VCTR

SEC source: 0001209191-22-024300 · doc4.xml · nonDerivative · entry 1

DEMARTINI RICHARD M · CIK 0001189874 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,006

F1 · price: These shares of Common Stock were issued to Mr. DeMartini at the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $25,000. The price is based on the closing price of the Company's shares on April 11, 2022.

SEC source: 0001209191-22-024306 · doc4.xml · nonDerivative · entry 1

Hirtler-Garvey Karin · CIK 0001336620 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,324

F1 · price: These shares of Common Stock were issued to Ms. Hirtler-Garvey at the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $25,000. The price is based on the closing price of the Company's shares on April 11, 2022.

SEC source: 0001209191-22-024296 · doc4.xml · nonDerivative · entry 1

Binderow Alex J. · CIK 0001703019 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,006

F1 · price: These shares of Common Stock were issued to Mr. Binderow at the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $25,000. The price is based on the closing price of the Company's shares on April 11, 2022.

SEC source: 0001209191-22-024294 · doc4.xml · nonDerivative · entry 1

Berlinski Milton R. · CIK 0001729927 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 295,898

F1 · price: These shares of Common Stock were issued to Mr. Berlinski at the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $25,000. The price is based on the closing price of the Company's shares on April 11, 2022.

SEC source: 0001209191-22-022723 · doc4.xml · nonDerivative · entry 1

Brown David Craig · CIK 0001730370 · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,738,440

F1 · shares: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Brown on March 31, 2020 and March 31, 2019. Such restricted shares vested on March 31, 2022. The net settlement price was the closing stock price on March 31, 2022.

F1 · price: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Brown on March 31, 2020 and March 31, 2019. Such restricted shares vested on March 31, 2022. The net settlement price was the closing stock price on March 31, 2022.

SEC source: 0001209191-22-022725 · doc4.xml · nonDerivative · entry 1

Gupta Nina · CIK 0001729988 · Chief Legal Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 134,660

F1 · shares: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Ms. Gupta on March 31, 2020 and March 31, 2019. Such restricted shares vested on March 31, 2022. The net settlement price was the closing stock price on March 31, 2022.

F1 · price: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Ms. Gupta on March 31, 2020 and March 31, 2019. Such restricted shares vested on March 31, 2022. The net settlement price was the closing stock price on March 31, 2022.

SEC source: 0001209191-22-022726 · doc4.xml · nonDerivative · entry 1

Cliff Kelly Stevenson · CIK 0001730106 · Pres., Investment Franchises

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 371,384

F1 · shares: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Cliff on March 31, 2020 and March 31, 2019. Such restricted shares vested on March 31, 2022. The net settlement price was the closing stock price on March 31, 2022.

F1 · price: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Cliff on March 31, 2020 and March 31, 2019. Such restricted shares vested on March 31, 2022. The net settlement price was the closing stock price on March 31, 2022.

SEC source: 0001209191-22-022724 · doc4.xml · nonDerivative · entry 1

Policarpo Michael Dennis · CIK 0001730118 · President, CFO & CAO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 780,492

F1 · shares: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Policarpo on March 31, 2020 and March 31, 2019. Such restricted shares vested on March 31, 2022. The net settlement price was the closing stock price on March 31, 2022.

F1 · price: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Policarpo on March 31, 2020 and March 31, 2019. Such restricted shares vested on March 31, 2022. The net settlement price was the closing stock price on March 31, 2022.

SEC source: 0000950103-22-004873 · dp169496_4-victory.xml · nonDerivative · entry 1

Crestview Partners II GP, L.P. · CIK 0001505639 · Director · 10% owner

Crestview Victory, L.P. · CIK 0001703029 · Director · 10% owner

Crestview Advisors, L.L.C. · CIK 0001559054 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 28,070,580

F1 · kind: Reflects a prorata distribution of Class A Shares held by Crestview Victory, L.P. to its applicable partners for no consideration.

F2 · shares: Includes shares held by Crestview Victory, L.P., Crestview Advisors, L.L.C. and Crestview Partners II GP, L.P. ("Crestview GP"). Crestview GP exercises voting and dispositive power over shares held by Crestview Victory, L.P. 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.

