N-CSR

UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED 

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number:         811-07852

USAA Mutual Funds Trust 

(Exact name of registrant as specified in charter)

15935 La Cantera Pkwy, San Antonio, Texas	78256
(Address of principal executive offices)	(Zip code)

Citi Fund Services Ohio, Inc., 4400 Easton Commons, Suite 200, Columbus, Ohio 43219 

(Name and address of agent for service)

Registrant’s telephone number, including area code: 800-235-8396

Date of fiscal year end: December 31

Date of reporting period: December 31, 2021

Item 1. Reports to Stockholders.

DECEMBER 31, 2021

Annual Report

USAA Target Retirement Income Fund

USAA Target Retirement 2030 Fund

USAA Target Retirement 2040 Fund

USAA Target Retirement 2050 Fund

USAA Target Retirement 2060 Fund

Victory Capital means Victory Capital Management Inc., the investment adviser of the USAA Mutual Funds. USAA Mutual Funds are distributed by Victory Capital Services, Inc., member FINRA, an affiliate of Victory Capital. Victory Capital and its affiliates are not affiliated with United Services Automobile Association or its affiliates. USAA and the USAA logos are registered trademarks and the USAA Mutual Funds and USAA Investments logos are trademarks of United Services Automobile Association and are being used by Victory Capital and its affiliates under license.

www.vcm.com

News, Information And Education 24 Hours A Day, 7 Days A Week

The Victory Capital website gives fund shareholders, prospective shareholders, and investment professionals a convenient way to access fund information, get guidance, and track fund performance anywhere they can access the Internet. The site includes:

•  Detailed performance records

•  Daily share prices

•  The latest fund news

•  Investment resources to help you become a better investor

•  A section dedicated to investment professionals

Whether you're a potential investor searching for the fund that matches your investment philosophy, a seasoned investor interested in planning tools, or an investment professional, www.vcm.com has what you seek. Visit us anytime. We're always open.

USAA Mutual Funds Trust

TABLE OF CONTENTS

Shareholder Letter (Unaudited)	2
Managers' Commentary (Unaudited)	4
Investment Overview (Unaudited)	6
Investment Objective & Portfolio Holdings (Unaudited)	11
Schedules of Portfolio Investments	16
Financial Statements
Statements of Assets and Liabilities	21
Statements of Operations	23
Statements of Changes in Net Assets	25
Financial Highlights	28
Notes to Financial Statements	30
Report of Independent Registered Public Accounting Firm	47
Supplemental Information (Unaudited)	48
Trustee and Officer Information	48
Proxy Voting and Portfolio Holdings Information	53
Expense Examples	53
Additional Federal Income Tax Information	54
Advisory Contract Approval	55
Privacy Policy (inside back cover)

This report is for the information of the shareholders and others who have received a copy of the currently effective prospectus of the Fund, managed by Victory Capital Management Inc. It may be used as sales literature only when preceded or accompanied by a current prospectus, which provides further details about the Fund.

IRA DISTRIBUTION WITHHOLDING DISCLOSURE

We generally must withhold federal income tax at a rate of 10% of the taxable portion of your distribution and, if you live in a state that requires state income tax withholding, at your state's tax rate. However, you may elect not to have withholding apply or to have income tax withheld at a higher rate. Any withholding election that you make will apply to any subsequent distribution unless and until you change or revoke the election. If you wish to make a withholding election, or change or revoke a prior withholding election, call (800) 235-8396, and form W-4P (OMB No. 1545-0074 withholding certificate for pension or annuity payments) will be electronically sent.

If you do not have a withholding election in place by the date of a distribution, federal income tax will be withheld from the taxable portion of your distribution at a rate of 10%. If you must pay estimated taxes, you may be subject to estimated tax penalties if your estimated tax payments are not sufficient and sufficient tax is not withheld from your distribution.

For more specific information, please consult your tax adviser.

• NOT FDIC INSURED • NO BANK GUARANTEE •  MAY LOSE VALUE

1

(Unaudited)

Dear Shareholder,

Another year has passed, but unfortunately the pandemic endures. Yet, looking back on the year ended 2021, it is evident that financial markets have endured as well, despite stiff headwinds—including new COVID-19 variants; disruption among global supply chains; uncomfortable inflation readings; and the fear of rising interest rates.

Through it all, the S&P 500^® Index, the bell-weather proxy for our domestic stock market, once again registered a positive annual total return (that makes it 12 out of the past 13 years). This was largely driven by a U.S. economy that bounced back quickly after what was effectively a global economic shutdown in 2020, and we witnessed robust earnings growth across many sectors thanks in no small part to continued fiscal stimulus and accommodative monetary policy. Underlying this positive performance were interesting differences among investment styles and market capitalizations. For example, growth-oriented investments outperformed value within large-caps, but underperformed within both mid-caps and small-caps (as measured by the Russell family of indices). Perhaps this reflects investors' expectations for higher interest rates next year?

There were other notable subplots to 2021. Early in the year we watched in disbelief as "meme stocks"—a few names that gained massive notoriety on social media platforms—went on stomach-churning roller coaster rides. Also intriguing was how the biotech sector struggled mightily despite the success and fanfare surrounding the COVID-19 vaccines. Meanwhile, rising oil prices fueled impressive gains across the energy landscape, while crypto assets captivated investors. Now we're all watching how crypto's underlying blockchain technologies might disrupt business-as-usual across industries in the years ahead. These were just a few of the highlights of the past year.

Through all the twists and turns, the S&P 500^® Index registered an impressive annual total return of nearly 29% for the 12-month period ended December 31, 2021. Over this same annual period, the yield on the 10-Year U.S. Treasury jumped 59 basis points (basis point is 1/100th of a percentage point), reflecting a very low starting rate, substantial fiscal stimulus, and the U.S. Federal Reserve's (the "Fed") accommodative monetary stance (although this stance has begun to shift recently). At the end of our reporting period, the yield on the 10-Year U.S. Treasury was trending higher and finished at 1.52%.

Despite the resiliency of financial markets, we fully acknowledge that the volatility and unusual events of recent years may have made investors uneasy at times. However, this simply underscores why it's important for investors to remain calm and unemotional in the face of market turmoil. A long-term perspective, a well-diversified portfolio across asset classes and investment types, and a clear understanding of individual risk tolerance are some of the key ingredients for staying the course and progressing on your investment goals.

Of course, no one knows for certain what 2022 will bring. We are already facing a potential end to the Fed's accommodative monetary policies and the various forms of fiscal stimuli that helped revive the economy from the depths of the pandemic-induced market downturn. By all accounts, the Fed appears ready to raise

2

short-term interest rates, perhaps as early as the end of the first quarter, though any move will certainly be data dependent, and some are expressing concerns about labor shortages, disrupted supply chains, rising commodity prices, and the potential for lasting inflation. There will likely be new headwinds, some yet to be identified.

Thus, we cannot tell you with any certainty what markets will do in the future, but we can assure you that the investment professionals at our investment franchises continually monitor the market environment and work hard to position portfolios opportunistically no matter what the markets bring.

On the following pages, you will find information relating to your USAA Mutual Funds, brought to you by Victory Capital. If you have any questions, we encourage you to contact our Member Service Representatives. Call (800) 235-8396, or visit our website at www.vcm.com.

From all of us here at Victory Capital, thank you for your ongoing confidence and for letting us help you work toward your investment goals.

Christopher K. Dyer, CFA

President,
USAA Mutual Funds Trust

3

USAA Target Retirement Series

Managers' Commentary

(Unaudited)

•  What were the market conditions over the reporting period?

The first quarter proved to be a continuation of the strong equity markets investors experienced over the second half of 2020. Gains from global equity markets were fueled by optimism surrounding the successful rollout of the COVID-19 vaccines coupled with further monetary and fiscal stimulus proposals. Faster-than-expected economic growth produced a meaningful increase in real interest rates, which led to negative returns across most major fixed income asset classes. The 10-year U.S. Treasury bond yield finished at its highest level of the first quarter reporting period, climbing from under 1% to 1.74%.

Equity markets consolidated and interest rates leveled off after large upswings during the second quarter. With strong first quarter gross domestic product and corporate earnings growth in the rearview mirror, investors seemed to be contemplating their next move. Equity markets rotated from value to growth leadership as Treasury bond yields retreated from the highs of March. Inflation data increased as the economy reopened more quickly than expected. The U.S. Federal Reserve (the "Fed") maintained that inflationary pressure is transitory but could become more persistent. The inflationary environment was a key metric moving into the second half of the year.

The financial markets produced broadly flat returns in the third quarter. Conditions were initially supportive in July and August thanks to positive economic data and continued strength in corporate earnings. The picture changed in September, however, as investors began to focus on risk factors such as supply chain disruptions and rising inflation. In addition, the Fed indicated that it may begin tapering its stimulative quantitative easing policy — a development investors took as an indication that the first interest-rate increases may be on the way in 2022. News flow from overseas also took a negative turn in September, with the emergence of energy shortages in Europe and worries that the debt problems of Chinese property developer Evergrande could have a broader, systemic effect on China's economy.

Despite a number of headwinds to sentiment, U.S. equities posted solid gains in the fourth quarter as reflected in the 11.03% return for the bellwether S&P 500 Index. The markets faced a shift in Fed policy as persistent inflation driven by supply chain issues and rising commodity prices led the central bank to announce and subsequently accelerate the tapering of its bond purchases that have helped keep longer-term borrowing costs low. In addition, the Fed began to signal the likelihood of two or more hikes in its benchmark overnight lending rate in 2022, representing a moving forward of the prior timetable. Prolonged negotiations over President Biden's Build Back Better spending bill put into question a source of anticipated fiscal stimulus. Finally, investors had to contend with the rapid emergence and spread of the Omicron variant of COVID-19, which threatened a new wave of lockdowns. Nonetheless, most major U.S. equity indices closed 2021 at or near all-time highs, supported by robust corporate profits and investor inflows given fixed income yields that remained unattractive.

4

USAA Target Retirement Series

Managers' Commentary (continued)

•  How did the USAA Target Retirement Funds (the "Funds") perform during the reporting period?

Each Fund's investment objective is to provide capital appreciation and current income consistent with its current investment allocation. For the year ended December 31, 2021, the total return for each of the Funds is shown below, along with the return(s) of the relevant benchmark index(es):

	USAA Target Retirement Funds			S&P Target Date Indices			MSCI All- Country World Index
USAA Target Retirement Income Fund		6.48	%		5.11	%		—
USAA Target Retirement 2030 Fund		12.24	%		12.61	%		—
USAA Target Retirement 2040 Fund		15.88	%		16.55	%		—
USAA Target Retirement 2050 Fund		17.71	%		17.99	%		18.54	%
USAA Target Retirement 2060 Fund		17.69	%		18.05	%		18.54	%

•  What strategies did you employ during the reporting period?

In an unprecedented year, all five of the USAA Target Retirement Funds had solid returns during 2021. The Funds performed as expected, with returns in between those of stocks and bonds. The larger gains for the longer-dated portfolios reflect the progressively higher weighting in equities as the target dates of the five funds increase.

The results of the Funds' underlying drivers mirrored the overall investment backdrop. The equity portfolio experienced gains, with larger increases for domestic equities versus the developed international and emerging markets. The fixed income portfolio returns were mixed. In aggregate, the fixed income portfolio experienced losses, with shorter duration investment grade credit and high yield credit posting gains.

We maintained a steady approach through the past year. As always, we sought to provide broad exposure to the global financial markets, but we also overweighted (took larger relative positions) or underweighted (took smaller relative positions) in certain asset classes based on valuations and fundamentals. In this vein, we continued to tilt the portfolios toward the international markets — both developed and emerging — versus the United States. We believe this positioning is warranted from a longer-term standpoint due to what we view as more attractive valuations and greater latitude for better-than-expected economic growth outside of the United States. Our equity investments, with an emphasis on improving fundamentals and strong balance sheets, performed well over the time period. Exposure within alternatives added value to the Funds' overall performance.

We will continue to remain true to our longstanding strategy of using fundamentals and valuations to construct portfolios designed to deliver favorable results over a full market cycle.

Thank you for allowing us to assist you with your investment needs.

5

USAA Target Retirement Series

USAA Target Retirement Income Fund

Investment Overview
(Unaudited)

Average Annual Total Return

Year Ended December 31, 2021

	Fund Shares
INCEPTION DATE	7/31/08
	Net Asset Value			S&P Target Date Retirement Income Index1
One Year		6.48	%		5.11	%
Five Year		6.39	%		6.52	%
Ten Year		5.44	%		5.59	%

The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. To obtain performance information current to the most recent month's end, please visit www.vcm.com.

Total return measures the price change in a share assuming the reinvestment of all net investment income and realized capital gain distributions, if any. The total returns quoted do not reflect adjustments made to the enclosed financial statements in accordance with U.S. Generally Accepted Accounting Principles or the deduction of taxes that a shareholder would pay on net investment income and realized capital gain distributions, including reinvested distributions, or redemptions of shares. The total return figures set forth above include all waivers of fees. Without such fee waivers, the total returns would have been lower.

USAA Target Retirement Income Fund — Growth of $10,000

¹The S&P Target Date Index series reflects the market consensus on asset allocations across different target date horizons. Each index represents the investment opportunity available to investors for the corresponding target date horizon, with asset class exposures driven by a survey of available target date funds. This index does not include the effect of expenses or taxes, is not a representative of the Fund, and it is not possible to invest directly in an index.

The graph reflects investment of growth of a hypothetical $10,000 investment in the Fund.

The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares.

Past performance is not indicative of future results.

6

USAA Target Retirement Series

USAA Target Retirement 2030 Fund

Investment Overview
(Unaudited)

Average Annual Total Return

Year Ended December 31, 2021

	Fund Shares
INCEPTION DATE	7/31/08
	Net Asset Value			S&P Target Date 2030 Index1
One Year		12.24	%		12.61	%
Five Year		9.18	%		10.63	%
Ten Year		8.11	%		9.83	%

The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. To obtain performance information current to the most recent month's end, please visit www.vcm.com.

Total return measures the price change in a share assuming the reinvestment of all net investment income and realized capital gain distributions, if any. The total returns quoted do not reflect adjustments made to the enclosed financial statements in accordance with U.S. Generally Accepted Accounting Principles or the deduction of taxes that a shareholder would pay on net investment income and realized capital gain distributions, including reinvested distributions, or redemptions of shares. The total return figures set forth above include all waivers of fees. Without such fee waivers, the total returns would have been lower.

USAA Target Retirement 2030 Fund — Growth of $10,000

¹The S&P Target Date Index series reflects the market consensus on asset allocations across different target date horizons. Each index represents the investment opportunity available to investors for the corresponding target date horizon, with asset class exposures driven by a survey of available target date funds. This index does not include the effect of expenses or taxes, is not a representative of the Fund, and it is not possible to invest directly in an index.

The graph reflects investment of growth of a hypothetical $10,000 investment in the Fund.

The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares.

Past performance is not indicative of future results.

7

USAA Target Retirement Series

USAA Target Retirement 2040 Fund

Investment Overview
(Unaudited)

Average Annual Total Return

Year Ended December 31, 2021

	Fund Shares
INCEPTION DATE	7/31/08
	Net Asset Value			S&P Target Date 2040 Index1
One Year		15.88	%		16.55	%
Five Year		10.40	%		12.40	%
Ten Year		9.17	%		11.19	%

The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. To obtain performance information current to the most recent month's end, please visit www.vcm.com.

Total return measures the price change in a share assuming the reinvestment of all net investment income and realized capital gain distributions, if any. The total returns quoted do not reflect adjustments made to the enclosed financial statements in accordance with U.S. Generally Accepted Accounting Principles or the deduction of taxes that a shareholder would pay on net investment income and realized capital gain distributions, including reinvested distributions, or redemptions of shares. The total return figures set forth above include all waivers of fees. Without such fee waivers, the total returns would have been lower.

USAA Target Retirement 2040 Fund — Growth of $10,000

¹The S&P Target Date Index series reflects the market consensus on asset allocations across different target date horizons. Each index represents the investment opportunity available to investors for the corresponding target date horizon, with asset class exposures driven by a survey of available target date funds. This index does not include the effect of expenses or taxes, is not a representative of the Fund, and it is not possible to invest directly in an index.

The graph reflects investment of growth of a hypothetical $10,000 investment in the Fund.

The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares.

Past performance is not indicative of future results.

8

USAA Target Retirement Series

USAA Target Retirement 2050 Fund

Investment Overview
(Unaudited)

Average Annual Total Return

Year Ended December 31, 2021

	Fund Shares
INCEPTION DATE	7/31/08
	Net Asset Value			S&P Target Date 2050 Index1			MSCI All-Country World Index2
One Year		17.71	%		17.99	%		18.54	%
Five Year		11.17	%		13.07	%		14.40	%
Ten Year		9.77	%		11.83	%		11.85	%

The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. To obtain performance information current to the most recent month's end, please visit www.vcm.com.

Total return measures the price change in a share assuming the reinvestment of all net investment income and realized capital gain distributions, if any. The total returns quoted do not reflect adjustments made to the enclosed financial statements in accordance with U.S. Generally Accepted Accounting Principles or the deduction of taxes that a shareholder would pay on net investment income and realized capital gain distributions, including reinvested distributions, or redemptions of shares. The total return figures set forth above include all waivers of fees. Without such fee waivers, the total returns would have been lower.

USAA Target Retirement 2050 Fund — Growth of $10,000

¹The S&P Target Date Index series reflects the market consensus on asset allocations across different target date horizons. Each index represents the investment opportunity available to investors for the corresponding target date horizon, with asset class exposures driven by a survey of available target date funds. This index does not include the effect of expenses or taxes, is not a representative of the Fund, and it is not possible to invest directly in an index.

²The MSCI All-Country World Index is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed and emerging markets. This index does not include the effect of expenses or taxes, is not a representative of the Fund, and it is not possible to invest directly in an index.

The graph reflects investment of growth of a hypothetical $10,000 investment in the Fund.

The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares.

Past performance is not indicative of future results.

9

USAA Target Retirement Series

USAA Target Retirement 2060 Fund

Investment Overview
(Unaudited)

Average Annual Total Return

Year Ended December 31, 2021

	Fund Shares
INCEPTION DATE	7/12/13
	Net Asset Value			S&P Target Date 2060 Index1			MSCI All-Country World Index2
One Year		17.69	%		18.05	%		18.54	%
Five Year		11.07	%		13.27	%		14.40	%
Since Inception		8.68	%		NA			10.83	%

The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. To obtain performance information current to the most recent month's end, please visit www.vcm.com.

Total return measures the price change in a share assuming the reinvestment of all net investment income and realized capital gain distributions, if any. The total returns quoted do not reflect adjustments made to the enclosed financial statements in accordance with U.S. Generally Accepted Accounting Principles or the deduction of taxes that a shareholder would pay on net investment income and realized capital gain distributions, including reinvested distributions, or redemptions of shares. The total return figures set forth above include all waivers of fees. Without such fee waivers, the total returns would have been lower.

USAA Target Retirement 2060 Fund — Growth of $10,000

¹The S&P Target Date Index series reflects the market consensus on asset allocations across different target date horizons. Each index represents the investment opportunity available to investors for the corresponding target date horizon, with asset class exposures driven by a survey of available target date funds. This index does not include the effect of expenses or taxes, is not a representative of the Fund, and it is not possible to invest directly in an index.

²The MSCI All-Country World Index is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed and emerging markets. This index does not include the effect of expenses or taxes, is not a representative of the Fund, and it is not possible to invest directly in an index.

*The performance of the MSCI All-Country World Index is calculated from the end of the month, July 31, 2013, while the inception date of the USAA Target Retirement 2060 Fund is July 12, 2013. There may be a slight variation of performance numbers because of this difference.

The graph reflects investment of growth of a hypothetical $10,000 investment in the Fund.

The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares.

Past performance is not indicative of future results.

10

USAA Mutual Funds Trust
USAA Target Retirement Income FundDecember 31, 2021

  (Unaudited)

Investment Objective and Portfolio Holdings:

The Fund provides capital appreciation and current income consistent with its current investment allocation.

Top 10 Holdings*:

December 31, 2021

(% of Net Assets)

USAA Government Securities Fund Institutional Shares	28.4	%
USAA Short-Term Bond Fund Institutional Shares	15.3	%
USAA Global Managed Volatility Fund Institutional Shares	6.0	%
VictoryShares ESG Corporate Bond ETF	5.5	%
USAA Target Managed Allocation Fund	5.4	%
USAA High Income Fund Institutional Shares	4.3	%
Victory Market Neutral Income Fund Class I	4.1	%
Victory RS International Fund Class R6	3.4	%
VictoryShares USAA Core Short-Term Bond ETF	2.8	%
VictoryShares USAA MSCI International Value Momentum ETF	2.8	%

Asset Allocation*:

December 31, 2021

(% of Net Assets)

*  Does not include futures contracts, money market instruments, and short-term investments purchased with cash collateral from securities loaned.

Percentages are of the net assets of the Fund and may not equal 100%.

Refer to the Schedule of Portfolio Investments for a complete list of securities.

11

USAA Mutual Funds Trust  
USAA Target Retirement 2030 FundDecember 31, 2021

  (Unaudited)

Investment Objective and Portfolio Holdings:

The Fund provides capital appreciation and current income consistent with its current investment allocation.

Top 10 Holdings*:

December 31, 2021

(% of Net Assets)

USAA Government Securities Fund Institutional Shares	14.6	%
USAA Global Managed Volatility Fund Institutional Shares	10.9	%
USAA Target Managed Allocation Fund	9.6	%
Victory RS International Fund Class R6	4.9	%
VictoryShares USAA MSCI International Value Momentum ETF	4.6	%
VictoryShares USAA MSCI USA Value Momentum ETF	4.4	%
USAA Growth Fund Institutional Shares	4.4	%
USAA Short-Term Bond Fund Institutional Shares	4.4	%
USAA High Income Fund Institutional Shares	4.0	%
Victory Trivalent International Core Equity Fund Class R6	3.8	%

Asset Allocation*:

December 31, 2021

(% of Net Assets)

*  Does not include futures contracts, money market instruments, and short-term investments purchased with cash collateral from securities loaned.

Percentages are of the net assets of the Fund and may not equal 100%.

Refer to the Schedule of Portfolio Investments for a complete list of securities.

12

USAA Mutual Funds Trust    
USAA Target Retirement 2040 FundDecember 31, 2021

  (Unaudited)

Investment Objective and Portfolio Holdings:

The Fund provides capital appreciation and current income consistent with its current investment allocation.

Top 10 Holdings*:

December 31, 2021

(% of Net Assets)

USAA Global Managed Volatility Fund Institutional Shares	13.7	%
USAA Target Managed Allocation Fund	12.4	%
Victory RS International Fund Class R6	6.3	%
USAA Government Securities Fund Institutional Shares	6.2	%
VictoryShares USAA MSCI USA Value Momentum ETF	6.1	%
USAA Growth Fund Institutional Shares	5.8	%
VictoryShares USAA MSCI International Value Momentum ETF	5.8	%
Victory Trivalent International Core Equity Fund Class R6	4.6	%
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF	3.7	%
VictoryShares Dividend Accelerator ETF	3.3	%

Asset Allocation*:

December 31, 2021

(% of Net Assets)

*  Does not include futures contracts, money market instruments, and short-term investments purchased with cash collateral from securities loaned.

Percentages are of the net assets of the Fund and may not equal 100%.

Refer to the Schedule of Portfolio Investments for a complete list of securities.

13

USAA Mutual Funds Trust  
USAA Target Retirement 2050 FundDecember 31, 2021

  (Unaudited)

Investment Objective and Portfolio Holdings:

The Fund provides capital appreciation and current income consistent with its current investment allocation.

Top 10 Holdings*:

December 31, 2021

(% of Net Assets)

USAA Global Managed Volatility Fund Institutional Shares	15.1	%
USAA Target Managed Allocation Fund	13.9	%
Victory RS International Fund Class R6	7.2	%
VictoryShares USAA MSCI USA Value Momentum ETF	6.7	%
USAA Growth Fund Institutional Shares	6.2	%
VictoryShares USAA MSCI International Value Momentum ETF	6.2	%
Victory Trivalent International Core Equity Fund Class R6	5.3	%
USAA 500 Index Fund Reward Shares	4.2	%
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF	4.1	%
VictoryShares Dividend Accelerator ETF	3.6	%

Asset Allocation*:

December 31, 2021

(% of Net Assets)

*  Does not include futures contracts, money market instruments, and short-term investments purchased with cash collateral from securities loaned.

Percentages are of the net assets of the Fund and may not equal 100%.

Refer to the Schedule of Portfolio Investments for a complete list of securities.

14

USAA Mutual Funds Trust  
USAA Target Retirement 2060 FundDecember 31, 2021

  (Unaudited)

Investment Objective and Portfolio Holdings:

The Fund provides capital appreciation and current income consistent with its current investment allocation.

Top 10 Holdings*:

December 31, 2021

(% of Net Assets)

USAA Global Managed Volatility Fund Institutional Shares	15.1	%
USAA Target Managed Allocation Fund	14.0	%
Victory RS International Fund Class R6	7.3	%
USAA 500 Index Fund Reward Shares	6.9	%
VictoryShares USAA MSCI International Value Momentum ETF	6.3	%
VictoryShares USAA MSCI USA Value Momentum ETF	5.9	%
Victory Trivalent International Core Equity Fund Class R6	5.3	%
USAA Growth Fund Institutional Shares	4.9	%
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF	4.2	%
VictoryShares Dividend Accelerator ETF	3.6	%

Asset Allocation*:

December 31, 2021

(% of Net Assets)

*  Does not include futures contracts, money market instruments, and short-term investments purchased with cash collateral from securities loaned.

Percentages are of the net assets of the Fund and may not equal 100%.

Refer to the Schedule of Portfolio Investments for a complete list of securities.

15

USAA Mutual Funds Trust
USAA Target Retirement Income Fund Schedule of Portfolio Investments
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Affiliated Exchange-Traded Funds (20.6%)
VictoryShares Dividend Accelerator ETF		238,484	$	11,350
VictoryShares ESG Corporate Bond ETF		1,776,000		44,104
VictoryShares International Volatility Wtd ETF		179,768		8,097
VictoryShares NASDAQ Next 50 ETF		149,092		5,077
VictoryShares U.S. Multi-Factor Minimum Volatility ETF (a)		159,383		6,705
VictoryShares USAA Core Short-Term Bond ETF		443,598		22,770
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF		452,395		21,864
VictoryShares USAA MSCI International Value Momentum ETF		456,676		22,487
VictoryShares USAA MSCI USA Small Cap Value Momentum ETF		86,772		6,388
VictoryShares USAA MSCI USA Value Momentum ETF		256,858		18,204
Total Affiliated Exchange-Traded Funds (Cost $145,737)				167,046
Affiliated Mutual Funds (78.9%)
USAA 500 Index Fund Reward Shares		48,205		3,002
USAA Global Managed Volatility Fund Institutional Shares		4,449,294		48,853
USAA Government Securities Fund Institutional Shares		23,493,539		229,062
USAA Growth Fund Institutional Shares		421,242		15,236
USAA High Income Fund Institutional Shares		4,428,421		34,674
USAA Income Fund Institutional Shares		1,572,332		20,833
USAA Income Stock Fund Institutional Shares		476,988		9,506
USAA Intermediate-Term Bond Fund Institutional Shares		1,347,566		14,271
USAA Precious Metals and Minerals Fund Institutional Shares		138,699		2,645
USAA Short-Term Bond Fund Institutional Shares		13,410,528		123,244
USAA Small Cap Stock Fund Institutional Shares		412,504		6,303
USAA Target Managed Allocation Fund		3,925,609		43,496
Victory Integrity Mid-Cap Value Fund Class R6		248,565		6,053
Victory Market Neutral Income Fund Class I		3,424,498		32,841
Victory RS International Fund Class R6		2,267,066		27,363
Victory Sophus Emerging Markets Fund Class R6		153,069		3,533
Victory Trivalent International Core Equity Fund Class R6		1,971,068		16,222
Total Affiliated Mutual Funds (Cost $586,033)				637,137
Collateral for Securities Loaned (0.1%)^
Fidelity Investments Money Market Government Portfolio, Institutional Shares, 0.01% (b)		110,100		110
HSBC U.S. Government Money Market Fund, I Shares, 0.03% (b)		295,070		295
Total Collateral for Securities Loaned (Cost $405)				405
Total Investments (Cost $732,175) — 99.6%				804,588
Other assets in excess of liabilities — 0.4%				3,048
NET ASSETS — 100.00%			$	807,636

At December 31, 2021, the Fund's investments in foreign securities were 12.3% of net assets.

^  Purchased with cash collateral from securities on loan.

(a)  All or a portion of this security is on loan.

(b)  Rate disclosed is the daily yield on December 31, 2021.

ETF — Exchange-Traded Fund

See notes to financial statements.

16

USAA Mutual Funds Trust
USAA Target Retirement 2030 Fund Schedule of Portfolio Investments
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Affiliated Exchange-Traded Funds (26.5%)
VictoryShares Dividend Accelerator ETF		746,674	$	35,538
VictoryShares ESG Corporate Bond ETF		1,480,000		36,753
VictoryShares International Volatility Wtd ETF		524,471		23,623
VictoryShares NASDAQ Next 50 ETF		696,279		23,708
VictoryShares U.S. Multi-Factor Minimum Volatility ETF		325,796		13,705
VictoryShares USAA Core Short-Term Bond ETF		834,703		42,845
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF		892,548		43,138
VictoryShares USAA MSCI International Value Momentum ETF		1,309,344		64,472
VictoryShares USAA MSCI USA Small Cap Value Momentum ETF		304,982		22,453
VictoryShares USAA MSCI USA Value Momentum ETF		870,769		61,712
Total Affiliated Exchange-Traded Funds (Cost $312,592)				367,947
Affiliated Mutual Funds (72.1%)
USAA 500 Index Fund Reward Shares		314,682		19,595
USAA Global Managed Volatility Fund Institutional Shares		13,729,443		150,749
USAA Government Securities Fund Institutional Shares		20,779,838		202,603
USAA Growth Fund Institutional Shares		1,701,502		61,543
USAA High Income Fund Institutional Shares		7,070,477		55,362
USAA Income Fund Institutional Shares		1,451,463		19,232
USAA Income Stock Fund Institutional Shares		1,601,159		31,911
USAA Intermediate-Term Bond Fund Institutional Shares		4,583,782		48,542
USAA Precious Metals and Minerals Fund Institutional Shares		252,515		4,816
USAA Short-Term Bond Fund Institutional Shares		6,576,002		60,433
USAA Small Cap Stock Fund Institutional Shares		1,618,609		24,732
USAA Target Managed Allocation Fund		12,029,020		133,282
Victory Integrity Mid-Cap Value Fund Class R6		1,470,250		35,801
Victory Market Neutral Income Fund Class I		2,353,057		22,566
Victory RS International Fund Class R6		5,621,286		67,849
Victory Sophus Emerging Markets Fund Class R6		363,933		8,400
Victory Trivalent International Core Equity Fund Class R6		6,397,082		52,648
Total Affiliated Mutual Funds (Cost $874,238)				1,000,064
Total Investments (Cost $1,186,830) — 98.6%				1,368,011
Other assets in excess of liabilities — 1.4%				19,511
NET ASSETS — 100.00%			$	1,387,522

At December 31, 2021, the Fund's investments in foreign securities were 18.7% of net assets.

ETF — Exchange-Traded Fund

See notes to financial statements.

17

USAA Mutual Funds Trust
USAA Target Retirement 2040 Fund Schedule of Portfolio Investments
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Affiliated Exchange-Traded Funds (28.9%)
VictoryShares Dividend Accelerator ETF		1,123,051	$	53,451
VictoryShares ESG Corporate Bond ETF		670,437		16,649
VictoryShares International Volatility Wtd ETF		740,396		33,348
VictoryShares NASDAQ Next 50 ETF		1,110,768		37,822
VictoryShares U.S. Multi-Factor Minimum Volatility ETF		537,657		22,618
VictoryShares USAA Core Short-Term Bond ETF		493,169		25,314
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF		1,268,160		61,291
VictoryShares USAA MSCI International Value Momentum ETF		1,921,247		94,603
VictoryShares USAA MSCI USA Small Cap Value Momentum ETF		408,583		30,080
VictoryShares USAA MSCI USA Value Momentum ETF		1,418,739		100,547
Total Affiliated Exchange-Traded Funds (Cost $393,300)				475,723
Affiliated Mutual Funds (69.2%)
USAA 500 Index Fund Reward Shares		778,004		48,446
USAA Global Managed Volatility Fund Institutional Shares		20,487,521		224,953
USAA Government Securities Fund Institutional Shares		10,377,752		101,182
USAA Growth Fund Institutional Shares		2,646,863		95,737
USAA High Income Fund Institutional Shares		6,441,092		50,434
USAA Income Fund Institutional Shares		659,823		8,743
USAA Income Stock Fund Institutional Shares		2,316,600		46,170
USAA Intermediate-Term Bond Fund Institutional Shares		3,676,157		38,930
USAA Precious Metals and Minerals Fund Institutional Shares		280,840		5,355
USAA Short-Term Bond Fund Institutional Shares		2,413,324		22,178
USAA Small Cap Stock Fund Institutional Shares		2,182,464		33,348
USAA Target Managed Allocation Fund		18,430,746		204,213
Victory Integrity Mid-Cap Value Fund Class R6		2,085,818		50,790
Victory Market Neutral Income Fund Class I		1,454,209		13,946
Victory RS International Fund Class R6		8,570,651		103,448
Victory Sophus Emerging Markets Fund Class R6		599,190		13,829
Victory Trivalent International Core Equity Fund Class R6		9,253,792		76,159
Total Affiliated Mutual Funds (Cost $964,716)				1,137,861
Total Investments (Cost $1,358,016) — 98.1%				1,613,584
Other assets in excess of liabilities — 1.9%				30,668
NET ASSETS — 100.00%			$	1,644,252

At December 31, 2021, the Fund's investments in foreign securities were 23.3% of net assets.

ETF — Exchange-Traded Fund

See notes to financial statements.

18

USAA Mutual Funds Trust
USAA Target Retirement 2050 Fund Schedule of Portfolio Investments
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Affiliated Exchange-Traded Funds (29.3%)
VictoryShares Dividend Accelerator ETF (a)		753,241	$	35,850
VictoryShares ESG Corporate Bond ETF		285,631		7,093
VictoryShares International Volatility Wtd ETF		467,748		21,068
VictoryShares NASDAQ Next 50 ETF		697,299		23,743
VictoryShares U.S. Multi-Factor Minimum Volatility ETF (a)		354,256		14,902
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF		834,485		40,331
VictoryShares USAA MSCI International Value Momentum ETF		1,233,843		60,755
VictoryShares USAA MSCI USA Small Cap Value Momentum ETF		252,213		18,568
VictoryShares USAA MSCI USA Value Momentum ETF		934,052		66,197
Total Affiliated Exchange-Traded Funds (Cost $233,685)				288,507
Affiliated Mutual Funds (68.7%)
USAA 500 Index Fund Reward Shares		666,236		41,487
USAA Global Managed Volatility Fund Institutional Shares		13,541,009		148,680
USAA Government Securities Fund Institutional Shares		2,240,516		21,845
USAA Growth Fund Institutional Shares		1,698,101		61,420
USAA High Income Fund Institutional Shares		1,357,897		10,632
USAA Income Fund Institutional Shares		268,696		3,560
USAA Income Stock Fund Institutional Shares		1,570,445		31,299
USAA Intermediate-Term Bond Fund Institutional Shares		1,549,412		16,408
USAA Precious Metals and Minerals Fund Institutional Shares		157,779		3,009
USAA Short-Term Bond Fund Institutional Shares		312,799		2,875
USAA Small Cap Stock Fund Institutional Shares		1,558,929		23,821
USAA Target Managed Allocation Fund		12,386,944		137,247
Victory Integrity Mid-Cap Value Fund Class R6		1,432,140		34,873
Victory Market Neutral Income Fund Class I		683,201		6,552
Victory RS International Fund Class R6		5,898,185		71,191
Victory Sophus Emerging Markets Fund Class R6		471,006		10,871
Victory Trivalent International Core Equity Fund Class R6		6,310,465		51,935
Total Affiliated Mutual Funds (Cost $570,193)				677,705
Collateral for Securities Loaned (0.0%)^ (b)
Fidelity Investments Money Market Government Portfolio, Institutional Shares, 0.01% (c)		278,550		279
Total Collateral for Securities Loaned (Cost $279)				279
Total Investments (Cost $804,157) — 98.0%				966,491
Other assets in excess of liabilities — 2.0%				19,586
NET ASSETS — 100.00%			$	986,077

At December 31, 2021, the Fund's investments in foreign securities were 26.0% of net assets.

^  Purchased with cash collateral from securities on loan.

(a)  All or a portion of this security is on loan.

(b)  Amount represents less than 0.05% of net assets.

(c)  Rate disclosed is the daily yield on December 31, 2021.

ETF — Exchange-Traded Fund

See notes to financial statements.

19

USAA Mutual Funds Trust
USAA Target Retirement 2060 Fund Schedule of Portfolio Investments
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Affiliated Exchange-Traded Funds (28.9%)
VictoryShares Dividend Accelerator ETF		105,059	$	5,000
VictoryShares ESG Corporate Bond ETF		26,800		665
VictoryShares International Volatility Wtd ETF		75,768		3,413
VictoryShares NASDAQ Next 50 ETF		98,495		3,354
VictoryShares U.S. Multi-Factor Minimum Volatility ETF		46,728		1,966
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF		120,391		5,819
VictoryShares USAA MSCI International Value Momentum ETF		177,196		8,725
VictoryShares USAA MSCI USA Small Cap Value Momentum ETF		38,536		2,837
VictoryShares USAA MSCI USA Value Momentum ETF		115,455		8,182
Total Affiliated Exchange-Traded Funds (Cost $32,235)				39,961
Affiliated Mutual Funds (69.0%)
USAA 500 Index Fund Reward Shares		152,839		9,517
USAA Global Managed Volatility Fund Institutional Shares		1,901,972		20,884
USAA Government Securities Fund Institutional Shares		494,508		4,822
USAA Growth Fund Institutional Shares		188,618		6,822
USAA Income Fund Institutional Shares		33,845		448
USAA Income Stock Fund Institutional Shares		169,204		3,372
USAA Intermediate-Term Bond Fund Institutional Shares		221,021		2,341
USAA Precious Metals and Minerals Fund Institutional Shares		19,609		374
USAA Short-Term Bond Fund Institutional Shares		115		1
USAA Small Cap Stock Fund Institutional Shares		218,655		3,341
USAA Target Managed Allocation Fund		1,742,604		19,308
Victory Integrity Mid-Cap Value Fund Class R6		197,274		4,804
Victory RS International Fund Class R6		840,598		10,146
Victory Sophus Emerging Markets Fund Class R6		75,963		1,753
Victory Trivalent International Core Equity Fund Class R6		883,647		7,272
Total Affiliated Mutual Funds (Cost $83,889)				95,205
Total Investments (Cost $116,124) — 97.9%				135,166
Other assets in excess of liabilities — 2.1%				2,884
NET ASSETS — 100.00%			$	138,050

At December 31, 2021, the Fund's investments in foreign securities were 26.9% of net assets.

ETF — Exchange-Traded Fund

See notes to financial statements.

20

USAA Mutual Funds Trust Statements of Assets and Liabilities
December 31, 2021

(Amounts in Thousands, Except Per Share Amounts)

	USAA Target Retirement Income Fund			USAA Target Retirement 2030 Fund			USAA Target Retirement 2040 Fund
Assets:
Affiliated investments, at value (Cost $731,770, $1,186,830, and $1,358,016)	$	804,183	(a)	$	1,368,011		$	1,613,584
Unaffiliated investments, at value (Cost $405, $—, and $—)		405			—			—
Cash		3,430			19,553			31,324
Receivables:
Interest		—	(b)		—	(b)		—
Capital shares issued		165			336			421
Investments sold		—			1,516			2,273
Prepaid expenses		13			13			11
Total Assets		808,196			1,389,429			1,647,613
Liabilities:
Payables:
Collateral received on loaned securities		405			—			—
Investments purchased		—			1,390			2,477
Capital shares redeemed		123			473			822
To Adviser		—			—			10
Accrued expenses and other payables:
Custodian fees		2			3			4
Compliance fees		—	(b)		1			1
Trustees' fees		—	(b)		—	(b)		—	(b)
Other accrued expenses		30			40			47
Total Liabilities		560			1,907			3,361
Net Assets:
Capital		716,101			1,147,476			1,307,384
Total accumulated earnings/(loss)		91,535			240,046			336,868
Net Assets	$	807,636		$	1,387,522		$	1,644,252
Shares (unlimited number of shares authorized with no par value):		69,139			102,271			117,643
Net asset value, offering and redemption price per share: (c)	$	11.68		$	13.57		$	13.98

(a)  Includes $395 thousand of securities on loan.

(b)  Rounds to less than $1 thousand.

(c)  Per share amount may not recalculate due to rounding of net assets and/or shares outstanding.

See notes to financial statements.

21

USAA Mutual Funds Trust Statements of Assets and Liabilities
December 31, 2021

(Amounts in Thousands, Except Per Share Amounts)

	USAA Target Retirement 2050 Fund			USAA Target Retirement 2060 Fund
Assets:
Affiliated investments, at value (Cost $803,878 and $116,124)	$	966,212	(a)	$	135,166
Unaffiliated investments, at value (Cost $279 and $—)		279			—
Cash		20,173			2,847
Receivables:
Interest		—	(b)		—	(b)
Capital shares issued		274			201
From Adviser		—			4
Prepaid expenses		11			6
Total Assets		986,949			138,224
Liabilities:
Payables:
Collateral received on loaned securities		279			—
Capital shares redeemed		549			139
Accrued expenses and other payables:
Custodian fees		3			1
Compliance fees		1			—	(b)
Trustees' fees		—	(b)		1
Other accrued expenses		40			33
Total Liabilities		872			174
Net Assets:
Capital		769,589			110,813
Total accumulated earnings/(loss)		216,488			27,237
Net Assets	$	986,077		$	138,050
Shares (unlimited number of shares authorized with no par value):		67,942			9,546
Net asset value, offering and redemption price per share: (c)	$	14.51		$	14.46

(a)  Includes $272 thousand of securities on loan.

(b)  Rounds to less than $1 thousand.

(c)  Per share amount may not recalculate due to rounding of net assets and/or shares outstanding.

See notes to financial statements.

22

USAA Mutual Funds Trust Statements of Operations
For the Year Ended December 31, 2021

(Amounts in Thousands)

	USAA Target Retirement Income Fund			USAA Target Retirement 2030 Fund		USAA Target Retirement 2040 Fund
Investment Income:
Interest	$	—	(a)	$	8	$	9
Income distributions from affiliated funds		25,970			52,206		67,324
Securities lending (net of fees)		1			11		1
Total Income		25,971			52,225		67,334
Expenses:
Sub-Administration fees		19			19		19
Custodian fees		14			21		28
Transfer agent fees		28			49		57
Trustees' fees		49			48		48
Compliance fees		5			9		10
Printing fees		14			26		33
Legal and audit fees		44			47		47
State registration and filing fees		43			28		37
Other expenses		23			34		43
Total Expenses		239			281		322
Net Investment Income (Loss)		25,732			51,944		67,012
Realized/Unrealized Gains (Losses) from Investments:
Net realized gains (losses) from sales of affiliated funds		23,072			39,786		42,253
Capital gain distributions received from affiliated funds		19,573			54,406		78,160
Net change in unrealized appreciation/ depreciation on affiliated funds		(16,329	)		11,103		46,214
Net realized/unrealized gains (losses) on investments		26,316			105,295		166,627
Change in net assets resulting from operations	$	52,048		$	157,239	$	233,639

(a)  Rounds to less than $1 thousand.

See notes to financial statements.

23

USAA Mutual Funds Trust Statements of Operations
For the Year Ended December 31, 2021

(Amounts in Thousands)

	USAA Target Retirement 2050 Fund		USAA Target Retirement 2060 Fund
Investment Income:
Interest	$	5	$	1
Income distributions from affiliated funds		42,217		5,896
Securities lending (net of fees)		1		—	(a)
Total Income		42,223		5,897
Expenses:
Sub-Administration fees		19		19
Custodian fees		20		8
Transfer agent fees		34		5
Trustees' fees		48		48
Compliance fees		6		1
Printing fees		29		14
Legal and audit fees		48		49
State registration and filing fees		28		20
Other expenses		26		10
Total Expenses		258		174
Expenses waived/reimbursed by Adviser		—		(43	)
Net Expenses		258		131
Net Investment Income (Loss)		41,965		5,766
Realized/Unrealized Gains (Losses) from Investments:
Net realized gains (losses) from sales of affiliated funds		26,474		3,130
Capital gain distributions received from affiliated funds		51,813		7,313
Net change in unrealized appreciation/depreciation on affiliated funds		33,126		4,736
Net realized/unrealized gains (losses) on investments		111,413		15,179
Change in net assets resulting from operations	$	153,378	$	20,945

(a)  Rounds to less than $1 thousand.

See notes to financial statements.

