Crestview-affiliated entities reported their ownership in Victory Capital Holdings, Inc. Class A common stock. As of August 13, 2026, Crestview Partners II GP, L.P., together with Crestview Victory, L.P. and Crestview Advisors, L.L.C., was deemed to beneficially own 1,996,158 shares of Class A common stock, representing 3.2% of the class. Crestview Victory, L.P. directly owns 1,991,983 shares, while Crestview Advisors, L.L.C. directly holds 4,175 shares assigned by certain current and former directors who received fully vested shares under the 2018 Stock Incentive Plan. The ownership percentages are based on 61,509,572 shares of common stock outstanding as of July 31, 2026. Each reporting person disclaims beneficial ownership except to the extent of its pecuniary interest.
Positive
None.
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Key Figures
Total Crestview beneficial ownership:1,996,158 sharesCrestview Victory direct holdings:1,991,983 sharesCrestview Advisors direct holdings:4,175 shares+2 more
5 metrics
Total Crestview beneficial ownership1,996,158 sharesClass A common stock deemed beneficially owned as of August 13, 2026
Crestview Victory direct holdings1,991,983 sharesClass A common stock directly owned by Crestview Victory, L.P.
Crestview Advisors direct holdings4,175 sharesClass A common stock assigned from director awards and held by Crestview Advisors, L.L.C.
Ownership percentage3.2%Percent of Victory Capital common stock class reported as of August 13, 2026
Shares outstanding baseline61,509,572 sharesCommon stock outstanding as of July 31, 2026, from Victory Capital Form 10-Q
"Beneficial ownership reported in this reflects holdings as of August 13, 2026."
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.
shared voting powerfinancial
"Shared Voting Power 1,996,158.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared dispositive powerfinancial
"Shared Dispositive Power 1,996,158.00"
pecuniary interestfinancial
"disclaims beneficial ownership of the reported securities except and to the extent of its pecuniary interest therein."
Stock Incentive Planfinancial
"issued shares under the 2018 Stock Incentive Plan for service on the Issuer's board"
A stock incentive plan is a company program that gives employees or directors pieces of ownership or the right to buy shares over time, similar to receiving a bonus paid in company stock instead of cash. Investors pay attention because these plans align staff incentives with long‑term company performance but can also dilute existing shareholders and affect reported profits when grants are expensed, so they influence both ownership percentages and financial results.
FAQ
How much of Victory Capital (VCTR) does Crestview report owning in this Schedule 13G/A?
Crestview-affiliated entities report 1,996,158 shares of Victory Capital Class A common stock, representing 3.2% of the outstanding class. This includes 1,991,983 shares directly held by Crestview Victory, L.P. and 4,175 shares held by Crestview Advisors, L.L.C.
What is the direct shareholding of Crestview Victory, L.P. in Victory Capital (VCTR)?
Crestview Victory, L.P. directly owns 1,991,983 shares of Victory Capital Class A common stock. These shares form the core of the Crestview group’s reported holdings and are attributed for beneficial ownership purposes to several related Crestview entities.
What ownership percentage in VCTR does the 13G/A base on total shares outstanding?
The reported 3.2% ownership in VCTR is based on 61,509,572 shares of common stock outstanding as of July 31, 2026, as reported in Victory Capital’s Form 10-Q filed on August 6, 2026.
Who holds the 4,175 Victory Capital (VCTR) shares reported by Crestview Advisors, L.L.C.?
Crestview Advisors, L.L.C. directly holds 4,175 shares of Victory Capital common stock. These shares were issued to certain current and former directors for board service under the 2018 Stock Incentive Plan and were assigned to Crestview Advisors, L.L.C.
Do the Crestview reporting persons claim full beneficial ownership of their VCTR shares?
No. Each Crestview reporting person disclaims beneficial ownership of the Victory Capital securities except to the extent of its pecuniary interest. This clarifies that economic interest, not full control, is being asserted.
What voting and dispositive power do Crestview entities report over VCTR shares?
Crestview entities report shared voting power and shared dispositive power over the same share counts they beneficially own. For Crestview Partners II GP, L.P., that shared power covers 1,996,158 shares of Victory Capital common stock.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 10)
Victory Capital Holdings, Inc.
(Name of Issuer)
Class A Common Stock, $0.01 par value per share
(Title of Class of Securities)
92645B103
(CUSIP Number)
06/30/2026
(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
Crestview Partners II GP, L.P.