F1 · price: Reflects a prorata distribution of Class A Shares held by Crestview Victory, L.P. to its applicable partners for no consideration.

F2 · ownership.nature: Includes shares held by Crestview Victory, L.P., Crestview Advisors, L.L.C. and Crestview Partners II GP, L.P. ("Crestview GP"). Crestview GP exercises voting and dispositive power over shares held by Crestview Victory, L.P. 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.

F3 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

SEC source: 0001209191-22-019295 · doc4.xml · nonDerivative · entry 1

Brown David Craig · CIK 0001730370 · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,647,160

F1 · shares: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Brown on March 15, 2021. Such restricted shares vested on March 15, 2022. The net settlement price was the closing stock price on March 15, 2022.

F1 · price: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Brown on March 15, 2021. Such restricted shares vested on March 15, 2022. The net settlement price was the closing stock price on March 15, 2022.

SEC source: 0001209191-22-019299 · doc4.xml · nonDerivative · entry 1

Cliff Kelly Stevenson · CIK 0001730106 · Pres., Investment Franchises

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 361,044

F1 · shares: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Cliff on March 15, 2021. Such restricted shares vested on March 15, 2022. The net settlement price was the closing stock price on March 15, 2022.

F1 · price: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Cliff on March 15, 2021. Such restricted shares vested on March 15, 2022. The net settlement price was the closing stock price on March 15, 2022.

F2 · balance_after: "Amount of Securities Beneficially Owned" reflects a 1 share adjustment due to a change in state tax withholdings from the Form 4 originally filed on January 4, 2022. Updated information was not readily available at the time of the originally filed Form 4. The number of securities disposed of on the Form 4 changed immaterially from 14,595, as originally filed, to 14,596.

SEC source: 0001209191-22-019298 · doc4.xml · nonDerivative · entry 1

Gupta Nina · CIK 0001729988 · Chief Legal Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 113,175

F1 · shares: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Ms. Gupta on March 15, 2021. Such restricted shares vested on March 15, 2022. The net settlement price was the closing stock price on March 15, 2022.

F1 · price: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Ms. Gupta on March 15, 2021. Such restricted shares vested on March 15, 2022. The net settlement price was the closing stock price on March 15, 2022.

SEC source: 0001209191-22-019296 · doc4.xml · nonDerivative · entry 1

Policarpo Michael Dennis · CIK 0001730118 · President, CFO & CAO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 747,403

F1 · shares: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Policarpo on March 15, 2021. Such restricted shares vested on March 15, 2022. The net settlement price was the closing stock price on March 15, 2022.

F1 · price: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Policarpo on March 15, 2021. Such restricted shares vested on March 15, 2022. The net settlement price was the closing stock price on March 15, 2022.

SEC source: 0001209191-22-019407 · doc4.xml · nonDerivative · entry 1

Brown David Craig · CIK 0001730370 · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,768,857

F1 · shares: Subject to certain exceptions, the shares of Common Stock vest as to 121,697 aggregate shares in equal installments on each of March 15, 2023 and March 15, 2024.

F1 · price: Subject to certain exceptions, the shares of Common Stock vest as to 121,697 aggregate shares in equal installments on each of March 15, 2023 and March 15, 2024.

SEC source: 0001209191-22-019416 · doc4.xml · nonDerivative · entry 1

Cliff Kelly Stevenson · CIK 0001730106 · Pres., Investment Franchises

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 384,357

F1 · shares: Subject to certain exceptions, the shares of Common Stock vest as to 23,313 aggregate shares in equal installments on each of March 15, 2023 and March 15, 2024.

F1 · price: Subject to certain exceptions, the shares of Common Stock vest as to 23,313 aggregate shares in equal installments on each of March 15, 2023 and March 15, 2024.

SEC source: 0001209191-22-019409 · doc4.xml · nonDerivative · entry 1

Policarpo Michael Dennis · CIK 0001730118 · President, CFO & CAO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 800,091

F1 · shares: Subject to certain exceptions, the shares of Common Stock vest as to 52,688 aggregate shares in equal installments on each of March 15, 2023 and March 15, 2024.

