Dhillon Mannik S. 4
4 · Victory Capital Holdings, Inc. · Filed Mar 16, 2026
Research Summary
AI-generated summary of this filing
Victory Capital (VCTR) President Dhillon Mannik Receives 65,561 Award
What Happened
- Dhillon Mannik S., President, Investment Franchise of Victory Capital Holdings (VCTR), was reported as receiving 65,561 performance-based restricted shares (listed as a derivative award, code A) in a Form 4 covering activity dated March 13, 2026 and filed March 16, 2026. The award is recorded at $0.00 per share because these are contingent Performance Shares that convert to common stock only if performance hurdles are met.
Key Details
- Transaction date in table: 2026-03-13; Form 4 filed: 2026-03-16. Footnote states the Performance Shares were granted on March 15, 2026 (disclosed on a Form 8-K filed March 16, 2026).
- Shares reported: 65,561 Performance Shares; reported acquisition price: $0.00 (derivative award).
- Vesting/conditions: Four stock-price hurdles (25% of award each) at average closing prices of $100.01, $110.01, $120.01 and $133.34. A hurdle is met only if the average closing price is ≥ the hurdle for five consecutive trading days during the Performance Measurement Period (March 15, 2026 – March 15, 2033).
- Settlement & employment: If eligible to vest, shares will settle within 10 business days after the Compensation Committee approves achievement of a hurdle, and the recipient must remain employed through the achievement date.
- Shares owned after transaction: Not disclosed in the provided Form 4 excerpt.
- Filing timeliness: Form 4 filed March 16, 2026; filing appears timely based on the dates disclosed.
Context
- These are performance-contingent restricted shares (a derivative award) — they do not represent immediate tradable stock or cash unless and until the specified performance conditions are met and settlement occurs. Such awards are common executive compensation tools and do not by themselves signal an immediate buy or sell decision.
Insider Transaction Report
Form 4
Dhillon Mannik S.
President Investment Franchise
Transactions
- Award
Performance-based Restricted Stock
[F1][F2][F3]2026-03-13+65,561→ 65,561 total→ Common Stock (65,561 underlying)
Footnotes (3)
- [F1]As disclosed on a Form 8-K filed on March 16, 2026 ("Form 8-K"), performance-based shares of restricted stock (the "Performance Shares") were granted to the Reporting Person on March 15, 2026, pursuant to the, Amended and Restated Victory Capital Holdings, Inc. 2018 Equity Plan (the "Plan"), with vesting tied to four significant stock price performance hurdles. Each Performance Share represents a contingent right to receive one share of Victory Capital Holdings, Inc., Common Stock.
- [F2]The Performance Shares are subject to performance-based vesting requirements tied to significant stock price performance hurdles. The Performance Shares set forth in the table above will become eligible to vest upon achievement of the following stock price hurdles at any time during the period beginning on March 15, 2026, and ending on March 15, 2033 (the "Performance Measurement Period"): (i) 25% of the Performance Shares for a stock price hurdle of $100.01 (ii) an additional 25% of the Performance Shares for a stock price hurdle of $110.01, (iii) an additional 25% of the Performance Shares for a stock price hurdle of $120.01, (iv) an additional 25% % of the Performance Shares for a stock price hurdle of $133.34. A stock price hurdle will be achieved only if the average closing price of the Issuer's common stock is equal to or greater than the hurdle for five consecutive trading days during the Performance Measurement Period.
- [F3]If Performance Shares become eligible to vest, the eligible Performance Shares will settle within ten (10) business days following approval by the Compensation Committee of the Board of Directors of the Issuer of the achievement of the stock price hurdles, subject to the Reporting Person's continued employment with the Issuer through the date the stock price hurdle is achieved.
Signature
/s/ Nina Gupta, attorney-in-fact for Mr. Dhillon|2026-03-16