Victory Capital Holdings, Inc.·4

May 29, 7:30 AM ET

Crestview Partners II GP, L.P. 4

4 · Victory Capital Holdings, Inc. · Filed May 29, 2026

Research Summary

AI-generated summary of this filing

Updated

Victory Capital (VCTR) Crestview GP Director Distributes 2.1M Shares

What Happened

  • Crestview Partners II GP, L.P., reported as a Director, recorded two related transactions on May 29, 2026: a disposition (distribution) of 2,100,000 Victory Capital (VCTR) shares and an acquisition of 39,742 shares. No price or cash value was reported (N/A).
  • The filing indicates these were pro rata distributions of common stock to applicable partners "for no consideration" (i.e., not an open-market sale).

Key Details

  • Date: 2026-05-29; Price: N/A (no cash consideration per filing).
  • Primary amounts: Disposed 2,100,000 shares; Acquired 39,742 shares.
  • Shares owned after transaction: not specified in the provided summary of the filing.
  • Notable footnotes:
    • F1: Transactions reflect pro rata distributions of stock by Crestview GP and Crestview Victory, L.P. to partners for no consideration.
    • F2–F3: Some shares are held through affiliated entities (Crestview Victory, L.P.; Crestview Advisors, L.L.C.); Crestview GP exercises voting/dispositive power and certain investment committee approvals are required.
    • F4–F7: Additional notes on Mr. Delaney’s indirect roles and family LLC holdings; each reporting person disclaims beneficial ownership except for pecuniary interest (F5).
  • Filing timeliness: Reported with the Form 4 dated the same day (no late-filing indication in this summary).

Context

  • This was an internal distribution among affiliated partners rather than an open-market sale; such distributions typically reflect reallocation within related parties and do not necessarily signal a buy/sell sentiment by the group.
  • The filing shows the controlling entity (Crestview GP) retains voting/dispositive control over some shares, and certain committee approvals are required before votes or dispositions.

Insider Transaction Report

Form 4
Period: 2026-05-29
Transactions
  • Other

    Common Stock, par value $0.01 per share

    [F1][F2][F3][F4][F5]
    2026-05-292,100,0001,995,847 total(indirect: See Footnotes)
  • Other

    Common Stock, par value $0.01 per share

    [F1][F4][F5][F6]
    2026-05-29+39,742491,682 total(indirect: See Footnotes)
Holdings
  • Common Stock, par value $0.01 per share

    [F4][F5][F7]
    (indirect: See Footnotes)
    2,420
Footnotes (7)
  • [F1]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.
  • [F2]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.
  • [F3]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.
  • [F4]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).
  • [F5]Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein.
  • [F6]Reflects shares indirectly held by Mr. Delaney through The 2007 Delaney Family LLC, an entity which Mr. Delaney controls.
  • [F7]Reflects shares indirectly held by Mr. Delaney through The 2010 Delaney Family LLC, an entity which Mr. Delaney controls.
Signature
By: Crestview Partners II GP, L.P., the Designated Filer, by: Crestview, L.L.C., its general partner, by: /s/ Poojitha Mantha, Chief Compliance Officer|2026-05-29

Documents

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