24

USAA Mutual Funds Trust Statements of Changes in Net Assets

(Amounts in Thousands)  

	USAA Target Retirement Income Fund						USAA Target Retirement 2030 Fund						USAA Target Retirement 2040 Fund
	Year Ended December 31, 2021			Year Ended December 31, 2020			Year Ended December 31, 2021			Year Ended December 31, 2020			Year Ended December 31, 2021			Year Ended December 31, 2020
From Investments:
Operations:
Net investment income (loss)	$	25,732		$	12,506		$	51,944		$	30,522		$	67,012		$	32,800
Net realized gains (losses) from investments		42,645			7,209			94,192			11,922			120,413			11,046
Net change in unrealized appreciation/depreciation on investments		(16,329	)		17,322			11,103			64,621			46,214			79,326
Change in net assets resulting from operations		52,048			37,037			157,239			107,065			233,639			123,172
Change in net assets resulting from distributions to shareholders		(52,029	)		(16,875	)		(100,538	)		(58,537	)		(120,954	)		(80,989	)
Change in net assets resulting from capital transactions		(19,630	)		469,452			120			(86,170	)		247			(62,415	)
Change in net assets		(19,611	)		489,614			56,821			(37,642	)		112,932			(20,232	)
Net Assets:
Beginning of period		827,247			337,633			1,330,701			1,368,343			1,531,320			1,551,552
End of period	$	807,636		$	827,247		$	1,387,522		$	1,330,701		$	1,644,252		$	1,531,320
Capital Transactions:
Proceeds from shares issued	$	82,627		$	36,199		$	133,480		$	100,370		$	163,473		$	114,066
Reorganization (Note 9)		—			513,117			—			—			—			—
Distributions reinvested		51,747			16,744			100,394			58,442			120,782			80,861
Cost of shares redeemed		(154,004	)		(96,608	)		(233,754	)		(244,982	)		(284,008	)		(257,342	)
Change in net assets resulting from capital transactions	$	(19,630	)	$	469,452		$	120		$	(86,170	)	$	247		$	(62,415	)
Share Transactions:
Issued		6,852			3,214			9,600			8,245			11,582			9,489
Reorganization (Note 9)		—			44,513			—			—			—			—
Reinvested		4,396			1,471			7,376			4,459			8,638			6,177
Redeemed		(12,778	)		(8,633	)		(16,842	)		(20,272	)		(20,168	)		(21,458	)
Change in Shares		(1,530	)		40,565			134			(7,568	)		52			(5,792	)

See notes to financial statements.

25

USAA Mutual Funds Trust Statements of Changes in Net Assets

(Amounts in Thousands)  

	USAA Target Retirement 2050 Fund						USAA Target Retirement 2060 Fund
	Year Ended December 31, 2021			Year Ended December 31, 2020			Year Ended December 31, 2021			Year Ended December 31, 2020
From Investments:
Operations:
Net investment income (loss)	$	41,965		$	18,592		$	5,766		$	2,408
Net realized gains (losses) from investments		78,287			8,813			10,443			863
Net change in unrealized appreciation/depreciation on investments		33,126			54,240			4,736			8,064
Change in net assets resulting from operations		153,378			81,645			20,945			11,335
Change in net assets resulting from distributions to shareholders		(75,540	)		(53,498	)		(9,243	)		(5,616	)
Change in net assets resulting from capital transactions		14,305			(27,243	)		5,341			(1,205	)
Change in net assets		92,143			904			17,043			4,514
Net Assets:
Beginning of period		893,934			893,030			121,007			116,493
End of period	$	986,077		$	893,934		$	138,050		$	121,007
Capital Transactions:
Proceeds from shares issued	$	117,938		$	80,737		$	22,008		$	21,095
Distributions reinvested		75,478			53,439			9,235			5,608
Cost of shares redeemed		(179,111	)		(161,419	)		(25,902	)		(27,908	)
Change in net assets resulting from capital transactions	$	14,305		$	(27,243	)	$	5,341		$	(1,205	)
Share Transactions:
Issued		8,090			6,641			1,531			1,814
Reinvested		5,206			3,982			640			424
Redeemed		(12,331	)		(13,177	)		(1,814	)		(2,344	)
Change in Shares		965			(2,554	)		357			(106	)

See notes to financial statements.

26

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27

USAA Mutual Funds Trust Financial Highlights

For a Share Outstanding Throughout Each Period

			Investment Activities									Distributions to Shareholders From
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)			Net Realized and Unrealized Gains (Losses) on Investments			Total from Investment Activities			Net Investment Income			Net Realized Gains from Investments
USAA Target Retirement Income Fund
Year Ended December 31:
2021	$	11.71		0.38	(b)		0.37			0.75			(0.38	)		(0.40	)
2020	$	11.22		0.38	(b)		0.58			0.96			(0.30	)		(0.17	)
2019	$	10.69		0.31	(b)		0.93			1.24			(0.31	)		(0.40	)
2018	$	11.69		0.29			(0.64	)		(0.35	)		(0.29	)		(0.36	)
2017	$	11.41		0.28			0.70			0.98			(0.28	)		(0.42	)
USAA Target Retirement 2030 Fund
Year Ended December 31:
2021	$	13.03		0.53	(b)		1.05			1.58			(0.59	)		(0.45	)
2020	$	12.47		0.29	(b)		0.86			1.15			(0.25	)		(0.34	)
2019	$	11.87		0.33	(b)		1.70			2.03			(0.31	)		(1.12	)
2018	$	13.84		0.30			(1.25	)		(0.95	)		(0.30	)		(0.72	)
2017	$	12.89		0.30			1.77			2.07			(0.32	)		(0.80	)
USAA Target Retirement 2040 Fund
Year Ended December 31:
2021	$	13.02		0.60	(b)		1.45			2.05			(0.67	)		(0.42	)
2020	$	12.58		0.28	(b)		0.88			1.16			(0.22	)		(0.50	)
2019	$	11.87		0.32	(b)		1.99			2.31			(0.29	)		(1.31	)
2018	$	14.25		0.27			(1.46	)		(1.19	)		(0.28	)		(0.91	)
2017	$	12.82		0.29			2.07			2.36			(0.29	)		(0.64	)
USAA Target Retirement 2050 Fund
Year Ended December 31:
2021	$	13.35		0.65	(b)		1.69			2.34			(0.69	)		(0.49	)
2020	$	12.84		0.28	(b)		1.07			1.35			(0.24	)		(0.60	)
2019	$	11.95		0.31	(b)		2.09			2.40			(0.28	)		(1.23	)
2018	$	14.45		0.26			(1.54	)		(1.28	)		(0.26	)		(0.96	)
2017	$	12.78		0.27			2.20			2.47			(0.28	)		(0.52	)
USAA Target Retirement 2060 Fund
Year Ended December 31:
2021	$	13.17		0.64	(b)		1.67			2.31			(0.69	)		(0.33	)
2020	$	12.53		0.26	(b)		1.01			1.27			(0.20	)		(0.43	)
2019	$	11.05		0.28	(b)		1.94			2.22			(0.27	)		(0.47	)
2018	$	12.74		0.23			(1.39	)		(1.16	)		(0.23	)		(0.30	)
2017	$	11.07		0.22			1.93			2.15			(0.22	)		(0.26	)

*  Assumes reinvestment of all net investment income and realized capital gain distributions, if any, during the period. Includes adjustments in accordance with U.S. Generally Accepted Accounting Principles and could differ from the Lipper reported return.

^  The net expense ratio may not correlate to the applicable expense limits in place during the period since the current contractual expense limitation is applied for a period beginning July 1, 2019, and in effect through June 30, 2023, instead of coinciding with the Fund's fiscal year end. Details of the current contractual expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

(a)  The expense ratios exclude the impact of expenses paid to each underlying fund.

See notes to financial statements.

28

USAA Mutual Funds Trust Financial Highlights —continued

For a Share Outstanding Throughout Each Period

										Ratios to Average Net Assets									Supplemental Data
		Total Distributions			Net Asset Value, End of Period		Total Return*			Net Expenses^(a)			Net Investment Income (Loss)			Gross Expenses			Net Assets, End of Period (000's)		Portfolio Turnover
USAA Target Retirement Income Fund
Year Ended December 31:
	2021		(0.78	)	$	11.68		6.48	%		0.03	%		3.13	%		0.03	%	$	807,636		16	%
	2020		(0.47	)	$	11.71		8.73	%		0.06	%		3.40	%		0.06	%	$	827,247		15	%(c)
	2019		(0.71	)	$	11.22		11.72	%		0.07	%		2.75	%		0.07	%	$	337,633		16	%
	2018		(0.65	)	$	10.69		(3.01	)%		0.07	%		2.53	%		0.07	%	$	318,796		29	%
	2017		(0.70	)	$	11.69		8.66	%		0.07	%		2.44	%		0.07	%	$	349,866		41	%
USAA Target Retirement 2030 Fund
Year Ended December 31:
	2021		(1.04	)	$	13.57		12.24	%		0.02	%		3.79	%		0.02	%	$	1,387,522		18	%
	2020		(0.59	)	$	13.03		9.25	%		0.02	%		2.41	%		0.02	%	$	1,330,701		19	%
	2019		(1.43	)	$	12.47		17.13	%		0.03	%		2.53	%		0.03	%	$	1,368,343		24	%
	2018		(1.02	)	$	11.87		(6.99	)%		0.03	%		2.25	%		0.03	%	$	1,183,564		36	%
	2017		(1.12	)	$	13.84		16.12	%		0.03	%		2.29	%		0.03	%	$	1,286,393		32	%
USAA Target Retirement 2040 Fund
Year Ended December 31:
	2021		(1.09	)	$	13.98		15.88	%		0.02	%		4.18	%		0.02	%	$	1,644,252		16	%
	2020		(0.72	)	$	13.02		9.22	%		0.02	%		2.30	%		0.02	%	$	1,531,320		20	%
	2019		(1.60	)	$	12.58		19.57	%		0.02	%		2.41	%		0.02	%	$	1,551,552		29	%
	2018		(1.19	)	$	11.87		(8.53	)%		0.02	%		2.08	%		0.02	%	$	1,310,328		35	%
	2017		(0.93	)	$	14.25		18.46	%		0.03	%		2.15	%		0.03	%	$	1,424,068		32	%
USAA Target Retirement 2050 Fund
Year Ended December 31:
	2021		(1.18	)	$	14.51		17.71	%		0.03	%		4.43	%		0.03	%	$	986,077		17	%
	2020		(0.84	)	$	13.35		10.52	%		0.03	%		2.26	%		0.03	%	$	893,934		21	%
	2019		(1.51	)	$	12.84		20.16	%		0.04	%		2.32	%		0.04	%	$	893,030		30	%
	2018		(1.22	)	$	11.95		(9.02	)%		0.04	%		1.96	%		0.04	%	$	741,449		36	%
	2017		(0.80	)	$	14.45		19.39	%		0.04	%		2.00	%		0.04	%	$	804,921		30	%
USAA Target Retirement 2060 Fund
Year Ended December 31:
	2021		(1.02	)	$	14.46		17.69	%		0.10	%		4.41	%		0.13	%	$	138,050		18	%
	2020		(0.63	)	$	13.17		10.17	%		0.10	%		2.17	%		0.16	%	$	121,007		28	%
	2019		(0.74	)	$	12.53		20.09	%		0.10	%		2.30	%		0.22	%	$	116,493		29	%
	2018		(0.53	)	$	11.05		(9.18	)%		0.10	%		2.00	%		0.23	%	$	87,403		36	%
	2017		(0.48	)	$	12.74		19.51	%		0.10	%		1.95	%		0.29	%	$	77,599		37	%

(b)  Per share net investment income (loss) has been calculated using the average daily shares method.

(c)  For the year ended December 31, 2020, the portfolio turnover calculation excludes the value of securities purchased of $78,972 and sold of $170,937 thousand, respectively, in connection with the Fund's acquisition of USAA Target Retirement 2020 Fund.

See notes to financial statements.

29

USAA Mutual Funds Trust Notes to Financial Statements
December 31, 2021

1. Organization:

USAA Mutual Funds Trust (the "Trust") is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end investment company. The Trust is comprised of 46 funds and is authorized to issue an unlimited number of shares, which are units of beneficial interest with no par value. Each Fund is classified as diversified under the 1940 Act.

The accompanying financial statements are those of the following five Funds (collectively, the "Funds" and individually, a "Fund"):

Funds (Legal Name)	Funds (Short Name)
USAA Target Retirement Income Fund	Target Income Fund
USAA Target Retirement 2030 Fund	Target 2030 Fund
USAA Target Retirement 2040 Fund	Target 2040 Fund
USAA Target Retirement 2050 Fund	Target 2050 Fund
USAA Target Retirement 2060 Fund	Target 2060 Fund

Each Fund is a "fund of funds" in that it invests in a selection of affiliated mutual funds and exchange-traded funds managed by the Funds' Adviser, Victory Capital Management Inc. ("VCM"), an affiliate of the Fund.

Each Fund may rely on various exemptions contained in the Investment Company Act of 1940 (the "1940 Act") and in exemptive rules or orders thereunder issued by the Securities and Exchange Commission ("SEC") that permit funds, subject to certain conditions, to invest in one or more Exchange-Traded Funds ("ETFs") and certain other types of investment companies in amounts that exceed limits set forth in the 1940 Act that would otherwise be applicable.

Under the Trust's organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the normal course of business, the Funds enter into contracts with their vendors and others that provide for general indemnifications. A Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Funds expect that risk of loss to be remote.

2. Significant Accounting Policies:

The following is a summary of significant accounting policies followed by the Trust in the preparation of its financial statements. The policies are in conformity with U.S. Generally Accepted Accounting Principles ("GAAP"). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates. The Funds follow the specialized accounting and reporting requirements under GAAP that are applicable to investment companies under Accounting Standards Codification Topic 946.

Investment Valuation:

The Funds record investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The valuation techniques described below maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Funds' investments are summarized in the three broad levels listed below:

• Level 1 — quoted prices in active markets for identical securities

• Level 2 — other significant observable inputs (including quoted prices for similar securities or interest rates applicable to those securities, etc.)

• Level 3 — significant unobservable inputs (including the Funds' own assumptions in determining the fair value of investments)

30

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The inputs or methodologies used for valuation techniques are not necessarily an indication of the risks associated with entering into those investments.

The Adviser has established the Pricing and Liquidity Committee (the "Committee"), and subject to the Trust's Board of Trustees' (the "Board") oversight, the Committee administers and oversees the Funds' valuation policies and procedures, which are approved by the Board.

Portfolio securities listed or traded on securities exchanges, including ETFs, are valued at the closing price on the exchange or system where the security is principally traded, if available, or at the Nasdaq Official Closing Price. If there have been no sales for that day on the exchange or system, then a security is valued at the last available bid quotation on the exchange or system where the security is principally traded. In each of these situations, valuations are typically categorized as Level 1 in the fair value hierarchy.

Investments in the underlying affiliated funds and other open-end investment companies, other than ETFs, are valued at their net asset value ("NAV") at the end of each business day and are typically categorized as Level 1 in the fair value hierarchy.

The underlying affiliated funds have specific valuation procedures. In the event that price quotations or valuations are not readily available, are not reflective of market value, or a significant event has been recognized in relation to a security or class of securities, the securities are valued in good faith by the Committee in accordance with valuation procedures approved by the Board. The effect of fair value pricing is that securities may not be priced on the basis of quotations from the primary market in which they are traded, and the actual price realized from the sale of a security may differ materially from the fair value price. Valuing these securities at fair value is intended to cause a Fund's NAV to be more reliable than it otherwise would be.

A summary of the valuations as of December 31, 2021, based upon the three levels defined above, is included in the table below while the breakdown, by category, of investments is disclosed on the Schedules of Portfolio Investments (amounts in thousands):

	Level 1		Level 2		Level 3		Total
Target Income Fund
Affiliated Exchange-Traded Funds	$	167,046	$	—	$	—	$	167,046
Affiliated Mutual Funds		637,137		—		—		637,137
Collateral for Securities Loaned		405		—		—		405
Total	$	804,588	$	—	$	—	$	804,588
Target 2030 Fund
Affiliated Exchange-Traded Funds	$	367,947	$	—	$	—	$	367,947
Affiliated Mutual Funds		1,000,064		—		—		1,000,064
Total	$	1,368,011	$	—	$	—	$	1,368,011
Target 2040 Fund
Affiliated Exchange-Traded Funds	$	475,723	$	—	$	—	$	475,723
Affiliated Mutual Funds		1,137,861		—		—		1,137,861
Total	$	1,613,584	$	—	$	—	$	1,613,584
Target 2050 Fund
Affiliated Exchange-Traded Funds	$	288,507	$	—	$	—	$	288,507
Affiliated Mutual Funds		677,705		—		—		677,705
Collateral for Securities Loaned		279		—		—		279
Total	$	966,491	$	—	$	—	$	966,491
Target 2060 Fund
Affiliated Exchange-Traded Funds	$	39,961	$	—	$	—	$	39,961
Affiliated Mutual Funds		95,205		—		—		95,205
Total	$	135,166	$	—	$	—	$	135,166

31

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

For the year ended December 31, 2021, there were no transfers in or out of Level 3 in the fair value hierarchy.

Investment Companies:

Exchange-Traded Funds:

The Funds may invest in ETFs, the shares of which are bought and sold on a securities exchange. An ETF trades like common stock and represents a fixed portfolio of securities often designed to track the performance and dividend yield of a particular domestic or foreign market index. The Funds may purchase shares of ETFs for a variety of purposes, including in connection with pursuing their investment programs, to temporarily gain exposure to a portion of the U.S. or a foreign market while awaiting to purchase other securities, and for cash management and other purposes. The risks of owning an ETF generally reflect the risks of owning the underlying securities they are designed to track, although the lack of liquidity of an ETF could result in it being more volatile. Additionally, ETFs have fees and expenses that reduce their value.

Open-End Funds:

The Funds may invest in portfolios of open-end investment companies. These investment companies value securities in their portfolios for which market quotations are readily available at their market values (generally the last reported sale price) and all other securities and assets at their fair value by the methods established by the board of directors of the underlying funds.

Investment Transactions and Related Income:

Changes in holdings of investments are accounted for no later than one business day following the trade date. For financial reporting purposes, however, investment transactions are accounted for on trade date or the last business day of the reporting period. Interest income is determined on the basis of coupon interest accrued using the effective interest method which adjusts, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date. Gains or losses realized on sales of securities are recorded on the identified cost basis.

Securities Lending:

The Funds, through a Securities Lending Agreement with Citibank, N.A. ("Citibank"), may lend their securities to qualified financial institutions, such as certain broker-dealers and banks, to earn additional income, net of income retained by Citibank. Borrowers are required to initially secure their loans for collateral in the amount of at least 102% of the value of U.S. securities loaned or at least 105% of the value of non-U.S. securities loaned, marked-to-market daily. Any collateral shortfalls associated with increases in the valuation of the securities loaned are generally cured the next business day. The collateral can be received in the form of cash collateral and/or non-cash collateral. Non-cash collateral can include U.S. Government Securities and other securities as permitted by SEC guidelines. The cash collateral is invested in short-term instruments or cash equivalents, primarily open-end investment companies, as noted on each Fund's Schedule of Portfolio Investments. The Funds do not have effective control of the non-cash collateral and therefore it is not disclosed on the Funds' Schedules of Portfolio Investments. Collateral requirements are determined daily based on the value of each Fund's securities on loan as of the end of the prior business day. During the time portfolio securities are on loan, the borrower will pay the Funds any dividends or interest paid on such securities plus any fee negotiated between the parties to the lending agreement. The Funds also earn a return from the collateral. The Funds pay Citibank various fees in connection with the investment of cash collateral and fees based on the investment income received from securities lending activities. Securities lending income (net of these fees) is disclosed on the Statements of Operations. Loans are terminable upon demand and the borrower must return the loaned securities within the lesser of one standard settlement period or five business days. Although risk is mitigated by the collateral, a Fund could experience a delay in recovering its securities and possible loss of income or value if the borrower fails to return them. In addition, there is a risk that the value of the short-term investments will be less than the amount of cash collateral required to be returned to the borrower.

32

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

The Funds' agreement with Citibank does not include master netting provisions. Non-cash collateral received by the Funds may not be sold or repledged, except to satisfy borrower default.

The following table (amounts in thousands) is a summary of the Funds' securities lending transactions as of December 31, 2021.

	Value of Securities on Loan		Non-Cash Collateral		Cash Collateral
Target Income Fund	$	395	$	—	$	405
Target 2050 Fund		272		—		279

Federal Income Taxes:

It is each Fund's policy to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined in applicable sections of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provision for federal income taxes is required in the financial statements. The Funds have a tax year end of December 31.

For the year ended December 31, 2021, the Funds did not incur any income tax, interest, or penalties, and have recorded no liability for net unrecognized tax benefits relating to uncertain tax positions.

Management of the Funds has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax years, which includes the current fiscal tax year end). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Allocations:

Expenses directly attributable to a Fund are charged to that Fund, while expenses that are attributable to more than one fund in the Trust, or jointly with an affiliated trust, are allocated among the respective funds in the Trust and/or an affiliated trust based upon net assets or another appropriate basis.

3. Purchases and Sales:

Purchases and sales of securities (excluding securities maturing less than one year from acquisition) for the year ended December 31, 2021, were as follows (amounts in thousands):

	Excluding U.S. Government Securities
	Purchases		Sales
Target Income Fund	$	133,628	$	160,494
Target 2030 Fund		252,107		242,583
Target 2040 Fund		252,893		245,135
Target 2050 Fund		168,878		153,698
Target 2060 Fund		29,192		22,689

4. Fees and Transactions with Affiliates and Related Parties:

Investment Advisory Fees:

Investment advisory services are provided to the Funds by the Adviser, which is a New York corporation registered as an investment adviser with the SEC. The Adviser is an indirect wholly owned subsidiary of Victory Capital Holdings, Inc., a publicly traded Delaware corporation, and a wholly owned direct subsidiary of Victory Capital Operating, LLC. The Adviser does not receive any fees from the Funds for these services.

33

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Administration and Servicing Fees:

VCM also serves as the Funds' administrator and fund accountant. Under the Fund Administration, Servicing and Accounting Agreement, VCM does not receive any fees from the Funds for these services.

Citi Fund Services Ohio, Inc. ("Citi"), an affiliate of Citibank, acts as sub-administrator and sub-fund accountant to the Funds pursuant to a Sub-Administration and Sub-Fund Accounting Services Agreement between VCM and Citi. VCM pays Citi a fee for providing these services. The Funds reimburse VCM and Citi for out-of-pocket expenses incurred in providing these services and certain other expenses specifically allocated to the Funds. Amounts incurred for the year ended December 31, 2021, are reflected on the Statements of Operations as Sub-Administration fees.

The Funds (as part of the Trust) have entered into an agreement with the Adviser to provide compliance services, pursuant to which the Adviser furnishes its compliance personnel, including the services of the Chief Compliance Officer ("CCO"), and other resources reasonably necessary to provide the Trust with compliance oversight services related to the design, administration, and oversight of a compliance program for the Trust in accordance with Rule 38a-1 under the 1940 Act. The CCO is an employee of the Adviser, which pays the compensation of the CCO and support staff. The funds in the Trust, Victory Variable Insurance Funds, Victory Portfolios, and Victory Portfolios II (collectively, the "Victory Funds Complex") in the aggregate, compensate the Adviser for these services. Amounts incurred for the year ended December 31, 2021, are reflected on the Statements of Operations as Compliance fees.

Transfer Agency Fees:

Victory Capital Transfer Agency, Inc. ("VCTA"), an affiliate of the Adviser, provides transfer agency services to the Funds. VCTA does not receive any fees from the Funds for these services.

FIS Investor Services LLC serves as sub-transfer agent and dividend disbursing agent for the Funds pursuant to a Sub-Transfer Agent Agreement between VCTA and FIS Investor Services LLC. VCTA provides FIS Investor Services LLC a fee for providing these services.

Distributor/Underwriting Services:

Victory Capital Services, Inc. (the "Distributor"), an affiliate of the Adviser, serves as Distributor for the continuous offering of the shares of the Funds pursuant to a Distribution Agreement between the Distributor and the Trust, and receives no fee or other compensation for these services.

Other Fees:

Citibank serves as the Funds' custodian. Funds pay Citibank a fee for providing these services. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Custodian fees.

K&L Gates LLP provides legal services to the Trust.

The Adviser has entered into an expense limitation agreement with the Funds. Under the terms of the agreement, the Adviser has agreed to waive fees or reimburse certain expenses to the extent that ordinary operating expenses incurred in any fiscal year exceed the expense limits for the Funds. Such excess amounts will be the liability of the Adviser. Acquired fund fees and expenses, interest, taxes, brokerage commissions, other expenditures, which are capitalized in accordance with GAAP, and other extraordinary expenses not incurred in the ordinary course of the Funds' business are excluded from the expense limits. As of December 31, 2021, the expense limits (excluding voluntary waivers) were as follows:

	In Effect Until June 30, 2023
Target Income Fund		0.07	%
Target 2030 Fund		0.03	%
Target 2040 Fund		0.02	%
Target 2050 Fund		0.04	%
Target 2060 Fund		0.10	%

34

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Under the terms of the expense limitation agreement, as amended May 1, 2021, the Funds have agreed to repay fees and expenses that were waived or reimbursed by the Adviser for a period of up to three years (thirty-six (36) months) after the waiver or reimbursement took place, subject to the lesser of any operating expense limits in effect at the time of: (a) the original waiver or expense reimbursement; or (b) the recoupment, after giving effect to the recoupment amount. Prior to May 1, 2021, the Funds were permitted to recoup fees waived and expenses reimbursed for a period of up to three years after the fiscal year in which the waiver or reimbursement took place, subject to the limitations above. This change did not have any effect on the amounts previously reported for recoupment.

As of December 31, 2021, the following amounts are available to be repaid to the Adviser (amounts in thousands). The Funds have not recorded any amounts available to be repaid as a liability due to an assessment that such repayments are not probable at December 31, 2021.

	Expires 2022		Expires 2023		Expires 2024		Total
Target 2030 Fund	$	1	$	—	$	—	$	1
Target 2040 Fund		1		—		—		1
Target 2060 Fund		54		69		43		166

The Adviser may voluntarily waive or reimburse additional fees to assist the Funds in maintaining competitive expense ratios. Voluntary waivers and reimbursements applicable to the Funds are not available to be recouped at a future time. There were no voluntary waivers or reimbursements for the year ended December 31, 2021.

Certain officers and/or interested trustees of the Funds are also officers and/or employees of the Adviser, administrator, fund accountant, sub-administrator, sub-fund accountant, custodian, and Distributor.

5. Risks:

The Funds may be subject to other risks in addition to these identified risks.

Affiliated Funds Risk — The risks of the Funds directly correspond to the risks of the underlying affiliated funds in which the Funds invest. By investing in the underlying affiliated funds, the Funds have exposure to the risk of many different areas of the market. The degree to which the risks described below apply to the Funds varies according to each Fund's asset allocation. For instance, the more a Fund is allocated to stock funds, the greater the risk associated with equity securities. The Funds also are subject to asset allocation risk (i.e., the risk that allocations will not produce the intended results) and to management risk (i.e., the risk that the selection of underlying affiliated funds will not produce the intended results).

High-Yield/Junk Bond Risk — The Funds may invest in underlying affiliated funds that invest in fixed income securities that are rated below investment grade. Fixed-income securities rated below investment grade, also known as "junk" or high-yield bonds, generally entail greater economic, credit, and liquidity risk than investment-grade securities. Their prices may be more volatile, especially during economic downturns, financial setbacks, or liquidity events. High-yield securities also can involve a substantially greater risk of default than higher quality debt securities, and their values can decline significantly over short and longer periods of time.

Market Risk — Overall market risks may affect the value of the Funds. Domestic and international factors such as political events, war, trade disputes, interest rate levels and other fiscal and monetary policy changes, pandemics and other public health crises, and related geopolitical events, as well as environmental disasters such as earthquakes, fires, and floods, may add to instability in world economies and markets generally. The impact of these and other factors may be short-term or may last for extended periods.

Equity Risk — The Funds may invest in underlying affiliated funds that invest in equity securities. The value of the equity securities in which the Funds invest may decline in response to developments affecting individual companies and/or general economic conditions. A company's earnings or dividends may not increase as expected due to poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent

35

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

disclosures, natural disasters, military confrontations, war, terrorism, public health crises, or other events, conditions, and factors. Price changes may be temporary or last for extended periods.

Debt Securities Risk — The Funds may invest in underlying affiliated funds that invest in debt securities or other income-producing securities. The value of a debt security or other income-producing security changes in response to various factors, including, for example, market-related factors (such as changes in interest rates or changes in the risk appetite of investors generally) and changes in the actual or perceived ability of the issuer (or of issuers generally) to meet its (or their) obligations.

6. Borrowing and Interfund Lending:

Line of Credit:

The Victory Funds Complex participates in a short-term demand note "Line of Credit" agreement with Citibank. The Line of Credit agreement with Citibank was renewed on June 28, 2021, with a termination date of June 27, 2022. Under the agreement with Citibank, the Victory Funds Complex may borrow up to $600 million, of which $300 million is committed and $300 million is uncommitted. $40 million of the Line of Credit is reserved for use by the Victory Floating Rate Fund, another series of the Victory Funds Complex, with Victory Floating Rate Fund paying the related commitment fees for that amount. The purpose of the Line of Credit is to meet temporary or emergency cash needs. For the year ended December 31, 2021, Citibank received an annual commitment fee of 0.15% on $300 million for providing the Line of Credit. Each fund in the Victory Funds Complex pays a pro-rata portion of the commitment fees plus any interest (one-month LIBOR plus one percent, with LIBOR to be replaced by a different benchmark rate in accordance with the terms of the agreement) on amounts borrowed. Prior to June 28, 2021, the Victory Funds Complex paid an annual commitment fee of 0.15% and an upfront fee of 0.10%. Each fund in the Victory Funds Complex paid a pro-rata portion of the upfront fee. Interest charged to each fund during the period, if applicable, is reflected on the Statements of Operations under Line of credit fees.

The Funds had no borrowings under the Line of Credit agreement during the year ended December 31, 2021.

Interfund Lending:

The Trust and the Adviser rely on an exemptive order granted by the SEC in March 2017 (the "Order"), permitting the establishment and operation of an Interfund Lending Facility (the "Facility"). The Facility allows the Funds to directly lend and borrow money to or from any other fund in the Victory Funds Complex that is permitted to participate in the Facility, relying upon the Order at rates beneficial to both the borrowing and lending funds. Advances under the Facility are allowed for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities, and are subject to each Fund's borrowing restrictions. The interfund loan rate is determined, as specified in the Order, by averaging the current repurchase agreement rate and the current bank loan rate. As a Borrower, interest charged to each Fund, if any, during the period, is reflected on the Statements of Operations under Interfund lending fees. As a Lender, interest earned by each Fund, if any, during the period, are reflected on the Statements of Operations under Interfund lending fees.

The Funds did not utilize or participate in the Facility during the year ended December 31, 2021.

7. Federal Income Tax Information:

Dividends from net investment income, if any, are declared and paid as noted in the table below. Distributable net realized gains, if any, are declared and distributed at least annually from each Fund.

	Declared	Paid
Target Income Fund	Quarterly	Quarterly
Target 2030 Fund	Annually	Annually
Target 2040 Fund	Annually	Annually
Target 2050 Fund	Annually	Annually
Target 2060 Fund	Annually	Annually

36

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

The amounts of dividends from net investment income and distributions from net realized gains (collectively, distributions to shareholders) are determined in accordance with federal income tax regulations, which may differ from GAAP. To the extent these "book/tax" differences are permanent in nature (e.g., net operating loss and distribution reclassification), such amounts are reclassified within the components of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales) do not require reclassification. To the extent dividends and distributions exceed net investment income and net realized gains for tax purposes, they are reported as distributions of capital. Net investment losses incurred by the Funds may be reclassified as an offset to capital on the accompanying Statements of Assets and Liabilities.

As of December 31, 2021, on the Statements of Assets and Liabilities, as a result of permanent book-to-tax differences, reclassification adjustments were as follows (amounts in thousands):

	Total Accumulated Earnings/(Loss)			Capital
Target Income Fund	$	(1,138	)	$	1,138
Target 2030 Fund		(2,250	)		2,250
Target 2040 Fund		(2,385	)		2,385
Target 2050 Fund		(1,420	)		1,420
Target 2060 Fund		(176	)		176

The tax character of distributions paid during the tax years ended, as noted below, were as follows (amounts in thousands)(total distributions paid may differ from the Statements of Changes in Net Assets because, for tax purposes, dividends are recognized when actually paid):

	Year Ended December 31, 2021						Year Ended December 31, 2020
	Distributions Paid From:						Distributions Paid From:
	Ordinary Income		Net Long-Term Capital Gains		Total Distributions Paid		Ordinary Income		Net Long-Term Capital Gains		Total Distributions Paid
Target Income Fund	$	26,171	$	25,858	$	52,029	$	12,430	$	4,445	$	16,875
Target 2030 Fund		58,650		41,888		100,538		25,245		33,292		58,537
Target 2040 Fund		75,571		45,383		120,954		25,680		55,309		80,989
Target 2050 Fund		45,588		29,952		75,540		16,279		37,219		53,498
Target 2060 Fund		6,415		2,828		9,243		2,068		3,548		5,616

As of December 31, 2021, the components of accumulated earnings (loss) on a tax basis were as follows (amounts in thousands):

	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Accumulated Earnings		Unrealized Appreciation (Depreciation)*		Total Accumulated Earnings (Loss)
Target Income Fund	$	140	$	22,321	$	22,461	$	69,074	$	91,535
Target 2030 Fund		241		60,783		61,024		179,022		240,046
Target 2040 Fund		162		83,369		83,531		253,337		336,868
Target 2050 Fund		—		55,319		55,319		161,169		216,488
Target 2060 Fund		69		8,186		8,255		18,982		27,237

*  The difference between the book-basis and tax-basis of unrealized appreciation (depreciation) is attributable primarily to tax deferral of losses on wash sales.

As of December 31, 2021, the Funds had no capital loss carryforwards for federal income tax purposes.

37

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

As of December 31, 2021, the cost basis for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation and net unrealized appreciation (depreciation) for investments were as follows (amounts in thousands):

	Cost of Investments for Federal Tax Purposes		Gross Unrealized Appreciation		Gross Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
Target Income Fund	$	735,514	$	73,959	$	(4,885	)	$	69,074
Target 2030 Fund		1,188,989		184,592		(5,570	)		179,022
Target 2040 Fund		1,360,247		259,059		(5,722	)		253,337
Target 2050 Fund		805,322		164,151		(2,982	)		161,169
Target 2060 Fund		116,184		19,396		(414	)		18,982

8. Affiliated Securities:

An affiliated security is a security in which a Fund has ownership of at least 5% of the security's outstanding voting shares, or an investment company managed by VCM. The Funds do not invest in affiliated underlying funds for the purpose of exercising management or control. These underlying funds are noted as affiliated on the Funds' Schedules of Portfolio Investments. The affiliated underlying funds' annual or semiannual reports may be viewed at www.vcm.com. Transactions in affiliated securities during the year ended December 31, 2021, were as follows (amounts in thousands):

	Fair Value 12/31/2020			Purchases at Cost		Proceeds from Sales			Realized Gains (Losses)			Capital Gain Distribution		Net Change in Unrealized Appreciation/ Depreciation			Fair Value 12/31/2021		Dividend Income
Target Income Fund
USAA 500 Index Fund Reward Shares	$	1,094		$	1,683	$	—		$	—		$	51	$	225		$	3,002	$	17
USAA Global Managed Volatility Fund Institutional Shares		71,004			9,846		(32,941	)		7,437			6,987		(6,493	)		48,853		2,859
USAA Government Securities Fund Institutional Shares		211,398			28,743		(2,455	)		(19	)		2,556		(8,605	)		229,062		4,187
USAA Growth Fund Institutional Shares		15,102			1,503		(2,459	)		481			1,252		609			15,236		252
USAA High Income Fund Institutional Shares		32,807			1,655		—			—			—		212			34,674		1,656
USAA Income Fund Institutional Shares		98,495			2,646		(78,165	)		6,892			470		(9,035	)		20,833		2,176
USAA Income Stock Fund Institutional Shares		8,946			910		(1,600	)		140			640		1,110			9,506		270
USAA Intermediate-Term Bond Fund Institutional Shares		—	*		14,763		—			—			248		(492	)		14,271		214
USAA Precious Metals and Minerals Fund Institutional Shares		2,940			26		—			—			—		(321	)		2,645		25
USAA Short-Term Bond Fund Institutional Shares		125,900			3,564		(4,055	)		(36	)		730		(2,129	)		123,244		2,833
USAA Small Cap Stock Fund Institutional Shares		7,574			4,306		(5,292	)		1,098			1,155		(1,383	)		6,303		693
USAA Target Managed Allocation Fund		48,317			9,411		(13,608	)		2,561			4,467		(3,185	)		43,496		4,946
Victory Integrity Mid-Cap Value Fund Class R6		4,697			287		—			—			214		1,069			6,053		72
Victory Market Neutral Income Fund Class I		31,760			1,046		—			—			—		35			32,841		1,046

38

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

	Fair Value 12/31/2020		Purchases at Cost		Proceeds from Sales			Realized Gains (Losses)		Capital Gain Distribution		Net Change in Unrealized Appreciation/ Depreciation			Fair Value 12/31/2021		Dividend Income
Victory RS International Fund Class R6	$	22,596	$	2,928	$	—		$	—	$	677	$	1,839		$	27,363	$	752
Victory Sophus Emerging Markets Fund Class R6		—		4,014		—			—		79		(481	)		3,533		73
Victory Trivalent International Core Equity Fund Class R6		13,546		1,826		—			—		—		850			16,222		585
VictoryShares Dividend Accelerator ETF		12,385		—		(3,310	)		844		—		1,431			11,350		180
VictoryShares ESG Corporate Bond ETF		—		44,471		—			—		—		(367	)		44,104		240
VictoryShares International Volatility Wtd ETF		7,415		—		—			—		—		682			8,097		246
VictoryShares Nasdaq Next 50 ETF		4,728		—		—			—		—		349			5,077		17
VictoryShares U.S. 500 Volatility Wtd ETF		2,159		—		(2,512	)		1,117		—		(764	)		—		12
VictoryShares U.S. Multi-Factor Minimum Volatility ETF		7,431		—		(2,299	)		432		—		1,141			6,705		109
VictoryShares USAA Core Intermediate-Term Bond ETF		4,443		—		(4,410	)		212		—		(245	)		—		39
VictoryShares USAA Core Short-Term Bond ETF		22,983		—		—			—		47		(213	)		22,770		371
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF		20,568		—		—			—		—		1,296			21,864		982
VictoryShares USAA MSCI International Value Momentum ETF		20,810		—		—			—		—		1,677			22,487		782
VictoryShares USAA MSCI USA Small Cap Value Momentum ETF		7,070		—		(2,447	)		805		—		960			6,388		57
VictoryShares USAA MSCI USA Value Momentum ETF		18,138		—		(4,941	)		1,108		—		3,899			18,204		279
	$	824,306	$	133,628	$	(160,494	)	$	23,072	$	19,573	$	(16,329	)	$	804,183	$	25,970

*  Rounds to less than $1 thousand.

	Fair Value 12/31/2020		Purchases at Cost		Proceeds from Sales			Realized Gains (Losses)		Capital Gain Distribution		Net Change in Unrealized Appreciation/ Depreciation			Fair Value 12/31/2021		Dividend Income
Target 2030 Fund
USAA 500 Index Fund Reward Shares	$	12,272	$	5,899	$	(1,006	)	$	37	$	528	$	2,393		$	19,595	$	172
USAA Global Managed Volatility Fund Institutional Shares		176,827		30,382		(55,514	)		11,162		21,559		(12,108	)		150,749		8,823
USAA Government Securities Fund Institutional Shares		184,097		26,104		—			—		2,261		(7,598	)		202,603		3,685
USAA Growth Fund Institutional Shares		53,659		5,898		(1,387	)		43		4,912		3,330			61,543		987
USAA High Income Fund Institutional Shares		56,997		2,798		(4,835	)		127		—		275			55,362		2,798

39

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

	Fair Value 12/31/2020			Purchases at Cost		Proceeds from Sales			Realized Gains (Losses)			Capital Gain Distribution		Net Change in Unrealized Appreciation/ Depreciation			Fair Value 12/31/2021		Dividend Income
USAA Income Fund Institutional Shares	$	77,123		$	2,065	$	(58,285	)	$	5,609		$	363	$	(7,280	)	$	19,232	$	1,702
USAA Income Stock Fund Institutional Shares		28,138			3,062		(3,479	)		343			2,148		3,847			31,911		915
USAA Intermediate-Term Bond Fund Institutional Shares		—	*		50,307		—			—			843		(1,765	)		48,542		745
USAA Precious Metals and Minerals Fund Institutional Shares		5,353			47		—			—			—		(584	)		4,816		46
USAA Short-Term Bond Fund Institutional Shares		59,770			1,705		—			—			353		(1,042	)		60,433		1,352
USAA Small Cap Stock Fund Institutional Shares		22,641			9,904		(4,774	)		449			4,533		(3,488	)		24,732		2,720
USAA Target Managed Allocation Fund		137,014			28,842		(29,988	)		5,171			13,688		(7,757	)		133,282		15,155
Victory Integrity Mid-Cap Value Fund Class R6		31,172			1,693		(4,167	)		982			1,267		6,121			35,801		427
Victory Market Neutral Income Fund Class I		21,823			719		—			—			—		24			22,566		718
Victory RS International Fund Class R6		60,072			6,043		(3,202	)		325			1,678		4,611			67,849		1,864
Victory Sophus Emerging Markets Fund Class R6		1,571			7,867		—			—			187		(1,038	)		8,400		173
Victory Trivalent International Core Equity Fund Class R6		45,040			4,630		—			—			—		2,978			52,648		1,899
VictoryShares Dividend Accelerator ETF		37,637			—		(8,953	)		2,049			—		4,805			35,538		553
VictoryShares ESG Corporate Bond ETF		—			37,059		—			—			—		(306	)		36,753		200
VictoryShares International Volatility Wtd ETF		21,635			—		—			—			—		1,988			23,623		717
VictoryShares Nasdaq Next 50 ETF		17,996			4,125		—			—			—		1,587			23,708		74
VictoryShares U.S. 500 Volatility Wtd ETF		13,495			—		(16,372	)		6,731			—		(3,854	)		—		127
VictoryShares U.S. Multi-Factor Minimum Volatility ETF		21,064			—		(11,347	)		2,076			—		1,912			13,705		278
VictoryShares USAA Core Intermediate-Term Bond ETF		13,703			—		(13,602	)		629			—		(730	)		—		121
VictoryShares USAA Core Short-Term Bond ETF		22,814			20,432		—			—			86		(401	)		42,845		642
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF		40,579			—		—			—			—		2,559			43,138		1,938
VictoryShares USAA MSCI International Value Momentum ETF		62,813			—		(3,342	)		(411	)		—		5,412			64,472		2,250
VictoryShares USAA MSCI USA Small Cap Value Momentum ETF		17,096			2,526		(1,393	)		128			—		4,096			22,453		158

40

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

	Fair Value 12/31/2020		Purchases at Cost		Proceeds from Sales			Realized Gains (Losses)		Capital Gain Distribution		Net Change in Unrealized Appreciation/ Depreciation		Fair Value 12/31/2021		Dividend Income
VictoryShares USAA MSCI USA Value Momentum ETF	$	65,197	$	—	$	(20,937	)	$	4,336	$	—	$	13,116	$	61,712	$	967
	$	1,307,598	$	252,107	$	(242,583	)	$	39,786	$	54,406	$	11,103	$	1,368,011	$	52,206

*  Rounds to less than $1 thousand.