F1 · price: Subject to certain exceptions, the shares of Common Stock vest as to 52,688 aggregate shares in equal installments on each of March 15, 2023 and March 15, 2024.

SEC source: 0001209191-22-019412 · doc4.xml · nonDerivative · entry 1

Gupta Nina · CIK 0001729988 · Chief Legal Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 147,368

F1 · shares: Subject to certain exceptions, the shares of Common Stock vest as to 34,193 aggregate shares in equal installments on each of March 15, 2023 and March 15, 2024.

F1 · price: Subject to certain exceptions, the shares of Common Stock vest as to 34,193 aggregate shares in equal installments on each of March 15, 2023 and March 15, 2024.

SEC source: 0001209191-22-011238 · doc4.xml · nonDerivative · entry 1

HURST ROBERT J/NY · CIK 0001090366 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 25,724

F1 · kind: Reflects the exempt gift of 75,000 shares of Common Stock by RJH Investment Partners. L.P. to the Hurst Family Foundation.

F1 · shares: Reflects the exempt gift of 75,000 shares of Common Stock by RJH Investment Partners. L.P. to the Hurst Family Foundation.

F1 · price: Reflects the exempt gift of 75,000 shares of Common Stock by RJH Investment Partners. L.P. to the Hurst Family Foundation.

F2 · balance_after: Includes shares of Common Stock held by RJH Investment Partners, L.P., an entity controlled by the reporting person. These shares were received pursuant to an exempt prorata distribution from Crestview Partners II GP, L.P., of which RJH Investment Partners, L.P. is a limited partner. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

F2 · ownership.nature: Includes shares of Common Stock held by RJH Investment Partners, L.P., an entity controlled by the reporting person. These shares were received pursuant to an exempt prorata distribution from Crestview Partners II GP, L.P., of which RJH Investment Partners, L.P. is a limited partner. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

SEC source: 0001209191-22-003145 · doc4.xml · nonDerivative · entry 1

HURST ROBERT J/NY · CIK 0001090366 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,151

F1 · price: These shares of Common Stock were issued to Mr. Hurst at: (i) the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $25,000 and (ii) Mr. Hurst's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $21,250. The price is based on the closing price of the Company's shares on January 10, 2022.

SEC source: 0001209191-22-003140 · doc4.xml · nonDerivative · entry 1

Rappaport Alan · CIK 0001495443 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 132,570

F1 · price: These shares of Common Stock were issued to Mr. Rappaport at the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $25,000. The price is based on the closing price of the Company's shares on January 10, 2022.

SEC source: 0001209191-22-003141 · doc4.xml · nonDerivative · entry 1

Davanzo Lawrence · CIK 0001485162 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,460

F1 · price: These shares of Common Stock were issued to Mr. Davanzo at: (i) the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $25,000 and (ii) Mr. Davanzo's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $21,250 (iii) Mr. Davanzo's election in lieu of director fees for service as a member of the Company's Audit Committee payable in cash in the amount of $2,500. The price is based on the closing price of the Company's shares on January 10, 2022.

SEC source: 0001209191-22-003139 · doc4.xml · nonDerivative · entry 1

DEMARTINI RICHARD M · CIK 0001189874 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,073

F1 · price: These shares of Common Stock were issued to Mr. DeMartini at the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $25,000. The price is based on the closing price of the Company's shares on January 10, 2022.

SEC source: 0001209191-22-003137 · doc4.xml · nonDerivative · entry 1

HAWKES JAMES B · CIK 0001225368 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 414,592

F1 · price: These shares of Common Stock were issued to Mr. Hawkes at: (i) the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $25,000 and (ii) Mr. Hawkes' election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $21,250 (iii) Mr. Hawkes' election in lieu of director fees for service as a member of the Company's Compensation Committee payable in cash in the amount of $1,875, (iv) Mr. Hawkes' election in lieu of director fees for service as a member of the Company's Nominating & Governance Committee payable in cash in the amount of $1,875. The price in each case is based on the closing price of the Company's shares on January 10, 2022.

