Vanguard (VCTR) amends 13G/A; reports zero ownership after realignment

Rhea-AI Filing Summary

The Vanguard Group filed Amendment No. 3 to a Schedule 13G/A reporting zero beneficial ownership of Victory Capital Holdings Inc common stock. The filing states Vanguard completed an internal realignment on January 12, 2026, and, "in accordance with SEC Release No. 34-39538 (January 12, 1998)", certain subsidiaries will report separately. The amendment is signed on March 27, 2026 and lists 0 shares and 0% ownership, with all voting and dispositive powers reported as zero.

Insights

Institutional Ownership Specialist

Amendment reflects administrative disaggregation of holdings after a Vanguard internal realignment.

The filing states Vanguard reorganized on January 12, 2026 and, per the cited SEC release, certain subsidiaries now report beneficial ownership separately. The amended Schedule 13G/A shows 0 shares and 0% beneficial ownership for Victory Capital common stock.

Practical effect: public filings will show separate reporting entities rather than a consolidated Vanguard stake; subsequent filings may disclose subsidiary-level positions if any exist.

Securities Compliance Attorney

Filing invokes the SEC disaggregation release to reassign reporting duties; this is a compliance-driven amendment.

The amendment quotes "in accordance with SEC Release No. 34-39538 (January 12, 1998)" and explains that Vanguard no longer is deemed to beneficially own securities held by certain subsidiaries. The form lists voting and dispositive powers as zero.

Key compliance point: the amendment documents the change in reporting attribution; any subsidiary holdings would appear on separate Schedule 13 filings if applicable.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

Victory Capital Holdings Inc

(Name of Issuer)

Common Stock

(Title of Class of Securities)

92645B103

(CUSIP Number)

03/13/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 92645B103

1

Names of Reporting Persons

The Vanguard Group

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

PENNSYLVANIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

0.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: On January 12, 2026, The Vanguard Group, Inc. went through an internal realignment. In accordance with SEC Release No. 34-39538 (January 12, 1998), certain subsidiaries or business divisions of subsidiaries of The Vanguard Group, Inc., that formerly had, or were deemed to have, beneficial ownership with The Vanguard Group, Inc., will report beneficial ownership separately (on a disaggregated basis) from The Vanguard Group, Inc. in reliance on such release. These subsidiaries and/or business divisions pursue the same investment strategies as previously pursued by The Vanguard Group, Inc. prior to the realignment. Further in accordance with SEC Release No. 34-39538 (January 12, 1998), The Vanguard Group, Inc. no longer has, or is deemed to have, beneficial ownership over securities beneficially owned by such subsidiaries and/or business divisions.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Victory Capital Holdings Inc
(b)	Address of issuer's principal executive offices: 15935 La Cantera Parkway, San Antonio, TX, 78256
Item 2.
(a)	Name of person filing: The Vanguard Group
(b)	Address or principal business office or, if none, residence: 100 Vanguard Blvd.,, Malvern, PA, 19355
(c)	Citizenship: PA
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.:
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 0
(b)	Percent of class: 0 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. The Vanguard Group, including investment companies registered under the Investment Company Act of 1940 and other managed accounts, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities reported herein.No one other person's interest in the securities reported herein is more than 5%.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

The Vanguard Group

Signature:	Ashley Grim
Name/Title:	Head of Global Fund Administration
Date:	03/27/2026

FAQ

What does Vanguard's Schedule 13G/A amendment say about VCTR ownership?

The amendment reports 0 shares and 0% beneficial ownership of Victory Capital common stock. It lists zero voting and dispositive powers and is signed on March 27, 2026.

Why did Vanguard report zero ownership for VCTR on this amendment?

Vanguard describes an internal realignment on January 12, 2026 and states, "in accordance with SEC Release No. 34-39538 (January 12, 1998)", that certain subsidiaries will report separately, resulting in Vanguard reporting zero here.

Will subsidiary holdings still be visible after this amendment for VCTR?

Yes. The filing explains subsidiaries or business divisions will report beneficial ownership separately; any subsidiary-level holdings would appear on their own Schedule 13 filings if applicable.

Who signed the Schedule 13G/A amendment for Vanguard?

The amendment is signed by Ashley Grim, identified as Head of Global Fund Administration, with a signature date of March 27, 2026.

Does the amendment change Vanguard's investment strategies for VCTR securities?

The filing states the subsidiaries "pursue the same investment strategies as previously pursued by The Vanguard Group, Inc." and attributes reporting changes to internal realignment rather than a strategy change.