0001209191-21-060348.txt : 20211013
0001209191-21-060348.hdr.sgml : 20211013
20211013155759
ACCESSION NUMBER: 0001209191-21-060348
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211011
FILED AS OF DATE: 20211013
DATE AS OF CHANGE: 20211013
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Davanzo Lawrence
CENTRAL INDEX KEY: 0001485162
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38388
FILM NUMBER: 211321241
MAIL ADDRESS:
STREET 1: 1299 OCEAN AVENUE
STREET 2: SUITE 700
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Victory Capital Holdings, Inc.
CENTRAL INDEX KEY: 0001570827
STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4900 TIEDEMANN ROAD
STREET 2: 4TH FLOOR
CITY: BROOKLYN
STATE: OH
ZIP: 44144
BUSINESS PHONE: 216-898-2400
MAIL ADDRESS:
STREET 1: 4900 TIEDEMANN ROAD
STREET 2: 4TH FLOOR
CITY: BROOKLYN
STATE: OH
ZIP: 44144
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-10-11
0
0001570827
Victory Capital Holdings, Inc.
VCTR
0001485162
Davanzo Lawrence
C/O VICTORY CAPITAL HOLDINGS, INC.
15935 LA CANTERA PARKWAY
SAN ANTONIO
TX
78256
1
0
0
0
Class A Common Stock
20000
I
See Footnote
Class B Common Stock
2021-10-11
4
A
0
1353
36.03
A
Class A Common Stock
1353
10016
D
Class B Common Stock
Class A Common Stock
149470
149470
I
See Footnote
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.
The shares of Class B Common Stock of the Issuer ("Class B Common Stock") are convertible into Class A Common Stock of the Issuer ("Class A Common Stock") on a one-to-one basis at the option of the holder and have no expiration date. Class B Common Stock will convert automatically into Class A Common Stock on the date on which the number of outstanding shares of Class B Common Stock represents less than 10% of the aggregate combined number of outstanding shares of Class A Common Stock and Class B Common Stock. In addition, (i) each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value, except for certain "Permitted Transfers" as defined in the Issuer's amended and restated certificate of incorporation, or (ii) in the event of the death of Mr. Davanzo, shares of Class B Common Stock held by Mr. Davanzo or Mr. Davanzo's permitted estate planning entities will convert into Class A Common Stock.
These shares of Class B 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 of the derivative security is based on the closing price of the Company's shares on October 11, 2021.
/s/ Nina Gupta, attorney-in-fact for Mr. Davanzo
2021-10-13