SEC source: 0001209191-22-003142 · doc4.xml · nonDerivative · entry 1

Hirtler-Garvey Karin · CIK 0001336620 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 30,391

F1 · price: These shares of Common Stock were issued to Ms. Hirtler-Garvey at the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $25,000. The price is based on the closing price of the Company's shares on January 10, 2022.

SEC source: 0001209191-22-003138 · doc4.xml · nonDerivative · entry 1

Binderow Alex J. · CIK 0001703019 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,073

F1 · price: These shares of Common Stock were issued to Mr. Binderow at the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $25,000. The price is based on the closing price of the Company's shares on January 10, 2022.

SEC source: 0001209191-22-003136 · doc4.xml · nonDerivative · entry 1

Berlinski Milton R. · CIK 0001729927 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 294,965

F1 · price: These shares of Common Stock were issued to Mr. Berlinski at the Company's election in lieu of quarterly director fees for service on the Company Board payable in cash in the amount of $25,000. The price is based on the closing price of the Company's shares on January 10, 2022.

SEC source: 0001209191-22-001225 · doc4.xml · nonDerivative · entry 1

Brown David Craig · CIK 0001730370 · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,650,833

F1 · shares: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Brown on January 1, 2018. Such restricted shares vested on January 1, 2022. The net settlement price was the closing stock price on December 31, 2021.

F1 · price: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Brown on January 1, 2018. Such restricted shares vested on January 1, 2022. The net settlement price was the closing stock price on December 31, 2021.

SEC source: 0001209191-22-001234 · doc4.xml · nonDerivative · entry 1

Cliff Kelly Stevenson · CIK 0001730106 · Pres., Investment Franchises

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 363,514

F1 · shares: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Cliff on January 1, 2018. Such restricted shares vested on January 1, 2022. The net settlement price was the closing stock price on December 31, 2021.

F1 · price: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Cliff on January 1, 2018. Such restricted shares vested on January 1, 2022. The net settlement price was the closing stock price on December 31, 2021.

SEC source: 0001209191-22-001210 · doc4.xml · nonDerivative · entry 1

Policarpo Michael Dennis · CIK 0001730118 · President, CFO & CAO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 750,226

F1 · shares: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Policarpo on January 1, 2018. Such restricted shares vested on January 1, 2022. The net settlement price was the closing stock price on December 31, 2021.

F1 · price: Represents shares withheld by VCTR to satisfy withholding taxes due in connection with the vesting of certain restricted shares granted to Mr. Policarpo on January 1, 2018. Such restricted shares vested on January 1, 2022. The net settlement price was the closing stock price on December 31, 2021.

SEC source: 0001104659-21-145082 · tm2134230-1_4seq1.xml · nonDerivative · entry 4

Berlinski Milton R. · CIK 0001729927 · Director · 10% owner

Reverence Capital Partners LLC · CIK 0001731602 · Director · 10% owner

RCP GenPar HoldCo LLC · CIK 0001731503 · Director · 10% owner

RCP GenPar LP · CIK 0001731545 · Director · 10% owner

RCP Opp Fund I GP, L.P. · CIK 0001731553 · Director · 10% owner

Reverence Capital Partners Opportunities Fund I, L.P. · CIK 0001621530 · Director · 10% owner

Reverence Capital Partners Opportunities Fund I (Cayman), L.P. · CIK 0001621531 · Director · 10% owner

Reverence Capital Partners Opportunities Fund I (AI), L.P. · CIK 0001621529 · Director · 10% owner

RCP Co-Invest GP LLC · CIK 0001731555 · Director · 10% owner

RCP Lake Co-Invest, L.P. · CIK 0001606112 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 2,986,632

F1 · kind: Reflects the sale of Class A Shares by certain of the Reporting Persons in connection with the exercise of the underwriters' greenshoe option of the previously reported secondary offering of the Issuer pursuant to an underwriting agreement, dated November 17, 2021, at a public offering price of $34.00 per Class A Share (the "Secondary Offering"). The Secondary Offering closed on November 22, 2021. The material terms of the Secondary Offering are described in the prospectus supplement, dated November 17, 2021, filed with by the Issuer with the Securities and Exchange Commission on November 18, 2021.