	Fair Value 12/31/2020			Purchases at Cost		Proceeds from Sales			Realized Gains (Losses)			Capital Gain Distribution		Net Change in Unrealized Appreciation/ Depreciation			Fair Value 12/31/2021		Dividend Income
Target 2040 Fund
USAA 500 Index Fund Reward Shares	$	26,035		$	16,531	$	—		$	—		$	1,385	$	5,880		$	48,446	$	444
USAA Global Managed Volatility Fund Institutional Shares		273,853			45,338		(93,905	)		17,505			32,171		(17,838	)		224,953		13,165
USAA Government Securities Fund Institutional Shares		89,964			14,977		—			—			1,129		(3,759	)		101,182		1,811
USAA Growth Fund Institutional Shares		78,468			14,369		(1,647	)		(133	)		7,602		4,680			95,737		1,527
USAA High Income Fund Institutional Shares		50,790			2,522		(3,230	)		61			—		291			50,434		2,522
USAA Income Fund Institutional Shares		30,610			850		(22,022	)		2,333			165		(3,028	)		8,743		685
USAA Income Stock Fund Institutional Shares		42,076			4,434		(6,515	)		553			3,108		5,622			46,170		1,326
USAA Intermediate-Term Bond Fund Institutional Shares		—	*		40,396		—			—			676		(1,466	)		38,930		620
USAA Precious Metals and Minerals Fund Institutional Shares		5,953			51		—			—			—		(649	)		5,355		52
USAA Short-Term Bond Fund Institutional Shares		21,935			625		—			—			130		(382	)		22,178		496
USAA Small Cap Stock Fund Institutional Shares		26,474			13,249		(1,624	)		92			6,111		(4,843	)		33,348		3,668
USAA Target Managed Allocation Fund		194,713			44,191		(29,708	)		4,305			20,971		(9,288	)		204,213		23,219
Victory Integrity Mid-Cap Value Fund Class R6		39,962			3,302		(1,624	)		190			1,797		8,960			50,790		604
Victory Market Neutral Income Fund Class I		13,487			445		—			—			—		14			13,946		444
Victory RS International Fund Class R6		87,806			8,401		—			—			2,559		7,241			103,448		2,843
Victory Sophus Emerging Markets Fund Class R6		4,505			11,193		—			—			308		(1,869	)		13,829		285
Victory Trivalent International Core Equity Fund Class R6		65,482			6,369		—			—			—		4,308			76,159		2,748
VictoryShares Dividend Accelerator ETF		50,397			—		(6,520	)		1,426			—		8,148			53,451		793

41

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

	Fair Value 12/31/2020		Purchases at Cost		Proceeds from Sales			Realized Gains (Losses)			Capital Gain Distribution		Net Change in Unrealized Appreciation/ Depreciation			Fair Value 12/31/2021		Dividend Income
VictoryShares ESG Corporate Bond ETF	$	—	$	16,781	$	—		$	—		$	—	$	(132	)	$	16,649	$	91
VictoryShares International Volatility Wtd ETF		30,541		—		—			—			—		2,807			33,348		1,012
VictoryShares Nasdaq Next 50 ETF		32,039		3,217		—			—			—		2,566			37,822		122
VictoryShares U.S. 500 Volatility Wtd ETF		23,552		—		(28,240	)		7,306			—		(2,618	)		—		204
VictoryShares U.S. Multi-Factor Minimum Volatility ETF		28,116		—		(11,249	)		2,120			—		3,631			22,618		416
VictoryShares USAA Core Intermediate-Term Bond ETF		7,135		—		(7,083	)		392			—		(444	)		—		63
VictoryShares USAA Core Short-Term Bond ETF		19,875		5,652		—			—			48		(213	)		25,314		340
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF		57,656		—		—			—			—		3,635			61,291		2,754
VictoryShares USAA MSCI International Value Momentum ETF		89,016		—		(1,557	)		(193	)		—		7,337			94,603		3,292
VictoryShares USAA MSCI USA Small Cap Value Momentum ETF		25,626		—		(1,647	)		496			—		5,605			30,080		218
VictoryShares USAA MSCI USA Value Momentum ETF		101,293		—		(28,564	)		5,800			—		22,018			100,547		1,560
	$	1,517,359	$	252,893	$	(245,135	)	$	42,253		$	78,160	$	46,214		$	1,613,584	$	67,324

*  Rounds to less than $1 thousand.

	Fair Value 12/31/2020			Purchases at Cost		Proceeds from Sales			Realized Gains (Losses)			Capital Gain Distribution		Net Change in Unrealized Appreciation/ Depreciation			Fair Value 12/31/2021		Dividend Income
Target 2050 Fund
USAA 500 Index Fund Reward Shares	$	16,883		$	20,473	$	—		$	—		$	941	$	4,131		$	41,487	$	312
USAA Global Managed Volatility Fund Institutional Shares		180,074			29,965		(61,034	)		11,937			21,263		(12,262	)		148,680		8,702
USAA Government Securities Fund Institutional Shares		17,419			7,869		(2,696	)		154			244		(901	)		21,845		330
USAA Growth Fund Institutional Shares		52,229			10,035		(3,876	)		(243	)		5,094		3,275			61,420		1,023
USAA High Income Fund Institutional Shares		14,649			661		(4,806	)		604			—		(476	)		10,632		661
USAA Income Fund Institutional Shares		12,238			342		(8,740	)		692			67		(972	)		3,560		274
USAA Income Stock Fund Institutional Shares		26,716			3,110		(2,421	)		75			2,205		3,819			31,299		905
USAA Intermediate-Term Bond Fund Institutional Shares		—	*		16,963		—			—			285		(555	)		16,408		241
USAA Precious Metals and Minerals Fund Institutional Shares		3,344			30		—			—			—		(365	)		3,009		29

42

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

	Fair Value 12/31/2020		Purchases at Cost		Proceeds from Sales			Realized Gains (Losses)			Capital Gain Distribution		Net Change in Unrealized Appreciation/ Depreciation			Fair Value 12/31/2021		Dividend Income
USAA Short-Term Bond Fund Institutional Shares	$	2,843	$	82	$	—		$	—		$	17	$	(50	)	$	2,875	$	64
USAA Small Cap Stock Fund Institutional Shares		18,528		9,683		(938	)		46			4,365		(3,498	)		23,821		2,620
USAA Target Managed Allocation Fund		128,337		29,700		(17,184	)		2,059			14,094		(5,665	)		137,247		15,605
Victory Integrity Mid-Cap Value Fund Class R6		29,427		2,545		(3,844	)		714			1,234		6,031			34,873		415
Victory Market Neutral Income Fund Class I		6,336		209		—			—			—		7			6,552		209
Victory RS International Fund Class R6		56,043		10,610		—			—			1,762		4,538			71,191		1,956
Victory Sophus Emerging Markets Fund Class R6		2,918		9,276		—			—			242		(1,323	)		10,871		224
Victory Trivalent International Core Equity Fund Class R6		42,782		6,372		—			—			—		2,781			51,935		1,874
VictoryShares Dividend Accelerator ETF		32,905		—		(3,400	)		725			—		5,620			35,850		525
VictoryShares ESG Corporate Bond ETF		—		7,148		—			—			—		(55	)		7,093		39
VictoryShares International Volatility Wtd ETF		19,294		—		—			—			—		1,774			21,068		640
VictoryShares Nasdaq Next 50 ETF		18,346		3,805		—			—			—		1,592			23,743		74
VictoryShares U.S. 500 Volatility Wtd ETF		15,978		—		(19,273	)		5,087			—		(1,792	)		—		151
VictoryShares U.S. Multi-Factor Minimum Volatility ETF		17,868		—		(6,649	)		1,244			—		2,439			14,902		267
VictoryShares USAA Core Intermediate-Term Bond ETF		1,059		—		(1,051	)		76			—		(84	)		—		9
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF		37,939		—		—			—			—		2,392			40,331		1,813
VictoryShares USAA MSCI International Value Momentum ETF		57,086		—		(914	)		(112	)		—		4,695			60,755		2,115
VictoryShares USAA MSCI USA Small Cap Value Momentum ETF		15,793		—		(984	)		301			—		3,458			18,568		134
VictoryShares USAA MSCI USA Value Momentum ETF		64,398		—		(15,888	)		3,115			—		14,572			66,197		1,006
	$	891,432	$	168,878	$	(153,698	)	$	26,474		$	51,813	$	33,126		$	966,212	$	42,217

*  Rounds to less than $1 thousand.

43

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

	Fair Value 12/31/2020			Purchases at Cost		Proceeds from Sales			Realized Gains (Losses)		Capital Gain Distribution		Net Change in Unrealized Appreciation/ Depreciation			Fair Value 12/31/2021		Dividend Income
Target 2060 Fund
USAA 500 Index Fund Reward Shares	$	3,092		$	5,728	$	—		$	—	$	156	$	697		$	9,517	$	53
USAA Global Managed Volatility Fund Institutional Shares		23,142			4,347		(6,363	)		824		2,987		(1,066	)		20,884		1,222
USAA Government Securities Fund Institutional Shares		2,734			2,709		(487	)		28		48		(162	)		4,822		55
USAA Growth Fund Institutional Shares		6,825			1,810		(2,206	)		20		702		373			6,822		141
USAA High Income Fund Institutional Shares		1,843			61		(1,928	)		271		—		(247	)		—		60
USAA Income Fund Institutional Shares		1,557			43		(1,116	)		87		8		(123	)		448		35
USAA Income Stock Fund Institutional Shares		4,008			451		(1,637	)		103		321		447			3,372		130
USAA Intermediate-Term Bond Fund Institutional Shares		—	*		2,413		—			—		36		(72	)		2,341		31
USAA Precious Metals and Minerals Fund Institutional Shares		416			3		—			—		—		(45	)		374		4
USAA Short-Term Bond Fund Institutional Shares		1			—		—			—		—		—	*		1		—
USAA Small Cap Stock Fund Institutional Shares		2,504			1,866		(519	)		29		612		(539	)		3,341		367
USAA Target Managed Allocation Fund		17,268			4,178		(1,536	)		138		1,983		(740	)		19,308		2,195
Victory Integrity Mid-Cap Value Fund Class R6		3,409			601		—			—		170		794			4,804		57
Victory RS International Fund Class R6		8,192			1,308		—			—		251		646			10,146		279
Victory Sophus Emerging Markets Fund Class R6		572			1,380		—			—		39		(199	)		1,753		36
Victory Trivalent International Core Equity Fund Class R6		6,085			797		—			—		—		390			7,272		263
VictoryShares Dividend Accelerator ETF		4,649			—		(541	)		119		—		773			5,000		74
VictoryShares ESG Corporate Bond ETF		—			671		—			—		—		(6	)		665		4
VictoryShares International Volatility Wtd ETF		3,125			—		—			—		—		288			3,413		104
VictoryShares Nasdaq Next 50 ETF		2,606			523		—			—		—		225			3,354		11
VictoryShares U.S. 500 Volatility Wtd ETF		1,879			—		(2,258	)		660		—		(281	)		—		18
VictoryShares U.S. Multi-Factor Minimum Volatility ETF		2,429			—		(957	)		177		—		317			1,966		35
VictoryShares U.S. Small Cap High Div Volatility Wtd ETF		—			—		—			—		—		—			—		—

44

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

	Fair Value 12/31/2020		Purchases at Cost		Proceeds from Sales			Realized Gains (Losses)		Capital Gain Distribution		Net Change in Unrealized Appreciation/ Depreciation		Fair Value 12/31/2021		Dividend Income
VictoryShares USAA MSCI Emerging Markets Value Momentum ETF	$	5,474	$	—	$	—		$	—	$	—	$	345	$	5,819	$	261
VictoryShares USAA MSCI International Value Momentum ETF		8,075		—		—			—		—		650		8,725		303
VictoryShares USAA MSCI USA Small Cap Value Momentum ETF		2,144		303		(138	)		13		—		515		2,837		20
VictoryShares USAA MSCI USA Value Momentum ETF		8,768		—		(3,003	)		661		—		1,756		8,182		138
	$	120,797	$	29,192	$	(22,689	)	$	3,130	$	7,313	$	4,736	$	135,166	$	5,896

*  Rounds to less than $1 thousand.

9. Acquisition of USAA Target Retirement 2020 Fund:

On November 20, 2020, the USAA Target Retirement 2020 Fund was acquired by the USAA Target Retirement Income Fund pursuant to a Plan of Reorganization and Termination, which was approved by the Board on June 11, 2020. The Reorganization was accomplished by a tax-free exchange of 44,513 thousand shares of the Fund (valued at $513,117 thousand) for 43,772 thousand shares of the USAA Target Retirement 2020 Fund (100% of the voting equity interests) outstanding on November 20, 2020. The reason for the Reorganization was to combine two funds with comparable investment objectives to create one larger fund with the potential for lower total operating expenses borne by shareholders. In addition, as disclosed in the Funds' prospectuses, once a Fund reaches its target date and its asset allocation is similar to the USAA Target Retirement Income Fund, the Board may reorganize the Fund into the USAA Target Retirement Income Fund. The tax-free exchange of shares by the USAA Target Retirement Income Fund for the assets and liabilities of the USAA Target Retirement 2020 Fund (100% of the voting equity interest) on the date of the reorganization was as follows (amounts in thousands):

Shares Issued by Target Income Fund		Total Net Assets of the Target 2020 Fund			Merger Ratio			Prior to Reorganization Total Net Assets of the Target Income Fund			After Reorganization Total Net Assets of the Target Income Fund
	44,513	$	513,117	(b)		1.02	%	$	308,335	(a)	$	821,452

(a)  Includes undistributed net investment income of $5,414 thousand and unrealized appreciation on investments of $29,437 thousand with a fair value of $307,072 thousand and identified cost of $277,635 thousand.

(b)  Includes $54,480 thousand of unrealized appreciation on investments.

The Reorganization was accounted for as an asset acquisition of the USAA Target Retirement 2020 Fund (the "Acquired Fund") by the USAA Target Retirement Income Fund (the "Acquiring Fund") in accordance with the asset acquisition method of accounting as detailed in ASC 805-50, Business Combinations — Related Issues. The fair value of the Reorganization consideration paid by the USAA Target Retirement Income Fund was allocated to the assets acquired and liabilities assumed based on their relative fair values as of the date of acquisition and did not give rise to goodwill. As a result of the reorganization, the Acquiring Fund is the legal and accounting survivor.

Assets received, and shares issued by the Target Retirement Income Fund were recorded at fair value; however, the cost basis of the investments received by the Target Retirement Income Fund was carried forward to align ongoing reporting of the portfolio's realized and unrealized gains and losses with

45

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

amounts distributable for tax purposes. The Statements of Operations, Statements of Changes in Net Assets and the Financial Highlights for the current period do not include any pre-merger activity of the Acquired Fund and prior reporting periods of the accounting survivor are not restated.

The pro forma results of operations for the year ended December 31, 2020, assuming the reorganization had been completed on January 1, 2020 (the beginning of the annual period), are as follows (amounts in thousands):

Net investment income	$	21,813
Net realized gain on investments	$	12,280
Change in unrealized appreciation/(depreciation) on investments	$	32,341
Net increase in net assets resulting from operations	$	66,434

46

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders of USAA Target Retirement Income Fund, USAA Target Retirement 2030 Fund, USAA Target Retirement 2040 Fund, USAA Target Retirement 2050 Fund, and USAA Target Retirement 2060 Fund and the Board of Trustees of USAA Mutual Funds Trust

Opinion on the Financial Statements

We have audited the accompanying statements of assets and liabilities of USAA Target Retirement Income Fund, USAA Target Retirement 2030 Fund, USAA Target Retirement 2040 Fund, USAA Target Retirement 2050 Fund, and USAA Target Retirement 2060 Fund (collectively referred to as the "Funds") (five of the funds constituting USAA Mutual Funds Trust (the "Trust")), including the schedules of portfolio investments, as of December 31, 2021, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds (five of the funds constituting USAA Mutual Funds Trust) at December 31, 2021, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended and their financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Trust's management. Our responsibility is to express an opinion on the Funds' financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust's internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2021, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

  

We have served as the auditor of one or more Victory Capital investment companies since 1995.

San Antonio, Texas
February 24, 2022

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December 31, 2021

  (Unaudited)

Trustee and Officer Information

Board of Trustees:

Overall responsibility for management of the Trust rests with the Board. The Trust is managed by the Board in accordance with the laws of the State of Delaware. There are currently nine Trustees, eight of whom are not "interested persons" of the Trust within the meaning of that term under the 1940 Act ("Independent Trustees") and one of whom is an "interested person" of the Trust within the meaning of that term under the 1940 Act ("Interested Trustee"). The Trustees, in turn, elect the officers of the Trust to actively supervise its day-to-day operations.

The following tables list the Trustees, their dates of birth, their positions with the Trust, their commencement of service, their principal occupations during the past five years, and any directorships of other investment companies or companies whose securities are registered under the Securities Exchange Act of 1934, as amended, or who file reports under that Act. Each Trustee's address is c/o Victory Portfolios, 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. Each Trustee has an indefinite term.

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Independent Trustees.
Jefferson C. Boyce (September 1957)	Independent Chair	Trustee since September 2013, Independent Chair since January 2021	Retired.	46	Westhab, Inc., New York Theological Seminary
Robert L. Mason, Ph.D.* (July 1946)	Trustee	Trustee since January 1997 and Chairman from January 2012 to July 2019	Adjunct Professor in the Department of Management Science and Statistics in the College of Business at the University of Texas at San Antonio (2001-present).	46	None
Dawn M. Hawley (February 1954)	Trustee	Trustee since April 2014	Retired.	46	None

*  Effective at the close of business December 31, 2021, Robert L. Mason, Ph.D. retired from the Board of Trustees.

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  (Unaudited)

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Daniel S. McNamara (June 1966)	Trustee	Trustee since January 2012	Trustee, President, and Vice Chairman of USAA ETF Trust (06/17-06/19); President of Financial Advice & Solutions Group (FASG), USAA (02/13-03/21); Director of USAA Asset Management Company (AMCO), (08/11-06/19); Chairman of Board of AMCO (04/13/-06/19); Director of USAA Investment Services Company (ISCO) (formerly USAA Investment Management Company) (09/09-03/21); Chairman of Board of ISCO (04/13-12/20); President and Director of USAA Shareholder Account Services (SAS) (10/09-06/19); Chairman of Board of SAS (04/13/-06/19); Senior Vice President of USAA Financial Planning Services Insurance Agency, Inc. (FPS) (04/11-03/21); Director and Vice Chairman of FPS (12/13-03/21); President and Director of USAA Investment Corporation (ICORP) (03/10-03/21); Chairman of Board of ICORP (12/13-03/21); Director of USAA Financial Advisors, Inc. (FAI) (12/13-03/21); Chairman of Board of FAI (03/15-03/21).	46	None
Paul L. McNamara (July 1948)	Trustee	Trustee since January 2012	Retired.	46	None

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  (Unaudited)

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Richard Y. Newton, III (January 1956)	Trustee	Trustee since March 2017	Director, Elta North America (01/18-08/19), which is a global leader in the design, manufacture, and support of innovative electronic systems in the ground, maritime, airborne, and security domains for the nation's warfighters, security personnel, and first responders; Managing Partner, Pioneer Partnership Development Group (12/15-present).	46	PredaSAR Corp.
Barbara B. Ostdiek, Ph.D. (March 1964)	Trustee	Trustee since January 2008	Senior Associate Dean of Degree programs at Jesse H. Jones Graduate School of Business at Rice University (07/13-present); Associate Professor of Finance at Jesse H. Jones Graduate School of Business at Rice University (07/01-07/21); Professor of Finance at Jesse H. Jones Graduate School of Business at Rice University (07/21-present).	46	None
John C. Walters (February 1962)	Trustee	Trustee since July 2019	Retired.	46	Guardian Variable Products Trust (16 series), Lead Independent Director; Amerilife Holdings LLC, Director; Stadion Money Management; Director.

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  (Unaudited)

Name and Date of Birth	Position(s) Held with Fund	Term of Office and Length of Time Served	Principal Occupation(s) Held During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Interested Trustee.
David C. Brown (May 1972)	Trustee	Trustee since July 2019	Chairman and Chief Executive Officer (2013-present), Victory Capital Management Inc.; Chief Executive Officer and Chairman (2013-present), Victory Capital Holdings, Inc.; Director, Victory Capital Services, Inc. (2013-present); Director, Victory Capital Transfer Agency, Inc. (2019-present).	46 portfolios within the Trust; 41 portfolios within the Victory Portfolios, 26 series within the Victory Portfolios II, and 8 series within the Victory Variable Insurance Funds	None

The Statement of Additional Information includes additional information about the Trustees of the Trust and is available, without charge, by calling 800-539-3863.

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  (Unaudited)

Officers:

The officers of the Trust, their dates of birth, their commencement of service, and their principal occupations during the past five years, are detailed in the following table. Each officer serves until the earlier of his or her resignation, removal, retirement, death, or the election of a successor. The mailing address of each officer of the Trust is 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. The officers of the Trust receive no compensation directly from the Trust for performing the duties of their offices.

Name and Date of Birth	Position with the Trust	Year Commenced Service	Principal Occupation During Past 5 Years
Interested Officers.
Christopher K. Dyer, Born February 1962	President	2019	Director of Fund Administration, Victory Capital (since 2004); Chief Operating Officer, Victory Capital Services, Inc. (since 2020)
Scott A Stahorsky, Born July 1969	Vice President	2019	Manager, Fund Administration, Victory Capital (since 2015)
James K. De Vries, Born April 1969	Treasurer	2018	Executive Director, Victory Capital Management Inc. (since 2019); Treasurer, USAA ETF Trust (September 2018-June 2019); Executive Director, Investment and Financial Administration, USAA (April 2012-June 2019); Assistant Treasurer, USAA ETF Trust (June 2017-September 2018); Assistant Treasurer, USAA Mutual Funds Trust (December 2013-February 2018)
Allan Shaer, Born March 1965	Assistant Treasurer	2019	Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc. (since 2016); Vice President, Mutual Fund Administration, JP Morgan Chase (2011-2016)
Carol D. Trevino, Born October 1965	Assistant Treasurer	2018	Director, Accounting and Finance, Victory Capital Management Inc. (since 2019); Accounting/Financial Director, USAA (December 2013-June 2019); Assistant Treasurer, USAA ETF Trust (September 2018-June 2019)
Erin G. Wagner, Born February 1974	Secretary	2019	Deputy General Counsel, the Adviser (since 2013)
Charles Booth, Born April 1960	Anti-Money Laundering Compliance Officer and Identity Theft Officer	2019	Director, Regulatory Administration and CCO Support Services, Citi Fund Services Ohio, Inc. (since 2007)
Colin Kinney, Born October 1973	Chief Compliance Officer	2021	Chief Compliance Officer, USAA Mutual Funds Trust (since 2021); Chief Compliance Officer Victory Funds (since 2017); Chief Risk Officer, the Adviser (2009-2017); Chief Compliance Officer, the Adviser (since 2013)
Sean Fox, Born September 1976	Deputy Chief Compliance Officer	2021	Deputy Chief Compliance Officer, USAA Mutual Funds Trust (since 2021); Sr. Compliance Officer, the Adviser (2019-2021); Compliance Officer, the Adviser (2015-2019)

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  (Unaudited)

Proxy Voting and Portfolio Holdings Information

Proxy Voting:

Information regarding the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling (800) 235-8396. The information is also included in the Funds' Statement of Additional Information, which is available on the SEC's website at www.sec.gov.

Information relating to how the Funds voted proxies relating to portfolio securities held during the most recent 12 months ended June 30 is available on the SEC's website at www.sec.gov.

Availability of Schedules of Portfolio Investments:

The Trust files a complete list of Schedules of Portfolio Investments with the SEC for the first and third quarter of each fiscal year on Form N-PORT. Forms N-PORT are available on the SEC's website at www.sec.gov.

Expense Examples

As a shareholder of a Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2021, through December 31, 2021.

The Actual Expense figures in the table below provide information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled "Actual Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

The Hypothetical Expense figures in the table below provide information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in shareholder reports of other funds.

Please note the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the hypothetical expenses in the table are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Fund	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value 12/31/21		Actual Expenses Paid During Period 7/1/21- 12/31/21*		Hypothetical Expenses Paid During Period 7/1/21- 12/31/21*		Annualized Expense Ratio During Period 7/1/21- 12/31/21
Target Income Fund	$	1,000.00	$	1,015.50	$	1,025.05	$	0.15	$	0.15		0.03	%
Target 2030 Fund		1,000.00		1,032.10		1,025.10		0.10		0.10		0.02	%
Target 2040 Fund		1,000.00		1,041.90		1,025.10		0.10		0.10		0.02	%
Target 2050 Fund		1,000.00		1,046.20		1,025.10		0.10		0.10		0.02	%
Target 2060 Fund		1,000.00		1,045.90		1,024.70		0.52		0.51		0.10	%

*  Expenses are equal to the average account value multiplied by the Fund's annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

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  (Unaudited)

Additional Federal Income Tax Information

The following federal tax information related to the Fund's fiscal year ended December 31, 2021, is provided for information purposes only and should not be used for reporting to federal or state revenue agencies. Federal tax information for the calendar year will be reported to you on Form 1099-DIV in January 2022.

With respect to distributions paid, the Fund designates the following amounts (or, if subsequently determined to be different, the maximum amount allowable) for the fiscal year ended December 31, 2021 (amounts in thousands):

For the year ended December 31, 2021, the following Funds paid qualified dividend income for the purposes of reduced individual federal income tax rates of:

	Percent
Target Income Fund		21	%
Target 2030 Fund		26	%
Target 2040 Fund		29	%
Target 2050 Fund		31	%
Target 2060 Fund		33	%

For the year ended December 31, 2021, Dividends qualified for corporate dividends received deductions of:

	Percent
Target Income Fund		7	%
Target 2030 Fund		10	%
Target 2040 Fund		12	%
Target 2050 Fund		12	%
Target 2060 Fund		12	%

For the year ended December 31, 2021, the following Funds designated short-term capital gain distributions:

	Amount
Target Income Fund	$	458
Target 2030 Fund		1,154
Target 2040 Fund		819
Target 2050 Fund		943
Target 2060 Fund		81

For the year ended December 31, 2021, the following Funds designated long-term capital gain distributions:

	Amount
Target Income Fund	$	26,983
Target 2030 Fund		44,106
Target 2040 Fund		47,749
Target 2050 Fund		31,127
Target 2060 Fund		3,002

The following Funds intend to elect to pass through to shareholders the income tax credit for taxes paid to foreign countries. Foreign source income and foreign tax expense per outstanding share on December 31, 2021, were as follows:

	Foreign Source Income		Foreign Tax Expense
Target Income Fund	$	0.0230	$	0.0048
Target 2030 Fund		0.0421		0.0081
Target 2040 Fund		0.0538		0.0103
Target 2050 Fund		0.0631		0.0119
Target 2060 Fund		0.0650		0.0123

54

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Considerations of the Board in Continuing the Investment Advisory Agreement

USAA Target Retirement Funds

At a meeting of the Board of Trustees (the "Board") of USAA Mutual Funds Trust (the "Trust") held on December 9-10, 2021, the Board, including the Trustees who are not "interested persons" (as that term is defined in the Investment Company Act of 1940, as amended) of the Trust (the "Independent Trustees"), approved for an annual period the continuance of the Investment Advisory Agreement (the "Advisory Agreement") between the Trust and Victory Capital Management Inc. (the "Adviser") with respect to each of the Target Retirement Income Fund, Target Retirement 2030 Fund, Target Retirement 2040 Fund, Target Retirement 2050 Fund and Target Retirement 2060 Fund (each, a "Fund" and together, the "Funds"). Prior to the December 9-10, 2021, meeting at which the Advisory Agreement was approved, the Independent Trustees also discussed and considered information regarding the proposed continuation of the Advisory Agreement at a meeting held on November 19, 2021.

In advance of the foregoing meetings, the Trustees received and considered a variety of information relating to the Advisory Agreement and the Adviser, and were given the opportunity to ask questions and request additional information from management. The information provided to the Board included, among other things: (i) a separate report prepared by an independent third party of mutual fund data, which provided a statistical analysis comparing the Funds' investment performance, expenses, and fees to comparable investment companies; (ii) information concerning the services rendered to the Funds, as well as information regarding the Adviser's revenues and costs of providing services to the Funds and compensation paid to affiliates of the Adviser; and (iii) information about the Adviser's operations and personnel. Prior to voting, the Independent Trustees reviewed the proposed continuance of the Advisory Agreement with management and with experienced independent counsel retained by the Independent Trustees ("Independent Counsel") and received materials from such Independent Counsel discussing the legal standards for their consideration of the proposed continuation of the Advisory Agreement with respect to each Fund. The Independent Trustees also reviewed the proposed continuation of the Advisory Agreement with respect to each Fund in private sessions with Independent Counsel at which no representatives of management were present.

At each regularly scheduled meeting of the Board and its committees, the Board receives and reviews, among other things, information concerning the Funds' performance and related services provided by the Adviser. At the meeting at which the renewal of the Advisory Agreement is considered, particular focus is given to information concerning Fund performance, fees and total expenses as compared to comparable investment companies, and the Adviser's profitability with respect to the Funds. However, the Board noted that the evaluation process with respect to the Adviser is an ongoing one. In this regard, the Board's and its committees' consideration of the Advisory Agreement included information previously received at such meetings. The Board also recognized that the contractual arrangements for the Fund have been reviewed by the Board and discussed with the Adviser in prior years and that the Board's conclusions may be based, in part, on its consideration of these same arrangements in prior years.

Advisory Agreement

After full consideration of a variety of factors, the Board, including the Independent Trustees, voted to approve the Advisory Agreement with respect to each Fund. In approving the Advisory Agreement, the Trustees did not identify any single factor as controlling, and each Trustee may have attributed different weights to various factors. Throughout their deliberations, the Independent Trustees were represented and assisted by Independent Counsel.

Nature, Extent, and Quality of Services — In considering the nature, extent, and quality of the services provided by the Adviser under the Advisory Agreement, the Board reviewed information provided by the Adviser relating to its operations and personnel. The Board also took into account its knowledge of the Adviser's management and the quality of the performance of the Adviser's duties through Board meetings, discussions, and reports during the preceding year. The Board considered the fees paid to the Adviser and the services provided to the Funds by the Adviser under the Advisory Agreement, as well as other services provided by the Adviser and its

55

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

affiliates under other agreements, and the personnel who provide these services. In addition to the investment advisory services provided to the Funds, the Adviser and its affiliates provide administrative services, shareholder services, oversight of Fund accounting, marketing services, assistance in meeting legal and regulatory requirements, and other services necessary for the operation of the Funds and the Trust.

The Board considered the scope of services provided by, and the undertakings required of, the Adviser in connection with those services, including, among other things, maintaining (i) its own and the Funds' compliance programs, (ii) risk management programs, (iii) liquidity risk management programs, and (iv) cybersecurity programs, each of which had expanded over time as a result of regulatory, market, and other developments. The Board also considered the significant risks assumed by the Adviser in connection with the services provided to the Funds, including investment, operational, enterprise, litigation, regulatory and compliance risks.

The Board considered the Adviser's management style and the performance of the Adviser's duties under the Advisory Agreement. The Board considered the level and depth of knowledge of the Adviser, including the professional experience and qualifications of its senior and investment personnel, as well as current staffing levels. The Adviser's role in coordinating the activities of the Funds' other service providers was also considered. The Board also considered the Adviser's risk management processes. The Board considered the Adviser's financial condition and that it had the financial wherewithal to continue to provide the same scope and high quality of services under the Advisory Agreement. In reviewing the Advisory Agreement, the Board focused on the experience, resources, and strengths of the Adviser and its affiliates in managing the Funds, as well as the other funds in the Trust.

The Board also reviewed the compliance and administrative services provided to the Funds by the Adviser and its affiliates, including the Adviser's oversight of the Funds' day-to-day operations and oversight of Fund accounting. The Trustees, guided also by information obtained from their experiences as Trustees of the Trust, also focused on the quality of the Adviser's compliance and administrative staff.

Expenses and Performance — In connection with its consideration of the Advisory Agreement, the Board evaluated each Fund's advisory fees and total expense ratio as compared to other open-end investment companies deemed to be comparable to the Fund as determined by the independent third party in its report. Each Fund's expenses were compared to (i) a group of investment companies chosen by the independent third party to be comparable to the Fund based upon certain factors, including fund type, comparability of investment objective and classification, sales load type, asset size, and expense components (the "expense group") and (ii) a larger group of investment companies with the same investment classification/objective as the Fund regardless of asset size, excluding outliers (the "expense universe"). The Board noted that the Adviser does not receive a management fee from the Funds. The data indicated that each Fund's total expenses, which included underlying expenses and after any reimbursements, were below the median of its respective expense group and its respective expense universe. The Board also took into account the Adviser's current undertakings to maintain expense limitations for each Fund. The Board took into account the various other services provided to the Funds by the Adviser and its affiliates, and noted the high quality of services received by the Funds.

In considering the Funds' performance, the Board noted that it reviews at its regularly scheduled meetings information about the Funds' performance results. The Trustees also reviewed various comparative data provided to them in connection with their consideration of the renewal of the Advisory Agreement, including, among other information, a comparison of the Funds' average annual total returns relative to their Lipper indexes and other mutual funds deemed to be in their peer groups by the independent third party in its report (the "performance universe"). Each Fund's performance universe consisted of the Fund and all retail and institutional open-end investment companies with the same classification/objective as the Fund regardless of asset size or primary channel of distribution. This comparison indicated that, among other data, the performance of the Target Retirement Income Fund was above the average of its performance universe and its Lipper index for the one-year period ended September 30, 2021, and was below the average of its performance universe and its Lipper index for the three-, five- and ten-year periods ended September 30, 2021; the performance of each of the Target Retirement 2030 Fund, Target Retirement 2040 Fund and Target Retirement 2050 Fund was below the average of its performance universe and its Lipper index for the one-, three-, five- and ten-year periods ended September 30, 2021; and the performance of the Target Retirement 2060 Fund was below the average of its performance universe and its Lipper index for the one-, three- and five-year periods ended September 30, 2021. The Board took into account management's discussion of the Funds' performance, including certain

56

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

differences in the Funds' investment approach as compared to the investment approaches used by other funds in the peer universes and the impact of market conditions on the Funds' performance relative to their peers.

Compensation and Profitability — The Board took into consideration that the Adviser does not receive a management fee from the Funds. The information considered by the Board included operating profit margin information for the Adviser's business as a whole. The Board also received and considered profitability information related to the revenues from the Funds. This information included a review of the methodology used in the allocation of certain costs to the Funds. In considering the profitability data with respect to each Fund, the Trustees noted that the Adviser reimbursed or waived a portion of each Fund's expenses. The Trustees reviewed the profitability of the Adviser's relationship with the Funds before tax expenses. The Board was also provided with a profitability analysis of other publicly traded asset managers prepared by an independent information service. In reviewing the overall profitability of each Fund to the Adviser, the Board also considered the fact that the Adviser and its affiliates provide shareholder servicing and administrative services to the Fund for which they receive compensation. The Board also took into account the Adviser's receipt of management fees from the underlying funds in which the Funds invest. The Board also considered the possible direct and indirect benefits to the Adviser from its relationship with the Trust, including that the Adviser may derive reputational and other benefits from its association with the Funds. The Trustees recognized that the Adviser should be entitled to earn a reasonable level of profits in exchange for the level of services it provides to the Funds and the entrepreneurial and other risks that it assumes as Adviser.

Economies of Scale — With respect to the consideration of any economies of scale to be realized by the Funds, the Board took into account that the Adviser does not receive any management fees under the Advisory Agreement. The Board took into account management's discussion of the Funds' current management fee structure. The Board also considered the expense reimbursement arrangement by the Adviser. The Board also considered the effect of each Fund's change in size, if any, on its performance and fees, noting that each Fund may realize other economies of scale if assets increase proportionally more than expenses. The Board determined that the current investment management fee structure was reasonable.

Conclusions — The Board reached the following conclusions regarding the Advisory Agreement with the Adviser with respect to each Fund: (i) the Adviser has demonstrated that it possesses the capability and resources to perform the duties required of it under the Advisory Agreement; (ii) the Adviser maintains an appropriate compliance program; (iii) the overall performance of each Fund is reasonable in relation to the performance of funds with similar investment objectives and to relevant indices in view of the Fund's investment approach, and the Adviser is appropriately monitoring the Fund's performance; (iv) each Fund's advisory expenses are reasonable in relation to those of similar funds and to the services to be provided by the Adviser and its affiliates; and (v) the Adviser's and its affiliates' level of profitability from their relationship with each Fund is reasonable in light of the nature and high quality of services provided by the Adviser and the type of funds. Based on its conclusions, the Board determined that continuation of the Advisory Agreement would be in the best interests of each Fund and its shareholders.

57

Privacy Policy

Protecting the Privacy of Information

The Trust respects your right to privacy. We also know that you expect us to conduct and process your business in an accurate and efficient manner. To do so, we must collect and maintain certain personal information about you. This is the information we collect from you on applications or other forms, and from the transactions you make with us or third parties. It may include your name, address, social security number, account transactions and balances, and information about investment goals and risk tolerance.

We do not disclose any information about you or about former customers to anyone except as permitted or required by law. Specifically, we may disclose the information we collect to companies that perform services on our behalf, such as the transfer agent that processes shareholder accounts and printers and mailers that assist us in the distribution of investor materials. We may also disclose this information to companies that perform marketing services on our behalf. This allows us to continue to offer you Victory investment products and services that meet your investing needs, and to effect transactions that you request or authorize. These companies will use this information only in connection with the services for which we hired them. They are not permitted to use or share this information for any other purpose.

To protect your personal information internally, we permit access only by authorized employees and maintain physical, electronic, and procedural safeguards to guard your personal information.*

*  You may have received communications regarding information about privacy policies from other financial institutions which gave you the opportunity to "opt-out" of certain information sharing with companies which are not affiliated with that financial institution. The Trust does not share information with other companies for purposes of marketing solicitations for products other than the Trust. Therefore, the Trust does not provide opt-out options to their shareholders.

15935 La Cantera Pkwy
Building Two
San Antonio, Texas 78256

Visit our website at:	Call
vcm.com	(800) 235-8396

88214-0222

DECEMBER 31, 2021

Annual Report

USAA 500 Index Fund

Victory Capital means Victory Capital Management Inc., the investment adviser of the USAA Mutual Funds. USAA Mutual Funds are distributed by Victory Capital Services, Inc., member FINRA, an affiliate of Victory Capital. Victory Capital and its affiliates are not affiliated with United Services Automobile Association or its affiliates. USAA and the USAA logos are registered trademarks and the USAA Mutual Funds and USAA Investments logos are trademarks of United Services Automobile Association and are being used by Victory Capital and its affiliates under license.

www.vcm.com

News, Information And Education 24 Hours A Day, 7 Days A Week

The Victory Capital website gives fund shareholders, prospective shareholders, and investment professionals a convenient way to access fund information, get guidance, and track fund performance anywhere they can access the Internet. The site includes:

•  Detailed performance records

•  Daily share prices

•  The latest fund news

•  Investment resources to help you become a better investor

•  A section dedicated to investment professionals

Whether you're a potential investor searching for the fund that matches your investment philosophy, a seasoned investor interested in planning tools, or an investment professional, www.vcm.com has what you seek. Visit us anytime. We're always open.

USAA Mutual Funds Trust

TABLE OF CONTENTS

Shareholder Letter (Unaudited)	2
Manager's Commentary (Unaudited)	4
Investment Overview (Unaudited)	6
Investment Objective & Portfolio Holdings (Unaudited)	7
Schedule of Portfolio Investments	8
Financial Statements
Statement of Assets and Liabilities	20
Statement of Operations	21
Statements of Changes in Net Assets	22
Financial Highlights	24
Notes to Financial Statements	26
Report of Independent Registered Public Accounting Firm	36
Supplemental Information (Unaudited)	37
Trustee and Officer Information	37
Proxy Voting and Portfolio Holdings Information	42
Expense Examples	42
Additional Federal Income Tax Information	43
Advisory Contract Approval	44
Privacy Policy (inside back cover)

This report is for the information of the shareholders and others who have received a copy of the currently effective prospectus of the Fund, managed by Victory Capital Management Inc. It may be used as sales literature only when preceded or accompanied by a current prospectus, which provides further details about the Fund.

IRA DISTRIBUTION WITHHOLDING DISCLOSURE

We generally must withhold federal income tax at a rate of 10% of the taxable portion of your distribution and, if you live in a state that requires state income tax withholding, at your state's tax rate. However, you may elect not to have withholding apply or to have income tax withheld at a higher rate. Any withholding election that you make will apply to any subsequent distribution unless and until you change or revoke the election. If you wish to make a withholding election, or change or revoke a prior withholding election, call (800) 235-8396, and form W-4P (OMB No. 1545-0074 withholding certificate for pension or annuity payments) will be electronically sent.

If you do not have a withholding election in place by the date of a distribution, federal income tax will be withheld from the taxable portion of your distribution at a rate of 10%. If you must pay estimated taxes, you may be subject to estimated tax penalties if your estimated tax payments are not sufficient and sufficient tax is not withheld from your distribution.

For more specific information, please consult your tax adviser.

• NOT FDIC INSURED • NO BANK GUARANTEE •  MAY LOSE VALUE

1

(Unaudited)

Dear Shareholder,

Another year has passed, but unfortunately the pandemic endures. Yet, looking back on the year ended 2021, it is evident that financial markets have endured as well, despite stiff headwinds—including new COVID-19 variants; disruption among global supply chains; uncomfortable inflation readings; and the fear of rising interest rates.

Through it all, the S&P 500^® Index, the bell-weather proxy for our domestic stock market, once again registered a positive annual total return (that makes it 12 out of the past 13 years). This was largely driven by a U.S. economy that bounced back quickly after what was effectively a global economic shutdown in 2020, and we witnessed robust earnings growth across many sectors thanks in no small part to continued fiscal stimulus and accommodative monetary policy. Underlying this positive performance were interesting differences among investment styles and market capitalizations. For example, growth-oriented investments outperformed value within large-caps, but underperformed within both mid-caps and small-caps (as measured by the Russell family of indices). Perhaps this reflects investors' expectations for higher interest rates next year?

There were other notable subplots to 2021. Early in the year we watched in disbelief as "meme stocks"—a few names that gained massive notoriety on social media platforms—went on stomach-churning roller coaster rides. Also intriguing was how the biotech sector struggled mightily despite the success and fanfare surrounding the COVID-19 vaccines. Meanwhile, rising oil prices fueled impressive gains across the energy landscape, while crypto assets captivated investors. Now we're all watching how crypto's underlying blockchain technologies might disrupt business-as-usual across industries in the years ahead. These were just a few of the highlights of the past year.

Through all the twists and turns, the S&P 500^® Index registered an impressive annual total return of nearly 29% for the 12-month period ended December 31, 2021. Over this same annual period, the yield on the 10-Year U.S. Treasury jumped 59 basis points (basis point is 1/100th of a percentage point), reflecting a very low starting rate, substantial fiscal stimuli, and the U.S. Federal Reserve's (the "Fed") accommodative monetary stance (although this stance has begun to shift recently). At the end of our reporting period, the yield on the 10-Year U.S. Treasury was trending higher and finished at 1.52%.

Despite the resiliency of financial markets, we fully acknowledge that the volatility and unusual events of recent years may have made investors uneasy at times. However, this simply underscores why it's important for investors to remain calm and unemotional in the face of market turmoil. A long-term perspective, a well-diversified portfolio across asset classes and investment types, and a clear understanding of individual risk tolerance are some of the key ingredients for staying the course and progressing on your investment goals.

Of course, no one knows for certain what 2022 will bring. We are already facing a potential end to the Fed's accommodative monetary policies and the various forms of fiscal stimuli that helped revive the economy from the depths of the pandemic-induced market downturn. By all accounts, the Fed appears ready to raise short-term

2

interest rates, perhaps as early as the end of the first quarter, though any move will certainly be data dependent, and some are expressing concerns about labor shortages, disrupted supply chains, rising commodity prices, and the potential for lasting inflation. There will likely be new headwinds, some yet to be identified.

Thus, we cannot tell you with any certainty what markets will do in the future, but we can assure you that the investment professionals at our investment franchises continually monitor the market environment and work hard to position portfolios opportunistically no matter what the markets bring.

On the following pages, you will find information relating to your USAA Mutual Funds, brought to you by Victory Capital. If you have any questions, we encourage you to contact our Member Service Representatives. Call (800) 235-8396, or visit our website at www.vcm.com.

From all of us here at Victory Capital, thank you for your ongoing confidence and for letting us help you work toward your investment goals.

Christopher K. Dyer, CFA

President,
USAA Mutual Funds Trust

3

USAA Mutual Funds Trust

USAA 500 Index Fund

Manager's Commentary

(Unaudited)

•  What were the market conditions over the reporting period?

The first quarter proved to be a continuation of the strong equity markets investors experienced over the second half of 2020. Gains from global equity markets were fueled by optimism surrounding the successful rollout of the COVID-19 vaccines coupled with further monetary and fiscal stimulus proposals. Faster-than-expected economic growth produced a meaningful increase in real interest rates, which led to negative returns across most major fixed income asset classes. The 10-year U.S. Treasury bond yield finished at its highest level of the first quarter reporting period, climbing from under 1% to 1.74%.

Equity markets consolidated and interest rates leveled off after large upswings during the second quarter. With strong first quarter gross domestic product and corporate earnings growth in the rearview mirror, investors seemed to be contemplating their next move. Equity markets rotated from value to growth leadership as Treasury bond yields retreated from the highs of March. Inflation data increased as the economy reopened more quickly than expected. The Fed maintained that inflationary pressure is transitory but could become more persistent. The inflationary environment was a key metric moving into the second half of the year.

The financial markets produced broadly flat returns in the third quarter. Conditions were initially supportive in July and August thanks to positive economic data and continued strength in corporate earnings. The picture changed in September, however, as investors began to focus on risk factors such as supply chain disruptions and rising inflation. In addition, the Fed indicated that it may begin tapering its stimulative quantitative easing policy — a development investors took as an indication that the first interest-rate increases may be on the way in 2022. News flow from overseas also took a negative turn in September, with the emergence of energy shortages in Europe and worries that the debt problems of Chinese property developer Evergrande could have a broader, systemic effect on China's economy.

Despite a number of headwinds to sentiment, U.S. equities posted solid gains in the fourth quarter as reflected in the 11.03% return for the bellwether S&P 500 Index. The markets faced a shift in Fed policy as persistent inflation driven by supply chain issues and rising commodity prices led the central bank to announce and subsequently accelerate the tapering of its bond purchases that have helped keep longer-term borrowing costs low. In addition, the Fed began to signal the likelihood of two or more hikes in its benchmark overnight lending rate in 2022, representing a moving forward of the prior timetable. Prolonged negotiations over President Biden's Build Back Better spending bill put into question a source of anticipated fiscal stimulus. Finally, investors had to contend with the rapid emergence and spread of the Omicron variant of COVID-19, which threatened a new wave of lockdowns. Nonetheless, most major U.S. equity indices closed 2021 at or near all-time highs, supported by robust corporate profits and investor inflows given fixed income yields that remained unattractive.