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,996,158.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,996,158.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,996,158.00
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)
3.2 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: The total in Rows (6), (8), and (9) reflects holdings as of August 13, 2026, and represents the 1,996,158 shares of Class A common stock, par value $0.01 ("Class A Common Stock") of Victory Capital Holdings, Inc. (the "Issuer") that are directly beneficially owned by Crestview Partners II GP, L.P., Crestview Victory, L.P. ("Crestview Victory") and Crestview Advisors, L.L.C. ("Crestview Advisors") and deemed to be beneficially owned by the Reporting Person.
SCHEDULE 13G
CUSIP Number(s):
92645B103
1
Names of Reporting Persons
Crestview Victory, L.P.
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,991,983.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,991,983.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,991,983.00
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)
3.2 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: The total in Rows (6), (8), and (9) reflects holdings as of August 13, 2026.
SCHEDULE 13G
CUSIP Number(s):
92645B103
1
Names of Reporting Persons
Crestview Advisors, L.L.C.
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
4,175.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,175.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,175.00
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)
0.0 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: The total in Rows (6), (8), and (9) reflects holdings as of August 13, 2026.
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:
See Item 2(b).
(b)
Address or principal business office or, if none, residence:
Crestview Partners II GP, L.P.
c/o Crestview Partners
590 Madison Avenue, 42nd Floor
New York, NY 10022
Crestview Victory, L.P.
c/o Crestview Partners
590 Madison Avenue, 42nd Floor
New York, NY 10022
Crestview Advisors, L.L.C.
c/o Crestview Partners
590 Madison Avenue, 42nd Floor
New York, NY 10022
(c)
Citizenship:
See Row (4) of each Reporting Person's cover page.
(d)
Title of class of securities:
Class A Common Stock, $0.01 par value per share
(e)
CUSIP No.:
92645B103
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:
See Row (9) of each Reporting Person's cover page. Beneficial ownership reported in this Schedule 13G reflects holdings as of August 13, 2026.
Crestview Partners II GP, L.P. is the general partner of each of Crestview Partners II, L.P., Crestview Partners II (TE), L.P., Crestview Partners II (FF), L.P., Crestview Offshore Holdings II (Cayman), L.P., Crestview Offshore Holdings II (FF Cayman), L.P. and Crestview Offshore Holdings II (892 Cayman), L.P., each of which is a member of Crestview Victory GP, LLC and a limited partner of Crestview Victory, L.P. Crestview Victory GP, LLC is the general partner of Crestview Victory, L.P. Crestview Advisors, L.L.C. provides investment advisory and management services to certain of the foregoing entities.
Each of Crestview Partners II GP, L.P., Crestview Partners II, L.P., Crestview Partners II (TE), L.P., Crestview Partners II (FF), L.P., Crestview Offshore Holdings II (Cayman), L.P., Crestview Offshore Holdings II (FF Cayman), L.P. and Crestview Offshore Holdings II (892 Cayman), L.P. may be deemed to have beneficial ownership of the 1,991,983 shares of Common Stock directly owned by Crestview Victory, L.P.
Robert V. Delaney, Jr. and Richard M. DeMartini are members of the Issuer's board of directors. Mr. Delaney is a partner of Crestview, L.L.C. (which is the general partner of Crestview Partners II GP, L.P.) and Crestview Advisors, L.L.C. Mr. Hurst and Mr. DeMartini are Vice Chairman of Crestview, L.L.C. and Crestview Advisors, L.L.C. Robert J. Hurst is a former member of the Issuer's board of directors. Alex J. Binderow is a former member of the Issuer's board of directors and a former partner of Crestview, L.L.C. and Crestview Advisors, L.L.C.
Messrs. Binderow, Delaney, Hurst and DeMartini were issued shares under the 2018 Stock Incentive Plan for service on the Issuer's board of directors. The shares were fully vested as of the date of issuance. Each of Messers. Binderow, Delaney, Hurst and DeMartini has assigned all rights, title and interest in 4,175 such shares of Common Stock to Crestview Advisors, L.L.C., which holds such shares directly.
Each reporting person disclaims beneficial ownership of the reported securities except and to the extent of its pecuniary interest therein.
(b)
Percent of class:
See Row (11) of each Reporting Person's cover page. The percentage herein is based on 61,509,572 shares of Common Stock outstanding as of July 31, 2026, as reported in the Issuer's Form 10-Q filed August 6, 2026.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Row (5) of each Reporting Person's cover page.
(ii) Shared power to vote or to direct the vote:
See Row (6) of each Reporting Person's cover page.
(iii) Sole power to dispose or to direct the disposition of:
See Row (7) of each Reporting Person's cover page.
(iv) Shared power to dispose or to direct the disposition of:
See Row (8) of each Reporting Person's cover page.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
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:
Not Applicable
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.