F5 · ownership.nature: Shares owned directly by RCP Lake Co-Invest, L.P. RCP Co-Invest GP LLC is the general partner of RCP Lake Co-Invest, L.P. Reverence Capital Partners LLC is the managing member of RCP Co-Invest GP LLC. Each of Reverence Capital Partners LLC and RCP Co-Invest GP LLC may be deemed to have beneficial ownership of the shares owned directly by RCP Lake Co-Invest, L.P.

F6 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

SEC source: 0001104659-21-145082 · tm2134230-1_4seq1.xml · nonDerivative · entry 3

Berlinski Milton R. · CIK 0001729927 · Director · 10% owner

Reverence Capital Partners LLC · CIK 0001731602 · Director · 10% owner

RCP GenPar HoldCo LLC · CIK 0001731503 · Director · 10% owner

RCP GenPar LP · CIK 0001731545 · Director · 10% owner

RCP Opp Fund I GP, L.P. · CIK 0001731553 · Director · 10% owner

Reverence Capital Partners Opportunities Fund I, L.P. · CIK 0001621530 · Director · 10% owner

Reverence Capital Partners Opportunities Fund I (Cayman), L.P. · CIK 0001621531 · Director · 10% owner

Reverence Capital Partners Opportunities Fund I (AI), L.P. · CIK 0001621529 · Director · 10% owner

RCP Co-Invest GP LLC · CIK 0001731555 · Director · 10% owner

RCP Lake Co-Invest, L.P. · CIK 0001606112 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 49,607

F1 · kind: Reflects the sale of Class A Shares by certain of the Reporting Persons in connection with the exercise of the underwriters' greenshoe option of the previously reported secondary offering of the Issuer pursuant to an underwriting agreement, dated November 17, 2021, at a public offering price of $34.00 per Class A Share (the "Secondary Offering"). The Secondary Offering closed on November 22, 2021. The material terms of the Secondary Offering are described in the prospectus supplement, dated November 17, 2021, filed with by the Issuer with the Securities and Exchange Commission on November 18, 2021.

F4 · ownership.nature: Shares owned directly by Reverence Capital Partners Opportunities Fund I (AI), L.P.

F6 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

F7 · ownership.nature: RCP Opp Fund I GP, L.P. is the general partner of each of the Reverence Capital Funds. RCP GenPar LP is the general partner of RCP Opp Fund I GP, L.P. RCP GenPar HoldCo LLC is the general partner of RCP GenPar LP. Mr. Berlinski is the sole member of RCP GenPar HoldCo LLC. Each of Mr. Berlinski, RCP GenPar HoldCo LLC, RCP GenPar LP and RCP Opp Fund I GP, L.P. may be deemed to have beneficial ownership of the shares owned directly by the Reverence Capital Funds.

SEC source: 0001104659-21-145082 · tm2134230-1_4seq1.xml · nonDerivative · entry 2

Berlinski Milton R. · CIK 0001729927 · Director · 10% owner

Reverence Capital Partners LLC · CIK 0001731602 · Director · 10% owner

RCP GenPar HoldCo LLC · CIK 0001731503 · Director · 10% owner

RCP GenPar LP · CIK 0001731545 · Director · 10% owner

RCP Opp Fund I GP, L.P. · CIK 0001731553 · Director · 10% owner

Reverence Capital Partners Opportunities Fund I, L.P. · CIK 0001621530 · Director · 10% owner

Reverence Capital Partners Opportunities Fund I (Cayman), L.P. · CIK 0001621531 · Director · 10% owner

Reverence Capital Partners Opportunities Fund I (AI), L.P. · CIK 0001621529 · Director · 10% owner

RCP Co-Invest GP LLC · CIK 0001731555 · Director · 10% owner

RCP Lake Co-Invest, L.P. · CIK 0001606112 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 2,579,590

F1 · kind: Reflects the sale of Class A Shares by certain of the Reporting Persons in connection with the exercise of the underwriters' greenshoe option of the previously reported secondary offering of the Issuer pursuant to an underwriting agreement, dated November 17, 2021, at a public offering price of $34.00 per Class A Share (the "Secondary Offering"). The Secondary Offering closed on November 22, 2021. The material terms of the Secondary Offering are described in the prospectus supplement, dated November 17, 2021, filed with by the Issuer with the Securities and Exchange Commission on November 18, 2021.