4

USAA Mutual Funds Trust

USAA 500 Index Fund (continued)

Manager's Commentary (continued)

•  How did the USAA 500 Index Fund (the "Fund") perform during the reporting period?

The Fund has two share classes: Member Shares and Reward Shares. For the reporting period ended December 31, 2021, the Fund closely tracked its benchmark, the Victory US Large Cap 500 Index (the "Index") with the Member Shares and Reward Shares returning 27.50% and 27.62%, respectively, versus the Index, which returned 27.85%. The Index emphasizes large U.S. company stocks and is not available for direct investment.

•  Please describe sector performance during the reporting period.

During the year, the Fund's strong absolute return was led by information technology and financial stocks. The strong return in these sectors more than offset the underperformance in the utilities and materials sectors. The Fund had a small allocation to derivatives during the period that did not have a material impact on performance.

Thank you for allowing us to assist you with your investment needs.

5

USAA Mutual Funds Trust

USAA 500 Index Fund

Investment Overview
(Unaudited)

Average Annual Total Return

Year Ended December 31, 2021

	Member Shares			Reward Shares
INCEPTION DATE	5/1/96			5/1/02
	Net Asset Value			Net Asset Value			Victory US Large Cap 500 Index1			S&P 500® Index2
One Year		27.50	%		27.62	%		27.85	%		28.70	%
Five Year		18.63	%		18.75	%		19.04	%		18.46	%
Ten Year		16.48	%		16.60	%		16.80	%		16.53	%

The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. To obtain performance information current to the most recent month's end, please visit www.vcm.com.

Total return measures the price change in a share assuming the reinvestment of all net investment income and realized capital gain distributions, if any. The total returns quoted do not reflect adjustments made to the enclosed financial statements in accordance with U.S. Generally Accepted Accounting Principles or the deduction of taxes that a shareholder would pay on net investment income and realized capital gain distributions, including reinvested distributions, or redemptions of shares. The total return figures set forth above include all waivers of fees. Without such fee waivers, the total returns would have been lower.

USAA 500 Index Fund — Growth of $10,000

¹The Victory US Large Cap 500 Index emphasizes stocks of large U.S. companies. This index does not include the effect of expenses or taxes, is not a representative of the Fund, and it is not possible to invest directly in an index.

²The S&P 500^® Index is an index representing the weighted average performance of a group of 500 widely held, publicly traded U.S. stocks. This index does not include the effect of expenses or taxes, is not a representative of the Fund, and it is not possible to invest directly in an index.

The graph reflects investment growth of a hypothetical $10,000 investment in the Fund.

The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares.

Past performance is not indicative of future results.

6

USAA Mutual Funds Trust
USAA 500 Index Fund December 31, 2021

  (Unaudited)

Investment Objective and Portfolio Holdings:

The Fund seeks to match, before fees and expenses, the performance of the stocks composing the Victory US Large Cap 500 Index (the "Index"). The Index emphasizes stocks of large U.S. companies.

Sector Allocation*:

December 31, 2021

(% of Net Assets)

*  Does not include futures contracts, money market instruments, and short-term investments purchased with cash collateral from securities loaned.

Percentages are of the net assets of the Fund and may not equal 100%.

Refer to the Schedule of Portfolio Investments for a complete list of securities.

7

USAA Mutual Funds Trust
USAA 500 Index Fund Schedule of Portfolio Investments
December 31, 2021

(Amounts in Thousands, Except for Shares)  

Security Description	Shares		Value
Common Stocks (99.6%)
Communication Services (10.3%):
Activision Blizzard, Inc.		204,412	$	13,600
Alphabet, Inc. Class A (a)		76,313		221,082
Alphabet, Inc. Class C (a)		87,009		251,768
AMC Entertainment Holdings, Inc. (a) (b)		140,879		3,832
AT&T, Inc.		1,978,209		48,664
Charter Communications, Inc. Class A (a) (b)		33,460		21,815
Comcast Corp. Class A		1,212,397		61,020
DISH Network Corp. Class A (a)		61,679		2,001
Electronic Arts, Inc.		74,221		9,790
Endeavor Group Holdings, Inc. Class A (a)		6,016		210
Fox Corp. Class A		92,638		3,418
Fox Corp. Class B		42,880		1,469
Liberty Media Corp.-Liberty SiriusXM Class A (a)		27,292		1,388
Liberty Media Corp.-Liberty SiriusXM Class C (a)		48,594		2,471
Live Nation Entertainment, Inc. (a)		40,682		4,869
Match Group, Inc. (a)		77,595		10,262
Meta Platforms, Inc. Class A (a)		610,832		205,453
Netflix, Inc. (a)		120,124		72,368
Omnicom Group, Inc.		57,644		4,224
Pinterest, Inc. Class A (a)		26,542		965
ROBLOX Corp. Class A (a)		57,352		5,916
Roku, Inc. (a)		5,944		1,356
Sirius XM Holdings, Inc. (b)		233,252		1,481
Snap, Inc. Class A (a)		332,022		15,615
Take-Two Interactive Software, Inc. (a)		31,604		5,617
The Walt Disney Co. (a)		450,526		69,782
T-Mobile U.S., Inc. (a)		193,040		22,389
Twitter, Inc. (a)		216,846		9,372
Verizon Communications, Inc.		1,122,768		58,339
ViacomCBS, Inc. Class A		2,730		91
ViacomCBS, Inc. Class B		141,135		4,259
Warner Music Group Corp. Class A		22,506		972
Zillow Group, Inc. Class A (a)		12,886		802
Zillow Group, Inc. Class C (a)		49,066		3,133
ZoomInfo Technologies, Inc. (a)		13,914		893
				1,140,686
Communications Equipment (0.9%):
Arista Networks, Inc. (a)		69,891		10,047
Cisco Systems, Inc.		1,168,367		74,039
Motorola Solutions, Inc.		43,341		11,776
Ubiquiti, Inc.		1,821		558
				96,420
Consumer Discretionary (12.6%):
Airbnb, Inc. Class A (a)		16,420		2,734
Amazon.com, Inc. (a)		128,660		428,996
AutoZone, Inc. (a)		5,809		12,178

See notes to financial statements.

8

USAA Mutual Funds Trust
USAA 500 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)  

Security Description	Shares		Value
Bath & Body Works, Inc.		67,841	$	4,735
Best Buy Co., Inc.		60,965		6,194
Booking Holdings, Inc. (a)		11,375		27,291
Burlington Stores, Inc. (a)		15,770		4,597
Caesars Entertainment, Inc. (a)		48,623		4,548
CarMax, Inc. (a)		44,909		5,848
Carnival Corp. (a)		246,025		4,950
Carvana Co. (a)		3,023		701
Chewy, Inc. Class A (a) (b)		14,618		862
Chipotle Mexican Grill, Inc. (a)		7,548		13,196
D.R. Horton, Inc.		90,449		9,809
Darden Restaurants, Inc.		28,763		4,333
Dollar General Corp.		58,107		13,703
Dollar Tree, Inc. (a)		62,318		8,757
Domino's Pizza, Inc.		9,443		5,329
DoorDash, Inc. Class A (a)		9,985		1,487
DraftKings, Inc. Class A (a)		197,882		5,436
eBay, Inc.		171,591		11,411
Etsy, Inc. (a)		33,272		7,285
Expedia Group, Inc. (a)		37,020		6,690
Ford Motor Co.		1,072,574		22,277
GameStop Corp. Class A (a) (b)		18,290		2,714
General Motors Co. (a)		372,561		21,843
Genuine Parts Co.		39,039		5,473
Hilton Worldwide Holdings, Inc. (a)		70,710		11,030
Las Vegas Sands Corp. (a) (c)		95,796		3,606
Lennar Corp. Class A		67,382		7,827
Lennar Corp. Class B		4,827		461
LKQ Corp.		80,106		4,809
Lowe's Cos., Inc.		180,748		46,720
Lucid Group, Inc. (a) (b)		177,631		6,759
Marriott International, Inc. Class A (a)		84,523		13,967
McDonald's Corp.		189,571		50,818
MGM Resorts International		112,134		5,033
NIKE, Inc. Class B		355,436		59,240
NVR, Inc. (a)		904		5,342
O'Reilly Automotive, Inc. (a)		18,665		13,182
Peloton Interactive, Inc. Class A (a)		12,360		442
Pool Corp.		10,988		6,219
Ross Stores, Inc.		89,118		10,184
Royal Caribbean Cruises Ltd. (a)		52,008		3,999
Starbucks Corp.		318,159		37,215
Target Corp. (c)		131,330		30,395
Tesla, Inc. (a)		240,133		253,768
The Home Depot, Inc.		289,277		120,053
The TJX Cos., Inc.		330,453		25,088
Tractor Supply Co.		31,197		7,444
Ulta Beauty, Inc. (a)		14,992		6,182
VF Corp.		96,210		7,044

See notes to financial statements.

9

USAA Mutual Funds Trust
USAA 500 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)  

Security Description	Shares		Value
Wayfair, Inc. Class A (a) (b)		13,069	$	2,483
Yum! Brands, Inc.		70,092		9,733
				1,392,420
Consumer Staples (5.9%):
Altria Group, Inc.		498,172		23,608
Archer-Daniels-Midland Co.		138,664		9,372
Brown-Forman Corp. Class B		72,609		5,290
Church & Dwight Co., Inc.		68,021		6,972
Colgate-Palmolive Co.		226,114		19,297
Conagra Brands, Inc.		123,093		4,204
Constellation Brands, Inc. Class A		46,569		11,687
Costco Wholesale Corp.		118,530		67,289
General Mills, Inc.		167,790		11,306
Hormel Foods Corp. (b)		83,851		4,093
Kellogg Co.		75,599		4,870
Keurig Dr Pepper, Inc.		256,357		9,449
Kimberly-Clark Corp.		93,278		13,331
McCormick & Co., Inc.		54,565		5,272
Mondelez International, Inc. Class A		378,301		25,085
Monster Beverage Corp. (a)		101,836		9,780
PepsiCo, Inc.		383,024		66,535
Philip Morris International, Inc.		431,274		40,971
Sysco Corp.		139,027		10,921
The Clorox Co.		33,677		5,872
The Coca-Cola Co.		1,146,343		67,875
The Estee Lauder Cos., Inc.		55,738		20,634
The Hershey Co.		38,445		7,438
The Kraft Heinz Co.		207,021		7,432
The Kroger Co.		184,319		8,342
The Procter & Gamble Co.		656,264		107,352
Tyson Foods, Inc. Class A		68,077		5,934
Walgreens Boots Alliance, Inc.		209,503		10,928
Walmart, Inc.		412,522		59,688
				650,827
Electronic Equipment, Instruments & Components (0.6%):
Amphenol Corp. Class A		151,716		13,269
CDW Corp.		37,598		7,699
Cognex Corp.		47,430		3,688
Corning, Inc.		226,458		8,431
Keysight Technologies, Inc. (a)		50,489		10,427
Teledyne Technologies, Inc. (a)		11,836		5,171
Trimble, Inc. (a)		65,143		5,680
Zebra Technologies Corp. (a)		14,649		8,719
				63,084
Energy (2.6%):
Baker Hughes Co.		187,663		4,515
Cheniere Energy, Inc.		70,249		7,125
Chevron Corp.		528,389		62,007

See notes to financial statements.

10

USAA Mutual Funds Trust
USAA 500 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)  

Security Description	Shares		Value
ConocoPhillips		365,376	$	26,373
Devon Energy Corp.		187,543		8,261
EOG Resources, Inc.		136,490		12,124
Exxon Mobil Corp.		1,135,753		69,497
Halliburton Co.		242,746		5,552
Hess Corp.		71,350		5,282
Kinder Morgan, Inc.		587,716		9,321
Marathon Petroleum Corp.		168,736		10,797
Occidental Petroleum Corp.		258,733		7,501
ONEOK, Inc.		120,933		7,106
Phillips 66		121,383		8,795
Pioneer Natural Resources Co.		67,630		12,301
Schlumberger NV		388,559		11,637
The Williams Cos., Inc.		336,589		8,765
Valero Energy Corp.		112,064		8,417
				285,376
Financials (10.6%):
Aflac, Inc.		177,470		10,363
Ally Financial, Inc.		96,708		4,604
American Express Co.		182,948		29,930
American International Group, Inc.		220,325		12,528
Ameriprise Financial, Inc.		30,670		9,252
Arch Capital Group Ltd. (a)		85,574		3,804
Ares Management Corp. Class A		55,952		4,547
Arthur J. Gallagher & Co.		56,816		9,640
Bank of America Corp.		2,100,111		93,434
Berkshire Hathaway, Inc. Class A (a)		101		45,517
Berkshire Hathaway, Inc. Class B (a)		380,096		113,649
BlackRock, Inc.		39,869		36,502
Blackstone, Inc.		190,278		24,620
Brown & Brown, Inc.		65,885		4,630
Capital One Financial Corp.		117,906		17,107
Cincinnati Financial Corp.		39,471		4,497
Citigroup, Inc.		538,112		32,497
Citizens Financial Group, Inc.		109,367		5,168
CME Group, Inc.		78,544		17,944
Coinbase Global, Inc. Class A (a)		55,451		13,994
Discover Financial Services		79,479		9,185
Fifth Third Bancorp		173,465		7,554
First Republic Bank		48,446		10,005
Franklin Resources, Inc.		86,331		2,891
Huntington Bancshares, Inc.		396,483		6,114
Intercontinental Exchange, Inc.		156,075		21,346
JPMorgan Chase & Co.		801,436		126,907
KeyCorp		233,488		5,401
M&T Bank Corp.		35,273		5,417
Markel Corp. (a)		3,587		4,426
MarketAxess Holdings, Inc.		9,314		3,831
Marsh & McLennan Cos., Inc.		138,394		24,056
MetLife, Inc.		208,491		13,029

See notes to financial statements.

11

USAA Mutual Funds Trust
USAA 500 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)  

Security Description	Shares		Value
Moody's Corp.		47,162	$	18,421
Morgan Stanley		413,370		40,576
MSCI, Inc.		22,839		13,993
Nasdaq, Inc.		31,695		6,656
Northern Trust Corp.		57,527		6,881
Principal Financial Group, Inc.		62,609		4,529
Prudential Financial, Inc.		103,612		11,215
Raymond James Financial, Inc.		54,105		5,432
Regions Financial Corp.		261,300		5,696
Robinhood Markets, Inc. Class A (a) (b)		17,460		310
Rocket Cos., Inc. Class A (b)		28,960		405
S&P Global, Inc.		64,654		30,512
State Street Corp.		100,221		9,321
SVB Financial Group (a)		16,258		11,027
Synchrony Financial		135,644		6,293
T. Rowe Price Group, Inc.		61,606		12,114
The Allstate Corp.		79,415		9,343
The Bank of New York Mellon Corp.		219,138		12,728
The Carlyle Group, Inc.		70,695		3,881
The Charles Schwab Corp.		416,663		35,041
The Goldman Sachs Group, Inc.		92,745		35,480
The Hartford Financial Services Group, Inc.		88,330		6,098
The PNC Financial Services Group, Inc.		115,848		23,230
The Progressive Corp.		162,060		16,635
The Travelers Cos., Inc.		63,128		9,875
Tradeweb Markets, Inc. Class A		12,215		1,223
Truist Financial Corp.		365,901		21,424
U.S. Bancorp		393,471		22,101
Upstart Holdings, Inc. (a)		19,259		2,914
Wells Fargo & Co.		1,092,922		52,438
				1,170,181
Health Care (13.3%):
10X Genomics, Inc. Class A (a)		3,252		484
Abbott Laboratories		489,853		68,942
AbbVie, Inc.		484,585		65,613
ABIOMED, Inc. (a)		11,409		4,098
Agilent Technologies, Inc.		76,615		12,232
Align Technology, Inc. (a)		21,614		14,204
Alnylam Pharmaceuticals, Inc. (a)		26,854		4,554
AmerisourceBergen Corp.		43,698		5,807
Amgen, Inc.		154,394		34,734
Anthem, Inc.		67,237		31,167
Avantor, Inc. (a)		156,391		6,590
Baxter International, Inc.		131,403		11,280
Becton Dickinson & Co.		78,681		19,787
Biogen, Inc. (a)		35,552		8,530
BioMarin Pharmaceutical, Inc. (a)		40,152		3,547
Bio-Rad Laboratories, Inc. Class A (a)		5,322		4,021
Bio-Techne Corp.		10,771		5,572
Boston Scientific Corp. (a)		386,443		16,416

See notes to financial statements.

12

USAA Mutual Funds Trust
USAA 500 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)  

Security Description	Shares		Value
Bristol-Myers Squibb Co.		614,889	$	38,338
Catalent, Inc. (a)		41,432		5,305
Centene Corp. (a)		158,240		13,039
Cerner Corp.		81,506		7,570
Charles River Laboratories International, Inc. (a)		13,097		4,935
Cigna Corp.		91,813		21,083
CVS Health Corp.		346,438		35,739
Danaher Corp.		195,869		64,443
Dexcom, Inc. (a)		25,154		13,506
Doximity, Inc. Class A (a)		7,088		355
Edwards Lifesciences Corp. (a)		172,954		22,406
Elanco Animal Health, Inc. (a)		107,606		3,054
Eli Lilly & Co.		231,523		63,951
Exact Sciences Corp. (a)		41,204		3,207
Gilead Sciences, Inc. (c)		310,913		22,575
HCA Healthcare, Inc.		64,393		16,544
Hologic, Inc. (a)		57,185		4,378
Horizon Therapeutics PLC (a)		61,511		6,628
Humana, Inc.		32,233		14,952
IDEXX Laboratories, Inc. (a)		22,006		14,490
Illumina, Inc. (a)		39,652		15,085
Incyte Corp. (a)		55,394		4,066
Insulet Corp. (a)		13,072		3,478
Intuitive Surgical, Inc. (a)		96,807		34,783
IQVIA Holdings, Inc. (a)		52,922		14,931
Johnson & Johnson (c)		706,255		120,819
Laboratory Corp. of America Holdings (a)		26,511		8,330
McKesson Corp.		42,296		10,514
Merck & Co., Inc.		699,740		53,628
Mettler-Toledo International, Inc. (a)		5,898		10,010
Moderna, Inc. (a)		106,407		27,025
Molina Healthcare, Inc. (a)		12,942		4,117
Novavax, Inc. (a) (b)		20,725		2,965
PerkinElmer, Inc.		30,912		6,215
Pfizer, Inc.		1,554,884		91,816
Quest Diagnostics, Inc.		33,984		5,880
Regeneron Pharmaceuticals, Inc. (a)		18,664		11,787
Repligen Corp. (a)		13,865		3,672
ResMed, Inc.		37,394		9,740
Royalty Pharma PLC Class A		23,017		917
Seagen, Inc. (a)		49,589		7,667
Stryker Corp.		97,903		26,181
Teladoc Health, Inc. (a)		39,212		3,600
Teleflex, Inc.		10,791		3,545
The Cooper Cos., Inc.		12,652		5,300
Thermo Fisher Scientific, Inc.		109,160		72,836
UnitedHealth Group, Inc.		260,913		131,015
Veeva Systems, Inc. Class A (a)		28,696		7,331
Vertex Pharmaceuticals, Inc. (a)		69,692		15,304
Viatris, Inc.		335,028		4,533

See notes to financial statements.

13

USAA Mutual Funds Trust
USAA 500 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)  

Security Description	Shares		Value
Waters Corp. (a)		15,307	$	5,703
West Pharmaceutical Services, Inc.		18,794		8,815
Zimmer Biomet Holdings, Inc.		57,872		7,352
Zoetis, Inc.		131,066		31,984
				1,465,020
Industrials (7.5%):
3M Co.		159,634		28,356
AMETEK, Inc.		60,035		8,828
Carrier Global Corp.		202,158		10,965
Caterpillar, Inc.		145,120		30,002
Cintas Corp.		26,234		11,626
Copart, Inc. (a)		64,323		9,753
CoStar Group, Inc. (a) (c)		103,647		8,191
CSX Corp.		556,220		20,914
Cummins, Inc.		39,623		8,643
Deere & Co.		82,277		28,212
Delta Air Lines, Inc. (a)		166,100		6,491
Dover Corp.		39,467		7,167
Eaton Corp. PLC		110,421		19,083
Emerson Electric Co.		159,596		14,838
Equifax, Inc.		33,441		9,791
Expeditors International of Washington, Inc.		45,447		6,103
Fastenal Co.		159,333		10,207
FedEx Corp.		68,168		17,631
Fortive Corp.		98,288		7,498
Generac Holdings, Inc. (a)		17,293		6,086
General Dynamics Corp.		68,394		14,258
General Electric Co.		275,269		26,005
HEICO Corp.		12,492		1,802
HEICO Corp. Class A		21,298		2,737
Honeywell International, Inc.		186,693		38,927
IDEX Corp.		21,062		4,977
Illinois Tool Works, Inc.		77,799		19,201
Ingersoll Rand, Inc. (c)		95,082		5,883
J.B. Hunt Transport Services, Inc.		22,967		4,694
Jacobs Engineering Group, Inc.		33,466		4,660
Johnson Controls International PLC		195,115		15,865
L3Harris Technologies, Inc.		53,786		11,469
Lockheed Martin Corp.		76,399		27,153
Lyft, Inc. Class A (a)		10,929		467
Masco Corp.		67,617		4,748
Norfolk Southern Corp.		67,412		20,069
Northrop Grumman Corp.		42,069		16,284
Old Dominion Freight Line, Inc.		27,836		9,976
Otis Worldwide Corp.		115,193		10,030
PACCAR, Inc.		96,176		8,489
Parker-Hannifin Corp.		35,227		11,206
Raytheon Technologies Corp.		410,275		35,308
Republic Services, Inc. (c)		61,027		8,510
Rockwell Automation, Inc.		32,129		11,208

See notes to financial statements.

14

USAA Mutual Funds Trust
USAA 500 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)  

Security Description	Shares		Value
Rollins, Inc.		78,915	$	2,700
Roper Technologies, Inc.		27,376		13,465
Southwest Airlines Co. (a)		146,714		6,285
Stanley Black & Decker, Inc.		45,164		8,519
Textron, Inc.		50,778		3,920
The Boeing Co. (a)		162,805		32,776
TransDigm Group, Inc. (a)		13,372		8,508
TransUnion		49,166		5,830
Uber Technologies, Inc. (a)		526,139		22,061
Union Pacific Corp.		172,466		43,449
United Parcel Service, Inc. Class B		187,548		40,199
United Rentals, Inc. (a)		20,055		6,664
Verisk Analytics, Inc.		44,645		10,212
W.W. Grainger, Inc.		13,671		7,085
Waste Management, Inc.		115,883		19,341
Westinghouse Air Brake Technologies Corp.		52,356		4,823
Xylem, Inc.		46,799		5,612
				825,760
IT Services (4.1%):
Affirm Holdings, Inc. (a)		7,288		733
Akamai Technologies, Inc. (a)		44,537		5,213
Automatic Data Processing, Inc.		116,732		28,784
Block, Inc. (a)		67,211		10,855
Broadridge Financial Solutions, Inc.		31,955		5,842
Cognizant Technology Solutions Corp. Class A		142,443		12,638
EPAM Systems, Inc. (a)		15,713		10,503
Fidelity National Information Services, Inc.		168,689		18,412
Fiserv, Inc. (a)		161,721		16,785
FleetCor Technologies, Inc. (a)		21,547		4,823
Gartner, Inc. (a)		22,782		7,616
Global Payments, Inc.		75,302		10,179
International Business Machines Corp.		243,203		32,507
Marqeta, Inc. Class A (a)		14,166		243
Mastercard, Inc. Class A		243,895		87,636
MongoDB, Inc. (a)		579		307
Okta, Inc. (a)		10,432		2,339
Paychex, Inc.		88,325		12,056
PayPal Holdings, Inc. (a)		322,055		60,733
Snowflake, Inc. Class A (a)		8,774		2,972
Twilio, Inc. Class A (a)		20,273		5,339
VeriSign, Inc. (a)		26,884		6,824
Visa, Inc. Class A		490,135		106,217
				449,556
Materials (1.8%):
Air Products & Chemicals, Inc.		60,703		18,470
Albemarle Corp.		32,405		7,575
Avery Dennison Corp.		21,005		4,549
Ball Corp.		86,892		8,365
Celanese Corp.		30,160		5,069

See notes to financial statements.

15

USAA Mutual Funds Trust
USAA 500 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)  

Security Description	Shares		Value
Corteva, Inc.		201,923	$	9,547
Dow, Inc.		202,732		11,499
DuPont de Nemours, Inc.		142,015		11,472
Eastman Chemical Co.		34,107		4,124
Ecolab, Inc.		74,371		17,447
Freeport-McMoRan, Inc.		406,685		16,971
International Flavors & Fragrances, Inc.		66,804		10,064
International Paper Co.		92,600		4,350
Martin Marietta Materials, Inc.		16,008		7,052
Newmont Corp.		218,581		13,556
Nucor Corp.		70,838		8,086
PPG Industries, Inc.		65,765		11,341
Southern Copper Corp.		24,797		1,530
The Sherwin-Williams Co.		70,340		24,771
Vulcan Materials Co.		35,601		7,390
				203,228
Real Estate (2.9%):
Alexandria Real Estate Equities, Inc.		41,573		9,269
American Tower Corp.		126,159		36,902
AvalonBay Communities, Inc.		40,749		10,293
Boston Properties, Inc.		41,451		4,774
CBRE Group, Inc. Class A (a)		91,734		9,954
Crown Castle International Corp.		119,730		24,993
Digital Realty Trust, Inc.		82,753		14,637
Duke Realty Corp.		111,056		7,290
Equinix, Inc.		26,256		22,208
Equity LifeStyle Properties, Inc.		53,604		4,699
Equity Residential		100,607		9,105
Essex Property Trust, Inc.		18,980		6,685
Extra Space Storage, Inc.		39,043		8,852
Healthpeak Properties, Inc.		157,194		5,673
Invitation Homes, Inc.		174,019		7,890
Mid-America Apartment Communities, Inc.		33,574		7,703
Prologis, Inc.		215,589		36,297
Public Storage		46,020		17,237
Realty Income Corp.		155,077		11,102
SBA Communications Corp.		31,721		12,340
Simon Property Group, Inc.		89,118		14,238
Sun Communities, Inc.		33,816		7,100
UDR, Inc.		90,159		5,409
Ventas, Inc.		110,580		5,653
VICI Properties, Inc. (b)		183,402		5,522
Welltower, Inc.		126,927		10,887
Weyerhaeuser Co.		194,396		8,005
				324,717
Semiconductors & Semiconductor Equipment (6.3%):
Advanced Micro Devices, Inc. (a)		334,534		48,139
Analog Devices, Inc.		145,740		25,617
Applied Materials, Inc.		250,131		39,361

See notes to financial statements.

16

USAA Mutual Funds Trust
USAA 500 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)  

Security Description	Shares		Value
Broadcom, Inc.		91,221	$	60,699
Enphase Energy, Inc. (a)		36,587		6,693
Entegris, Inc.		35,169		4,874
Intel Corp.		1,126,646		58,022
KLA Corp.		39,792		17,115
Lam Research Corp.		39,004		28,050
Marvell Technology, Inc.		194,539		17,020
Microchip Technology, Inc.		144,003		12,537
Micron Technology, Inc.		309,883		28,866
Monolithic Power Systems, Inc.		12,634		6,233
NVIDIA Corp.		677,973		199,399
ON Semiconductor Corp. (a)		114,325		7,765
Qorvo, Inc. (a)		30,213		4,725
QUALCOMM, Inc.		310,264		56,738
Skyworks Solutions, Inc.		45,334		7,033
Teradyne, Inc.		44,680		7,306
Texas Instruments, Inc.		255,836		48,217
Xilinx, Inc.		67,945		14,406
				698,815
Software (10.3%):
Adobe, Inc. (a)		131,807		74,743
ANSYS, Inc. (a)		24,171		9,695
AppLovin Corp. Class A (a) (b)		7,627		719
Autodesk, Inc. (a)		59,621		16,765
Avalara, Inc. (a)		23,824		3,076
Bentley Systems, Inc. Class B		3,290		159
Bill.com Holdings, Inc. (a)		25,120		6,259
Cadence Design Systems, Inc. (a)		76,774		14,307
Ceridian HCM Holding, Inc. (a)		28,683		2,996
Cloudflare, Inc. Class A (a)		11,254		1,480
Coupa Software, Inc. (a)		18,788		2,969
Crowdstrike Holdings, Inc. Class A (a)		6,019		1,232
Datadog, Inc. Class A (a)		7,276		1,296
DocuSign, Inc. (a)		53,921		8,213
Dynatrace, Inc. (a)		58,189		3,512
Fortinet, Inc. (a)		35,758		12,851
HubSpot, Inc. (a)		11,849		7,810
Intuit, Inc.		76,792		49,394
Microsoft Corp. (c)		2,014,190		677,412
NortonLifeLock, Inc.		140,802		3,658
Nuance Communications, Inc. (a)		87,564		4,844
Oracle Corp.		462,345		40,321
Palantir Technologies, Inc. Class A (a)		81,286		1,480
Palo Alto Networks, Inc. (a) (c)		26,470		14,737
Paycom Software, Inc. (a)		15,053		6,250
Qualtrics International, Inc. Class A (a)		15,782		559
RingCentral, Inc. Class A (a)		19,155		3,589
salesforce.com, Inc. (a)		265,494		67,470
SentinelOne, Inc. Class A (a) (b)		10,820		546
ServiceNow, Inc. (a) (c)		53,967		35,031

See notes to financial statements.

17

USAA Mutual Funds Trust
USAA 500 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)  

Security Description	Shares		Value
Splunk, Inc. (a)		43,524	$	5,037
SS&C Technologies Holdings, Inc.		65,248		5,349
Synopsys, Inc. (a)		41,955		15,460
The Trade Desk, Inc. Class A (a)		84,084		7,705
Tyler Technologies, Inc. (a)		11,112		5,978
UiPath, Inc. Class A (a)		7,483		323
Unity Software, Inc. (a)		51,709		7,394
VMware, Inc. Class A		48,950		5,672
Workday, Inc. Class A (a)		26,973		7,369
Zoom Video Communications, Inc. Class A (a)		6,852		1,260
Zscaler, Inc. (a)		24,912		8,005
				1,142,925
Technology Hardware, Storage & Peripherals (7.6%):
Apple, Inc.		4,544,922		807,042
Dell Technologies, Inc. Class C (a)		60,239		3,384
Hewlett Packard Enterprise Co.		354,966		5,598
HP, Inc.		315,912		11,900
NetApp, Inc.		48,256		4,439
Western Digital Corp. (a)		86,326		5,629
				837,992
Utilities (2.3%):
Ameren Corp.		66,104		5,884
American Electric Power Co., Inc. (c)		139,522		12,413
American Water Works Co., Inc.		50,290		9,498
Avangrid, Inc. (b)		20,324		1,014
CMS Energy Corp.		74,339		4,836
Consolidated Edison, Inc. (c)		95,933		8,185
Dominion Energy, Inc.		224,362		17,626
DTE Energy Co.		45,758		5,470
Duke Energy Corp. (c)		213,090		22,353
Edison International		104,135		7,107
Entergy Corp.		52,160		5,876
Evergy, Inc. (c)		63,522		4,358
Eversource Energy (c)		88,224		8,027
Exelon Corp.		253,898		14,665
FirstEnergy Corp.		149,228		6,206
NextEra Energy, Inc. (c)		543,554		50,746
PG&E Corp. (a)		358,941		4,357
PPL Corp.		203,586		6,120
Public Service Enterprise Group, Inc.		138,605		9,249
Sempra Energy		73,564		9,731
The AES Corp.		161,364		3,921
The Southern Co. (c)		293,317		20,116
WEC Energy Group, Inc. (c)		80,024		7,768
Xcel Energy, Inc. (c)		127,234		8,614
				254,140
Total Common Stocks (Cost $3,112,551)				11,001,147

See notes to financial statements.

18

USAA Mutual Funds Trust
USAA 500 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)  

Security Description	Shares		Value
Collateral for Securities Loaned (0.4%)^
Fidelity Investments Money Market Government Portfolio, Institutional Shares, 0.01% (d)		7,697,150	$	7,697
Goldman Sachs Financial Square Government Fund, Institutional Shares, 0.03% (d)		643,842		644
HSBC U.S. Government Money Market Fund, Institutional Shares, 0.03% (d)		39,264,447		39,264
Total Collateral for Securities Loaned (Cost $47,605)				47,605
Total Investments (Cost $3,160,156) — 100.0%				11,048,752
Liabilities in excess of other assets — 0.0% (e)				(435	)
NET ASSETS — 100.00%			$	11,048,317

^  Purchased with cash collateral from securities on loan.

(a)  Non-income producing security.

(b)  All or a portion of this security is on loan.

(c)  All or a portion of this security has been segregated as collateral for derivative instruments.

(d)  Rate disclosed is the daily yield on December 31, 2021.

(e)  Amount represents less than 0.05% of net assets.

PLC — Public Limited Company

Futures Contracts Purchased

(Amounts not in thousands)

	Number of Contracts		Expiration Date	Notional Amount		Value		Unrealized Appreciation/ (Depreciation)
E-Mini S&P 500 Futures		188	3/18/22	$	43,700,434	$	44,729,900	$	1,029,466
Total unrealized appreciation								$	1,029,466
Total unrealized depreciation									—
Total net unrealized appreciation (depreciation)								$	1,029,466

See notes to financial statements.

19

USAA Mutual Funds Trust Statement of Assets and Liabilities
December 31, 2021

(Amounts in Thousands, Except Per Share Amounts)

	USAA 500 Index Fund
Assets:
Investments, at value (Cost $3,160,156)	$	11,048,752	(a)
Cash		60,510
Deposit with broker for futures contracts		9,096
Receivables:
Interest and dividends		6,012
Capital shares issued		3,015
From Adviser		83
Prepaid expenses		95
Total Assets		11,127,563
Liabilities:
Payables:
Collateral received on loaned securities		47,605
Investments purchased		24,661
Capital shares redeemed		4,901
Variation margin on open futures contracts		129
Accrued expenses and other payables:
Investment advisory fees		918
Administration fees		551
Custodian fees		69
Transfer agent fees		251
Compliance fees		6
Other accrued expenses		155
Total Liabilities		79,246
Net Assets:
Capital		3,101,678
Total accumulated earnings/(loss)		7,946,639
Net Assets	$	11,048,317
Net Assets
Member Shares	$	4,410,258
Reward Shares		6,638,059
Total	$	11,048,317
Shares (unlimited number of shares authorized with no par value):
Member Shares		70,870
Reward Shares		106,602
Total		177,472
Net asset value, offering and redemption price per share: (b)
Member Shares	$	62.23
Reward Shares	$	62.27

(a)  Includes $45,704 of securities on loan.

(b)  Per share amount may not recalculate due to rounding of net assets and/or shares outstanding.

See notes to financial statements.

20

USAA Mutual Funds Trust Statement of Operations
For the Year Ended December 31, 2021

(Amounts in Thousands)

	USAA 500 Index Fund
Investment Income:
Dividends	$	132,557
Interest		8
Securities lending (net of fees)		218
Total Income		132,783
Expenses:
Investment advisory fees		10,022
Administration fees — Member Shares		2,522
Administration fees — Reward Shares		3,491
Sub-Administration fees		23
Custodian fees		408
Transfer agent fees — Member Shares		2,540
Transfer agent fees — Reward Shares		417
Trustees' fees		50
Compliance fees		64
Legal and audit fees		44
State registration and filing fees		179
Other expenses		759
Recoupment of prior expenses waived/reimbursed by Adviser		239
Total Expenses		20,758
Expenses waived/reimbursed by Adviser		(1,849	)
Net Expenses		18,909
Net Investment Income (Loss)		113,874
Realized/Unrealized Gains (Losses) from Investments:
Net realized gains (losses) from investment securities		458,097
Net realized gains (losses) from futures contracts		7,915
Net change in unrealized appreciation/depreciation on investment securities		1,844,975
Net change in unrealized appreciation/depreciation on futures contracts		290
Net realized/unrealized gains (losses) on investments		2,311,277
Change in net assets resulting from operations	$	2,425,151

See notes to financial statements.

21

USAA Mutual Funds Trust Statements of Changes in Net Assets

(Amounts in Thousands)  

	USAA 500 Index Fund
	Year Ended December 31, 2021			Year Ended December 31, 2020
From Investments:
Operations:
Net investment income (loss)	$	113,874		$	121,444
Net realized gains (losses) from investments		466,012			205,388
Net change in unrealized appreciation/depreciation on investments		1,845,265			1,248,477
Change in net assets resulting from operations		2,425,151			1,575,309
Distributions to Shareholders:
Member Shares		(214,272	)		(133,353	)
Reward Shares		(320,176	)		(173,089	)
Change in net assets resulting from distributions to shareholders		(534,448	)		(306,442	)
Change in net assets resulting from capital transactions		149,584			(410,396	)
Change in net assets		2,040,287			858,471
Net Assets:
Beginning of period		9,008,030			8,149,559
End of period	$	11,048,317		$	9,008,030
Capital Transactions:
Member Shares
Proceeds from shares issued	$	613,301		$	812,315
Distributions reinvested		212,842			132,245
Cost of shares redeemed		(1,218,360	)		(1,133,678	)
Total Member Shares	$	(392,217	)	$	(189,118	)
Reward Shares
Proceeds from shares issued	$	835,906		$	642,148
Distributions reinvested		306,440			165,200
Cost of shares redeemed		(600,545	)		(1,028,626	)
Total Reward Shares	$	541,801		$	(221,278	)
Change in net assets resulting from capital transactions	$	149,584		$	(410,396	)
Share Transactions:
Member Shares
Issued		10,815			18,844
Reinvested		3,522			2,823
Redeemed		(21,347	)		(25,809	)
Total Member Shares		(7,010	)		(4,142	)
Reward Shares
Issued		14,458			14,417
Reinvested		5,064			3,537
Redeemed		(10,476	)		(23,827	)
Total Reward Shares		9,046			(5,873	)
Change in Shares		2,036			(10,015	)

See notes to financial statements.

22

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23

USAA Mutual Funds Trust Financial Highlights

For a Share Outstanding Throughout Each Period

			Investment Activities									Distributions to Shareholders From
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)			Net Realized and Unrealized Gains (Losses) on Investments			Total from Investment Activities			Net Investment Income			Net Realized Gains From Investments
USAA 500 Index Fund
Member Shares
Year Ended December 31:
2021	$	51.33		0.63	(b)		13.37			14.00			(0.63	)		(2.47	)
2020	$	43.93		0.65	(b)		8.48			9.13			(0.66	)		(1.07	)
2019	$	35.22		0.71	(b)		10.19			10.90			(0.72	)		(1.47	)
2018	$	38.00		0.68			(2.40	)		(1.72	)		(0.66	)		(0.40	)
2017	$	31.81		0.59			6.21			6.80			(0.59	)		(0.02	)
Reward Shares
Year Ended December 31:
2021	$	51.36		0.68	(b)		13.38			14.06			(0.68	)		(2.47	)
2020	$	43.95		0.70	(b)		8.49			9.19			(0.71	)		(1.07	)
2019	$	35.24		0.75	(b)		10.19			10.94			(0.76	)		(1.47	)
2018	$	38.01		0.71			(2.38	)		(1.67	)		(0.70	)		(0.40	)
2017	$	31.82		0.61			6.22			6.83			(0.62	)		(0.02	)

*  Assumes reinvestment of all net investment income and realized capital gain distributions, if any, during the period. Includes adjustments in accordance with U.S. Generally Accepted Accounting Principles and could differ from the Lipper reported return.

^  The net expense ratio may not correlate to the applicable expense limits in place during the period since the current contractual expense limitation is applied for a period beginning July 1, 2019, and in effect through June 30, 2023, instead of coinciding with the Fund's fiscal year end. Details of the current contractual expense limitation in effect can be found in Note 5 of the accompanying Notes to Financial Statements.

(a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.

(b)  Per share net investment income (loss) has been calculated using the average daily shares method.

See notes to financial statements.

24

USAA Mutual Funds Trust Financial Highlights — continued

For a Share Outstanding Throughout Each Period

									Ratios to Average Net Assets									Supplemental Data
	Total Distributions			Net Asset Value, End of Period		Total Return*			Net Expenses^			Net Investment Income (Loss)			Gross Expenses			Net Assets, End of Period (000's)		Portfolio Turnover(a)
USAA 500 Index Fund
Member Shares
Year Ended December 31:
2021		(3.10	)	$	62.23		27.50	%		0.24	%		1.09	%		0.24	%	$	4,410,258		8	%
2020		(1.73	)	$	51.33		21.22	%		0.25	%		1.47	%		0.25	%	$	3,997,663		5	%
2019		(2.19	)	$	43.93		31.19	%		0.25	%		1.73	%		0.26	%	$	3,603,465		13	%
2018		(1.06	)	$	35.22		(4.65	)%		0.25	%		1.75	%		0.26	%	$	2,957,995		4	%
2017		(0.61	)	$	38.00		21.53	%		0.25	%		1.71	%		0.27	%	$	3,285,829		3	%
Reward Shares
Year Ended December 31:
2021		(3.15	)	$	62.27		27.62	%		0.15	%		1.17	%		0.18	%	$	6,638,059		8	%
2020		(1.78	)	$	51.36		21.35	%		0.15	%		1.58	%		0.18	%	$	5,010,367		5	%
2019		(2.23	)	$	43.95		31.29	%		0.15	%		1.83	%		0.18	%	$	4,546,094		13	%
2018		(1.10	)	$	35.24		(4.53	)%		0.15	%		1.85	%		0.18	%	$	3,606,745		4	%
2017		(0.64	)	$	38.01		21.64	%		0.15	%		1.81	%		0.18	%	$	3,636,257		3	%

See notes to financial statements.

25

USAA Mutual Funds Trust Notes to Financial Statements
December 31, 2021

1. Organization:

USAA Mutual Funds Trust (the "Trust") is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end investment company. The Trust is comprised of 46 funds and is authorized to issue an unlimited number of shares, which are units of beneficial interest with no par value.

The accompanying financial statements are those of the USAA 500 Index Fund (the "Fund"). The Fund offers two classes of shares: Member Shares and Reward Shares. The Fund is classified as diversified under the 1940 Act.

Each class of shares of the Fund has substantially identical rights and privileges, except with respect to fees paid under distribution plans, expenses allocable exclusively to each class of shares, voting rights on matters solely affecting a single class of shares, and the exchange privilege of each class of shares.

Under the Trust's organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide for general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies:

The following is a summary of significant accounting policies followed by the Trust in the preparation of its financial statements. The policies are in conformity with U.S. Generally Accepted Accounting Principles ("GAAP"). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates. The Fund follows the specialized accounting and reporting requirements under GAAP that are applicable to investment companies under Accounting Standards Codification Topic 946.

Investment Valuation:

The Fund records investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The valuation techniques described below maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund's investments are summarized in the three broad levels listed below:

• Level 1 — quoted prices in active markets for identical securities

• Level 2 — other significant observable inputs (including quoted prices for similar securities or interest rates applicable to those securities, etc.)

• Level 3 — significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The inputs or methodologies used for valuation techniques are not necessarily an indication of the risks associated with entering into those investments.

Victory Capital Management Inc. ("VCM" or the "Adviser") has established the Pricing and Liquidity Committee (the "Committee"), and subject to the Trust's Board of Trustees' (the "Board") oversight, the Committee administers and oversees the Fund's valuation policies and procedures, which are approved by the Board.

26

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Portfolio securities listed or traded on securities exchanges, including exchange-traded funds ("ETFs"), are valued at the closing price on the exchange or system where the security is principally traded, if available, or at the Nasdaq Official Closing Price. If there have been no sales for that day on the exchange or system, then a security is valued at the last available bid quotation on the exchange or system where the security is principally traded. In each of these situations, valuations are typically categorized as Level 1 in the fair value hierarchy.

Investments in open-end investment companies are valued at their net asset value ("NAV"). These valuations are typically categorized as Level 1 in the fair value hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or an exchange on which they are traded. These valuations are typically categorized as Level 1 in the fair value hierarchy.

In the event that price quotations or valuations are not readily available, investments are valued at fair value in accordance with procedures established by and under the general supervision and responsibility of the Board. These valuations are typically categorized as Level 2 or Level 3 in the fair value hierarchy, based on the observability of inputs used to determine the fair value. The effect of fair value pricing is that securities may not be priced on the basis of quotations from the primary market in which they are traded, and the actual price realized from the sale of a security may differ materially from the fair value price. Valuing these securities at fair value is intended to cause the Fund's NAV to be more reliable than it otherwise would be.

A summary of the valuations as of December 31, 2021, based upon the three levels defined above, is included in the table below while the breakdown, by category, of investments is disclosed on the Schedule of Portfolio Investments (amounts in thousands):

	Level 1		Level 2		Level 3		Total
Common Stocks	$	11,001,147	$	—	$	—	$	11,001,147
Collateral for Securities Loaned		47,605		—		—		47,605
Total	$	11,048,752	$	—	$	—	$	11,048,752
Other Financial Investments^
Assets:
Futures Contracts	$	1,029	$	—	$	—	$	1,029
Total	$	1,029	$	—	$	—	$	1,029

^  Futures contracts are valued at the unrealized appreciation (depreciation) on the investment.

