Davanzo 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 January 12, 2026.

2. These securities are held directly by the Lawrence E. Davanzo and Christine Davanzo Revocable Trust, of which Mr. Davanzo serves as trustee. Mr. Davanzo disclaims beneficial ownership of the shares held by the Lawrence E. Davanzo and Christine Davanzo Revocable Trust except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that Mr. Davanzo is the beneficial owner of the shares held by the Lawrence E. Davanzo and Christine Davanzo Revocable Trust.

	/s/ Nina Gupta, attorney-in-fact for Mr. Davanzo	01/14/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did Victory Capital Holdings (VCTR) report for Lawrence Davanzo?

The report shows that director Lawrence Davanzo received 417 shares of Victory Capital common stock on January 12, 2026 as a stock grant.

What was the value and price of the Victory Capital (VCTR) shares granted to Lawrence Davanzo?

The filing states the grant replaced a quarterly director fee of $28,750, with the 417 shares valued using the $68.93 closing share price on January 12, 2026.

How many Victory Capital (VCTR) shares does Lawrence Davanzo hold directly after this Form 4 transaction?

Following the reported grant, Lawrence Davanzo directly owns 852 shares of Victory Capital common stock.

What indirect Victory Capital (VCTR) holdings related to Lawrence Davanzo are disclosed?

The filing notes 190,812 shares are held by the Lawrence E. Davanzo and Christine Davanzo Revocable Trust, where he is trustee and disclaims beneficial ownership except for his pecuniary interest.

What is the role of Lawrence Davanzo at Victory Capital Holdings (VCTR)?

The filing identifies Lawrence Davanzo as a director of Victory Capital Holdings, Inc.

Was the Victory Capital (VCTR) stock grant to Lawrence Davanzo a cash purchase?

No. The 417-share grant was issued at the company’s election in lieu of a quarterly cash director fee of $28,750.