F3 · ownership.nature: Shares owned directly by Reverence Capital Partners Opportunities Fund I (Cayman), L.P.

F6 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

F7 · ownership.nature: RCP Opp Fund I GP, L.P. is the general partner of each of the Reverence Capital Funds. RCP GenPar LP is the general partner of RCP Opp Fund I GP, L.P. RCP GenPar HoldCo LLC is the general partner of RCP GenPar LP. Mr. Berlinski is the sole member of RCP GenPar HoldCo LLC. Each of Mr. Berlinski, RCP GenPar HoldCo LLC, RCP GenPar LP and RCP Opp Fund I GP, L.P. may be deemed to have beneficial ownership of the shares owned directly by the Reverence Capital Funds.

SEC source: 0001104659-21-145082 · tm2134230-1_4seq1.xml · nonDerivative · entry 1

Berlinski Milton R. · CIK 0001729927 · Director · 10% owner

Reverence Capital Partners LLC · CIK 0001731602 · Director · 10% owner

RCP GenPar HoldCo LLC · CIK 0001731503 · Director · 10% owner

RCP GenPar LP · CIK 0001731545 · Director · 10% owner

RCP Opp Fund I GP, L.P. · CIK 0001731553 · Director · 10% owner

Reverence Capital Partners Opportunities Fund I, L.P. · CIK 0001621530 · Director · 10% owner

Reverence Capital Partners Opportunities Fund I (Cayman), L.P. · CIK 0001621531 · Director · 10% owner

Reverence Capital Partners Opportunities Fund I (AI), L.P. · CIK 0001621529 · Director · 10% owner

RCP Co-Invest GP LLC · CIK 0001731555 · Director · 10% owner

RCP Lake Co-Invest, L.P. · CIK 0001606112 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 3,102,577

F1 · kind: Reflects the sale of Class A Shares by certain of the Reporting Persons in connection with the exercise of the underwriters' greenshoe option of the previously reported secondary offering of the Issuer pursuant to an underwriting agreement, dated November 17, 2021, at a public offering price of $34.00 per Class A Share (the "Secondary Offering"). The Secondary Offering closed on November 22, 2021. The material terms of the Secondary Offering are described in the prospectus supplement, dated November 17, 2021, filed with by the Issuer with the Securities and Exchange Commission on November 18, 2021.

F2 · ownership.nature: Shares owned directly by Reverence Capital Partners Opportunities Fund I, L.P. (and together with Reverence Capital Partners Opportunities Fund I (Cayman), L.P. and Reverence Capital Partners Opportunities Fund I (AI), L.P., the "Reverence Capital Funds")

F6 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

F7 · ownership.nature: RCP Opp Fund I GP, L.P. is the general partner of each of the Reverence Capital Funds. RCP GenPar LP is the general partner of RCP Opp Fund I GP, L.P. RCP GenPar HoldCo LLC is the general partner of RCP GenPar LP. Mr. Berlinski is the sole member of RCP GenPar HoldCo LLC. Each of Mr. Berlinski, RCP GenPar HoldCo LLC, RCP GenPar LP and RCP Opp Fund I GP, L.P. may be deemed to have beneficial ownership of the shares owned directly by the Reverence Capital Funds.

SEC source: 0001209191-21-067356 · doc4.xml · nonDerivative · entry 1

DEMARTINI RICHARD M · CIK 0001189874 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

F1 · kind: Reflects a prorata distribution of shares of common stock of the Issuer ("Common Stock Shares") held by DeMartini Investors, L.P. to its limited partners for no consideration.