For the year ended December 31, 2021, there were no transfers in or out of Level 3 in the fair value hierarchy.

Real Estate Investment Trusts ("REITs"):

The Fund may invest in REITs, which report information on the source of their distributions annually. REITs are pooled investment vehicles that invest primarily in income producing real estate or real estate related loans or interests (such as mortgages). Certain distributions received from REITs during the year are recorded as realized gains or return of capital as estimated by the Fund or when such information becomes known.

Investment Companies:

Open-End Funds:

The Fund may invest in portfolios of open-end investment companies. These investment companies value securities in their portfolios for which market quotations are readily available at their market values (generally the last reported sale price) and all other securities and assets at their fair value by the methods established by the board of directors of the underlying funds.

27

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Derivative Instruments:

Futures Contracts:

The Fund may enter into contracts for the future delivery of securities or foreign currencies and futures contracts based on a specific security, class of securities, foreign currency or an index, and purchase or sell options on any such futures contracts. A futures contract on a securities index is an agreement obligating either party to pay, and entitling the other party to receive, while the contract is outstanding, cash payments based on the level of a specified securities index. No physical delivery of the underlying asset is made. The Fund may enter into futures contracts in an effort to hedge against market risks. The acquisition of put and call options on futures contracts will give the Fund the right (but not the obligation), for a specified price, to sell or to purchase the underlying futures contract, upon exercise of the option, at any time during the option period. Futures transactions involve brokerage costs and require the Fund to segregate assets to cover contracts that would require it to purchase securities or currencies. A good faith margin deposit, known as initial margin, of cash or government securities with a broker or custodian is required to initiate and maintain open positions in futures contracts. Subsequent payments, known as variation margin, are made or received by the Fund based on the change in the market value of the position and are recorded as unrealized appreciation or depreciation until the contract is closed out, at which time the gain or loss is realized. The Fund may lose the expected benefit of futures transactions if interest rates, exchange rates or securities prices change in an unanticipated manner. Such unanticipated changes may also result in lower overall performance than if the Fund had not entered into any futures transactions. In addition, the value of the Fund's futures positions may not prove to be perfectly or even highly correlated with the value of its portfolio securities or foreign currencies, limiting the Fund's ability to hedge effectively against interest rate, exchange rate and/or market risk and giving rise to additional risks. There is no assurance of liquidity in the secondary market for purposes of closing out futures positions.

The collateral held by the Fund is reflected on the Statement of Assets and Liabilities under Deposit with broker for futures contracts.

Management has determined that no offsetting requirements exist as a result of their conclusion that the Fund is not subject to master netting agreements for futures contracts. During the year ended December 31, 2021, the Fund entered into futures contracts primarily for the strategy of gaining exposure to a particular asset class or securities market.

Summary of Derivative Instruments:

The following table summarizes the fair values of derivative instruments on the Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2021 (amounts in thousands):

	Liabilities
	Variation Margin Payable on Open Futures Contracts*
Equity Risk Exposure	$	1,029

*  Includes cumulative unrealized appreciation (depreciation) of futures contracts as reported on the Schedule of Portfolio Investments. Only current day's variation margin for futures contracts is reported within the Statement of Assets and Liabilities.

28

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

The following table presents the effect of derivative instruments on the Statement of Operations, categorized by risk exposure, for the year ended December 31, 2021 (amounts in thousands):

	Net Realized Gains (Losses) on Derivatives Recognized as a Result of Operations		Net Change in Unrealized Appreciation/Depreciation on Derivatives Recognized as a Result of Operations
	Net Realized Gains (Losses) from Futures Contracts		Net Change in Unrealized Appreciation/Depreciation on Futures Contracts
Equity Risk Exposure	$	7,915	$	290

All open derivative positions at year end are reflected on the Fund's Schedule of Portfolio Investments. The underlying face value of open derivative positions relative to the Fund's net assets at year end is generally representative of the notional amount of open positions to net assets throughout the year.

Investment Transactions and Related Income:

Changes in holdings of investments are accounted for no later than one business day following the trade date. For financial reporting purposes, however, investment transactions are accounted for on trade date or the last business day of the reporting period. Interest income is determined on the basis of coupon interest accrued using the effective interest method which adjusts, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date. Gains or losses realized on sales of securities are recorded on the identified cost basis.

Securities Lending:

The Fund, through a Securities Lending Agreement with Citibank, N.A. ("Citibank"), may lend its securities to qualified financial institutions, such as certain broker-dealers and banks, to earn additional income, net of income retained by Citibank. Borrowers are required to initially secure their loans for collateral in the amount of at least 102% of the value of U.S. securities loaned or at least 105% of the value of non-U.S. securities loaned, marked-to-market daily. Any collateral shortfalls associated with increases in the valuation of the securities loaned are generally cured the next business day. The collateral can be received in the form of cash collateral and/or non-cash collateral. Non-cash collateral can include U.S. Government Securities and other securities as permitted by Securities and Exchange Commission ("SEC") guidelines. The cash collateral is invested in short-term instruments or cash equivalents, primarily open-end investment companies, as noted on the Fund's Schedule of Portfolio Investments. The Fund effectively does not have control of the non-cash collateral and therefore it is not disclosed on the Fund's Schedule of Portfolio Investments. Collateral requirements are determined daily based on the value of the Fund's securities on loan as of the end of the prior business day. During the time portfolio securities are on loan, the borrower will pay the Fund any dividends or interest paid on such securities plus any fee negotiated between the parties to the lending agreement. The Fund also earns a return from the collateral. The Fund pays Citibank various fees in connection with the investment of cash collateral and fees based on the investment income received from securities lending activities. Securities lending income (net of these fees) is disclosed on the Statement of Operations. Loans are terminable upon demand and the borrower must return the loaned securities within the lesser of one standard settlement period or five business days. Although risk is mitigated by the collateral, the Fund could experience a delay in recovering its securities and possible loss of income or value if the borrower fails to return them. In addition, there is a risk that the value of the short-term investments will be less than the amount of cash collateral required to be returned to the borrower.

The Fund's agreement with Citibank does not include master netting provisions. Non-cash collateral received by the Fund may not be sold or repledged except to satisfy borrower default.

The following table (amounts in thousands) is a summary of the Fund's securities lending transactions as of December 31, 2021.

Value of Securities on Loan		Non-Cash Collateral		Cash Collateral
$	45,704	$	—	$	47,605

29

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Federal Income Taxes:

It is the Fund's policy to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined in applicable sections of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provision for federal income taxes is required in the financial statements. The Fund has a tax year end of December 31.

For the year ended December 31, 2021, the Fund did not incur any income tax, interest, or penalties, and has recorded no liability for net unrecognized tax benefits relating to uncertain tax positions.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax years, which includes the current fiscal tax year end). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Allocations:

Expenses directly attributable to the Fund are charged to the Fund, while expenses that are attributable to more than one fund in the Trust, or jointly with an affiliated trust, are allocated among the respective funds in the Trust and/or an affiliated trust based upon net assets or another appropriate basis.

Income, expenses (other than class-specific expenses such as transfer agent fees, state registration fees, and printing fees), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets on the date income is earned or expenses and realized and unrealized gains and losses are incurred.

3. Purchases and Sales:

Purchases and sales of securities (excluding securities maturing less than one year from acquisition) for the year ended December 31, 2021, were as follows for the Fund (amounts in thousands):

Excluding U.S. Government Securities
Purchases		Sales
$	771,495	$	1,021,655

4. Affiliated Fund Ownership:

The Fund offers its shares for investment by other USAA Mutual Funds. The fund-of-funds do not invest in the underlying funds for the purpose of exercising management or control, and the affiliated fund-of-funds' annual and semi-annual reports may be viewed at www.vcm.com. As of December 31, 2021, certain fund-of-funds owned total outstanding shares of the Fund as follows:

Affiliated USAA Mutual Funds	Ownership %
USAA Cornerstone Conservative Fund		0.1
USAA Cornerstone Equity Fund		0.4
USAA Target Retirement Income Fund		—	*
USAA Target Retirement 2030 Fund		0.2
USAA Target Retirement 2040 Fund		0.4
USAA Target Retirement 2050 Fund		0.4
USAA Target Retirement 2060 Fund		0.1

*  Amount is less than 0.05%.

30

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

5. Fees and Transactions with Affiliates and Related Parties:

Investment Advisory Fees:

Investment advisory services are provided to the Fund by the Adviser, which is a New York corporation registered as an investment adviser with the SEC. The Adviser is an indirect wholly owned subsidiary of Victory Capital Holdings, Inc., a publicly traded Delaware corporation, and a wholly owned direct subsidiary of Victory Capital Operating, LLC.

Under the terms of the Investment Advisory Agreement, the Adviser is entitled to receive fees accrued daily and paid monthly at an annualized rate of 0.10% of the Fund's average daily net assets. Amounts incurred and paid to VCM for the year ended December 31, 2021, are reflected on the Statement of Operations as Investment advisory fees.

The Trust relies on an exemptive order granted to VCM and its affiliated funds by the SEC in March 2019 permitting the use of a "manager-of-managers" structure for certain funds. Under a manager-of-managers structure, the investment adviser may select (with approval of the Board and without shareholder approval) one or more subadvisers to manage the day-to-day investment of a fund's assets. For the year ended December 31, 2021, the Fund had no subadvisers.

Administration and Servicing Fees:

VCM serves as the Fund's administrator and fund accountant. Under the Fund Administration, Servicing and Accounting Agreement, VCM is paid an administration and servicing fee that is accrued daily and paid monthly at an annualized rate of 0.06% and 0.06%, which is based on the Fund's average daily net assets of the Member Shares and of the Reward Shares, respectively. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Administration fees.

Citi Fund Services Ohio, Inc. ("Citi"), an affiliate of Citibank, acts as sub-administrator and sub-fund accountant to the Fund pursuant to a Sub-Administration and Sub-Fund Accounting Services Agreement between VCM and Citi. VCM pays Citi a fee for providing these services. The Fund reimburses VCM and Citi for out-of-pocket expenses incurred in providing these services and certain other expenses specifically allocated to the Fund. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Sub-Administration fees.

The Fund (as part of the Trust) has entered into an agreement with the Adviser to provide compliance services, pursuant to which the Adviser furnishes its compliance personnel, including the services of the Chief Compliance Officer ("CCO"), and other resources reasonably necessary to provide the Trust with compliance oversight services related to the design, administration, and oversight of a compliance program for the Trust in accordance with Rule 38a-1 under the 1940 Act. The CCO is an employee of the Adviser, which pays the compensation of the CCO and support staff. The funds in the Trust, Victory Variable Insurance Funds, Victory Portfolios, and Victory Portfolios II (collectively, the "Victory Funds Complex") in the aggregate, compensate the Adviser for these services. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Compliance fees.

Transfer Agency Fees:

Victory Capital Transfer Agency, Inc. ("VCTA"), an affiliate of the Adviser, provides transfer agency services to the Fund. VCTA provides transfer agent services to the Member Shares and Reward Shares based on an annual charge of $20 per shareholder account plus out-of-pocket expenses. VCTA pays a portion of these fees to certain intermediaries for the administration and servicing of accounts that are held with such intermediaries. Amounts incurred and paid to VCTA for the year ended December 31, 2021, are reflected on the Statement of Operations as Transfer agent fees.

FIS Investor Services LLC serves as sub-transfer agent and dividend disbursing agent for the Fund pursuant to a Sub-Transfer Agent Agreement between VCTA and FIS Investor Services LLC. VCTA provides FIS Investor Services LLC a fee for providing these services.

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USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Distributor/Underwriting Services:

Victory Capital Services, Inc. (the "Distributor"), an affiliate of the Adviser, serves as Distributor for the continuous offering of the shares of the Fund pursuant to a Distribution Agreement between the Distributor and the Trust and receives no fee or other compensation for these services.

Other Fees:

Citibank serves as the Fund's custodian. The Fund pays Citibank a fee for providing these services. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Custodian fees.

K&L Gates LLP provides legal services to the Trust.

The Adviser has entered into an expense limitation agreement with the Fund until at least June 30, 2023. Under the terms of the agreement, the Adviser has agreed to waive fees or reimburse certain expenses to the extent that ordinary operating expenses incurred by certain classes of the Fund in any fiscal year exceed the expense limits for such classes of the Fund. Such excess amounts will be the liability of the Adviser. Acquired fund fees and expenses, interest, taxes, brokerage commissions, other expenditures, which are capitalized in accordance with GAAP, and other extraordinary expenses not incurred in the ordinary course of the Fund's business are excluded from the expense limits. As of December 31, 2021, the expense limits (excluding voluntary waivers) were 0.25% and 0.15% for Member Shares and Reward Shares, respectively.

Under the terms of the expense limitation agreement, as amended May 1, 2021, the Fund has agreed to repay fees and expenses that were waived or reimbursed by the Adviser for a period of up to three years (thirty-six (36) months) after the waiver or reimbursement took place, subject to the lesser of any operating expense limits in effect at the time of: (a) the original waiver or expense reimbursement; or (b) the recoupment, after giving effect to the recoupment amount. Prior to May 1, 2021, the Fund was permitted to recoup fees waived and expenses reimbursed for up to three years after the fiscal year in which the waiver or reimbursement took place, subject to the limitations above. This change did not have any effect on the amounts previously reported for recoupment.

As of December 31, 2021, the following amounts are available to be repaid to the Adviser (amounts in thousands). The Fund has not recorded any amounts available to be repaid as a liability due to an assessment that repayments are not probable at December 31, 2021.

Expires 2022		Expires 2023		Expires 2024		Total
$	689	$	1,427	$	1,849	$	3,965

The Adviser may voluntarily waive or reimburse additional fees to assist the Fund in maintaining competitive expense ratios. Voluntary waivers and reimbursements applicable to the Fund are not available to be recouped at a future time. There were no voluntary waivers or reimbursements for the year ended December 31, 2021.

Certain officers and/or interested trustees of the Fund are also officers and/or employees of the Adviser, administrator, fund accountant, sub-administrator, sub-fund accountant, custodian, and Distributor.

6. Risks:

The Fund may be subject to other risks in addition to these identified risks.

Market Risk — Overall market risks may affect the value of the Fund. Domestic and international factors such as political events, war, trade disputes, interest rate levels and other fiscal and monetary policy changes, pandemics and other public health crises, and related geopolitical events, as well as environmental disasters such as earthquakes, fires, and floods, may add to instability in world economies and markets generally. The impact of these and other factors may be short-term or may last for extended periods.

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USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Equity Risk — The value of the equity securities in which the Fund invests may decline in response to developments affecting individual companies and/or general economic conditions. A company's earnings or dividends may not increase as expected due to poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters, military confrontations, war, terrorism, public health crises, or other events, conditions, and factors. Price changes may be temporary or last for extended periods.

Large-Capitalization Stock Risk — The Fund invests in large-capitalization companies. Such investments may go in and out of favor based on market and economic conditions and may underperform other market segments. Some large-capitalization companies may be unable to respond quickly to new competitive challenges and attain the high growth rate of successful smaller companies, especially during extended periods of economic expansion. As such, returns on investments in stocks of large-capitalization companies could trail the returns on investments in stocks of small- and mid-capitalization companies.

Derivatives Risk — The Fund may invest in futures, options, and other types of derivatives. Risks associated with derivatives include the risk that the derivative is not well-correlated with the security, index, ETFs, or currency to which it relates; the risk that the use of derivatives may not have the intended effects and may result in losses, underperformance, or missed opportunities; the risk that the Fund will be unable to sell the derivative because of an illiquid secondary market; the risk that a counterparty is unwilling or unable to meet its obligation; the risk of interest rate movements; and the risk that the derivatives transaction could expose the Fund to the effects of leverage, which could increase the Fund's market exposure, magnify investment risks and losses, and cause losses to be realized more quickly. There is no guarantee that derivative techniques will be employed or that they will work as intended, and their use could lower returns or even result in losses to the Fund. In addition, proposed and current regulations may limit the Fund's ability to invest in derivatives.

7. Borrowing and Interfund Lending:

Line of Credit:

The Victory Funds Complex participates in a short-term demand note "Line of Credit" agreement with Citibank. The Line of Credit agreement with Citibank was renewed on June 28, 2021, with a termination date of June 27, 2022. Under the agreement with Citibank, the Victory Funds Complex may borrow up to $600 million, of which $300 million is committed and $300 million is uncommitted. $40 million of the Line of Credit is reserved for use by the Victory Floating Rate Fund, another series of the Victory Funds Complex, with Victory Floating Rate Fund paying the related commitment fees for that amount. The purpose of the Line of Credit is to meet temporary or emergency cash needs. For the year ended December 31, 2021, Citibank received an annual commitment fee of 0.15% on $300 million for providing the Line of Credit. Each fund in the Victory Funds Complex pays a pro-rata portion of the commitment fees plus any interest (one-month London InterBank Offered Rate ("LIBOR") plus one percent, with LIBOR to be replaced by a different benchmark rate in accordance with the terms of the agreement) on amounts borrowed. Prior to June 28, 2021, the Victory Funds Complex paid an annual commitment fee of 0.15% and an upfront fee of 0.10%. Each fund in the Victory Funds Complex paid a pro-rata portion of the upfront fee. Interest charged to the Fund during the period, if applicable, is reflected on the Statement of Operations under Line of credit fees.

The Fund had no borrowings under the Line of Credit agreement during the year ended December 31, 2021.

Interfund Lending:

The Trust and the Adviser rely on an exemptive order granted by the SEC in March 2017 (the "Order"), permitting the establishment and operation of an Interfund Lending Facility (the "Facility"). The Facility allows the Fund to directly lend and borrow money to or from any other fund in the Victory Funds

33

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Complex that is permitted to participate in the Facility, relying upon the Order at rates beneficial to both the borrowing and lending funds. Advances under the Facility are allowed for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities, and are subject to each Fund's borrowing restrictions. The interfund loan rate is determined, as specified in the Order, by averaging the current repurchase agreement rate and the current bank loan rate. As a Borrower, interest charged to the Fund, if any, during the period, is reflected on the Statement of Operations under Interfund lending fees. As a Lender, interest earned by the Fund, if any, during the period, is reflected on the Statement of Operations under Interfund lending fees.

The Fund did not utilize or participate in the Facility during the year ended December 31, 2021.

8. Federal Income Tax Information:

The Fund intends to distribute any net investment income quarterly. Distributable net realized gains, if any, are declared and paid at least annually.

The amounts of dividends from net investment income and distributions from net realized gains (collectively, distributions to shareholders) are determined in accordance with federal income tax regulations, which may differ from GAAP. To the extent these "book/tax" differences are permanent in nature (e.g., net operating loss and distribution reclassification), such amounts are reclassified within the components of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales) do not require reclassification. To the extent dividends and distributions exceed net investment income and net realized gains for tax purposes, they are reported as distributions of capital. Net investment losses incurred by the Fund may be reclassified as an offset to capital on the accompanying Statement of Assets and Liabilities.

As of December 31, 2021, on the Statement of Assets and Liabilities, as a result of permanent book-to-tax differences, reclassification adjustments were as follows (amounts in thousands):

Total Accumulated Earnings/(Loss)			Capital
$	(11,014	)	$	11,014

The tax character of distributions paid during the tax years ended, as noted below, were as follows (total distributions paid may differ from the Statements of Changes in Net Assets because, for tax purposes, dividends are recognized when actually paid) (amounts in thousands):

Year Ended December 31, 2021								Year Ended December 31, 2020
Distributions paid from								Distributions paid from
Ordinary Income		Net Long-Term Capital Gains		Total Taxable Distributions		Total Distributions Paid		Ordinary Income		Net Long-Term Capital Gains		Total Taxable Distributions		Total Distributions Paid
$	129,496	$	404,952	$	534,448	$	534,448	$	131,087	$	175,355	$	306,442	$	306,442

As of December 31, 2021, the components of accumulated earnings (loss) on a tax basis were as follows (amounts in thousands):

Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Accumulated Earnings		Unrealized Appreciation (Depreciation)*		Total Accumulated Earnings (Loss)
$	3,550	$	77,470	$	81,020	$	7,865,619	$	7,946,639

*  The difference between the book-basis and tax-basis unrealized appreciation (depreciation) is attributable primarily to tax deferral of losses on wash sales and REIT Adjustments.

As of December 31, 2021, the Fund had no capital loss carryforwards for federal income tax purposes.

34

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

As of December 31, 2021, the cost basis for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation, and net unrealized appreciation (depreciation) for investments were as follows (amounts in thousands):

Tax Cost		Tax Unrealized Appreciation		Tax Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
$	3,183,133	$	7,974,879	$	(109,260	)	$	7,865,619

35

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Trustees of USAA 500 Index Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of USAA 500 Index Fund (the "Fund") (one of the funds constituting USAA Mutual Funds Trust (the "Trust")), including the schedule of portfolio investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting USAA Mutual Funds Trust) at December 31, 2021, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Trust's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust's internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2021, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

    

We have served as the auditor of one or more Victory Capital investment companies since 1995.

San Antonio, Texas
February 24, 2022

36

USAA Mutual Funds Trust Supplemental Information
December 31, 2021

  (Unaudited)

Trustee and Officer Information

Board of Trustees:

Overall responsibility for management of the Trust rests with the Board. The Trust is managed by the Board in accordance with the laws of the State of Delaware. There are currently nine Trustees, eight of whom are not "interested persons" of the Trust within the meaning of that term under the 1940 Act ("Independent Trustees") and one of whom is an "interested person" of the Trust within the meaning of that term under the 1940 Act ("Interested Trustee"). The Trustees, in turn, elect the officers of the Trust to actively supervise its day-to-day operations.

The following tables list the Trustees, their dates of birth, their positions with the Trust, their commencement of service, their principal occupations during the past five years, and any directorships of other investment companies or companies whose securities are registered under the Securities Exchange Act of 1934, as amended, or who file reports under that Act. Each Trustee's address is c/o Victory Portfolios, 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. Each Trustee has an indefinite term.

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee		Other Directorships Held During the Past Five Years
Independent Trustees.
Jefferson C. Boyce (September 1957)	Independent Chair	Trustee since September 2013, Independent Chair since January 2021	Retired.		46	Westhab, Inc., New York Theological Seminary
Robert L. Mason, Ph.D.* (July 1946)	Trustee	Trustee since January 1997 and Chairman from January 2012 to July 2019	Adjunct Professor in the Department of Management Science and Statistics in the College of Business at the University of Texas at San Antonio (2001-present).		46	None
Dawn M. Hawley (February 1954)	Trustee	Trustee since April 2014	Retired.		46	None

*  Effective at the close of business December 31, 2021, Robert L. Mason, Ph.D. retired from the Board of Trustees.

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USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee		Other Directorships Held During the Past Five Years
Daniel S. McNamara (June 1966)	Trustee	Trustee since January 2012	Trustee, President, and Vice Chairman of USAA ETF Trust (06/17-06/19); President of Financial Advice & Solutions Group (FASG), USAA (02/13-03/21); Director of USAA Asset Management Company (AMCO), (08/11-06/19); Chairman of Board of AMCO (04/13/-06/19); Director of USAA Investment Services Company (ISCO) (formerly USAA Investment Management Company) (09/09-03/21); Chairman of Board of ISCO (04/13-12/20); President and Director of USAA Shareholder Account Services (SAS) (10/09-06/19); Chairman of Board of SAS (04/13/-06/19); Senior Vice President of USAA Financial Planning Services Insurance Agency, Inc. (FPS) (04/11-03/21); Director and Vice Chairman of FPS (12/13-03/21); President and Director of USAA Investment Corporation (ICORP) (03/10-03/21); Chairman of Board of ICORP (12/13-03/21); Director of USAA Financial Advisors, Inc. (FAI) (12/13-03/21); Chairman of Board of FAI (03/15-03/21).		46	None
Paul L. McNamara (July 1948)	Trustee	Trustee since January 2012	Retired.		46	None

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USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee		Other Directorships Held During the Past Five Years
Richard Y. Newton, III (January 1956)	Trustee	Trustee since March 2017	Director, Elta North America (01/18-08/19), which is a global leader in the design, manufacture, and support of innovative electronic systems in the ground, maritime, airborne, and security domains for the nation's warfighters, security personnel, and first responders; Managing Partner, Pioneer Partnership Development Group (12/15-present).		46	PredaSAR Corp.
Barbara B. Ostdiek, Ph.D. (March 1964)	Trustee	Trustee since January 2008	Senior Associate Dean of Degree programs at Jesse H. Jones Graduate School of Business at Rice University (07/13-present); Associate Professor of Finance at Jesse H. Jones Graduate School of Business at Rice University (07/01-07/21); Professor of Finance at Jesse H. Jones Graduate School of Business at Rice University (07/21-present).		46	None
John C. Walters (February 1962)	Trustee	Trustee since July 2019	Retired.		46	Guardian Variable Products Trust (16 series), Lead Independent Director; Amerilife Holdings LLC, Director; Stadion Money Management; Director.

39

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Name and Date of Birth	Position(s) Held with Fund	Term of Office and Length of Time Served	Principal Occupation(s) Held During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Interested Trustee.
David C. Brown (May 1972)	Trustee	Trustee since July 2019	Chairman and Chief Executive Officer (2013-present), Victory Capital Management Inc.; Chief Executive Officer and Chairman (2013-present), Victory Capital Holdings, Inc.; Director, Victory Capital Services, Inc. (2013-present); Director, Victory Capital Transfer Agency, Inc. (2019-present).	46 portfolios within the Trust; 41 portfolios within the Victory Portfolios, 26 series within the Victory Portfolios II, and 8 series within the Victory Variable Insurance Funds	None

The Statement of Additional Information includes additional information about the Trustees of the Trust and is available, without charge, by calling 800-539-3863.

40

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Officers:

The officers of the Trust, their dates of birth, their commencement of service, and their principal occupations during the past five years, are detailed in the following table. Each officer serves until the earlier of his or her resignation, removal, retirement, death, or the election of a successor. The mailing address of each officer of the Trust is 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. The officers of the Trust receive no compensation directly from the Trust for performing the duties of their offices.

Name and Date of Birth Position with
the Trust Year
Commenced
Service Principal Occupation During Past 5 Years

Interested Officers.

Christopher K. Dyer, Born February 1962	President	2019	Director of Fund Administration, Victory Capital (since 2004); Chief Operating Officer, Victory Capital Services, Inc. (since 2020)
Scott A Stahorsky, Born July 1969	Vice President	2019	Manager, Fund Administration, Victory Capital (since 2015)
James K. De Vries, Born April 1969	Treasurer	2018	Executive Director, Victory Capital Management Inc. (since 2019); Treasurer, USAA ETF Trust (September 2018-June 2019); Executive Director, Investment and Financial Administration, USAA (April 2012-June 2019); Assistant Treasurer, USAA ETF Trust (June 2017-September 2018); Assistant Treasurer, USAA Mutual Funds Trust (December 2013-February 2018)
Allan Shaer, Born March 1965	Assistant Treasurer	2019	Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc. (since 2016); Vice President, Mutual Fund Administration, JP Morgan Chase (2011-2016)
Carol D. Trevino, Born October 1965	Assistant Treasurer	2018	Director, Accounting and Finance, Victory Capital Management Inc. (since 2019); Accounting/Financial Director, USAA (December 2013-June 2019); Assistant Treasurer, USAA ETF Trust (September 2018-June 2019)
Erin G. Wagner, Born February 1974	Secretary	2019	Deputy General Counsel, the Adviser (since 2013)
Charles Booth, Born April 1960	Anti-Money Laundering Compliance Officer and Identity Theft Officer	2019	Director, Regulatory Administration and CCO Support Services, Citi Fund Services Ohio, Inc. (since 2007)
Colin Kinney, Born October 1973	Chief Compliance Officer	2021	Chief Compliance Officer, USAA Mutual Funds Trust (since 2021); Chief Compliance Officer Victory Funds (since 2017); Chief Risk Officer, the Adviser (2009-2017); Chief Compliance Officer, the Adviser (since 2013)
Sean Fox, Born September 1976	Deputy Chief Compliance Officer	2021	Deputy Chief Compliance Officer, USAA Mutual Funds Trust (since 2021); Sr. Compliance Officer, the Adviser (2019-2021); Compliance Officer, the Adviser (2015-2019)

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  (Unaudited)

Proxy Voting and Portfolio Holdings Information

Proxy Voting:

Information regarding the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling (800) 235-8396. The information is also included in the Fund's Statement of Additional Information, which is available on the SEC's website at www.sec.gov.

Information relating to how the Fund voted proxies relating to portfolio securities held during the most recent 12 months ended June 30 is available on the SEC's website at www.sec.gov.

Availability of Schedules of Portfolio Investments:

The Trust files a complete list of Schedules of Portfolio Investments with the SEC for the first and third quarter of each fiscal year on Form N-PORT. Form N-PORT is available on the SEC's website at www.sec.gov.

Expense Examples

As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including account maintenance fees, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2021, through December 31, 2021.

The Actual Expense figures in the table below provide information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled "Actual Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Actual expenses in the table below do not reflect the effect of the annual $10.00 account maintenance fee that is assessed on Member Share accounts with balances of less than $10,000, at a rate of $2.50 per quarter. To include the effect of this fee on the expenses that you paid, add $5.00 ($2.50 for two quarters) to your calculated estimated expenses. If you are currently assessed this fee, your ending account value reflects the quarterly deduction from your account.

The Hypothetical Expense figures in the table below provide information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in shareholder reports of other funds.

Please note the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the hypothetical expenses in the table are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Fund	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value 12/31/21		Actual Expenses Paid During Period 7/1/21- 12/31/21*		Hypothetical Expenses Paid During Period 7/1/21- 12/31/21*		Annualized Expense Ratio During Period 7/1/21- 12/31/21
Member Shares	$	1,000.00	$	1,110.50	$	1,024.00	$	1.28	$	1.22		0.24	%
Reward Shares		1,000.00		1,111.10		1,024.45		0.80		0.77		0.15	%

*  Expenses are equal to the average account value multiplied by the Fund's annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

42

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Additional Federal Income Tax Information

The following federal tax information related to the Fund's fiscal year ended December 31, 2021, is provided for information purposes only and should not be used for reporting to federal or state revenue agencies. Federal tax information for the calendar year will be reported to you on Form 1099-DIV in January 2022.

With respect to distributions paid, the Fund designates the following amounts (or, if subsequently determined to be different, the maximum amount allowable) for the fiscal year ended December 31, 2021 (amounts in thousands):

Dividends Received Deduction (corporate shareholders)			Qualified Dividend Income (non-corporate shareholders)			Short-Term Capital Gain Distributions		Long-Term Capital Gain Distributions
	95	%		96	%	$	16,783	$	415,516

43

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Considerations of the Board in Continuing the Investment Advisory Agreement

USAA 500 Index Fund (the "Fund")

At a meeting of the Board of Trustees (the "Board") of USAA Mutual Funds Trust (the "Trust") held on December 9-10, 2021, the Board, including the Trustees who are not "interested persons" (as that term is defined in the Investment Company Act of 1940, as amended) of the Trust (the "Independent Trustees"), approved for an annual period the continuance of the Investment Advisory Agreement (the "Advisory Agreement") between the Trust and Victory Capital Management Inc. (the "Adviser") with respect to the Fund. Prior to the December 9-10, 2021 meeting at which the Advisory Agreement was approved, the Independent Trustees also discussed and considered information regarding the proposed continuation of the Advisory Agreement at a meeting held on November 19, 2021.

In advance of the foregoing meetings, the Trustees received and considered a variety of information relating to the Advisory Agreement and the Adviser, and were given the opportunity to ask questions and request additional information from management. The information provided to the Board included, among other things: (i) a separate report prepared by an independent third party of mutual fund data, which provided a statistical analysis comparing the Fund's investment performance, expenses, and fees to comparable investment companies; (ii) information concerning the services rendered to the Fund, as well as information regarding the Adviser's revenues and costs of providing services to the Fund and compensation paid to affiliates of the Adviser; and (iii) information about the Adviser's operations and personnel. Prior to voting, the Independent Trustees reviewed the proposed continuance of the Advisory Agreement with management and with experienced independent counsel retained by the Independent Trustees ("Independent Counsel") and received materials from such Independent Counsel discussing the legal standards for their consideration of the proposed continuation of the Advisory Agreement with respect to the Fund. The Independent Trustees also reviewed the proposed continuation of the Advisory Agreement with respect to the Fund in private sessions with Independent Counsel at which no representatives of management were present.

At each regularly scheduled meeting of the Board and its committees, the Board receives and reviews, among other things, information concerning the Fund's performance and related services provided by the Adviser. At the meeting at which the renewal of the Advisory Agreement is considered, particular focus is given to information concerning Fund performance, fees and total expenses as compared to comparable investment companies, and the Adviser's profitability with respect to the Fund. However, the Board noted that the evaluation process with respect to the Adviser is an ongoing one. In this regard, the Board's and its committees' consideration of the Advisory Agreement included information previously received at such meetings. The Board also recognized that the contractual arrangements for the Fund have been reviewed by the Board and discussed with the Adviser in prior years and that the Board's conclusions may be based, in part, on its consideration of these same arrangements in prior years.

Advisory Agreement

After full consideration of a variety of factors, the Board, including the Independent Trustees, voted to approve the Advisory Agreement. In approving the Advisory Agreement, the Trustees did not identify any single factor as controlling, and each Trustee may have attributed different weights to various factors. Throughout their deliberations, the Independent Trustees were represented and assisted by Independent Counsel.

Nature, Extent, and Quality of Services — In considering the nature, extent, and quality of the services provided by the Adviser under the Advisory Agreement, the Board reviewed information provided by the Adviser relating to its operations and personnel. The Board also took into account its knowledge of the Adviser's management and the quality of the performance of the Adviser's duties through Board meetings, discussions, and reports during the preceding year. The Board considered the fees paid to the Adviser and the services provided to the Fund by the Adviser under the Advisory Agreement, as well as other services provided by the Adviser and its affiliates under other agreements, and the personnel who provide these services. In addition to the investment advisory services provided to the Fund, the Adviser and its affiliates provide administrative services, shareholder services, oversight of Fund accounting, marketing services, assistance in meeting legal and regulatory requirements, and other services necessary for the operation of the Fund and the Trust.

44

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

The Board considered the scope of services provided by, and the undertakings required of, the Adviser in connection with those services, including, among other things, maintaining (i) its own and the Fund's compliance programs, (ii) risk management programs, (iii) liquidity risk management programs, and (iv) cybersecurity programs, each of which had expanded over time as a result of regulatory, market, and other developments. The Board also considered the significant risks assumed by the Adviser in connection with the services provided to the Fund, including investment, operational, enterprise, litigation, regulatory and compliance risks.

The Board considered the Adviser's management style and the performance of the Adviser's duties under the Advisory Agreement. The Board considered the level and depth of knowledge of the Adviser, including the professional experience and qualifications of its senior and investment personnel, as well as current staffing levels. The allocation of the Fund's brokerage, including the Adviser's process for monitoring "best execution," also was considered. The Adviser's role in coordinating the activities of the Fund's other service providers was also considered. The Board also considered the Adviser's risk management processes. The Board considered the Adviser's financial condition and that it had the financial wherewithal to continue to provide the same scope and high quality of services under the Advisory Agreement. In reviewing the Advisory Agreement, the Board focused on the experience, resources, and strengths of the Adviser and its affiliates in managing the Fund, as well as the other funds in the Trust.

The Board also reviewed the compliance and administrative services provided to the Fund by the Adviser and its affiliates, including the Adviser's oversight of the Fund's day-to-day operations and oversight of Fund accounting. The Trustees, guided also by information obtained from their experiences as Trustees of the Trust, also focused on the quality of the Adviser's compliance and administrative staff.

Expenses and Performance — In connection with its consideration of the Advisory Agreement, the Board evaluated the Fund's advisory fees and total expense ratio as compared to other open-end investment companies deemed to be comparable to the Fund as determined by the independent third party in its report. The Fund's expenses were compared to (i) a group of investment companies chosen by the independent third party to be comparable to the Fund based upon certain factors, including fund type, comparability of investment objective and classification, sales load type, asset size, and expense components (the "expense group") and (ii) a larger group of investment companies with the same investment classification/objective as the Fund regardless of asset size, excluding outliers (the "expense universe"). Among other data, the Board noted that the Fund's net management fee rate — which includes advisory and administrative services as well as any fee waivers and reimbursements — was above the median of its expense group and equal to the median of its expense universe for Member Shares and below the median of its expense group and expense universe for Reward Shares. The data indicated that the Fund's total expenses, including after any reimbursements, were below the median of its expense group and its expense universe for Member Shares and Reward Shares. The Board also took into account the Adviser's current undertakings to maintain expense limitations for the Fund. The Board took into account the various other services provided to the Fund by the Adviser and its affiliates, and noted the high quality of services received by the Fund. The Board also noted the high level of correlation between the Fund and the S&P 500 Index and the relatively low tracking error between the Fund and the S&P 500 Index, and noted that it reviews such information on a periodic basis.

In considering the Fund's performance, the Board noted that it reviews at its regularly scheduled meetings information about the Fund's performance results. The Trustees also reviewed various comparative data provided to them in connection with their consideration of the renewal of the Advisory Agreement, including, among other information, a comparison of the Fund's average annual total returns relative to its Lipper index and other mutual funds deemed to be in its peer group by the independent third party in its report (the "performance universe"). The Fund's performance universe consisted of the Fund and all retail and institutional open-end investment companies with the same classification/objective as the Fund regardless of asset size or primary channel of distribution. This comparison indicated that, among other data, the performance of the Fund's Member Shares and Reward Shares was above the average of its performance universe and its Lipper index for the one-, three-, five- and ten-year periods ended September 30, 2021.

Compensation and Profitability — The Board took into consideration the level and method of computing the management fee. The information considered by the Board included operating profit margin information for the Adviser's business as a whole. The Board also received and considered profitability information related to the management revenues from the Fund. This information included a review of the methodology used in the

45

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

allocation of certain costs to the Fund. In considering the profitability data with respect to the Fund, the Trustees noted that the Adviser reimbursed or waived a portion of its management fees to the Fund. The Trustees reviewed the profitability of the Adviser's relationship with the Fund before tax expenses. The Board was also provided with a profitability analysis of other publicly traded asset managers prepared by an independent information service. In reviewing the overall profitability of the management fee to the Adviser, the Board also considered the fact that the Adviser and its affiliates provide shareholder servicing and administrative services to the Fund for which they receive compensation. The Board also considered the possible direct and indirect benefits to the Adviser from its relationship with the Trust, including that the Adviser may derive reputational and other benefits from its association with the Fund. The Trustees recognized that the Adviser should be entitled to earn a reasonable level of profits in exchange for the level of services it provides to the Fund and the entrepreneurial and other risks that it assumes as Adviser.

Economies of Scale — The Board considered whether there should be changes in the management fee rate or structure in order to enable the Fund to participate in any economies of scale. The Board also considered the fee waiver and expense reimbursement arrangements by the Adviser. The Board took into account management's discussion of the Fund's current advisory fee structure. The Board also considered the effect of the change in size, if any, of each of the Fund's classes on its performance and fees, noting that the Fund may realize other economies of scale if assets increase proportionally more than expenses. The Board determined that the current investment management fee structure was reasonable.

Conclusions — The Board reached the following conclusions regarding the Fund's Advisory Agreement with the Adviser: (i) the Adviser has demonstrated that it possesses the capability and resources to perform the duties required of it under the Advisory Agreement; (ii) the Adviser maintains an appropriate compliance program; (iii) the overall performance of the Fund is reasonable in relation to the performance of funds with similar investment objectives and to relevant indices and in view of the Fund's investment objective of seeking to track its designated index; (iv) the Fund's advisory expenses are reasonable in relation to those of similar funds and to the services to be provided by the Adviser; and (v) the Adviser's and its affiliates' level of profitability from their relationship with the Fund is reasonable in light of the nature and high quality of services provided by the Adviser and its affiliates and the type of fund. Based on its conclusions, the Board determined that continuation of the Advisory Agreement would be in the best interests of the Fund and its shareholders.

46

Privacy Policy

Protecting the Privacy of Information

The Trust respects your right to privacy. We also know that you expect us to conduct and process your business in an accurate and efficient manner. To do so, we must collect and maintain certain personal information about you. This is the information we collect from you on applications or other forms, and from the transactions you make with us or third parties. It may include your name, address, social security number, account transactions and balances, and information about investment goals and risk tolerance.

We do not disclose any information about you or about former customers to anyone except as permitted or required by law. Specifically, we may disclose the information we collect to companies that perform services on our behalf, such as the transfer agent that processes shareholder accounts and printers and mailers that assist us in the distribution of investor materials. We may also disclose this information to companies that perform marketing services on our behalf. This allows us to continue to offer you Victory investment products and services that meet your investing needs, and to effect transactions that you request or authorize. These companies will use this information only in connection with the services for which we hired them. They are not permitted to use or share this information for any other purpose.

To protect your personal information internally, we permit access only by authorized employees and maintain physical, electronic, and procedural safeguards to guard your personal information.*

*  You may have received communications regarding information about privacy policies from other financial institutions which gave you the opportunity to "opt-out" of certain information sharing with companies which are not affiliated with that financial institution. The Trust does not share information with other companies for purposes of marketing solicitations for products other than the Trust. Therefore, the Trust does not provide opt-out options to their shareholders.

P.O. Box 182593
Columbus, Ohio 43218-2593

Visit our website at:	Call
www.vcm.com	(800) 235-8396

29237-0222

DECEMBER 31, 2021

Annual Report

USAA Global Managed Volatility Fund

Victory Capital means Victory Capital Management Inc., the investment adviser of the USAA Mutual Funds. USAA Mutual Funds are distributed by Victory Capital Services, Inc., member FINRA, an affiliate of Victory Capital. Victory Capital and its affiliates are not affiliated with United Services Automobile Association or its affiliates. USAA and the USAA logos are registered trademarks and the USAA Mutual Funds and USAA Investments logos are trademarks of United Services Automobile Association and are being used by Victory Capital and its affiliates under license.

www.vcm.com

News, Information And Education 24 Hours A Day, 7 Days A Week

The Victory Capital website gives fund shareholders, prospective shareholders, and investment professionals a convenient way to access fund information, get guidance, and track fund performance anywhere they can access the Internet. The site includes:

•  Detailed performance records

•  Daily share prices

•  The latest fund news

•  Investment resources to help you become a better investor

•  A section dedicated to investment professionals

Whether you're a potential investor searching for the fund that matches your investment philosophy, a seasoned investor interested in planning tools, or an investment professional, www.vcm.com has what you seek. Visit us anytime. We're always open.

USAA Mutual Funds Trust

TABLE OF CONTENTS

Shareholder Letter (Unaudited)	2
Manager's Commentary (Unaudited)	4
Investment Overview (Unaudited)	6
Investment Objective & Portfolio Holdings (Unaudited)	7
Schedule of Portfolio Investments	8
Financial Statements
Statement of Assets and Liabilities	21
Statement of Operations	22
Statements of Changes in Net Assets	23
Financial Highlights	24
Notes to Financial Statements	26
Report of Independent Registered Public Accounting Firm	36
Supplemental Information (Unaudited)	37
Trustee and Officer Information	37
Proxy Voting and Portfolio Holdings Information	42
Expense Examples	42
Additional Federal Income Tax Information	43
Advisory Contract Approval	44
Privacy Policy (inside back cover)

This report is for the information of the shareholders and others who have received a copy of the currently effective prospectus of the Fund, managed by Victory Capital Management Inc. It may be used as sales literature only when preceded or accompanied by a current prospectus, which provides further details about the Fund.

IRA DISTRIBUTION WITHHOLDING DISCLOSURE

We generally must withhold federal income tax at a rate of 10% of the taxable portion of your distribution and, if you live in a state that requires state income tax withholding, at your state's tax rate. However, you may elect not to have withholding apply or to have income tax withheld at a higher rate. Any withholding election that you make will apply to any subsequent distribution unless and until you change or revoke the election. If you wish to make a withholding election, or change or revoke a prior withholding election, call (800) 235-8396, and form W-4P (OMB No. 1545-0074 withholding certificate for pension or annuity payments) will be electronically sent.

If you do not have a withholding election in place by the date of a distribution, federal income tax will be withheld from the taxable portion of your distribution at a rate of 10%. If you must pay estimated taxes, you may be subject to estimated tax penalties if your estimated tax payments are not sufficient and sufficient tax is not withheld from your distribution.

For more specific information, please consult your tax adviser.

• NOT FDIC INSURED • NO BANK GUARANTEE •  MAY LOSE VALUE

1

(Unaudited)

Dear Shareholder,

Another year has passed, but unfortunately the pandemic endures. Yet, looking back on the year ended 2021, it is evident that financial markets have endured as well, despite stiff headwinds—including new COVID-19 variants; disruption among global supply chains; uncomfortable inflation readings; and the fear of rising interest rates.

Through it all, the S&P 500^® Index, the bell-weather proxy for our domestic stock market, once again registered a positive annual total return (that makes it 12 out of the past 13 years). This was largely driven by a U.S. economy that bounced back quickly after what was effectively a global economic shutdown in 2020, and we witnessed robust earnings growth across many sectors thanks in no small part to continued fiscal stimulus and accommodative monetary policy. Underlying this positive performance were interesting differences among investment styles and market capitalizations. For example, growth-oriented investments outperformed value within large-caps, but underperformed within both mid-caps and small-caps (as measured by the Russell family of indices). Perhaps this reflects investors' expectations for higher interest rates next year?

