0001209191-20-022617.txt : 20200402
0001209191-20-022617.hdr.sgml : 20200402
20200402164847
ACCESSION NUMBER: 0001209191-20-022617
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200331
FILED AS OF DATE: 20200402
DATE AS OF CHANGE: 20200402
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Brown David Craig
CENTRAL INDEX KEY: 0001730370
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38388
FILM NUMBER: 20769721
MAIL ADDRESS:
STREET 1: 4900 TIEDEMAN ROAD
CITY: BROOKLYN
STATE: OH
ZIP: 44144
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
CITY: BROOKLYN
STATE: OH
ZIP: 44144
BUSINESS PHONE: 216-898-2400
MAIL ADDRESS:
STREET 1: 4900 TIEDEMANN ROAD
CITY: BROOKLYN
STATE: OH
ZIP: 44144
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-03-31
0
0001570827
Victory Capital Holdings, Inc.
VCTR
0001730370
Brown David Craig
15935 LA CANTERA PARKWAY
SAN ANTONIO
TX
78256
0
1
0
0
Chairman and CEO
Class B Common Stock
2020-03-31
4
F
0
71082
16.36
D
Class A Common Stock
71082
1743543
D
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. Brown each share of Class B Common Stock held by Mr. Brown or Mr. Brown's permitted estate planning entities will convert into one share of Class A Common Stock.
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, 2017 and March 31, 2019. Such restricted shares vested on March 31, 2020. The net settlement price was the closing stock price on March 31, 2020.
/s/ Nina Gupta, attorney-in-fact for Mr. Brown
2020-04-02