F1 · shares: Reflects a prorata distribution of shares of common stock of the Issuer ("Common Stock Shares") held by DeMartini Investors, L.P. to its limited partners for no consideration.

F1 · price: Reflects a prorata distribution of shares of common stock of the Issuer ("Common Stock Shares") held by DeMartini Investors, L.P. to its limited partners for no consideration.

F2 · balance_after: Includes Common Stock Shares held by DeMartini Investors, L.P., an entity controlled by the Reporting Person. These shares were received pursuant to an exempt prorata distribution from Crestview Partners II GP, L.P., of which DeMartini Investors, L.P. is a limited partner. The Reporting Person disclaims beneficial ownership of these Common Stock Shares except to the extent of his pecuniary interest therein.

F2 · ownership.nature: Includes Common Stock Shares held by DeMartini Investors, L.P., an entity controlled by the Reporting Person. These shares were received pursuant to an exempt prorata distribution from Crestview Partners II GP, L.P., of which DeMartini Investors, L.P. is a limited partner. The Reporting Person disclaims beneficial ownership of these Common Stock Shares except to the extent of his pecuniary interest therein.

SEC source: 0000950103-21-019014 · dp162889_4-crestview2.xml · nonDerivative · entry 2

Crestview Partners II GP, L.P. · CIK 0001505639 · Director · 10% owner

Crestview Victory, L.P. · CIK 0001703029 · Director · 10% owner

Crestview Advisors, L.L.C. · CIK 0001559054 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 31,070,580

F2 · kind: Reflects a prorata distribution of shares of Common Stock held by Crestview Partners II GP, L.P ("Crestview GP") to certain of its limited partners for no consideration.

F3 · shares: Includes shares held directly by Crestview Victory, L.P. and Crestview Advisors, L.L.C. Crestview GP exercises voting and dispositive power over the shares held directly by Crestview Victory, L.P. 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. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

F2 · price: Reflects a prorata distribution of shares of Common Stock held by Crestview Partners II GP, L.P ("Crestview GP") to certain of its limited partners for no consideration.

F3 · ownership.nature: Includes shares held directly by Crestview Victory, L.P. and Crestview Advisors, L.L.C. Crestview GP exercises voting and dispositive power over the shares held directly by Crestview Victory, L.P. 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. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

SEC source: 0000950103-21-019014 · dp162889_4-crestview2.xml · nonDerivative · entry 1

Crestview Partners II GP, L.P. · CIK 0001505639 · Director · 10% owner

Crestview Victory, L.P. · CIK 0001703029 · Director · 10% owner

Crestview Advisors, L.L.C. · CIK 0001559054 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 31,145,378

F1 · kind: Reflects the sale of shares of Common Stock of the Issuer ("Common Stock") by the Reporting Persons upon the exercise of the overallotment option by the underwriters in connection with a secondary offering of the Issuer pursuant to an underwriting agreement, dated as of November 17, 2021.

F1 · shares: Reflects the sale of shares of Common Stock of the Issuer ("Common Stock") by the Reporting Persons upon the exercise of the overallotment option by the underwriters in connection with a secondary offering of the Issuer pursuant to an underwriting agreement, dated as of November 17, 2021.

F3 · ownership.nature: Includes shares held directly by Crestview Victory, L.P. and Crestview Advisors, L.L.C. Crestview GP exercises voting and dispositive power over the shares held directly by Crestview Victory, L.P. 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. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

SEC source: 0001209191-21-067070 · doc4.xml · nonDerivative · entry 1

DEMARTINI RICHARD M · CIK 0001189874 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Spouse

Disclosed balance after: 27,841

F1 · price: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $35.11 to $35.52, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.