There were other notable subplots to 2021. Early in the year we watched in disbelief as "meme stocks"—a few names that gained massive notoriety on social media platforms—went on stomach-churning roller coaster rides. Also intriguing was how the biotech sector struggled mightily despite the success and fanfare surrounding the COVID-19 vaccines. Meanwhile, rising oil prices fueled impressive gains across the energy landscape, while crypto assets captivated investors. Now we're all watching how crypto's underlying blockchain technologies might disrupt business-as-usual across industries in the years ahead. These were just a few of the highlights of the past year.

Through all the twists and turns, the S&P 500^® Index registered an impressive annual total return of nearly 29% for the 12-month period ended December 31, 2021. Over this same annual period, the yield on the 10-Year U.S. Treasury jumped 59 basis points (basis point is 1/100th of a percentage point), reflecting a very low starting rate, substantial fiscal stimuli, and the U.S. Federal Reserve's (the "Fed") accommodative monetary stance (although this stance has begun to shift recently). At the end of our reporting period, the yield on the 10-Year U.S. Treasury was trending higher and finished at 1.52%.

Despite the resiliency of financial markets, we fully acknowledge that the volatility and unusual events of recent years may have made investors uneasy at times. However, this simply underscores why it's important for investors to remain calm and unemotional in the face of market turmoil. A long-term perspective, a well-diversified portfolio across asset classes and investment types, and a clear understanding of individual risk tolerance are some of the key ingredients for staying the course and progressing on your investment goals.

Of course, no one knows for certain what 2022 will bring. We are already facing a potential end to the Fed's accommodative monetary policies and the various forms of fiscal stimuli that helped revive the economy from the depths of the pandemic-induced market downturn. By all accounts, the Fed appears ready to raise short-term

2

interest rates, perhaps as early as the end of the first quarter, though any move will certainly be data dependent, and some are expressing concerns about labor shortages, disrupted supply chains, rising commodity prices, and the potential for lasting inflation. There will likely be new headwinds, some yet to be identified.

Thus, we cannot tell you with any certainty what markets will do in the future, but we can assure you that the investment professionals at our investment franchises continually monitor the market environment and work hard to position portfolios opportunistically no matter what the markets bring.

On the following pages, you will find information relating to your USAA Mutual Funds, brought to you by Victory Capital. If you have any questions, we encourage you to contact our Member Service Representatives. Call (800) 235-8396, or visit our website at www.vcm.com.

From all of us here at Victory Capital, thank you for your ongoing confidence and for letting us help you work toward your investment goals.

Christopher K. Dyer, CFA

President,
USAA Mutual Funds Trust

3

USAA Mutual Funds Trust

USAA Global Managed Volatility Fund

Manager's Commentary
(Unaudited)

•  What were the market conditions over the reporting period?

The first quarter proved to be a continuation of the strong equity markets investors experienced over the second half of 2020. Gains from global equity markets were fueled by optimism surrounding the successful rollout of the COVID-19 vaccines coupled with further monetary and fiscal stimulus proposals. Faster-than-expected economic growth produced a meaningful increase in real interest rates, which led to negative returns across most major fixed income asset classes. The 10-year U.S. Treasury bond yield finished at its highest level of the first quarter reporting period, climbing from under 1% to 1.74%.

Equity markets consolidated and interest rates leveled off after large upswings during the second quarter. With strong first quarter gross domestic product and corporate earnings growth in the rearview mirror, investors seemed to be contemplating their next move. Equity markets rotated from value to growth leadership as Treasury bond yields retreated from the highs of March. Inflation data increased as the economy reopened more quickly than expected. The Fed maintained that inflationary pressure is transitory but could become more persistent. The inflationary environment was a key metric moving into the second half of the year.

The financial markets produced broadly flat returns in the third quarter. Conditions were initially supportive in July and August thanks to positive economic data and continued strength in corporate earnings. The picture changed in September, however, as investors began to focus on risk factors such as supply chain disruptions and rising inflation. In addition, the Fed indicated that it may begin tapering its stimulative quantitative easing policy — a development investors took as an indication that the first interest-rate increases may be on the way in 2022. News flow from overseas also took a negative turn in September, with the emergence of energy shortages in Europe and worries that the debt problems of Chinese property developer Evergrande could have a broader, systemic effect on the China's economy.

Despite a number of headwinds to sentiment, U.S. equities posted solid gains in the fourth quarter as reflected in the 11.03% return for the bellwether S&P 500 Index. The markets faced a shift in Fed policy as persistent inflation driven by supply chain issues and rising commodity prices led the central bank to announce and subsequently accelerate the tapering of its bond purchases that have helped keep longer-term borrowing costs low. In addition, the Fed began to signal the likelihood of two or more hikes in its benchmark overnight lending rate in 2022, representing a moving forward of the prior timetable. Prolonged negotiations over President Biden's Build Back Better spending bill put into question a source of anticipated fiscal stimulus. Finally, investors had to contend with the rapid emergence and spread of the Omicron variant of COVID-19, which threatened a new wave of lockdowns. Nonetheless, most major U.S. equity indices closed 2021 at or near all-time highs, supported by robust corporate profits and investor inflows given fixed income yields that remained unattractive.

4

USAA Mutual Funds Trust

USAA Global Managed Volatility Fund (continued)

Manager's Commentary (continued)

•  How did the USAA Global Managed Volatility Fund (the "Fund") perform during the reporting period?

The Fund has two share classes: Fund Shares and Institutional Shares. For the reporting period ended December 31, 2021, the Fund Shares and Institutional Shares had total returns of 21.00% and 21.34%, respectively. This compares to total returns of 18.54% for the MSCI All-Country World Index, the Fund's benchmark index, and 12.65% for the Global Managed Volatility Composite Index.

•  What strategies did you employ during the reporting period?

The Fund seeks to provide diversified exposure to global equities. We strive to construct a portfolio that can participate in equities' longer-term performance while also managing the risk of large market downturns.

The Fund performed as expected in 2021, posting very strong absolute returns, while also outperforming the Fund's benchmark. The Fund's risk-conscious approach of emphasizing higher quality within each region and sector was a tailwind to its relative performance. This impact was slightly offset by the emphasis on constructing a portfolio with lower volatility than the benchmark, as global equity markets were up double digits over the reporting period. The Fund had a small allocation to derivatives during the period that did not have a material impact on performance.

Our focus on companies with high levels of profitability and stable balance sheets helped the portfolio sidestep the relative declines seen in securities exhibiting the highest price momentum. Investors also became increasingly concerned about speculative, high growth stocks with low or negative current earnings.

Thank you for allowing us to assist you with your investment needs.

5

USAA Mutual Funds Trust

USAA Global Managed Volatility Fund

Investment Overview
(Unaudited)

Average Annual Total Return

Year Ended December 31, 2021

	Fund Shares			Institutional Shares
INCEPTION DATE	7/12/13			7/31/08
	Net Asset Value			Net Asset Value			MSCI All-Country World Index1+			Global Managed Volatility Composite Index2
One Year		21.00	%		21.34	%		18.54	%		12.65	%
Five Year		11.53	%		11.78	%		14.40	%		10.47	%
Ten Year		NA			8.14	%		NA			NA
Since Inception		7.57	%		NA			10.83	%		11.67	%

The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. To obtain performance information current to the most recent month's end, please visit www.vcm.com.

Total return measures the price change in a share assuming the reinvestment of all net investment income and realized capital gain distributions, if any. The total returns quoted do not reflect adjustments made to the enclosed financial statements in accordance with U.S. Generally Accepted Accounting Principles or the deduction of taxes that a shareholder would pay on net investment income and realized capital gain distributions, including reinvested distributions, or redemptions of shares. The total return figures set forth above include all waivers of fees. Without such fee waivers, the total returns would have been lower.

+The since inception performance of the MSCI All-Country World Index and Global Managed Volatility Composite Index are calculated from July 12, 2013 through December 31, 2021.

USAA Global Managed Volatility Fund — Growth of $10,000

¹The MSCI All-Country World Index is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed and emerging markets. This index does not include the effect of expenses or taxes, is not a representative of the Fund, and it is not possible to invest directly in an index.

²The Global Managed Volatility Composite Index is a combination of indexes representing the Fund's model allocation, and consists of the MSCI All-Country World Index (70%) and the Bloomberg U.S. Treasury — Bills (1-3M) (30%). This index does not include the effect of expenses or taxes, is not a representative of the Fund, and it is not possible to invest directly in an index. As of August 24, 2021, Bloomberg rebranded the Bloomberg Barclays fixed income indices as "Bloomberg Indices."

The graph reflects investment growth of a hypothetical $10,000 investment in the Fund.

The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares.

*The performance of the MSCI All-Country World Index and the Global Managed Volatility Composite Index are calculated from the end of the month, July 31, 2013, while the inception date of the USAA Global Managed Volatility Fund Shares is July 12, 2013. There may be a slight variation of performance numbers because of this difference.

Past performance is not indicative of future results.

6

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund December 31, 2021

  (Unaudited)

Investment Objective and Portfolio Holdings:

The Fund seeks to provide investors with long-term capital appreciation while attempting to reduce volatility during unfavorable market conditions.

Top 10 Sectors:

December 31, 2021

(% of Net Assets)

Information Technology	22.5	%
Financials	13.5	%
Health Care	13.0	%
Industrials	11.7	%
Consumer Staples	11.4	%
Consumer Discretionary	11.2	%
Communication Services	9.3	%
Materials	4.0	%
Energy	2.4	%
Real Estate	0.3	%

Asset Allocation*:

December 31, 2021

(% of Net Assets)

*  Does not include money market instruments, and short-term investments purchased with cash collateral from securities loaned.

Percentages are of the net assets of the Fund and may not equal 100%.

Refer to the Schedule of Portfolio Investments for a complete list of securities.

7

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Common Stocks (99.6%)
Australia (2.8%):
Consumer Staples (0.6%):
Coles Group Ltd.		115,335	$	1,504
Woolworths Group Ltd.		83,361		2,304
				3,808
Financials (0.1%):
Medibank Pvt Ltd.		210,972		514
Health Care (0.3%):
CSL Ltd.		8,786		1,858
Materials (1.8%):
BHP Group Ltd.		136,650		4,125
Fortescue Metals Group Ltd.		74,224		1,043
Rio Tinto Ltd.		29,084		2,122
Wesfarmers Ltd.		82,890		3,576
				10,866
				17,046
Belgium (0.2%):
Financials (0.2%):
KBC Group NV		12,810		1,101
Brazil (0.5%):
Financials (0.0%): (a)
Itau Unibanco Holding SA Preference Shares		35,445		134
Materials (0.5%):
Vale SA		227,397		3,169
				3,303
Canada (3.8%):
Consumer Discretionary (0.8%):
Dollarama, Inc.		22,672		1,135
Lululemon Athletica, Inc. (b)		4,120		1,613
Magna International, Inc.		24,357		1,971
				4,719
Consumer Staples (0.4%):
Alimentation Couche-Tard, Inc.		48,402		2,028
Loblaw Cos. Ltd.		5,237		429
				2,457
Financials (1.8%):
Manulife Financial Corp.		126,449		2,410
Power Corp. of Canada		41,972		1,387
Sun Life Financial, Inc.		51,603		2,873
The Toronto-Dominion Bank		60,259		4,621
				11,291

See notes for financial statements.

8

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Industrials (0.1%):
Canadian National Railway Co.		3,971	$	488
Information Technology (0.7%):
CGI, Inc. (b)		17,028		1,506
Constellation Software, Inc.		1,458		2,705
				4,211
				23,166
China (3.0%):
Communication Services (0.8%):
NetEase, Inc., ADR		14,197		1,445
Tencent Holdings Ltd.		55,200		3,221
				4,666
Consumer Discretionary (1.0%):
Alibaba Group Holding Ltd. (b)		119,000		1,749
ANTA Sports Products Ltd.		93,428		1,403
Li Ning Co. Ltd.		13,000		143
Shenzhou International Group Holdings Ltd.		62,800		1,216
Yum China Holdings, Inc.		29,777		1,484
				5,995
Energy (0.1%):
China Shenhua Energy Co. Ltd. Class H		175,000		410
Financials (0.6%):
China Life Insurance Co. Ltd. Class H		576,000		955
China Merchants Bank Co. Ltd. Class H		40,261		313
China Pacific Insurance Group Co. Ltd. Class H		193,800		526
Ping An Insurance Group Co. of China Ltd.		295,000		2,126
				3,920
Information Technology (0.3%):
Sunny Optical Technology Group Co. Ltd.		54,900		1,739
Utilities (0.2%):
ENN Energy Holdings Ltd.		63,401		1,195
				17,925
Denmark (1.5%):
Consumer Staples (0.3%):
Carlsberg A/S Class B		9,618		1,661
Health Care (1.0%):
Coloplast A/S Class B		9,117		1,605
Novo Nordisk A/S Class B		41,382		4,649
				6,254
Materials (0.2%):
Novozymes A/S B Shares		15,639		1,284
				9,199

See notes for financial statements.

9

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Finland (0.5%):
Energy (0.2%):
Neste Oyj		24,260	$	1,194
Industrials (0.3%):
Kone Oyj Class B		26,044		1,869
Materials (0.0%): (a)
UPM-Kymmene Oyj		4,792		182
				3,245
France (2.2%):
Consumer Discretionary (1.1%):
Hermes International		1,536		2,684
LVMH Moet Hennessy Louis Vuitton SE		4,740		3,917
				6,601
Consumer Staples (0.6%):
L'Oreal SA		7,301		3,481
Energy (0.2%):
TotalEnergies SE		27,095		1,379
Financials (0.0%): (a)
Credit Agricole SA		17,066		243
Industrials (0.2%):
Cie de Saint-Gobain		6,002		422
Schneider Electric SE		2,928		576
				998
Information Technology (0.1%):
Capgemini SE		1,744		427
Utilities (0.0%): (a)
Veolia Environnement SA		7,331		269
				13,398
Germany (1.0%):
Consumer Discretionary (0.1%):
Daimler AG		3,290		251
Financials (0.6%):
Allianz SE Registered Shares		15,696		3,702
Industrials (0.3%):
Brenntag SE		3,019		273
Daimler Truck Holding AG (b)		1,645		60
Deutsche Post AG Registered Shares		22,713		1,461
				1,794
Utilities (0.0%): (a)
RWE AG		5,874		238
				5,985

See notes for financial statements.

10

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Hong Kong (0.6%):
Consumer Discretionary (0.0%): (a)
Chow Tai Fook Jewellery Group Ltd.		89,200	$	161
Financials (0.4%):
Hong Kong Exchanges and Clearing Ltd.		36,800		2,152
Health Care (0.1%):
CSPC Pharmaceutical Group Ltd.		658,000		716
Industrials (0.1%):
SITC International Holdings Co. Ltd.		55,000		199
Techtronic Industries Co. Ltd.		6,824		136
				335
				3,364
India (0.8%):
Financials (0.4%):
ICICI Bank Ltd.		194,277		1,932
SBI Life Insurance Co. Ltd.		35,429		568
				2,500
Information Technology (0.4%):
HCL Technologies Ltd.		19,092		338
Infosys Ltd.		61,885		1,567
Wipro Ltd.		39,948		383
				2,288
				4,788
Indonesia (0.5%):
Communication Services (0.2%):
PT Telkom Indonesia Persero Tbk		3,825,900		1,092
Financials (0.3%):
PT Bank Central Asia Tbk		4,287,400		2,196
				3,288
Ireland (0.6%):
Industrials (0.0%): (a)
Eaton Corp. PLC		513		89
Trane Technologies PLC		383		77
				166
Information Technology (0.6%):
Accenture PLC Class A		7,701		3,192
Seagate Technology Holdings PLC		2,211		250
				3,442
				3,608
Israel (0.2%):
Information Technology (0.2%):
Check Point Software Technologies Ltd. (b)		8,453		985

See notes for financial statements.

11

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Italy (0.3%):
Financials (0.3%):
Assicurazioni Generali SpA		85,052	$	1,797
Japan (4.9%):
Communication Services (1.5%):
KDDI Corp.		93,500		2,735
Nintendo Co. Ltd.		2,900		1,357
Nippon Telegraph & Telephone Corp.		88,000		2,407
Softbank Corp.		220,100		2,780
				9,279
Consumer Discretionary (0.9%):
Bridgestone Corp.		34,600		1,486
Fast Retailing Co. Ltd.		3,500		1,990
Sony Group Corp.		10,300		1,301
Suzuki Motor Corp.		2,440		94
Yamaha Motor Co. Ltd.		11,800		283
				5,154
Consumer Staples (0.3%):
Kao Corp.		36,900		1,933
Financials (0.6%):
MS&AD Insurance Group Holdings, Inc.		4,000		123
Tokio Marine Holdings, Inc.		55,700		3,102
				3,225
Health Care (0.7%):
Astellas Pharma, Inc.		143,727		2,340
Hoya Corp.		13,700		2,033
				4,373
Industrials (0.7%):
Hitachi Ltd.		6,573		356
ITOCHU Corp.		14,122		432
Recruit Holdings Co. Ltd.		58,800		3,579
				4,367
Information Technology (0.2%):
FUJIFILM Holdings Corp.		2,900		215
Nomura Research Institute Ltd.		25,700		1,099
				1,314
				29,645
Korea, Republic Of (1.1%):
Financials (0.1%):
Shinhan Financial Group Co. Ltd.		12,025		372
Information Technology (1.0%):
Samsung Electronics Co. Ltd.		92,839		6,098
				6,470

See notes for financial statements.

12

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Malaysia (0.1%):
Financials (0.1%):
Public Bank Bhd		410,100	$	410
Mexico (0.9%):
Communication Services (0.5%):
America Movil SAB de CV Class L		3,062,127		3,244
Consumer Staples (0.3%):
Wal-Mart de Mexico SAB de CV		512,172		1,904
Financials (0.1%):
Grupo Financiero Banorte SAB de CV Class O		35,836		233
				5,381
Netherlands (1.6%):
Communication Services (0.1%):
Koninklijke KPN NV		266,768		827
Consumer Staples (0.5%):
Koninklijke Ahold Delhaize NV		89,397		3,068
Industrials (0.5%):
Randstad NV		9,271		632
Wolters Kluwer NV		20,252		2,384
				3,016
Information Technology (0.5%):
ASML Holding NV		3,365		2,695
Materials (0.0%): (a)
LyondellBasell Industries NV Class A		2,410		222
				9,828
Norway (0.0%): (a)
Communication Services (0.0%): (a)
Telenor ASA		6,415		101
Russian Federation (1.5%):
Communication Services (0.1%):
Mobile TeleSystems PJSC, ADR		99,418		790
Consumer Staples (0.1%):
X5 Retail Group NV, GDR		18,705		489
Energy (0.6%):
LUKOIL PJSC		35,785		3,193
Tatneft PJSC		107,539		716
				3,909
Financials (0.4%):
Sberbank of Russia PJSC		606,442		2,380
Materials (0.3%):
MMC Norilsk Nickel PJSC		5,761		1,756
				9,324

See notes for financial statements.

13

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Singapore (0.1%):
Financials (0.1%):
DBS Group Holdings Ltd.		22,222	$	538
South Africa (0.2%):
Communication Services (0.2%):
MTN Group Ltd. (b)		107,004		1,148
Spain (1.0%):
Communication Services (0.3%):
Telefonica SA		457,177		1,982
Consumer Discretionary (0.5%):
Industria de Diseno Textil SA		82,968		2,675
Financials (0.2%):
Banco Bilbao Vizcaya Argentaria SA		233,972		1,388
				6,045
Sweden (0.5%):
Consumer Discretionary (0.2%):
Hennes & Mauritz AB Class B		53,798		1,056
Energy (0.1%):
Lundin Energy AB		15,423		552
Industrials (0.2%):
Atlas Copco AB Class A		7,223		499
Sandvik AB		12,962		362
Volvo AB Class B		17,649		408
				1,269
				2,877
Switzerland (4.4%):
Communication Services (0.1%):
Swisscom AG Registered Shares		751		424
Consumer Staples (1.0%):
Nestle SA Registered Shares		45,557		6,363
Financials (0.3%):
Partners Group Holding AG		1,123		1,854
Health Care (1.8%):
Novartis AG Registered Shares		58,198		5,116
Roche Holding AG		14,800		6,142
				11,258
Industrials (0.9%):
Geberit AG Registered Shares		2,803		2,286
Kuehne + Nagel International AG Class R		4,326		1,394
SGS SA Registered Shares		464		1,547
				5,227
Information Technology (0.1%):
TE Connectivity Ltd.		2,262		365

See notes for financial statements.

14

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Materials (0.2%):
Sika AG Registered Shares		3,520	$	1,463
				26,954
Taiwan (2.5%):
Communication Services (0.2%):
Chunghwa Telecom Co. Ltd.		291,000		1,226
Consumer Staples (0.2%):
Uni-President Enterprises Corp.		513,730		1,272
Financials (0.3%):
CTBC Financial Holding Co. Ltd.		1,872,000		1,754
Industrials (0.0%): (a)
Evergreen Marine Corp. Ltd.		39,000		200
Information Technology (1.8%):
Delta Electronics, Inc.		150,000		1,489
Novatek Microelectronics Corp.		45,000		874
Realtek Semiconductor Corp.		34,000		711
Taiwan Semiconductor Manufacturing Co. Ltd., ADR		57,360		6,901
Taiwan Semiconductor Manufacturing Co. Ltd.		32,000		708
				10,683
				15,135
United Kingdom (3.1%):
Communication Services (0.0%): (a)
WPP PLC		14,371		219
Consumer Discretionary (0.4%):
InterContinental Hotels Group PLC (b)		14,109		912
Next PLC		9,760		1,079
Persimmon PLC		6,801		264
				2,255
Consumer Staples (0.8%):
Imperial Brands PLC		83,232		1,824
Unilever PLC		56,174		3,013
				4,837
Energy (0.1%):
Royal Dutch Shell PLC Class A		17,818		390
Financials (0.2%):
Aon PLC Class A		4,636		1,393
Health Care (0.1%):
GlaxoSmithKline PLC		15,789		344
Industrials (1.2%):
Ferguson PLC		19,304		3,428
Intertek Group PLC		11,935		910
RELX PLC		91,967		3,002
				7,340

See notes for financial statements.

15

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Materials (0.3%):
Rio Tinto PLC		28,924	$	1,907
				18,685
United States (59.2%):
Communication Services (5.3%):
Alphabet, Inc. Class C (b)		5,769		16,693
Comcast Corp. Class A		11,583		583
Fox Corp. Class A		7,157		264
Lumen Technologies, Inc.		15,330		193
Match Group, Inc. (b)		12,154		1,607
Meta Platforms, Inc. Class A (b)		19,175		6,450
Omnicom Group, Inc.		28,050		2,055
Sirius XM Holdings, Inc. (c)		478,014		3,035
The Interpublic Group of Cos., Inc.		29,586		1,108
Verizon Communications, Inc.		5,945		309
				32,297
Consumer Discretionary (6.2%):
Amazon.com, Inc. (b)		2,380		7,936
AutoZone, Inc. (b)		727		1,524
Bath & Body Works, Inc.		2,695		188
Best Buy Co., Inc.		15,351		1,560
Booking Holdings, Inc. (b)		781		1,874
Domino's Pizza, Inc.		6,551		3,697
eBay, Inc.		13,070		869
Etsy, Inc. (b)		2,392		524
Lowe's Cos., Inc.		2,342		605
NIKE, Inc. Class B		432		72
NVR, Inc. (b)		47		278
O'Reilly Automotive, Inc. (b)		1,512		1,068
Ross Stores, Inc.		12,294		1,405
Starbucks Corp.		27,250		3,187
Target Corp.		9,292		2,150
The Home Depot, Inc.		6,858		2,846
Tractor Supply Co.		1,115		266
Ulta Beauty, Inc. (b)		2,350		969
Yum! Brands, Inc.		47,250		6,561
				37,579
Consumer Staples (6.3%):
Altria Group, Inc.		96,387		4,568
Colgate-Palmolive Co.		66,941		5,713
Costco Wholesale Corp.		3,252		1,846
General Mills, Inc.		5,361		361
Kimberly-Clark Corp.		8,908		1,273
Philip Morris International, Inc.		66,355		6,304
The Clorox Co.		34,013		5,930
The Hershey Co.		20,917		4,047
The Kroger Co.		32,263		1,460
The Procter & Gamble Co.		36,550		5,979

See notes for financial statements.

16

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Tyson Foods, Inc. Class A		2,267	$	197
Walmart, Inc.		5,402		782
				38,460
Energy (1.1%):
ConocoPhillips		4,119		297
Coterra Energy, Inc.		164,086		3,118
EOG Resources, Inc.		26,937		2,393
Halliburton Co.		37,431		856
Phillips 66		3,532		256
				6,920
Financials (6.4%):
Aflac, Inc.		7,955		465
American Express Co.		1,653		270
Ameriprise Financial, Inc.		1,284		387
Capital One Financial Corp.		2,212		321
Discover Financial Services		27,076		3,129
FactSet Research Systems, Inc.		4,868		2,366
JPMorgan Chase & Co.		4,837		766
MarketAxess Holdings, Inc.		3,274		1,347
MSCI, Inc.		4,025		2,466
Regions Financial Corp.		101,828		2,220
S&P Global, Inc.		7,892		3,724
SEI Investments Co.		73,291		4,466
SVB Financial Group (b)		310		210
Synchrony Financial		60,085		2,787
T. Rowe Price Group, Inc.		33,989		6,684
The Allstate Corp.		3,267		384
The Goldman Sachs Group, Inc.		622		238
The PNC Financial Services Group, Inc.		353		71
The Progressive Corp.		63,776		6,547
				38,848
Health Care (9.0%):
AbbVie, Inc.		22,051		2,986
Align Technology, Inc. (b)		2,742		1,802
AmerisourceBergen Corp.		1,860		247
Amgen, Inc.		24,354		5,479
Anthem, Inc.		932		432
Biogen, Inc. (b)		5,552		1,332
Bristol-Myers Squibb Co.		1,224		76
Cardinal Health, Inc.		1,445		74
Cerner Corp.		32,022		2,974
CVS Health Corp.		3,219		332
Eli Lilly & Co.		8,569		2,367
Gilead Sciences, Inc.		3,953		287
HCA Healthcare, Inc.		1,239		318
IDEXX Laboratories, Inc. (b)		3,339		2,199
Johnson & Johnson		40,307		6,895
Laboratory Corp. of America Holdings (b)		719		226

See notes for financial statements.

17

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
McKesson Corp.		7,053	$	1,753
Merck & Co., Inc.		40,300		3,089
Mettler-Toledo International, Inc. (b)		1,487		2,524
Moderna, Inc. (b)		3,799		965
Molina Healthcare, Inc. (b)		3,229		1,027
Pfizer, Inc.		10,424		616
Quest Diagnostics, Inc.		1,335		231
Regeneron Pharmaceuticals, Inc. (b)		3,133		1,979
UnitedHealth Group, Inc.		13,904		6,982
Veeva Systems, Inc. Class A (b)		8,345		2,132
Waters Corp. (b)		4,730		1,762
Zoetis, Inc.		13,508		3,296
				54,382
Industrials (7.2%):
3M Co.		18,704		3,322
Booz Allen Hamilton Holding Corp.		12,029		1,020
Carrier Global Corp.		1,330		72
Cintas Corp.		5,789		2,566
Cummins, Inc.		10,548		2,301
Dover Corp.		1,393		253
Emerson Electric Co.		23,631		2,197
Fastenal Co.		46,882		3,003
Generac Holdings, Inc. (b)		2,020		711
Huntington Ingalls Industries, Inc.		10,548		1,970
Illinois Tool Works, Inc.		13,934		3,439
Lennox International, Inc.		2,119		687
Lockheed Martin Corp.		17,496		6,218
Masco Corp.		2,534		178
Northrop Grumman Corp.		913		353
Old Dominion Freight Line, Inc.		8,810		3,157
Otis Worldwide Corp.		25,561		2,226
Robert Half International, Inc.		12,692		1,416
Rockwell Automation, Inc.		5,401		1,884
Union Pacific Corp.		6,119		1,542
United Parcel Service, Inc. Class B		9,384		2,011
United Rentals, Inc. (b)		641		213
W.W. Grainger, Inc.		4,993		2,588
				43,327
Information Technology (16.6%):
Adobe, Inc. (b)		7,619		4,320
Advanced Micro Devices, Inc. (b)		4,889		703
Apple, Inc.		159,731		28,363
Applied Materials, Inc.		2,925		460
Autodesk, Inc. (b)		2,221		624
Automatic Data Processing, Inc.		1,290		318
Cadence Design Systems, Inc. (b)		16,362		3,049
CDW Corp.		9,464		1,938
Cisco Systems, Inc.		58,919		3,734
Citrix Systems, Inc.		12,582		1,190

See notes for financial statements.

18

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Dropbox, Inc. Class A (b)		6,103	$	150
Fair Isaac Corp. (b)		7,867		3,412
Fortinet, Inc. (b)		4,849		1,743
Gartner, Inc. (b)		408		136
HP, Inc.		34,274		1,291
Intel Corp.		50,271		2,589
International Business Machines Corp.		2,830		378
KLA Corp.		648		279
Lam Research Corp.		1,053		757
Mastercard, Inc. Class A		6,307		2,266
Microsoft Corp.		70,685		23,773
Motorola Solutions, Inc.		978		266
NetApp, Inc.		2,105		194
NVIDIA Corp.		9,808		2,885
Oracle Corp.		17,312		1,510
QUALCOMM, Inc.		12,532		2,292
Teradyne, Inc.		8,703		1,423
Texas Instruments, Inc.		19,534		3,682
The Western Union Co.		103,967		1,855
VeriSign, Inc. (b)		7,467		1,895
Visa, Inc. Class A		337		73
VMware, Inc. Class A		6,116		709
Zebra Technologies Corp. (b)		3,181		1,893
Zoom Video Communications, Inc. Class A (b)		3,441		633
				100,783
Materials (0.7%):
Celanese Corp.		1,241		209
International Paper Co.		3,670		172
Nucor Corp.		2,122		242
The Sherwin-Williams Co.		10,801		3,804
				4,427
Real Estate (0.3%):
American Tower Corp.		2,198		643
Crown Castle International Corp.		1,138		237
Equinix, Inc.		259		219
Prologis, Inc.		2,499		421
				1,520
Utilities (0.1%):
Evergy, Inc.		2,544		174
FirstEnergy Corp.		6,996		291
NRG Energy, Inc.		4,521		195
				660
				359,203
Total Common Stocks (Cost $502,184)				603,942

See notes for financial statements.

19

USAA Mutual Funds Trust
USAA Global Managed Volatility Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Collateral for Securities Loaned (0.5%)^
United States (0.5%):
Fidelity Investments Money Market Government Portfolio, Institutional Shares, 0.01% (d)		118,309	$	118
Goldman Sachs Financial Square Government Fund, Institutional Shares, 0.03% (d)		118,558		119
HSBC U.S. Government Money Market Fund, I Shares, 0.03% (d)		2,957,456		2,957
Total Collateral for Securities Loaned (Cost $3,194)				3,194
Total Investments (Cost $505,378) — 100.1%				607,136
Liabilities in excess of other assets — (0.1)%				(789	)
NET ASSETS — 100.00%			$	606,347

^  Purchased with cash collateral from securities on loan.

(a)  Amount represents less than 0.05% of net assets.

(b)  Non-income producing security.

(c)  All or a portion of this security is on loan.

(d)  Rate disclosed is the daily yield on December 31, 2021.

ADR — American Depositary Receipt

GDR — Global Depositary Receipt

PLC — Public Limited Company

See notes for financial statements.

20

USAA Mutual Funds Trust Statement of Assets and Liabilities
December 31, 2021

(Amounts in Thousands, Except Per Share Amounts)  

	USAA Global Managed Volatility Fund
Assets:
Investments, at value (Cost $505,378)	$	607,136	(a)
Foreign currency, at value (Cost $125)		125
Cash		1,870
Deposit with broker for futures contracts		5
Receivables:
Interest and dividends		613
Capital shares issued		2
Reclaims		271
From Adviser		60
Prepaid expenses		10
Total Assets		610,092
Liabilities:
Payables:
Collateral received on loaned securities		3,194
Accrued foreign capital gains taxes		123
Accrued expenses and other payables:
Investment advisory fees		300
Administration fees		26
Custodian fees		21
Transfer agent fees		26
Compliance fees		—	(b)
Trustees' fees		—	(b)
Other accrued expenses		55
Total Liabilities		3,745
Net Assets:
Capital		474,505
Total accumulated earnings/(loss)		131,842
Net Assets	$	606,347
Net Assets
Fund Shares	$	12,183
Institutional Shares		594,164
Total	$	606,347
Shares (unlimited number of shares authorized with no par value):
Fund Shares		1,130
Institutional Shares		54,112
Total		55,242
Net asset value, offering and redemption price per share: (c)
Fund Shares	$	10.78
Institutional Shares	$	10.98

(a)  Includes $3,005 of securities on loan.

(b)  Rounds to less than $1 thousand.

(c)  Per share amount may not recalculate due to rounding of net assets and/or shares outstanding.

See notes to financial statements.

21

USAA Mutual Funds Trust Statement of Operations
For the Year Ended December 31, 2021

(Amounts in Thousands)  

	USAA Global Managed Volatility Fund
Investment Income:
Interest	$	1
Dividends		14,263
Securities lending (net of fees)		13
Foreign tax withholding		(970	)
Total Income		13,307
Expenses:
Investment advisory fees		3,711
Administration fees — Fund Shares		17
Administration fees — Institutional Shares		304
Sub-Administration fees		70
Custodian fees		131
Transfer agent fees — Fund Shares		13
Transfer agent fees — Institutional Shares		304
Trustees' fees		48
Compliance fees		4
Legal and audit fees		52
State registration and filing fees		35
Interfund lending fees		1
Interest fees		11
Other expenses		86
Total Expenses		4,787
Expenses waived/reimbursed by Adviser		(424	)
Net Expenses		4,363
Net Investment Income (Loss)		8,944
Realized/Unrealized Gains (Losses) from Investments:
Net realized gains (losses) from investment securities and foreign currency transactions		95,058
Foreign taxes on realized gains		(96	)
Net change in unrealized appreciation/depreciation on investment securities and foreign currency translations		16,855
Net change in accrued foreign taxes on unrealized gains		(37	)
Net realized/unrealized gains (losses) on investments		111,780
Change in net assets resulting from operations	$	120,724

See notes to financial statements.

22

USAA Mutual Funds Trust Statements of Changes in Net Assets

(Amounts in Thousands)  

	USAA Global Managed Volatility Fund
	Year Ended December 31, 2021			Year Ended December 31, 2020
From Investments:
Operations:
Net investment income (loss)	$	8,944		$	11,857
Net realized gains (losses) from investments		94,962			75,627
Net change in unrealized appreciation/depreciation on investments		16,818			(40,563	)
Change in net assets resulting from operations		120,724			46,921
Distributions to Shareholders:
Fund Shares		(2,473	)		(405	)
Institutional Shares		(119,748	)		(31,411	)
Change in net assets resulting from distributions to shareholders		(122,221	)		(31,816	)
Change in net assets resulting from capital transactions		(127,774	)		(296,678	)
Change in net assets		(129,271	)		(281,573	)
Net Assets:
Beginning of period		735,618			1,017,191
End of period	$	606,347		$	735,618
Capital Transactions:
Fund Shares
Proceeds from shares issued	$	1,421		$	1,605
Distributions reinvested		2,461			404
Cost of shares redeemed		(1,783	)		(3,534	)
Total Fund Shares	$	2,099		$	(1,525	)
Institutional Shares
Proceeds from shares issued	$	172		$	7,453
Distributions reinvested		119,748			31,411
Cost of shares redeemed		(249,793	)		(334,017	)
Total Institutional Shares	$	(129,873	)	$	(295,153	)
Change in net assets resulting from capital transactions	$	(127,774	)	$	(296,678	)
Share Transactions:
Fund Shares
Issued		117			162
Reinvested		230			36
Redeemed		(147	)		(355	)
Total Fund Shares		200			(157	)
Institutional Shares
Issued		13			845
Reinvested		10,972			2,779
Redeemed		(20,743	)		(30,264	)
Total Institutional Shares		(9,758	)		(26,640	)
Change in Shares		(9,558	)		(26,797	)

See notes to financial statements.

23

USAA Mutual Funds Trust Financial Highlights

For a Share Outstanding Throughout Each Period

			Investment Activities									Distributions to Shareholders From
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)			Net Realized and Unrealized Gains (Losses) on Investments			Total from Investment Activities			Net Investment Income			Net Realized Gains From Investments
USAA Global Managed Volatility Fund
Fund Shares
Year Ended December 31:
2021	$	11.20		0.15	(c)		2.15			2.30			(0.11	)		(2.61	)
2020	$	10.97		0.12	(c)		0.56			0.68			(0.15	)		(0.30	)
2019	$	9.39		0.19	(c)		1.85			2.04			(0.22	)		(0.24	)
2018	$	10.73		0.25			(1.18	)		(0.93	)		(0.15	)		(0.26	)
2017	$	9.03		0.13	(c)		1.76			1.89			(0.14	)		(0.05	)
Institutional Shares
Year Ended December 31:
2021	$	11.35		0.18	(c)		2.19			2.37			(0.13	)		(2.61	)
2020	$	11.11		0.14	(c)		0.57			0.71			(0.17	)		(0.30	)
2019	$	9.49		0.21	(c)		1.88			2.09			(0.23	)		(0.24	)
2018	$	10.84		0.16			(1.08	)		(0.92	)		(0.17	)		(0.26	)
2017	$	9.12		0.18	(c)		1.76			1.94			(0.17	)		(0.05	)

*  Assumes reinvestment of all net investment income and realized capital gain distributions, if any, during the period. Includes adjustments in accordance with U.S. Generally Accepted Accounting Principles and could differ from the Lipper reported return.

^  The net expense ratio may not correlate to the applicable expense limits in place during the period since the current contractual expense limitation is applied for a period beginning July 1, 2019, and in effect through June 30, 2023, instead of coinciding with the Fund's fiscal year end. Details of the current contractual expense limitation in effect can be found in Note 5 of the accompanying Notes to Financial Statements.

(a)  The expense ratios for the Years Ended 2017, 2018, 2019, 2020, and 2021 exclude the impact of expenses paid by each underlying fund.

(b)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.

(c)  Per share net investment income (loss) has been calculated using the average daily shares method.

(d)  Prior to May 1, 2017, USAA Asset Management Company, the former investment adviser to the Fund ("AMCO"), voluntarily agreed to limit the annual expenses of the Institutional Shares to 0.70% of the Institutional Shares' average daily net assets.

See notes to financial statements.

24

USAA Mutual Funds Trust Financial Highlights — continued

For a Share Outstanding Throughout Each Period

									Ratios to Average Net Assets									Supplemental Data
	Total Distributions			Net Asset Value, End of Period		Total Return*			Net Expenses^(a)			Net Investment Income (Loss)			Gross Expenses(a)			Net Assets, End of Period (000's)		Portfolio Turnover(b)
USAA Global Managed Volatility Fund
Fund Shares
Year Ended December 31:
2021		(2.72	)	$	10.78		21.00	%		0.90	%		1.26	%		1.05	%	$	12,183		40	%
2020		(0.45	)	$	11.20		6.25	%		0.90	%		1.14	%		1.15	%	$	10,414		86	%
2019		(0.46	)	$	10.97		21.69	%		0.90	%		1.81	%		1.09	%	$	11,921		53	%
2018		(0.41	)	$	9.39		(8.78	)%		0.90	%		1.57	%		1.18	%	$	10,229		35	%
2017		(0.19	)	$	10.73		20.95	%		0.90	%		1.30	%		1.09	%	$	11,284		48	%
Institutional Shares
Year Ended December 31:
2021		(2.74	)	$	10.98		21.34	%		0.70	%		1.45	%		0.77	%	$	594,164		40	%
2020		(0.47	)	$	11.35		6.44	%		0.70	%		1.34	%		0.74	%	$	725,204		86	%
2019		(0.47	)	$	11.11		21.97	%		0.70	%		1.97	%		0.75	%	$	1,005,270		53	%
2018		(0.43	)	$	9.49		(8.61	)%		0.70	%		1.87	%		0.74	%	$	922,210		35	%
2017		(0.22	)	$	10.84		21.24	%		0.72	%(d)		1.79	%		0.76	%	$	824,189		48	%

See notes to financial statements.

25

USAA Mutual Funds Trust Notes to Financial Statements
December 31, 2021

1. Organization:

USAA Mutual Funds Trust (the "Trust") is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end investment company. The Trust is comprised of 46 funds and is authorized to issue an unlimited number of shares, which are units of beneficial interest with no par value.

The accompanying financial statements are those of the USAA Global Managed Volatility Fund (the "Fund"). The Fund offers two classes of shares: Fund Shares and Institutional Shares. The Fund is classified as diversified under the 1940 Act.

Each class of shares of the Fund has substantially identical rights and privileges, except with respect to fees paid under distribution plans, expenses allocable exclusively to each class of shares, voting rights on matters solely affecting a single class of shares, and the exchange privilege of each class of shares.

Under the Trust's organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide for general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies:

The following is a summary of significant accounting policies followed by the Trust in the preparation of its financial statements. The policies are in conformity with U.S. Generally Accepted Accounting Principles ("GAAP"). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates. The Fund follows the specialized accounting and reporting requirements under GAAP that are applicable to investment companies under Accounting Standards Codification Topic 946.

Investment Valuation:

The Fund records investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The valuation techniques described below maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund's investments are summarized in the three broad levels listed below:

• Level 1 — quoted prices in active markets for identical securities

• Level 2 — other significant observable inputs (including quoted prices for similar securities or interest rates applicable to those securities, etc.)

• Level 3 — significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The inputs or methodologies used for valuation techniques are not necessarily an indication of the risks associated with entering into those investments.

Victory Capital Management Inc. ("VCM" or the "Adviser") has established the Pricing and Liquidity Committee (the "Committee"), and subject to the Trust's Board of Trustees' (the "Board") oversight, the Committee administers and oversees the Fund's valuation policies and procedures, which are approved by the Board.

26

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Portfolio securities listed or traded on securities exchanges, including Exchange-Traded Funds ("ETFs"), and American Depositary Receipts ("ADRs"), are valued at the closing price on the exchange or system where the security is principally traded, if available, or at the Nasdaq Official Closing Price. If there have been no sales for that day on the exchange or system, then a security is valued at the last available bid quotation on the exchange or system where the security is principally traded. In each of these situations, valuations are typically categorized as Level 1 in the fair value hierarchy.

Investments in open-end investment companies are valued at their net asset value ("NAV"). These valuations are typically categorized as Level 1 in the fair value hierarchy.

In the event that price quotations or valuations are not readily available, investments are valued at fair value in accordance with procedures established by and under the general supervision and responsibility of the Board. These valuations are typically categorized as Level 2 or Level 3 in the fair value hierarchy, based on the observability of inputs used to determine the fair value. The effect of fair value pricing is that securities may not be priced on the basis of quotations from the primary market in which they are traded, and the actual price realized from the sale of a security may differ materially from the fair value price. Valuing these securities at fair value is intended to cause the Fund's NAV to be more reliable than it otherwise would be.

In accordance with procedures adopted by the Board, fair value pricing may be used if events materially affecting the value of foreign securities occur between the time the exchange on which they are traded closes and the time the Fund's NAV is calculated. The Fund uses a systematic valuation model, provided daily by an independent third party to fair value its international equity securities. The valuations are categorized as Level 2 in the fair value hierarchy.

A summary of the valuations as of December 31, 2021, based upon the three levels defined above, is included in the table below while the breakdown, by category, of investments is disclosed on the Schedule of Portfolio Investments (amounts in thousands):

	Level 1		Level 2		Level 3		Total
Common Stocks	$	405,005	$	198,937	$	—	$	603,942
Collateral for Securities Loaned		3,194		—		—		3,194
Total	$	408,199	$	198,937	$	—	$	607,136

For the year ended December 31, 2021, there were no transfers in or out of Level 3 in the fair value hierarchy.

Real Estate Investment Trusts ("REITs"):

The Fund may invest in REITs, which report information on the source of their distributions annually. REITs are pooled investment vehicles that invest primarily in income producing real estate or real estate related loans or interests (such as mortgages). Certain distributions received from REITs during the year are recorded as realized gains or return of capital as estimated by the Fund or when such information becomes known.

Investment Companies:

Open-End Funds:

The Fund may invest in portfolios of open-end investment companies. These investment companies value securities in their portfolios for which market quotations are readily available at their market values (generally the last reported sale price) and all other securities and assets at their fair value by the methods established by the board of directors of the underlying funds.

Derivative Instruments:

Foreign Exchange Currency Contracts:

The Fund may enter into foreign exchange currency contracts to convert U.S. dollars to and from various foreign currencies. A foreign exchange currency contract is an obligation by the Fund to

27

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

purchase or sell a specific currency at a future date at a price (in U.S. dollars) set at the time of the contract. The Fund does not engage in "cross-currency" foreign exchange contracts (i.e., contracts to purchase or sell one foreign currency in exchange for another foreign currency). The Fund's foreign exchange currency contracts might be considered spot contracts (typically a contract of one week or less) or forward contracts (typically a contract term over one week). A spot contract is entered into for purposes of hedging against foreign currency fluctuations relating to a specific portfolio transaction, such as the delay between a security transaction trade date and settlement date. Forward contracts are entered into for purposes of hedging portfolio holdings or concentrations of such holdings. Each foreign exchange currency contract is adjusted daily by the prevailing spot or forward rate of the underlying currency, and any appreciation or depreciation is recorded for financial statement purposes as unrealized until the contract settlement date, at which time the Fund records realized gains or losses equal to the difference between the value of a contract at the time it was opened and the value at the time it was closed. The Fund could be exposed to risk if a counterparty is unable to meet the terms of a foreign exchange currency contract or if the value of the foreign currency changes unfavorably. In addition, the use of foreign exchange currency contracts does not eliminate fluctuations in the underlying prices of the securities. As of December 31, 2021, the Fund had no open forward foreign exchange currency contracts.