SEC source: 0001209191-21-066667 · doc4.xml · derivative · entry 3

HURST ROBERT J/NY · CIK 0001090366 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 9,781 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · derivative.exercise_date: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · derivative.expiration_date: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

SEC source: 0001209191-21-066667 · doc4.xml · nonDerivative · entry 1

HURST ROBERT J/NY · CIK 0001090366 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,781

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

SEC source: 0001209191-21-066643 · doc4.xml · derivative · entry 2

Brown David Craig · CIK 0001730370 · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 1,631,188 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · derivative.exercise_date: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · derivative.expiration_date: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

SEC source: 0001209191-21-066643 · doc4.xml · nonDerivative · entry 1

Brown David Craig · CIK 0001730370 · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,677,088

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

SEC source: 0001209191-21-066659 · doc4.xml · derivative · entry 4

Rappaport Alan · CIK 0001495443 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

Underlying: Class A Common Stock · 288,861 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · shares: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · derivative.exercise_date: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · derivative.expiration_date: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F2 · ownership.nature: These securities are held directly by ADR Partners, which is controlled by Mr. Rappaport. Mr. Rappaport disclaims beneficial ownership of the shares held by ADR Partners except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that Mr. Rappaport is the beneficial owner of the shares held by ADR Partners.

SEC source: 0001209191-21-066659 · doc4.xml · derivative · entry 3

Rappaport Alan · CIK 0001495443 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 131,830 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · shares: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · derivative.exercise_date: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · derivative.expiration_date: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

SEC source: 0001209191-21-066659 · doc4.xml · nonDerivative · entry 2

Rappaport Alan · CIK 0001495443 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 131,830

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · acquired: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

SEC source: 0001209191-21-066659 · doc4.xml · nonDerivative · entry 1

Rappaport Alan · CIK 0001495443 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 298,861

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · acquired: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F2 · ownership.nature: These securities are held directly by ADR Partners, which is controlled by Mr. Rappaport. Mr. Rappaport disclaims beneficial ownership of the shares held by ADR Partners except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that Mr. Rappaport is the beneficial owner of the shares held by ADR Partners.

SEC source: 0001209191-21-066653 · doc4.xml · derivative · entry 4

Davanzo Lawrence · CIK 0001485162 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

Underlying: Class A Common Stock · 149,470 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · derivative.exercise_date: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · derivative.expiration_date: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F2 · ownership.nature: 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.

SEC source: 0001209191-21-066653 · doc4.xml · derivative · entry 3

Davanzo Lawrence · CIK 0001485162 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 10,016 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · derivative.exercise_date: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F1 · derivative.expiration_date: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

SEC source: 0001209191-21-066653 · doc4.xml · nonDerivative · entry 2

Davanzo Lawrence · CIK 0001485162 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,016

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

SEC source: 0001209191-21-066653 · doc4.xml · nonDerivative · entry 1

Davanzo Lawrence · CIK 0001485162 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 169,470

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F2 · ownership.nature: 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.

SEC source: 0000950103-21-018323 · dp162279_4-cp2gplp.xml · derivative · entry 6

Crestview Partners II GP, L.P. · CIK 0001505639 · Director · 10% owner

Crestview Victory, L.P. · CIK 0001703029 · Director · 10% owner

Crestview Advisors, L.L.C. · CIK 0001559054 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

Underlying: Class A Common Stock · 31,615,813 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · derivative.exercise_price: Class B Shares are convertible into Class A Shares on a one-for-one basis at any time by the holder and have no expiration date.

F4 · shares: On November 19, 2021, the Issuer held a special meeting of stockholders at which the stockholders approved an amendment to the Issuer's certificate of incorporation to convert all outstanding Class B Shares into an equal number of Class A Shares on a one-for-one basis (the "Conversion"). The Conversion was effected on November 23, 2021, upon the Issuer's filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware.

F5 · price: Class B Shares are convertible into Class A Shares on a one-for-one basis at any time by the holder and have no expiration date.

F5 · derivative.exercise_date: Class B Shares are convertible into Class A Shares on a one-for-one basis at any time by the holder and have no expiration date.

F5 · derivative.expiration_date: Class B Shares are convertible into Class A Shares on a one-for-one basis at any time by the holder and have no expiration date.

F6 · ownership.nature: Includes shares held directly by Crestview Victory, L.P. and Crestview Advisors, L.L.C. Crestview GP exercises voting and dispositive power over the shares held directly by Crestview Victory, L.P. 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. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.