Futures Contracts:

The Fund may enter into contracts for the future delivery of securities or foreign currencies and futures contracts based on a specific security, class of securities, foreign currency or an index, and purchase or sell options on any such futures contracts. A futures contract on a securities index is an agreement obligating either party to pay, and entitling the other party to receive, while the contract is outstanding, cash payments based on the level of a specified securities index. No physical delivery of the underlying asset is made. The Fund may enter into futures contracts in an effort to hedge against market risks. The acquisition of put and call options on futures contracts will give the Fund the right (but not the obligation), for a specified price, to sell or to purchase the underlying futures contract, upon exercise of the option, at any time during the option period. Futures transactions involve brokerage costs and require the Fund to segregate assets to cover contracts that would require it to purchase securities or currencies. A good faith margin deposit, known as initial margin, of cash or government securities with a broker or custodian is required to initiate and maintain open positions in futures contracts. Subsequent payments, known as variation margin, are made or received by the Fund based on the change in the market value of the position and are recorded as unrealized appreciation or depreciation until the contract is closed out, at which time the gain or loss is realized. The Fund may lose the expected benefit of futures transactions if interest rates, exchange rates or securities prices change in an unanticipated manner. Such unanticipated changes may also result in lower overall performance than if the Fund had not entered into any futures transactions. In addition, the value of the Fund's futures positions may not prove to be perfectly or even highly correlated with the value of its portfolio securities or foreign currencies, limiting the Fund's ability to hedge effectively against interest rate, exchange rate and/or market risk and giving rise to additional risks. There is no assurance of liquidity in the secondary market for purposes of closing out futures positions. The collateral held by the Fund is reflected on the Statement of Assets and Liabilities under Deposit with broker for futures contracts.

Management has determined that no offsetting requirements exist as a result of their conclusion that the Fund is not subject to master netting agreements for futures contracts.

The Fund did not hold futures contracts as of December 31, 2021.

Options:

The Fund is subject to equity price risk in the normal course of pursuing its investment objectives. The Fund may use options on underlying instruments, namely, equity securities, ETFs, and equity indexes, to gain exposure to, or hedge against, changes in the value of equity securities, ETFs, or equity indexes. A call option gives the purchaser the right to buy, and the writer the obligation to sell, the underlying instrument at a specified price during a specified period. Conversely, a put option gives the purchaser the right to sell, and the writer the obligation to buy, the underlying instrument at a specified price during a specified period. The purchaser of the option pays a premium to the writer of the option.

28

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Premiums paid for purchased options are included on the Fund's Statement of Assets and Liabilities as an investment. If a purchased option expires unexercised, the premium paid is recognized as a realized loss. If a purchased call option on a security is exercised, the cost of the security acquired includes the exercise price and the premium paid. If a purchased put option on a security is exercised, the realized gain or loss on the security sold is determined from the exercise price, the original cost of the security, and the premium paid. The risk associated with purchasing a call or put option is limited to the premium paid.

Premiums received from writing options are included on the Fund's Statement of Assets and Liabilities as a liability. If a written option expires unexercised, the premium received is recognized as a realized gain. If a written call option on a security is exercised, the realized gain or loss on the security sold is determined from the exercise price, the original cost of the security, and the premium received. If a written put option on a security is exercised, the cost of the security acquired is the exercise price paid less the premium received. The Fund, as a writer of an option, bears the market risk of an unfavorable change in the price of the security underlying the written option.

In an attempt to reduce the Fund's volatility over time, the Fund may implement a strategy that involves purchasing and selling options on indexes or ETFs that represent the Fund's exposure against a highly correlated stock portfolio. The combination of the diversified stock portfolio with index or ETF options is designed to provide the Fund with consistent returns over a wide range of equity market environments. This strategy may not fully protect the Fund against declines in the portfolio's value, and the Fund could experience a loss. Options on ETFs are similar to options on individual securities in that the holder of the ETF call (or put) has the right to receive (or sell) shares of the underlying ETF at the strike price on or before exercise date. Options on securities indexes are different from options on individual securities in that the holder of the index option has the right to receive an amount of cash equal to the difference between the exercise price and the settlement value of the underlying index as defined by the exchange. If an index option is exercised, the realized gain or loss is determined by the exercise price, the settlement value, and the premium amount paid or received. As of December 31, 2021, the Fund had no open options.

Investment Transactions and Related Income:

Changes in holdings of investments are accounted for no later than one business day following the trade date. For financial reporting purposes, however, investment transactions are accounted for on trade date or the last business day of the reporting period. Interest income is determined on the basis of coupon interest accrued using the effective interest method which adjusts, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date. Gains or losses realized on sales of securities are recorded on the identified cost basis.

Withholding taxes on interest, dividends, and gains as a result of certain investments in ADRs by the Fund have been provided for in accordance with each investment's applicable country's tax rules and rates.

Securities Lending:

The Fund, through a Securities Lending Agreement with Citibank, N.A. ("Citibank"), may lend its securities to qualified financial institutions, such as certain broker-dealers and banks, to earn additional income, net of income retained by Citibank. Borrowers are required to initially secure their loans for collateral in the amount of at least 102% of the value of U.S. securities loaned or at least 105% of the value of non-U.S. securities loaned, marked-to-market daily. Any collateral shortfalls associated with increases in the valuation of the securities loaned are generally cured the next business day. The collateral can be received in the form of cash collateral and/or non-cash collateral. Non-cash collateral can include U.S. Government Securities and other securities as permitted by Securities and Exchange Commission ("SEC") guidelines. The cash collateral is invested in short-term instruments or cash equivalents, primarily open-end investment companies, as noted on the Fund's Schedule of Portfolio Investments. The Fund effectively does not have control of the non-cash collateral and therefore it is not disclosed on the Fund's Schedule of Portfolio Investments. Collateral requirements are determined daily based on the value of the Fund's securities on loan as of the end of the prior business day. During

29

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

the time portfolio securities are on loan, the borrower will pay the Fund any dividends or interest paid on such securities plus any fee negotiated between the parties to the lending agreement. The Fund also earns a return from the collateral. The Fund pays Citibank various fees in connection with the investment of cash collateral and fees based on the investment income received from securities lending activities. Securities lending income (net of these fees) is disclosed on the Statement of Operations. Loans are terminable upon demand and the borrower must return the loaned securities within the lesser of one standard settlement period or five business days. Although risk is mitigated by the collateral, the Fund could experience a delay in recovering its securities and possible loss of income or value if the borrower fails to return them. In addition, there is a risk that the value of the short-term investments will be less than the amount of cash collateral required to be returned to the borrower.

The Fund's agreement with Citibank does not include master netting provisions. Non-cash collateral received by the Fund may not be sold or repledged, except to satisfy borrower default.

The following table (amounts in thousands) is a summary of the Fund's securities lending transactions as of December 31, 2021.

Value of Securities on Loan		Non-Cash Collateral		Cash Collateral
$	3,005	$	—	$	3,194

Foreign Currency Translations:

The accounting records of the Fund are maintained in U.S. dollars. Investment securities and other assets and liabilities of the Fund denominated in a foreign currency are translated into U.S. dollars at current exchange rates. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates on the date of the transactions. The Fund does not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from fluctuations arising from changes in market prices of securities held. Such fluctuations are disclosed as Net change in unrealized appreciation/depreciation on investment securities and foreign currency translations on the Statement of Operations. Any realized gains or losses from these fluctuations, including foreign currency arising from in-kind redemptions, are disclosed as Net realized gains (losses) from investment securities and foreign currency transactions on the Statement of Operations.

Foreign Taxes:

The Fund may be subject to foreign taxes related to foreign income received (a portion of which may be reclaimable), capital gains on the sale of securities, and certain foreign currency transactions. All foreign taxes are recorded in accordance with the applicable regulations and rates that exist in the foreign jurisdictions in which the Fund invests.

Federal Income Taxes:

It is the Fund's policy to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined in applicable sections of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provision for federal income taxes is required in the financial statements. The Fund has a tax year end of December 31.

For the year ended December 31, 2021, the Fund did not incur any income tax, interest, or penalties, and has recorded no liability for net unrecognized tax benefits relating to uncertain tax positions.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax years, which includes the current fiscal tax year end). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

30

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Allocations:

Expenses directly attributable to the Fund are charged to the Fund, while expenses that are attributable to more than one fund in the Trust, or jointly with an affiliated trust, are allocated among the respective funds in the Trust and/or an affiliated trust based upon net assets or another appropriate basis.

Income, expenses (other than class-specific expenses such as transfer agent fees, state registration fees, and printing fees), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets on the date income is earned or expenses and realized and unrealized gains and losses are incurred.

3. Purchases and Sales:

Purchases and sales of securities (excluding securities maturing less than one year from acquisition) for the year ended December 31, 2021, were as follows for the Fund (amounts in thousands):

Excluding U.S. Government Securities
Purchases		Sales
$	245,836	$	487,178

4. Affiliated Fund Ownership:

The Fund offers its shares for investment by other USAA Mutual Funds. The fund-of-funds do not invest in the underlying funds for the purpose of exercising management or control, and the affiliated fund-of-funds' annual and semi-annual reports may be viewed at www.vcm.com. As of December 31, 2021, certain fund-of-funds owned total outstanding shares of the Fund as follows:

Affiliated USAA Mutual Funds	Ownership %
USAA Target Retirement Income Fund		8.1
USAA Target Retirement 2030 Fund		24.9
USAA Target Retirement 2040 Fund		37.1
USAA Target Retirement 2050 Fund		24.5
USAA Target Retirement 2060 Fund		3.4

5. Fees and Transactions with Affiliates and Related Parties:

Investment Advisory Fees:

Investment advisory services are provided to the Fund by the Adviser, which is a New York corporation registered as an investment adviser with the SEC. The Adviser is an indirect wholly owned subsidiary of Victory Capital Holdings, Inc., a publicly traded Delaware corporation, and a wholly owned direct subsidiary of Victory Capital Operating, LLC.

Under the terms of the Investment Advisory Agreement, the Adviser is entitled to receive fees accrued daily and paid monthly at an annualized rate of 0.60% of the Fund's average daily net assets. Amounts incurred and paid to VCM for the year ended December 31, 2021, are reflected on the Statement of Operations as Investment advisory fees.

The Trust relies on an exemptive order granted to VCM and its affiliated funds by the SEC in March 2019 permitting the use of a "manager-of-managers" structure for certain funds. Under a manager-of-managers structure, the investment adviser may select (with approval of the Board and without shareholder approval) one or more subadvisers to manage the day-to-day investment of a fund's assets. For the year ended December 31, 2021, the Fund had no subadvisers.

Administration and Servicing Fees:

VCM serves as the Fund's administrator and fund accountant. Under the Fund Administration, Servicing and Accounting Agreement, VCM is paid an administration and servicing fee that is accrued daily and paid monthly at an annualized rate of 0.15% and 0.05%, which is based on the Fund's average daily

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USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

net assets of the Fund Shares and of the Institutional Shares, respectively. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Administration fees.

Citi Fund Services Ohio, Inc. ("Citi"), an affiliate of Citibank, acts as sub-administrator and sub-fund accountant to the Fund pursuant to a Sub-Administration and Sub-Fund Accounting Services Agreement between VCM and Citi. VCM pays Citi a fee for providing these services. The Fund reimburses VCM and Citi for out-of-pocket expenses incurred in providing these services and certain other expenses specifically allocated to the Fund. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Sub-Administration fees.

The Fund (as part of the Trust) has entered into an agreement with the Adviser to provide compliance services, pursuant to which the Adviser furnishes its compliance personnel, including the services of the Chief Compliance Officer ("CCO"), and other resources reasonably necessary to provide the Trust with compliance oversight services related to the design, administration, and oversight of a compliance program for the Trust in accordance with Rule 38a-1 under the 1940 Act. The CCO is an employee of the Adviser, which pays the compensation of the CCO and support staff. The funds in the Trust, Victory Variable Insurance Funds, Victory Portfolios, and Victory Portfolios II (collectively, the "Victory Funds Complex") in the aggregate, compensate the Adviser for these services. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Compliance fees.

Transfer Agency Fees:

Victory Capital Transfer Agency, Inc. ("VCTA"), an affiliate of the Adviser, provides transfer agency services to the Fund. VCTA provides transfer agent services to the Fund Shares based on an annual charge of $23 per shareholder account plus out-of-pocket expenses. VCTA pays a portion of these fees to certain intermediaries for the administration and servicing of accounts that are held with such intermediaries. Transfer agent's fees for the Institutional Shares are paid monthly based on a fee accrued daily at an annualized rate of 0.05% of average daily net assets, plus out-of-pocket expenses. Amounts incurred and paid to VCTA for the year ended December 31, 2021, are reflected on the Statement of Operations as Transfer agent fees.

FIS Investor Services LLC serves as sub-transfer agent and dividend disbursing agent for the Fund pursuant to a Sub-Transfer Agent Agreement between VCTA and FIS Investor Services LLC. VCTA provides FIS Investor Services LLC a fee for providing these services.

Distributor/Underwriting Services:

Victory Capital Services, Inc. (the "Distributor"), an affiliate of the Adviser, serves as Distributor for the continuous offering of the shares of the Fund pursuant to a Distribution Agreement between the Distributor and the Trust and receives no fee or other compensation for these services.

Other Fees:

Citibank serves as the Fund's custodian. The Fund pays Citibank a fee for providing these services. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Custodian fees.

K&L Gates LLP provides legal services to the Trust.

The Adviser has entered into an expense limitation agreement with the Fund until at least June 30, 2023. Under the terms of the agreement, the Adviser has agreed to waive fees or reimburse certain expenses to the extent that ordinary operating expenses incurred by certain classes of the Fund in any fiscal year exceed the expense limits for such classes of the Fund. Such excess amounts will be the liability of the Adviser. Acquired fund fees and expenses, interest, taxes, brokerage commissions, other expenditures, which are capitalized in accordance with GAAP, and other extraordinary expenses not incurred in the ordinary course of the Fund's business are excluded from the expense limits. As of December 31, 2021, the expense limits (excluding voluntary waivers) were 0.90% and 0.70% for Fund Shares and Institutional Shares, respectively.

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USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Under the terms of the expense limitation agreement, as amended May 1, 2021, the Fund has agreed to repay fees and expenses that were waived or reimbursed by the Adviser for a period of up to three years (thirty-six (36) months) after the waiver or reimbursement took place, subject to the lesser of any operating expense limits in effect at the time of: (a) the original waiver or expense reimbursement; or (b) the recoupment, after giving effect to the recoupment amount. Prior to May 1, 2021, the Fund was permitted to recoup fees waived and expenses reimbursed for up to three years after the fiscal year in which the waiver or reimbursement took place, subject to the limitations above. This change did not have any effect on the amounts previously reported for recoupment.

As of December 31, 2021, the following amounts are available to be repaid to the Adviser (amounts in thousands). The Fund has not recorded any amounts available to be repaid as a liability due to an assessment that such repayment is not probable at December 31, 2021.

Expires 2022		Expires 2023		Expires 2024		Total
$	249	$	356	$	424	$	1,029

The Adviser may voluntarily waive or reimburse additional fees to assist the Fund in maintaining competitive expense ratios. Voluntary waivers and reimbursements applicable to the Fund are not available to be recouped at a future time. There were no voluntary waivers or reimbursements for the year ended December 31, 2021.

Certain officers and/or interested trustees of the Fund are also officers and/or employees of the Adviser, administrator, fund accountant, sub-administrator, sub-fund accountant, custodian, and Distributor.

6. Risks:

The Fund may be subject to other risks in addition to these identified risks.

Market Risk — Overall market risks may affect the value of the Fund. Domestic and international factors such as political events, war, trade disputes, interest rate levels and other fiscal and monetary policy changes, pandemics and other public health crises, and related geopolitical events, as well as environmental disasters such as earthquakes, fires, and floods, may add to instability in world economies and markets generally. The impact of these and other factors may be short-term or may last for extended periods.

Equity Risk — The value of the equity securities in which the Fund invests may decline in response to developments affecting individual companies and/or general economic conditions. A company's earnings or dividends may not increase as expected due to poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters, military confrontations, war, terrorism, public health crises, or other events, conditions, and factors. Price changes may be temporary or last for extended periods.

Foreign Securities Risk — Foreign markets can be more volatile than the U.S. market due to increased risks of adverse issuer, political, regulatory, market, or economic developments and can perform differently from the U.S. market.

Derivatives Risk — The Fund may invest in futures, options, and other types of derivatives. Risks associated with derivatives include the risk that the derivative is not well-correlated with the security, index, ETFs, or currency to which it relates; the risk that the use of derivatives may not have the intended effects and may result in losses, underperformance, or missed opportunities; the risk that the Fund will be unable to sell the derivative because of an illiquid secondary market; the risk that a counterparty is unwilling or unable to meet its obligation; the risk of interest rate movements; and the risk that the derivatives transaction could expose the Fund to the effects of leverage, which could increase the Fund's market exposure, magnify investment risks and losses, and cause losses to be realized more quickly. There is no guarantee that derivative techniques will be employed or that they will work as intended, and their use could lower returns or even result in losses to the Fund. In addition, proposed and current regulations may limit the Fund's ability to invest in derivatives.

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USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Emerging Markets Risk — Foreign securities risk can be particularly heightened because investments in emerging market countries generally are more volatile than investments in developed markets. Emerging market countries are less economically diverse and mature than more developed countries and tend to be politically less stable.

7. Borrowing and Interfund Lending:

Line of Credit:

The Victory Funds Complex participates in a short-term demand note "Line of Credit" agreement with Citibank. The Line of Credit agreement with Citibank was renewed on June 28, 2021, with a termination date of June 27, 2022. Under the agreement with Citibank, the Victory Funds Complex may borrow up to $600 million, of which $300 million is committed and $300 million is uncommitted. $40 million of the Line of Credit is reserved for use by the Victory Floating Rate Fund, another series of the Victory Funds Complex, with Victory Floating Rate Fund paying the related commitment fees for that amount. The purpose of the Line of Credit is to meet temporary or emergency cash needs. For the year ended December 31, 2021, Citibank received an annual commitment fee of 0.15% on $300 million for providing the Line of Credit. Each fund in the Victory Funds Complex pays a pro-rata portion of the commitment fees plus any interest (one-month London InterBank Offered Rate ("LIBOR") plus one percent, with LIBOR to be replaced by a different benchmark rate in accordance with the terms of the agreement) on amounts borrowed. Prior to June 28, 2021, the Victory Funds Complex paid an annual commitment fee of 0.15% and an upfront fee of 0.10%. Each fund in the Victory Funds Complex paid a pro-rata portion of the upfront fee. Interest charged to the Fund during the period, if applicable, is reflected on the Statement of Operations under Line of credit fees.

The Fund had no borrowings under the Line of Credit agreement during the year ended December 31, 2021.

Interfund Lending:

The Trust and the Adviser rely on an exemptive order granted by the SEC in March 2017 (the "Order"), permitting the establishment and operation of an Interfund Lending Facility (the "Facility"). The Facility allows the Fund to directly lend and borrow money to or from any other fund in the Victory Funds Complex that is permitted to participate in the Facility, relying upon the Order at rates beneficial to both the borrowing and lending funds. Advances under the Facility are allowed for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities, and are subject to each Fund's borrowing restrictions. The interfund loan rate is determined, as specified in the Order, by averaging the current repurchase agreement rate and the current bank loan rate. As a Borrower, interest charged to the Fund, if any, during the period, is reflected on the Statement of Operations under Interfund lending fees. As a Lender, interest earned by the Fund, if any, during the period, is reflected on the Statement of Operations under Interfund lending fees.

The average borrowing or lending for the days outstanding and average interest rate for the Fund during the year ended December 31, 2021, were as follows (amounts in thousands):

Borrower or Lender	Amount Outstanding at December 31, 2021		Average Borrowing*		Days Borrowing Outstanding		Average Interest Rate*			Maximum Borrowing During the Period
Borrower	$	—	$	5,708		7		0.57	%	$	8,687

*  For the year ended December 31, 2021, based on the number of days borrowings were outstanding.

8. Federal Income Tax Information:

The Fund intends to distribute any net investment income annually. Distributable net realized gains, if any, are declared and paid at least annually.

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USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

The amounts of dividends from net investment income and distributions from net realized gains (collectively, distributions to shareholders) are determined in accordance with federal income tax regulations, which may differ from GAAP. To the extent these "book/tax" differences are permanent in nature (e.g., net operating loss and distribution reclassification), such amounts are reclassified within the components of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales) do not require reclassification. To the extent dividends and distributions exceed net investment income and net realized gains for tax purposes, they are reported as distributions of capital. Net investment losses incurred by the Fund may be reclassified as an offset to capital on the accompanying Statement of Assets and Liabilities.

As of December 31, 2021, on the Statement of Assets and Liabilities, there were no permanent book-to-tax difference reclassification adjustments.

The tax character of distributions paid during the tax years ended, as noted below, were as follows (total distributions paid may differ from the Statements of Changes in Net Assets because, for tax purposes, dividends are recognized when actually paid) (amounts in thousands):

Year Ended December 31, 2021								Year Ended December 31, 2020
Distributions paid from								Distributions paid from
Ordinary Income		Net Long-Term Capital Gains		Total Taxable Distributions		Total Distributions Paid		Ordinary Income		Net Long-Term Capital Gains		Total Taxable Distributions		Total Distributions Paid
$	35,478	$	86,743	$	122,221	$	122,221	$	11,854	$	19,962	$	31,816	$	31,816

As of December 31, 2021, the components of accumulated earnings (loss) on a tax basis were as follows (amounts in thousands):

Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Accumulated Earnings		Unrealized Appreciation (Depreciation)*		Total Accumulated Earnings (Loss)
$	9,685	$	21,379	$	31,064	$	100,778	$	131,842

*  The difference between the book-basis and tax-basis unrealized appreciation (depreciation) is attributable primarily to tax deferral of losses on wash sales.

As of December 31, 2021, the Fund had no capital loss carryforwards for federal income tax purposes.

As of December 31, 2021, the cost basis for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation, and net unrealized appreciation (depreciation) for investments were as follows (amounts in thousands):

Tax Cost		Tax Unrealized Appreciation		Tax Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
$	506,233	$	114,381	$	(13,478	)	$	100,903

35

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Trustees of USAA Global Managed Volatility Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of USAA Global Managed Volatility Fund (the "Fund") (one of the funds constituting USAA Mutual Funds Trust (the "Trust")), including the schedule of portfolio investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting USAA Mutual Funds Trust) at December 31, 2021, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Trust's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust's internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2021, by correspondence with the custodian and brokers. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

    

We have served as the auditor of one or more Victory Capital investment companies since 1995.

San Antonio, Texas
February 24, 2022

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USAA Mutual Funds Trust Supplemental Information
December 31, 2021

  (Unaudited)

Trustee and Officer Information

Board of Trustees:

Overall responsibility for management of the Trust rests with the Board. The Trust is managed by the Board in accordance with the laws of the State of Delaware. There are currently nine Trustees, eight of whom are not "interested persons" of the Trust within the meaning of that term under the 1940 Act ("Independent Trustees") and one of whom is an "interested person" of the Trust within the meaning of that term under the 1940 Act ("Interested Trustee"). The Trustees, in turn, elect the officers of the Trust to actively supervise its day-to-day operations.

The following tables list the Trustees, their dates of birth, their positions with the Trust, their commencement of service, their principal occupations during the past five years, and any directorships of other investment companies or companies whose securities are registered under the Securities Exchange Act of 1934, as amended, or who file reports under that Act. Each Trustee's address is c/o Victory Portfolios, 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. Each Trustee has an indefinite term.

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee		Other Directorships Held During the Past Five Years
Independent Trustees.
Jefferson C. Boyce (September 1957)	Independent Chair	Trustee since September 2013, Independent Chair since January 2021	Retired.		46	Westhab, Inc., New York Theological Seminary
Robert L. Mason, Ph.D.* (July 1946)	Trustee	Trustee since January 1997 and Chairman from January 2012 to July 2019	Adjunct Professor in the Department of Management Science and Statistics in the College of Business at the University of Texas at San Antonio (2001-present).		46	None
Dawn M. Hawley (February 1954)	Trustee	Trustee since April 2014	Retired.		46	None

*  Effective at the close of business December 31, 2021, Robert L. Mason, Ph.D. retired from the Board of Trustees.

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Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee		Other Directorships Held During the Past Five Years
Daniel S. McNamara (June 1966)	Trustee	Trustee since January 2012	Trustee, President, and Vice Chairman of USAA ETF Trust (06/17-06/19); President of Financial Advice & Solutions Group (FASG), USAA (02/13-03/21); Director of USAA Asset Management Company (AMCO), (08/11-06/19); Chairman of Board of AMCO (04/13/-06/19); Director of USAA Investment Services Company (ISCO) (formerly USAA Investment Management Company) (09/09-03/21); Chairman of Board of ISCO (04/13-12/20); President and Director of USAA Shareholder Account Services (SAS) (10/09-06/19); Chairman of Board of SAS (04/13/-06/19); Senior Vice President of USAA Financial Planning Services Insurance Agency, Inc. (FPS) (04/11-03/21); Director and Vice Chairman of FPS (12/13-03/21); President and Director of USAA Investment Corporation (ICORP) (03/10-03/21); Chairman of Board of ICORP (12/13-03/21); Director of USAA Financial Advisors, Inc. (FAI) (12/13-03/21); Chairman of Board of FAI (03/15-03/21).		46	None
Paul L. McNamara (July 1948)	Trustee	Trustee since January 2012	Retired.		46	None

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  (Unaudited)

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee		Other Directorships Held During the Past Five Years
Richard Y. Newton, III (January 1956)	Trustee	Trustee since March 2017	Director, Elta North America (01/18-08/19), which is a global leader in the design, manufacture, and support of innovative electronic systems in the ground, maritime, airborne, and security domains for the nation's warfighters, security personnel, and first responders; Managing Partner, Pioneer Partnership Development Group (12/15-present).		46	PredaSAR Corp.
Barbara B. Ostdiek, Ph.D. (March 1964)	Trustee	Trustee since January 2008	Senior Associate Dean of Degree programs at Jesse H. Jones Graduate School of Business at Rice University (07/13-present); Associate Professor of Finance at Jesse H. Jones Graduate School of Business at Rice University (07/01-07/21); Professor of Finance at Jesse H. Jones Graduate School of Business at Rice University (07/21-present).		46	None
John C. Walters (February 1962)	Trustee	Trustee since July 2019	Retired.		46	Guardian Variable Products Trust (16 series), Lead Independent Director; Amerilife Holdings LLC, Director; Stadion Money Management; Director.

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  (Unaudited)

Name and Date of Birth	Position(s) Held with Fund	Term of Office and Length of Time Served	Principal Occupation(s) Held During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Interested Trustee.
David C. Brown (May 1972)	Trustee	Trustee since July 2019	Chairman and Chief Executive Officer (2013-present), Victory Capital Management Inc.; Chief Executive Officer and Chairman (2013-present), Victory Capital Holdings, Inc.; Director, Victory Capital Services, Inc. (2013-present); Director, Victory Capital Transfer Agency, Inc. (2019-present).	46 portfolios within the Trust; 41 portfolios within the Victory Portfolios, 26 series within the Victory Portfolios II, and 8 series within the Victory Variable Insurance Funds	None

The Statement of Additional Information includes additional information about the Trustees of the Trust and is available, without charge, by calling 800-539-3863.

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Officers:

The officers of the Trust, their dates of birth, their commencement of service, and their principal occupations during the past five years, are detailed in the following table. Each officer serves until the earlier of his or her resignation, removal, retirement, death, or the election of a successor. The mailing address of each officer of the Trust is 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. The officers of the Trust receive no compensation directly from the Trust for performing the duties of their offices.

Name and Date of Birth Position with
the Trust Year
Commenced
Service Principal Occupation During Past 5 Years

Interested Officers.        

Christopher K. Dyer, Born February 1962	President	2019	Director of Fund Administration, Victory Capital (since 2004); Chief Operating Officer, Victory Capital Services, Inc. (since 2020)
Scott A Stahorsky, Born July 1969	Vice President	2019	Manager, Fund Administration, Victory Capital (since 2015)
James K. De Vries, Born April 1969	Treasurer	2018	Executive Director, Victory Capital Management Inc. (since 2019); Treasurer, USAA ETF Trust (September 2018-June 2019); Executive Director, Investment and Financial Administration, USAA (April 2012-June 2019); Assistant Treasurer, USAA ETF Trust (June 2017-September 2018); Assistant Treasurer, USAA Mutual Funds Trust (December 2013-February 2018)
Allan Shaer, Born March 1965	Assistant Treasurer	2019	Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc. (since 2016); Vice President, Mutual Fund Administration, JP Morgan Chase (2011-2016)
Carol D. Trevino, Born October 1965	Assistant Treasurer	2018	Director, Accounting and Finance, Victory Capital Management Inc. (since 2019); Accounting/Financial Director, USAA (December 2013-June 2019); Assistant Treasurer, USAA ETF Trust (September 2018-June 2019)
Erin G. Wagner, Born February 1974	Secretary	2019	Deputy General Counsel, the Adviser (since 2013)
Charles Booth, Born April 1960	Anti-Money Laundering Compliance Officer and Identity Theft Officer	2019	Director, Regulatory Administration and CCO Support Services, Citi Fund Services Ohio, Inc. (since 2007)
Colin Kinney, Born October 1973	Chief Compliance Officer	2021	Chief Compliance Officer, USAA Mutual Funds Trust (since 2021); Chief Compliance Officer Victory Funds (since 2017); Chief Risk Officer, the Adviser (2009-2017); Chief Compliance Officer, the Adviser (since 2013)
Sean Fox, Born September 1976	Deputy Chief Compliance Officer	2021	Deputy Chief Compliance Officer, USAA Mutual Funds Trust (since 2021); Sr. Compliance Officer, the Adviser (2019-2021); Compliance Officer, the Adviser (2015-2019)

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Proxy Voting and Portfolio Holdings Information

Proxy Voting:

Information regarding the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling (800) 235-8396. The information is also included in the Fund's Statement of Additional Information, which is available on the SEC's website at www.sec.gov.

Information relating to how the Fund voted proxies relating to portfolio securities held during the most recent 12 months ended June 30 is available on the SEC's website at www.sec.gov.

Availability of Schedules of Portfolio Investments:

The Trust files a complete list of Schedules of Portfolio Investments with the SEC for the first and third quarter of each fiscal year on Form N-PORT. Form N-PORT is available on the SEC's website at www.sec.gov.

Expense Examples

As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2021, through December 31, 2021.

The Actual Expense figures in the table below provide information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled "Actual Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

The Hypothetical Expense figures in the table below provide information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in shareholder reports of other funds.

Please note the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the hypothetical expenses in the table are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value 12/31/21		Actual Expenses Paid During Period 7/1/21- 12/31/21*		Hypothetical Expenses Paid During Period 7/1/21- 12/31/21*		Annualized Expense Ratio During Period 7/1/21- 12/31/21
Fund Shares	$	1,000.00	$	1,073.80	$	1,020.67	$	4.70	$	4.58		0.90	%
Institutional Shares		1,000.00		1,075.10		1,021.68		3.66		3.57		0.70	%

*  Expenses are equal to the average account value multiplied by the Fund's annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

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Additional Federal Income Tax Information

The following federal tax information related to the Fund's fiscal year ended December 31, 2021, is provided for information purposes only and should not be used for reporting to federal or state revenue agencies. Federal tax information for the calendar year will be reported to you on Form 1099-DIV in January 2022.

With respect to distributions paid, the Fund designates the following amounts (or, if subsequently determined to be different, the maximum amount allowable) for the fiscal year ended December 31, 2021 (amounts in thousands):

Dividends Received Deduction (corporate shareholders)			Qualified Dividend Income (non-corporate shareholders)			Short-Term Capital Gain Distributions		Long-Term Capital Gain Distributions
	17	%		36	%	$	28,059	$	86,742

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  (Unaudited)

Considerations of the Board in Continuing the Investment Advisory Agreement

USAA Global Managed Volatility Fund (the "Fund")

At a meeting of the Board of Trustees (the "Board") of USAA Mutual Funds Trust (the "Trust") held on December 9-10, 2021, the Board, including the Trustees who are not "interested persons" (as that term is defined in the Investment Company Act of 1940, as amended) of the Trust (the "Independent Trustees"), approved for an annual period the continuance of the Investment Advisory Agreement (the "Advisory Agreement") between the Trust and Victory Capital Management Inc. (the "Adviser") with respect to the Fund. Prior to the December 9-10, 2021 meeting at which the Advisory Agreement was approved, the Independent Trustees also discussed and considered information regarding the proposed continuation of the Advisory Agreement at a meeting held on November 19, 2021.

In advance of the foregoing meetings, the Trustees received and considered a variety of information relating to the Advisory Agreement and the Adviser, and were given the opportunity to ask questions and request additional information from management. The information provided to the Board included, among other things: (i) a separate report prepared by an independent third party of mutual fund data, which provided a statistical analysis comparing the Fund's investment performance, expenses, and fees to comparable investment companies; (ii) information concerning the services rendered to the Fund, as well as information regarding the Adviser's revenues and costs of providing services to the Fund and compensation paid to affiliates of the Adviser; and (iii) information about the Adviser's operations and personnel. Prior to voting, the Independent Trustees reviewed the proposed continuance of the Advisory Agreement with management and with experienced independent counsel retained by the Independent Trustees ("Independent Counsel") and received materials from such Independent Counsel discussing the legal standards for their consideration of the proposed continuation of the Advisory Agreement with respect to the Fund. The Independent Trustees also reviewed the proposed continuation of the Advisory Agreement with respect to the Fund in private sessions with Independent Counsel at which no representatives of management were present.

At each regularly scheduled meeting of the Board and its committees, the Board receives and reviews, among other things, information concerning the Fund's performance and related services provided by the Adviser. At the meeting at which the renewal of the Advisory Agreement is considered, particular focus is given to information concerning Fund performance, fees and total expenses as compared to comparable investment companies, and the Adviser's profitability with respect to the Fund. However, the Board noted that the evaluation process with respect to the Adviser is an ongoing one. In this regard, the Board's and its committees' consideration of the Advisory Agreement included information previously received at such meetings. The Board also recognized that the contractual arrangements for the Fund have been reviewed by the Board and discussed with the Adviser in prior years and that the Board's conclusions may be based, in part, on its consideration of these same arrangements in prior years.

Advisory Agreement

After full consideration of a variety of factors, the Board, including the Independent Trustees, voted to approve the Advisory Agreement. In approving the Advisory Agreement, the Trustees did not identify any single factor as controlling, and each Trustee may have attributed different weights to various factors. Throughout their deliberations, the Independent Trustees were represented and assisted by Independent Counsel.

Nature, Extent, and Quality of Services — In considering the nature, extent, and quality of the services provided by the Adviser under the Advisory Agreement, the Board reviewed information provided by the Adviser relating to its operations and personnel. The Board also took into account its knowledge of the Adviser's management and the quality of the performance of the Adviser's duties through Board meetings, discussions, and reports during the preceding year. The Board considered the fees paid to the Adviser and the services provided to the Fund by the Adviser under the Advisory Agreement, as well as other services provided by the Adviser and its affiliates under other agreements, and the personnel who provide these services. In addition to the investment advisory services provided to the Fund, the Adviser and its affiliates provide administrative services, shareholder services, oversight of Fund accounting, marketing services, assistance in meeting legal and regulatory requirements, and other services necessary for the operation of the Fund and the Trust.

44

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

The Board considered the scope of services provided by, and the undertakings required of, the Adviser in connection with those services, including, among other things, maintaining (i) its own and the Fund's compliance programs, (ii) risk management programs, (iii) liquidity risk management programs, and (iv) cybersecurity programs, each of which had expanded over time as a result of regulatory, market, and other developments. The Board also considered the significant risks assumed by the Adviser in connection with the services provided to the Fund, including investment, operational, enterprise, litigation, regulatory and compliance risks.

The Board considered the Adviser's management style and the performance of the Adviser's duties under the Advisory Agreement. The Board considered the level and depth of knowledge of the Adviser, including the professional experience and qualifications of its senior and investment personnel, as well as current staffing levels. The allocation of the Fund's brokerage, including the Adviser's process for monitoring "best execution," also was considered. The Adviser's role in coordinating the activities of the Fund's other service providers was also considered. The Board also considered the Adviser's risk management processes. The Board considered the Adviser's financial condition and that it had the financial wherewithal to continue to provide the same scope and high quality of services under the Advisory Agreement. In reviewing the Advisory Agreement, the Board focused on the experience, resources, and strengths of the Adviser and its affiliates in managing the Fund, as well as the other funds in the Trust.

The Board also reviewed the compliance and administrative services provided to the Fund by the Adviser and its affiliates, including the Adviser's oversight of the Fund's day-to-day operations and oversight of Fund accounting. The Trustees, guided also by information obtained from their experiences as Trustees of the Trust, also focused on the quality of the Adviser's compliance and administrative staff.

Expenses and Performance — In connection with its consideration of the Advisory Agreement, the Board evaluated the Fund's advisory fees and total expense ratio as compared to other open-end investment companies deemed to be comparable to the Fund as determined by the independent third party in its report. The Fund's expenses were compared to (i) a group of investment companies chosen by the independent third party to be comparable to the Fund based upon certain factors, including fund type, comparability of investment objective and classification, sales load type, asset size, and expense components (the "expense group") and (ii) a larger group of investment companies with the same investment classification/objective as the Fund regardless of asset size, excluding outliers (the "expense universe"). Among other data, the Board noted that the Fund's net management fee rate — which includes advisory and administrative services as well as any fee waivers and reimbursements — was below the median of its expense group and its expense universe. The data indicated that the Fund's total expenses, including underlying fund expenses and after any reimbursements, were above the median of its expense group and its expense universe. The Board also took into account the Adviser's current undertakings to maintain expense limitations for the Fund. The Board took into account the various other services provided to the Fund by the Adviser and its affiliates, and noted the high quality of services received by the Fund.

In considering the Fund's performance, the Board noted that it reviews at its regularly scheduled meetings information about the Fund's performance results. The Trustees also reviewed various comparative data provided to them in connection with their consideration of the renewal of the Advisory Agreement, including, among other information, a comparison of the Fund's average annual total returns relative to its Lipper index and other mutual funds deemed to be in its peer group by the independent third party in its report (the "performance universe"). The Fund's performance universe consisted of the Fund and all retail and institutional open-end investment companies with the same classification/objective as the Fund regardless of asset size or primary channel of distribution. This comparison indicated that, among other data, the Fund's performance was above the average of its performance universe for the one-, three- and five-year periods ended September 30, 2021, and was above its Lipper index for the one-year period ended September 30, 2021, and was below its Lipper index for the three- and five-year periods ended September 30, 2021. The Board took into account management's discussion of the Fund's performance, including the reasons the Fund underperformed its Lipper index over the longer term as well as the extent to which the Fund met its investment objective.

Compensation and Profitability — The Board took into consideration the level and method of computing the management fee. The information considered by the Board included operating profit margin information for the Adviser's business as a whole. The Board also received and considered profitability information related to the management revenues from the Fund. This information included a review of the methodology used in the

45

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

allocation of certain costs to the Fund. In considering the profitability data with respect to the Fund, the Trustees noted that the Adviser reimbursed or waived a portion of its management fees to the Fund. The Trustees reviewed the profitability of the Adviser's relationship with the Fund before tax expenses. The Board was also provided with a profitability analysis of other publicly traded asset managers prepared by an independent information service. In reviewing the overall profitability of the management fee to the Adviser, the Board also considered the fact that the Adviser and its affiliates provide shareholder servicing and administrative services to the Fund for which they receive compensation. The Board also considered the possible direct and indirect benefits to the Adviser from its relationship with the Trust, including that the Adviser may derive reputational and other benefits from its association with the Fund. The Trustees recognized that the Adviser should be entitled to earn a reasonable level of profits in exchange for the level of services it provides to the Fund and the entrepreneurial and other risks that it assumes as Adviser.

Economies of Scale — The Board considered whether there should be changes in the management fee rate or structure in order to enable the Fund to participate in any economies of scale. The Board also considered the fee waiver and expense reimbursement arrangements by the Adviser. The Board took into account management's discussion of the Fund's current advisory fee structure. The Board also considered the effect of the change in size, if any, of each of the Fund's classes on its performance and fees, noting that the Fund may realize other economies of scale if assets increase proportionally more than some expenses. The Board determined that the current investment management fee structure was reasonable.

Conclusions — The Board reached the following conclusions regarding the Fund's Advisory Agreement with the Adviser: (i) the Adviser has demonstrated that it possesses the capability and resources to perform the duties required of it under the Advisory Agreement; (ii) the Adviser maintains an appropriate compliance program; (iii) the overall performance of the Fund is reasonable in relation to the performance of funds with similar investment objectives and to relevant indices; (iv) the Fund's advisory expenses are reasonable in relation to those of similar funds and to the services to be provided by the Adviser; and (v) the Adviser's and its affiliates' level of profitability from their relationship with the Fund is reasonable in light of the nature and high quality of services provided by the Adviser and its affiliates and the type of fund. Based on its conclusions, the Board determined that continuation of the Advisory Agreement would be in the best interests of the Fund and its shareholders.

46

Privacy Policy

Protecting the Privacy of Information

The Trust respects your right to privacy. We also know that you expect us to conduct and process your business in an accurate and efficient manner. To do so, we must collect and maintain certain personal information about you. This is the information we collect from you on applications or other forms, and from the transactions you make with us or third parties. It may include your name, address, social security number, account transactions and balances, and information about investment goals and risk tolerance.

We do not disclose any information about you or about former customers to anyone except as permitted or required by law. Specifically, we may disclose the information we collect to companies that perform services on our behalf, such as the transfer agent that processes shareholder accounts and printers and mailers that assist us in the distribution of investor materials. We may also disclose this information to companies that perform marketing services on our behalf. This allows us to continue to offer you Victory investment products and services that meet your investing needs, and to effect transactions that you request or authorize. These companies will use this information only in connection with the services for which we hired them. They are not permitted to use or share this information for any other purpose.

To protect your personal information internally, we permit access only by authorized employees and maintain physical, electronic, and procedural safeguards to guard your personal information.*

*  You may have received communications regarding information about privacy policies from other financial institutions which gave you the opportunity to "opt-out" of certain information sharing with companies which are not affiliated with that financial institution. The Trust does not share information with other companies for purposes of marketing solicitations for products other than the Trust. Therefore, the Trust does not provide opt-out options to their shareholders.

P.O. Box 182593
Columbus, Ohio 43218-2593

Visit our website at:	Call
www.vcm.com	(800) 235-8396

88394-0222

DECEMBER 31, 2021

Annual Report

USAA Extended Market Index Fund

Victory Capital means Victory Capital Management Inc., the investment adviser of the USAA Mutual Funds. USAA Mutual Funds are distributed by Victory Capital Services, Inc., member FINRA, an affiliate of Victory Capital. Victory Capital and its affiliates are not affiliated with United Services Automobile Association or its affiliates. USAA and the USAA logos are registered trademarks and the USAA Mutual Funds and USAA Investments logos are trademarks of United Services Automobile Association and are being used by Victory Capital and its affiliates under license.

www.vcm.com

News, Information And Education 24 Hours A Day, 7 Days A Week

The Victory Capital website gives fund shareholders, prospective shareholders, and investment professionals a convenient way to access fund information, get guidance, and track fund performance anywhere they can access the Internet. The site includes:

•  Detailed performance records

•  Daily share prices

•  The latest fund news

•  Investment resources to help you become a better investor

•  A section dedicated to investment professionals

Whether you're a potential investor searching for the fund that matches your investment philosophy, a seasoned investor interested in planning tools, or an investment professional, www.vcm.com has what you seek. Visit us anytime. We're always open.

USAA Mutual Funds Trust

TABLE OF CONTENTS

Shareholder Letter (Unaudited)	2
Manager's Commentary (Unaudited)	4
Investment Overview (Unaudited)	6
Investment Objective & Portfolio Holdings (Unaudited)	7
Schedule of Portfolio Investments	8
Financial Statements
Statement of Assets and Liabilities	75
Statement of Operations	76
Statements of Changes in Net Assets	77
Financial Highlights	78
Notes to Financial Statements	80
Report of Independent Registered Public Accounting Firm	90
Supplemental Information (Unaudited)	91
Trustee and Officer Information	91
Proxy Voting and Portfolio Holdings Information	96
Expense Example	96
Additional Federal Income Tax Information	97
Advisory Contract Approval	98
Privacy Policy (inside back cover)

This report is for the information of the shareholders and others who have received a copy of the currently effective prospectus of the Fund, managed by Victory Capital Management Inc. It may be used as sales literature only when preceded or accompanied by a current prospectus, which provides further details about the Fund.

IRA DISTRIBUTION WITHHOLDING DISCLOSURE

We generally must withhold federal income tax at a rate of 10% of the taxable portion of your distribution and, if you live in a state that requires state income tax withholding, at your state's tax rate. However, you may elect not to have withholding apply or to have income tax withheld at a higher rate. Any withholding election that you make will apply to any subsequent distribution unless and until you change or revoke the election. If you wish to make a withholding election, or change or revoke a prior withholding election, call (800) 235-8396, and form W-4P (OMB No. 1545-0074 withholding certificate for pension or annuity payments) will be electronically sent.

If you do not have a withholding election in place by the date of a distribution, federal income tax will be withheld from the taxable portion of your distribution at a rate of 10%. If you must pay estimated taxes, you may be subject to estimated tax penalties if your estimated tax payments are not sufficient and sufficient tax is not withheld from your distribution.

For more specific information, please consult your tax adviser.

• NOT FDIC INSURED • NO BANK GUARANTEE •  MAY LOSE VALUE

1

(Unaudited)

Dear Shareholder,

Another year has passed, but unfortunately the pandemic endures. Yet, looking back on the year ended 2021, it is evident that financial markets have endured as well, despite stiff headwinds—including new COVID-19 variants; disruption among global supply chains; uncomfortable inflation readings; and the fear of rising interest rates.

Through it all, the S&P 500^® Index, the bell-weather proxy for our domestic stock market, once again registered a positive annual total return (that makes it 12 out of the past 13 years). This was largely driven by a U.S. economy that bounced back quickly after what was effectively a global economic shutdown in 2020, and we witnessed robust earnings growth across many sectors thanks in no small part to continued fiscal stimulus and accommodative monetary policy. Underlying this positive performance were interesting differences among investment styles and market capitalizations. For example, growth-oriented investments outperformed value within large-caps, but underperformed within both mid-caps and small-caps (as measured by the Russell family of indices). Perhaps this reflects investors' expectations for higher interest rates next year?

There were other notable subplots to 2021. Early in the year we watched in disbelief as "meme stocks"—a few names that gained massive notoriety on social media platforms—went on stomach-churning roller coaster rides. Also intriguing was how the biotech sector struggled mightily despite the success and fanfare surrounding the COVID-19 vaccines. Meanwhile, rising oil prices fueled impressive gains across the energy landscape, while crypto assets captivated investors. Now we're all watching how crypto's underlying blockchain technologies might disrupt business-as-usual across industries in the years ahead. These were just a few of the highlights of the past year.

Through all the twists and turns, the S&P 500^® Index registered an impressive annual total return of nearly 29% for the 12-month period ended December 31, 2021. Over this same annual period, the yield on the 10-Year U.S. Treasury jumped 59 basis points (basis point is 1/100th of a percentage point), reflecting a very low starting rate, substantial fiscal stimuli, and the U.S. Federal Reserve's (the "Fed") accommodative monetary stance (although this stance has begun to shift recently). At the end of our reporting period, the yield on the 10-Year U.S. Treasury was trending higher and finished at 1.52%.

Despite the resiliency of financial markets, we fully acknowledge that the volatility and unusual events of recent years may have made investors uneasy at times. However, this simply underscores why it's important for investors to remain calm and unemotional in the face of market turmoil. A long-term perspective, a well-diversified portfolio across asset classes and investment types, and a clear understanding of individual risk tolerance are some of the key ingredients for staying the course and progressing on your investment goals.

Of course, no one knows for certain what 2022 will bring. We are already facing a potential end to the Fed's accommodative monetary policies and the various forms of fiscal stimuli that helped revive the economy from the depths of the pandemic-induced market downturn. By all accounts, the Fed appears ready to raise short-term

2

interest rates, perhaps as early as the end of the first quarter, though any move will certainly be data dependent, and some are expressing concerns about labor shortages, disrupted supply chains, rising commodity prices, and the potential for lasting inflation. There will likely be new headwinds, some yet to be identified.

Thus, we cannot tell you with any certainty what markets will do in the future, but we can assure you that the investment professionals at our investment franchises continually monitor the market environment and work hard to position portfolios opportunistically no matter what the markets bring.

On the following pages, you will find information relating to your USAA Mutual Funds, brought to you by Victory Capital. If you have any questions, we encourage you to contact our Member Service Representatives. Call (800) 235-8396, or visit our website at www.vcm.com.

From all of us here at Victory Capital, thank you for your ongoing confidence and for letting us help you work toward your investment goals.

Christopher K. Dyer, CFA

President,
USAA Mutual Funds Trust

3

USAA Mutual Funds Trust

USAA Extended Market Index Fund

Manager's Commentary
(Unaudited)

•  What were the market conditions over the reporting period?

The first quarter proved to be a continuation of the strong equity markets investors experienced over the second half of 2020. Gains from global equity markets were fueled by optimism surrounding the successful rollout of the COVID-19 vaccines coupled with further monetary and fiscal stimulus proposals. Faster-than-expected economic growth produced a meaningful increase in real interest rates, which led to negative returns across most major fixed income asset classes. The 10-year U.S. Treasury bond yield finished at its highest level of the first quarter reporting period, climbing from under 1% to 1.74%.

Equity markets consolidated and interest rates leveled off after large upswings during the second quarter. With strong first quarter gross domestic product and corporate earnings growth in the rearview mirror, investors seemed to be contemplating their next move. Equity markets rotated from value to growth leadership as Treasury bond yields retreated from the highs of March. Inflation data increased as the economy reopened more quickly than expected. The Fed maintained that inflationary pressure is transitory but could become more persistent. The inflationary environment was a key metric moving into the second half of the year.

The financial markets produced broadly flat returns in the third quarter. Conditions were initially supportive in July and August thanks to positive economic data and continued strength in corporate earnings. The picture changed in September, however, as investors began to focus on risk factors such as supply chain disruptions and rising inflation. In addition, the Fed indicated that it may begin tapering its stimulative quantitative easing policy—a development investors took as an indication that the first interest rate increases may be on the way in 2022. News flow from overseas also took a negative turn in September, with the emergence of energy shortages in Europe and worries that the debt problems of Chinese property developer Evergrande could have a broader, systemic effect on China's economy.

Despite a number of headwinds to sentiment, U.S. equities posted solid gains in the fourth quarter as reflected in the 11.03% return for the bellwether S&P 500 Index. The markets faced a shift in Fed policy as persistent inflation driven by supply chain issues and rising commodity prices led the central bank to announce and subsequently accelerate the tapering of its bond purchases that have helped keep longer-term borrowing costs low. In addition, the Fed began to signal the likelihood of two or more hikes in its benchmark overnight lending rate in 2022, representing a moving forward of the prior timetable. Prolonged negotiations over President Biden's Build Back Better spending bill put into question a source of anticipated fiscal stimulus. Finally, investors had to contend with the rapid emergence and spread of the Omicron variant of COVID-19, which threatened a new wave of lockdowns. Nonetheless, most major U.S. equity indices closed 2021 at or near all-time highs, supported by robust corporate profits and investor inflows given fixed income yields that remained unattractive.

4

USAA Mutual Funds Trust

USAA Extended Market Index Fund (continued)

Manager's Commentary (continued)

•  How did the USAA Extended Market Index Fund (the "Fund") perform during the reporting period?

The Fund posted a total return of 15.61% for the reporting period ended December 31, 2021, while its benchmark index, the Wilshire 4500 Completion Index, posted a return of 16.03%.

•  Please describe sector performance during the reporting period.

During the year, the Fund's positive return was led by the financials and real estate sectors. The strong returns in these sectors more than offset the underperformance in the communication services and healthcare sectors. The Fund had a small allocation to derivatives during the period that did not have a material impact on performance.

Thank you for allowing us to assist you with your investment needs.

5

USAA Mutual Funds Trust

USAA Extended Market Index Fund

Investment Overview
(Unaudited)

Average Annual Total Return

Year Ended December 31, 2021

	Fund Shares
INCEPTION DATE	10/27/00
	Net Asset Value			Wilshire 4500 Completion Index1
One Year		15.61	%		16.03	%
Five Year		15.58	%		15.89	%
Ten Year		14.76	%		15.58	%

The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. To obtain performance information current to the most recent month's end, please visit www.vcm.com.

Total return measures the price change in a share assuming the reinvestment of all net investment income and realized capital gain distributions, if any. The total returns quoted do not reflect adjustments made to the enclosed financial statements in accordance with U.S. Generally Accepted Accounting Principles or the deduction of taxes that a shareholder would pay on net investment income and realized capital gain distributions, including reinvested distributions, or redemptions of shares. The total return figures set forth above include all waivers of fees. Without such fee waivers, the total returns would have been lower.

USAA Extended Market Index Fund — Growth of $10,000

¹The Wilshire 4500 Completion Index is a market cap-weighted index consisting of the small and mid-cap companies in the U.S. equity market. The Index consists of securities within the Wilshire 5000 Total Market Index (Parent Index) after eliminating the companies included in the S&P 500 Index. The Parent Index measures performance of all U.S. equity securities with readily available price data. This index does not include the effect of expenses or taxes, is not a representative of the Fund, and it is not possible to invest directly in an index.

The graph reflects investment growth of a hypothetical $10,000 investment in the Fund.

The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares.

Past performance is not indicative of future results.

6

USAA Mutual Funds Trust
USAA Extended Market Index Fund December 31, 2021

  (Unaudited)

Investment Objective and Portfolio Holdings:

The Fund seeks to match, before fees and expenses, the performance of all small- and mid-cap stocks as measured by the Wilshire 4500 Completion Index^SM (the "Index").

Sector Allocation*:

December 31, 2021

(% of Net Assets)

*  Does not include futures contracts, money market instruments, and short-term investments purchased with cash collateral from securities loaned.

Percentages are of the net assets of the Fund and may not equal 100%.

Refer to the Schedule of Portfolio Investments for a complete list of securities.

7

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Common Stocks (99.2%)
Communication Services (3.7%):
Altice USA, Inc. Class A (a)		9,922	$	161
AMC Entertainment Holdings, Inc. (a) (b)		70,278		1,913
AMC Networks, Inc. Class A (a)		4,057		140
Angi, Inc. Class A (a)		9,497		87
Atn International, Inc.		1,313		52
Autoweb, Inc. (a)		1,118		4
Ballantyne Strong, Inc. (a)		2,124		6
Bandwidth, Inc. Class A (a)		623		45
Boston Omaha Corp. Class A (a)		2,884		83
Brooklyn ImmunoTherapeutics, Inc. (a)		4,089		17
Bumble, Inc. Class A (a)		13,349		452
Cable One, Inc.		627		1,105
Cardlytics, Inc. (a)		4,551		301
Cargurus, Inc. (a)		1,197		40
Cars.com, Inc. (a)		8,344		134
Chicken Soup For The Soul Entertainment, Inc. (a)		168		2
Cinedigm Corp. Class A (a)		23,399		27
Cinemark Holdings, Inc. (a)		13,574		219
Clear Channel Outdoor Holdings, Inc. (a)		65,048		215
Cogent Communications Holdings, Inc. (c)		5,342		391
comScore, Inc. (a)		9,566		32
Consolidated Communications Holdings, Inc. (a)		8,333		62
DallasNews Corp.		663		5
DHI Group, Inc. (a)		6,775		42
Dolphin Entertainment, Inc. (a)		995		8
Emerald Holding, Inc. (a)		2,756		11
Endeavor Group Holdings, Inc. Class A (a)		3,001		105
Entercom Communications Corp. (a)		16,655		43
Entravision Communications Corp. Class A		8,948		61
Eventbrite, Inc. Class A (a)		1,659		29
EverQuote, Inc. Class A (a)		776		12
Frontier Communications Parent, Inc. (a)		33,420		986
Gannett Co., Inc. (a)		16,564		88
Globalstar, Inc. (a) (b)		109,544		127
Gogo, Inc. (a) (b)		7,518		102
Gray Television, Inc.		10,316		208
Harte-Hanks, Inc. (a)		823		6
Hemisphere Media Group, Inc. (a)		2,543		18
IAC/InterActiveCorp (a)		8,911		1,165
IDT Corp. Class B (a)		3,074		136
iHeartMedia, Inc. Class A (a)		17,948		378
Iridium Communications, Inc. (a)		12,886		532
John Wiley & Sons, Inc. Class A		4,470		256
KORE Group Holdings, Inc. (a)		4,609		31
Kubient, Inc. (a)		1,577		5
Lee Enterprises, Inc. (a)		806		28
Liberty Media Corp.-Liberty Braves Class A (a)		1,167		34
Liberty Media Corp.-Liberty Braves Class C (a)		5,008		141

See notes to financial statements.

8

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Liberty Media Corp.-Liberty SiriusXM Class A (a)		13,615	$	692
Liberty Media Corp.-Liberty SiriusXM Class C (a)		24,242		1,232
Liberty TripAdvisor Holdings, Inc. Class A (a)		9,045		20
Lions Gate Entertainment Corp. Class A (a)		11,378		189
Lions Gate Entertainment Corp. Class B (a)		14,419		222
LiveOne, Inc. (a)		8,189		10
Loyalty Ventures, Inc. (a)		3,327		100
Madison Square Garden Entertainment Corp. (a)		3,830		269
Madison Square Garden Sports Corp. (a)		2,644		459
Magnite, Inc. (a)		13,998		245
Marchex, Inc. Class B (a)		5,320		13
MediaAlpha, Inc. Class A (a)		1,402		22
Mediaco Holding, Inc. (a)		828		4
Motorsport Games, Inc. Class A (a)		435		1
National CineMedia, Inc.		10,898		31
NerdWallet, Inc. Class A (a)		1,037		16
Nexstar Media Group, Inc. Class A		5,652		852
Nextdoor Holdings, Inc. (a)		11,142		88
NextPlay Technologies, Inc. (a)		10,137		9
Ooma, Inc. (a)		3,214		66
Outbrain, Inc. (a)		4,442		62
Pinterest, Inc. Class A (a)		13,242		481
QuinStreet, Inc. (a)		6,392		116
Reading International, Inc. Class A (a)		2,793		11
Redbox Entertainment, Inc. (a) (b)		1,717		13
Reservoir Media, Inc. (a)		5,220		41
ROBLOX Corp. Class A (a)		28,612		2,953
Roku, Inc. (a)		2,967		677
Saga Communications, Inc. Class A		514		12
Salem Media Group, Inc. (a)		1,846		6
Scholastic Corp.		3,818		153
Sciplay Corp. Class A (a)		3,167		44
Shenandoah Telecommunications Co.		6,251		159
Sinclair Broadcast Group, Inc. Class A		8,242		218
Sirius XM Holdings, Inc. (b)		116,357		739
Skillz, Inc. (a) (b)		39,766		296
Snap, Inc. Class A (a)		165,629		7,790
Society Pass, Inc. (a)		415		4
Spok Holdings, Inc.		2,438		23
SRAX, Inc. (a)		3,348		15
Super League Gaming, Inc. (a)		4,946		12
TechTarget, Inc. (a)		2,433		233
TEGNA, Inc.		28,971		538
Telephone & Data Systems, Inc.		12,412		250
The EW Scripps Co. Class A (a)		7,924		153
The Marcus Corp. (a)		2,378		42
The New York Times Co. Class A		15,385		743
Townsquare Media, Inc. Class A (a)		1,338		18
Travelzoo (a)		1,107		10
TripAdvisor, Inc. (a)		14,774		403

See notes to financial statements.

9

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Troika Media Group, Inc. (a)		3,931	$	5
TrueCar, Inc. (a)		9,350		32
United States Cellular Corp. (a)		2,132		67
Urban One, Inc. (a)		1,286		6
Urban One, Inc. (a)		2,823		10
ViacomCBS, Inc. Class A		1,363		45
Vimeo, Inc. (a)		14,423		259
Warner Music Group Corp. Class A		11,228		485
WideOpenWest, Inc. (a)		8,115		175
World Wrestling Entertainment, Inc. Class A		4,854		239
Yelp, Inc. (a)		9,667		350
Zedge, Inc. Class B (a) (b)		1,424		12
Zillow Group, Inc. Class A (a)		6,429		400
Zillow Group, Inc. Class C (a) (b)		24,478		1,563
ZipRecruiter, Inc. (a)		8,808		220
ZoomInfo Technologies, Inc. (a)		6,943		446
Zynga, Inc. Class A (a)		133,616		855
				35,969
Consumer Discretionary (10.8%):
1-800-Flowers.com, Inc. Class A (a)		3,977		93
1847 Goedeker, Inc. (a)		14,703		35
1stdibs.com, Inc. (a) (b)		1,599		20
2U, Inc. (a)		8,991		180
Abercrombie & Fitch Co. (a)		7,053		246
Academy Sports & Outdoors, Inc. (a)		11,018		484
Accel Entertainment, Inc. (a)		9,990		130
Acushnet Holdings Corp.		3,964		210
Adtalem Global Education, Inc. (a)		5,068		150
Airbnb, Inc. Class A (a)		8,193		1,364
aka Brands Holding Corp. (a)		1,498		14
Allbirds, Inc. Class A (a)		2,935		44
American Axle & Manufacturing Holdings, Inc. (a)		13,275		124
American Eagle Outfitters, Inc. (b)		16,925		429
American Outdoor Brands, Inc. (a)		1,929		38
American Public Education, Inc. (a)		1,906		42
America's Car-Mart, Inc. (a)		817		84
Amesite, Inc. (a)		1,984		2
Aramark		29,797		1,098
Arcimoto, Inc. (a) (b)		4,101		32
Arhaus, Inc. (a)		1,834		24
Ark Restaurants Corp. (a)		285		5
Asbury Automotive Group, Inc. (a)		2,900		501
Aspen Group, Inc. (a)		3,273		8
Aterian, Inc. (a)		5,997		25
Autoliv, Inc.		11,836		1,224
AutoNation, Inc. (a)		5,341		624
AYRO, Inc. (a)		4,453		7
Bally's Corp. (a)		5,537		211
Barnes & Noble Education, Inc. (a)		5,598		38

See notes to financial statements.

10

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Bassett Furniture Industries, Inc.		1,335	$	22
BBQ Holdings, Inc. (a)		1,527		24
Beazer Homes USA, Inc. (a)		4,007		93
Bed Bath & Beyond, Inc. (a) (b)		10,585		154
Big 5 Sporting Goods Corp. (b)		2,890		55
Big Lots, Inc.		3,199		144
Biglari Holdings, Inc. Class B (a)		453		65
BJ's Restaurants, Inc. (a)		2,340		81
Blink Charging Co. (a) (b)		5,342		142
Bloomin' Brands, Inc. (a)		11,296		237
Blue Apron Holdings, Inc. Class A (a)		1,792		12
Bluegreen Vacations Holding Corp. (a)		2,137		75
Boot Barn Holdings, Inc. (a)		3,706		456
Boyd Gaming Corp. (a)		11,605		761
Bright Horizons Family Solutions, Inc. (a)		7,466		939
Brilliant Earth Group, Inc. (a)		1,240		22
Brinker International, Inc. (a)		5,286		193
Brunswick Corp.		10,432		1,050
Build-A-Bear Workshop, Inc.		2,177		42
Burlington Stores, Inc. (a)		7,869		2,295
Caleres, Inc.		4,788		109
Callaway Golf Co. (a)		19,483		535
Camping World Holdings, Inc. Class A (b)		4,310		174
CarParts.com, Inc. (a)		6,421		72
Carriage Services, Inc.		1,939		125
Carrols Restaurant Group, Inc.		4,700		14
Carter's, Inc.		5,166		523
Carvana Co. (a)		1,510		350
Casper Sleep, Inc. (a)		4,407		29
Cavco Industries, Inc. (a)		936		297
Century Casinos, Inc. (a)		4,051		49
Century Communities, Inc.		3,734		305
Charles & Colvard Ltd. (a)		3,850		11
Chegg, Inc. (a)		17,291		531
Chewy, Inc. Class A (a) (b)		7,294		430
Chico's FAS, Inc. (a)		14,262		77
Choice Hotels International, Inc.		6,071		947
Churchill Downs, Inc.		4,231		1,019
Chuy's Holdings, Inc. (a)		2,104		63
Citi Trends, Inc. (a)		1,243		118
Clarus Corp.		3,606		100
Clarus Therapeutics Holdings, Inc. (a) (b)		823		2
Columbia Sportswear Co.		6,073		592
Comstock Holding Cos., Inc. (a)		945		5
Conn's, Inc. (a)		2,490		59
Contextlogic, Inc. Class A (a) (b)		7,391		23
Coursera, Inc. (a)		8,795		215
Cracker Barrel Old Country Store, Inc.		3,082		396
Cricut, Inc. Class A (a) (b)		2,266		50
Crocs, Inc. (a)		6,765		867

See notes to financial statements.

11

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Crown Crafts, Inc.		1,364	$	10
Culp, Inc.		1,688		16
Dana, Inc.		18,883		431
Dave & Buster's Entertainment, Inc. (a)		5,055		194
Deckers Outdoor Corp. (a)		3,116		1,141
Delta Apparel, Inc. (a)		833		25
Denny's Corp. (a)		8,669		139
Designer Brands, Inc. Class A (a)		7,750		110
Destination XL Group, Inc. (a)		8,558		49
Dick's Sporting Goods, Inc.		9,325		1,072
Digital Brands Group, Inc. (a) (b)		1,003		2
Dillard's, Inc. Class A (b)		2,910		713
Dine Brands Global, Inc.		2,156		163
DoorDash, Inc. Class A (a)		4,983		742
Dorman Products, Inc. (a)		3,314		375
DraftKings, Inc. Class A (a)		98,713		2,713
Dream Finders Homes, Inc. Class A (a) (b)		1,482		29
Drive Shack, Inc. (a) (b)		10,717		15
Duluth Holdings, Inc. Class B (a)		3,154		48
Duolingo, Inc. (a) (b)		710		75
Dutch Bros, Inc. Class A (a) (b)		3,094		158
Educational Development Corp.		970		9
El Pollo Loco Holdings, Inc. (a)		2,447		35
Electric Last Mile Solutions I (a) (b)		9,382		66
Enjoy Technology, Inc. (a)		8,495		39
Envela Corp. (a)		1,136		5
Envirotech Vehicles, Inc. (a)		36,392		8
Escalade, Inc.		1,492		24
Esports Technologies, Inc. (a) (b)		1,175		24
Ethan Allen Interiors, Inc.		2,794		73
European Wax Center, Inc. Class A (a)		1,577		48
EVgo, Inc. (a) (b)		10,006		99
Express, Inc. (a)		8,867		27
F45 Training Holdings, Inc. (a) (b)		5,139		56
Faraday Future Intelligent Electric, Inc. (a) (b)		26,424		141
FAT Brands, Inc.		727		8
Fiesta Restaurant Group, Inc. (a)		1,965		22
First Watch Restaurant Group, Inc. (a) (b)		1,375		23
Five Below, Inc. (a)		6,929		1,434
Flexsteel Industries, Inc.		927		25
Floor & Decor Holdings, Inc. Class A (a)		12,751		1,658
Foot Locker, Inc.		11,327		494
Fossil Group, Inc. (a)		4,325		45
Fox Factory Holding Corp. (a)		4,841		823
Franchise Group, Inc.		4,339		226
Frontdoor, Inc. (a)		11,704		429
Full House Resorts, Inc. (a)		4,581		55
Funko, Inc. Class A (a)		1,620		31
Gaia, Inc. (a)		1,181		10
GameStop Corp. Class A (a) (b)		9,126		1,354

See notes to financial statements.

12

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Genesco, Inc. (a)		1,716	$	110
Gentex Corp.		31,654		1,103
Gentherm, Inc. (a)		4,159		361
G-III Apparel Group Ltd. (a)		5,017		139
Golden Entertainment, Inc. (a)		3,297		167
GoPro, Inc. Class A (a)		14,067		145
Graham Holdings Co. Class B		571		360
Grand Canyon Education, Inc. (a)		4,956		425
Green Brick Partners, Inc. (a)		6,942		211
Group 1 Automotive, Inc.		2,240		437
Groupon, Inc. (a) (b)		3,483		81
Guess?, Inc.		4,537		107
H&R Block, Inc.		22,994		541
Hall of Fame Resort & Entertainment Co. (a)		9,442		14
Hamilton Beach Brands Holding Co. Class A		708		10
Hanesbrands, Inc.		47,750		798
Harbor Custom Development, Inc. (a) (b)		1,778		5
Harley-Davidson, Inc.		19,027		717
Haverty Furniture Cos., Inc.		2,152		66
Hayward Holdings, Inc. (a)		18,231		478
Helen of Troy Ltd. (a)		2,459		601
Hibbett, Inc.		1,634		118
Hilton Grand Vacations, Inc. (a)		16,213		845
Holley, Inc. (a) (b)		5,392		70
Hooker Furniture Corp.		1,527		36
Horizon Global Corp. (a)		2,978		24
Houghton Mifflin Harcourt Co. (a)		15,974		257
Hovnanian Enterprises, Inc. Class A (a)		730		93
Hyatt Hotels Corp. Class A (a)		4,000		384
HyreCar, Inc. (a)		2,910		14
imedia Brands, Inc. (a)		2,479		15
Inspired Entertainment, Inc. (a)		2,490		32
Installed Building Products, Inc.		3,027		423
iPower, Inc. (a) (b)		1,504		4
iRobot Corp. (a)		2,903		191
J. Jill, Inc. (a)		684		13
Jack in the Box, Inc.		2,753		241
JAKKS Pacific, Inc. (a)		969		10
Jerash Holdings US, Inc.		611		4
JOANN, Inc. (b)		1,678		17
Johnson Outdoors, Inc. Class A		959		90
KB Home		10,308		461
Kirkland's, Inc. (a) (b)		1,764		26
Kohl's Corp. (c)		18,422		910
Kontoor Brands, Inc.		5,837		299
Koss Corp. (a)		785		8
Krispy Kreme, Inc. (b)		9,733		184
Kura Sushi USA, Inc. Class A (a)		570		46
Lakeland Industries, Inc. (a)		1,057		23
Lands' End, Inc. (a)		1,728		34

See notes to financial statements.

13

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Latham Group, Inc. (a) (b)		5,580	$	140
Laureate Education, Inc. Class A		6,596		81
La-Z-Boy, Inc.		5,430		197
Lazydays Holdings, Inc. (a) (b)		1,698		37
LCI Industries		3,164		493
Lear Corp.		7,981		1,460
Legacy Housing Corp. (a)		1,269		34
Leggett & Platt, Inc.		18,044		743
Lennar Corp. Class B		2,409		230
Leslie's, Inc. (a)		20,153		477
Levi Strauss & Co. Class A		5,849		146
Life Time Group Holdings, Inc. (a)		5,618		97
Lifetime Brands, Inc.		1,987		32
Lincoln Educational Services Corp. (a)		3,654		27
Liquidity Services, Inc. (a)		3,300		73
Lithia Motors, Inc.		3,749		1,113
LMP Automotive Holdings, Inc. (a)		1,032		7
Lottery.com, Inc. (a) (b)		4,471		28
Luby's, Inc.		2,393		7
Lucid Group, Inc. (a) (b)		88,611		3,371
Lulu's Fashion Lounge Holdings, Inc. (a)		839		9
Lumber Liquidators Holdings, Inc. (a)		3,048		52
M/I Homes, Inc. (a)		3,006		187
Macy's, Inc.		37,443		980
Malibu Boats, Inc. Class A (a)		2,548		175
Marine Products Corp.		2,177		27
MarineMax, Inc. (a)		2,673		158
Marriott Vacations Worldwide Corp.		5,764		974
MasterCraft Boat Holdings, Inc. (a)		2,261		64
Mattel, Inc. (a)		30,578		659
MDC Holdings, Inc.		7,301		408
Membership Collective Group, Inc. (a) (b)		4,420		56
Meritage Homes Corp. (a)		4,562		557
Mister Car Wash, Inc. (a)		11,246		205
Modine Manufacturing Co. (a)		6,563		66
Monarch Casino & Resort, Inc. (a)		1,801		133
Monro, Inc.		3,661		213
Motorcar Parts of America, Inc. (a)		2,097		36
Movado Group, Inc.		1,795		75
Murphy USA, Inc.		3,395		676
Muscle Maker, Inc. (a) (b)		2,719		2
Nathan's Famous, Inc.		390		23
National Vision Holdings, Inc. (a)		10,227		491
Nautilus, Inc. (a)		4,037		25
Nerdy, Inc. (a)		12,400		56
Noodles & Co. (a)		4,654		42
Nordstrom, Inc. (a)		14,334		324
Ollie's Bargain Outlet Holdings, Inc. (a)		6,817		349
OneWater Marine, Inc.		659		40
Overstock.com, Inc. (a)		5,195		307

See notes to financial statements.

14

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Oxford Industries, Inc.		2,115	$	215
Papa John's International, Inc.		4,286		572
Party City Holdco, Inc. (a)		15,347		85
Patrick Industries, Inc.		2,790		225
Peloton Interactive, Inc. Class A (a)		6,167		221
Penske Automotive Group, Inc.		4,444		476
Perdoceo Education Corp. (a)		8,670		102
Petco Health & Wellness Co., Inc. (a)		7,912		157
PetMed Express, Inc. (b) (c)		2,469		62
Planet Fitness, Inc. Class A (a)		11,088		1,004
PlayAGS, Inc. (a)		3,547		24
Polaris, Inc.		7,770		854
Portillo's, Inc. Class A (a) (b)		2,912		109
Poshmark, Inc. Class A (a)		1,008		17
Potbelly Corp. (a)		3,473		19
PowerSchool Holdings, Inc. (a)		5,757		95
PubMatic, Inc. Class A (a)		880		30
Purple Innovation, Inc. (a)		1,850		25
QuantumScape Corp. (a) (b)		28,269		627
Quotient Technology, Inc. (a)		11,538		86
Qurate Retail, Inc. Class A		56,558		430
Rave Restaurant Group, Inc. (a)		2,410		2
RCI Hospitality Holdings, Inc.		1,167		91
Red Robin Gourmet Burgers, Inc. (a)		1,579		26
Red Rock Resorts, Inc. Class A		8,342		459
Regis Corp. (a) (b)		5,544		10
Remark Holdings, Inc. (a) (b)		14,533		14
Rent the Runway, Inc. Class A (a) (b)		2,470		20
Rent-A-Center, Inc.		7,832		376
Revolve Group, Inc. (a)		1,803		101
RH (a)		1,991		1,067
Rivian Automotive, Inc. Class A (a) (b)		22,736		2,357
Rocky Brands, Inc.		999		40
Rover Group, Inc. (a) (b)		13,528		132
RumbleON, Inc. Class B (a)		1,325		55
Ruth's Hospitality Group, Inc. (a)		3,695		74
Sally Beauty Holdings, Inc. (a)		11,841		219
Scientific Games Corp. (a)		11,374		760
Seaworld Entertainment, Inc. (a)		5,959		387
Service Corp. International		19,433		1,379
Shake Shack, Inc. Class A (a)		2,327		168
Shoe Carnival, Inc.		2,254		88
Shutterstock, Inc.		3,032		336
Signet Jewelers Ltd.		6,639		578
Six Flags Entertainment Corp. (a)		10,507		447
Skechers USA, Inc. Class A (a)		13,602		590
Skyline Champion Corp. (a)		7,769		614
Sleep Number Corp. (a)		2,505		192
Smith & Wesson Brands, Inc.		6,502		116
Snap One Holdings Corp. (a)		2,982		63

See notes to financial statements.

15

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Solo Brands, Inc. Class A (a) (b)		1,933	$	30
Sonic Automotive, Inc. Class A		1,861		92
Sonos, Inc. (a)		17,569		524
Sportsman's Warehouse Holdings, Inc. (a)		6,000		71
Standard Motor Products, Inc.		2,785		146
Steven Madden Ltd.		10,183		473
Stitch Fix, Inc. Class A (a)		1,257		24
StoneMor, Inc. (a)		16,487		38
Stoneridge, Inc. (a)		3,203		63
Strategic Education, Inc.		2,434		141
Strattec Strategy Corp. (a)		449		17
Stride, Inc. (a)		5,848		195
Sturm Ruger & Co., Inc. (c)		2,178		148
Superior Group of Cos., Inc.		1,790		39
Superior Industries International, Inc. (a)		3,388		15
Sweetgreen, Inc. Class A (a) (b)		1,869		60
Sypris Solutions, Inc. (a)		1,876		5
Target Hospitality Corp. (a)		5,334		19
Taylor Morrison Home Corp. (a)		14,302		500
Tempur Sealy International, Inc.		23,244		1,092
Tenneco, Inc. Class A (a)		11,468		130
Terminix Global Holdings, Inc. (a)		14,275		645
Texas Roadhouse, Inc.		9,120		814
The Aaron's Co., Inc.		3,848		95
The Beachbody Co., Inc. (a) (b)		19,359		46
The Buckle, Inc.		3,404		144
The Cato Corp. Class A		2,628		45
The Cheesecake Factory, Inc. (a)		5,465		214
The Children's Place, Inc. (a)		1,587		126
The Container Store Group, Inc. (a)		5,158		51
The Dixie Group, Inc. (a)		1,809		10
The Goodyear Tire & Rubber Co. (a)		36,786		784
The Lovesac Co. (a)		1,849		123
The ODP Corp. (a)		6,527		256
The RealReal, Inc. (a)		12,230		142
The Wendy's Co.		25,603		611
Thor Industries, Inc.		5,818		604
ThredUp, Inc. Class A (a) (b)		1,844		24
Tilly's, Inc. Class A		1,713		28
Toll Brothers, Inc.		13,104		948
TopBuild Corp. (a)		4,025		1,110
Torrid Holdings, Inc. (a) (b)		2,563		25
Toughbuilt Industries, Inc. (a)		18,057		7
Traeger, Inc. (a)		4,447		54
Travel + Leisure Co.		10,671		590
TravelCenters of America, Inc. (a)		1,824		94
Tri Pointe Homes, Inc. (a)		14,228		397
Tupperware Brands Corp. (a)		4,623		71
Turtle Beach Corp. (a)		2,195		49
Udemy, Inc. (a)		2,208		43

See notes to financial statements.

16

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Unifi, Inc. (a)		2,157	$	50
Unique Fabricating, Inc. (a)		1,469		3
Universal Electronics, Inc. (a)		1,620		66
Universal Technical Institute, Inc. (a)		4,443		35
Urban Outfitters, Inc. (a)		6,407		188
Vail Resorts, Inc.		4,885		1,602
Veoneer, Inc. (a)		12,057		428
Vera Bradley, Inc. (a)		3,564		30
Victoria's Secret & Co. (a)		11,312		628
Vince Holding Corp. (a)		504		4
Vinco Ventures, Inc. (a) (b)		18,745		45
Vista Outdoor, Inc. (a)		7,169		330
Visteon Corp. (a)		3,342		371
Vivid Seats, Inc. Class A (b)		11,072		120
Volcon, Inc. (a)		455		5
Volta, Inc. (a) (b)		16,281		120
VOXX International Corp. (a)		2,233		23
Vroom, Inc. (a) (b)		15,535		168
Warby Parker, Inc. Class A (a) (b)		11,343		528
Wayfair, Inc. Class A (a) (b)		6,522		1,238
Weber, Inc. Class A (b)		2,507		32
Weyco Group, Inc.		980		23
Williams-Sonoma, Inc.		7,141		1,208
Wingstop, Inc.		3,647		630
Winmark Corp.		308		76
Winnebago Industries, Inc.		3,895		292
Wolverine World Wide, Inc.		10,305		297
WW International, Inc. (a)		6,418		104
Wyndham Hotels & Resorts, Inc.		10,981		984
Xometry, Inc. Class A (a)		969		50
Xponential Fitness, Inc. Class A (a) (b)		1,426		29
XpresSpa Group, Inc. (a) (b)		15,063		30
YETI Holdings, Inc. (a)		10,966		908
Zovio, Inc. (a)		4,576		6
Zumiez, Inc. (a)		2,475		119
				104,794
Consumer Staples (3.0%):
22nd Century Group, Inc. (a) (b)		20,360		63
Albertsons Cos., Inc. Class A		36,694		1,109
Alico, Inc.		581		22
Arcadia Biosciences, Inc. (a)		3,067		3
B&G Foods, Inc. (b)		8,119		249
BellRing Brands, Inc. Class A (a) (b)		5,001		143
Better Choice Co., Inc. (a)		3,404		11
Beyond Meat, Inc. (a) (b)		7,464		486
BJ's Wholesale Club Holdings, Inc. (a)		16,282		1,091
Bunge Ltd.		16,872		1,576
Calavo Growers, Inc.		2,059		87
Cal-Maine Foods, Inc.		2,915		108
Casey's General Stores, Inc.		4,373		863

See notes to financial statements.

17

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Celsius Holdings, Inc. (a)		4,790	$	357
Central Garden & Pet Co. (a)		1,420		75
Central Garden & Pet Co. Class A (a)		5,812		278
Coca-Cola Consolidated, Inc.		547		339
Coffee Holding Co., Inc. (a)		740		3
Coty, Inc. Class A (a) (c)		50,006		525
Darling Ingredients, Inc. (a)		20,244		1,403
e.l.f. Beauty, Inc. (a)		5,602		186
Eastside Distilling, Inc. (a)		2,033		4
Edgewell Personal Care Co.		6,803		311
Energizer Holdings, Inc.		6,810		273
Farmer Brothers Co. (a)		2,474		18
Flowers Foods, Inc.		25,524		701
Fresh Del Monte Produce, Inc.		3,321		92
Freshpet, Inc. (a)		5,493		523
Grocery Outlet Holding Corp. (a)		9,918		280
Grove, Inc. (a)		1,216		5
Guardion Health Sciences, Inc. (a)		3,021		2
Herbalife Nutrition Ltd. (a)		13,050		534
HF Foods Group, Inc. Class A (a)		4,758		40
Honest Co., Inc. (a)		7,549		61
Hostess Brands, Inc. (a)		10,065		206
Ingles Markets, Inc. Class A		1,660		143
Ingredion, Inc.		8,906		861
Inter Parfums, Inc.		2,217		237
J & J Snack Foods Corp.		1,251		198
John B Sanfilippo & Son, Inc.		1,053		95
Jones Soda Co. (a)		6,317		5
Jupiter Wellness, Inc. (a)		3,037		3
Keurig Dr Pepper, Inc.		127,884		4,713
Laird Superfood, Inc. (a)		791		10
Lancaster Colony Corp.		2,605		431
Landec Corp. (a)		3,773		42
Lifevantage Corp. (a)		1,812		11
Lifeway Foods, Inc. (a)		518		2
Limoneira Co.		1,905		29
Local Bounti Corp. (a) (b)		9,290		60
Mannatech, Inc.		127		5
Medifast, Inc.		1,455		305
MGP Ingredients, Inc.		929		79
Mission Produce, Inc. (a)		6,266		98
National Beverage Corp. (b)		3,938		179
Natural Alternatives International, Inc. (a)		788		10
Natural Grocers by Vitamin Cottage, Inc.		1,975		28
Nature's Sunshine Products, Inc.		2,444		45
NewAge, Inc. (a) (b)		20,289		21
Nu Skin Enterprises, Inc. Class A		6,523		331
Ocean Bio-Chem, Inc.		636		6
Oil-Dri Corp. of America		656		21
Olaplex Holdings, Inc. (a)		10,371		302

See notes to financial statements.

18

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Performance Food Group Co. (a)		19,081	$	876
Pilgrim's Pride Corp. (a)		7,091		200
Post Holdings, Inc. (a)		7,371		831
PriceSmart, Inc.		2,062		151
Reed's, Inc. (a)		11,863		4
Revlon, Inc. Class A (a)		1,094		12
Reynolds Consumer Products, Inc.		7,934		249
RiceBran Technologies (a)		5,858		2
Rite Aid Corp. (a) (b)		7,546		111
Sanderson Farms, Inc.		2,698		516
Seaboard Corp.		38		150
Seneca Foods Corp. Class A (a)		796		38
Shineco, Inc. (a)		1,112		7
Sovos Brands, Inc. (a)		3,523		53
SpartanNash Co.		4,393		113
Spectrum Brands Holdings, Inc.		5,632		573
Sprouts Farmers Market, Inc. (a)		14,535		431
Stryve Foods, Inc. Class A (a)		1,031		4
The Andersons, Inc.		4,166		161
The Boston Beer Co., Inc. Class A (a)		913		461
The Chefs' Warehouse, Inc. (a)		3,969		132
The Duckhorn Portfolio, Inc. (a)		5,858		137
The Hain Celestial Group, Inc. (a)		12,109		516
The Real Good Food Co., Inc. (a)		825		5
The Simply Good Foods Co. (a)		9,341		388
The Vita Coco Co., Inc. (a) (b)		1,697		19
Thorne HealthTech, Inc. (a)		995		6
Tootsie Roll Industries, Inc.		2,630		95
TreeHouse Foods, Inc. (a)		5,600		227
Turning Point Brands, Inc.		2,334		88
U.S. Foods Holding Corp. (a)		27,872		971
United Natural Foods, Inc. (a)		6,747		331
United-Guardian, Inc.		429		7
Universal Corp.		3,044		167
USANA Health Sciences, Inc. (a)		1,418		144
Vector Group Ltd.		15,678		180
Veru, Inc. (a)		8,713		51
Village Super Market, Inc. Class A		1,334		31
Vital Farms, Inc. (a)		3,871		70
WD-40 Co.		1,478		362
Weis Markets, Inc. (c)		2,545		168
Willamette Valley Vineyards, Inc. (a)		564		5
Zevia PBC Class A (a)		1,598		11
				29,351
Energy (2.8%):
Adams Resources & Energy, Inc.		362		10
Aemetis, Inc. (a)		3,968		49
Alto Ingredients, Inc. (a)		9,850		47
Amplify Energy Corp. (a)		4,481		14
Amyris, Inc. (a) (b)		29,594		160

See notes to financial statements.

19

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Antero Midstream Corp.		40,982	$	397
Antero Resources Corp. (a)		39,274		687
Arch Resources, Inc.		1,826		167
Archaea Energy, Inc. (a)		7,755		142
Archrock, Inc.		16,808		126
Aspen Aerogels, Inc. (a)		3,562		177
BP Prudhoe Bay Royalty Trust		3,114		12
Brigham Minerals, Inc.		2,149		45
Bristow Group, Inc. (a)		2,674		85
Cactus, Inc. Class A		3,415		130
California Resources Corp.		8,538		365
Callon Petroleum Co. (a) (b)		8,034		380
Camber Energy, Inc. (a)		36,003		31
Centennial Resource Development, Inc. Class A (a)		40,085		240
Centrus Energy Corp. Class A (a)		1,081		54
ChampionX Corp. (a)		26,455		535
Cheniere Energy, Inc.		35,046		3,555
Chesapeake Energy Corp.		14,141		912
Civitas Resources, Inc.		9,746		477
Clean Energy Fuels Corp. (a) (b)		25,638		157
CNX Resources Corp. (a)		27,343		376
Comstock Resources, Inc. (a)		13,892		112
CONSOL Energy, Inc. (a)		3,863		88
Continental Resources, Inc. (b)		10,105		452
Cross Timbers Royalty Trust		874		10
CVR Energy, Inc.		4,242		71
Dawson Geophysical Co. (a)		2,718		6
Delek U.S. Holdings, Inc. (a)		10,029		150
Denbury, Inc. (a)		6,127		469
Dorian LPG Ltd.		4,497		57
Dril-Quip, Inc. (a)		3,759		74
DT Midstream, Inc.		10,554		506
ENGlobal Corp. (a)		3,074		4
EQT Corp. (a)		51,681		1,127
Equitrans Midstream Corp.		39,637		410
Evolution Petroleum Corp.		4,649		23
Exterran Corp. (a)		3,441		10
EzFill Holdings, Inc. (a)		950		1
Forum Energy Technologies, Inc. (a)		720		12
Geospace Technologies Corp. (a)		1,486		10
Gevo, Inc. (a) (b)		27,603		118
Green Plains, Inc. (a) (b)		6,862		239
Gulf Island Fabrication, Inc. (a)		1,786		7
Gulfport Energy Operating Corp. (a)		2,637		190
Hallador Energy Co. (a)		3,831		9
Helix Energy Solutions Group, Inc. (a)		18,878		59
Helmerich & Payne, Inc.		12,255		290
HighPeak Energy, Inc.		278		4
HollyFrontier Corp.		20,093		659
ION Geophysical Corp. (a) (b)		4,094		4

See notes to financial statements.

20

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
KLX Energy Services Holdings, Inc. (a)		904	$	3
Laredo Petroleum, Inc. (a) (b)		1,715		103
Liberty Oilfield Services, Inc. Class A (a)		12,057		117
Magnolia Oil & Gas Corp. Class A		14,752		278
Mammoth Energy Services, Inc. (a)		4,823		9
Matador Resources Co.		14,851		548
Matrix Service Co. (a)		3,272		25
Meta Materials, Inc. (a) (b)		27,412		67
MIND Technology, Inc. (a)		1,824		3
Montauk Renewables, Inc. (a)		6,894		71
Murphy Oil Corp.		17,077		446
Nabors Industries Ltd. (a)		973		79
NACCO Industries, Inc. Class A		523		19
National Energy Services Reunited Corp. (a)		4,653		44
Natural Gas Services Group, Inc. (a)		1,386		15
NCS Multistage Holdings, Inc. (a)		133		4
New Fortress Energy, Inc. (b)		15,651		378
Newpark Resources, Inc. (a)		12,616		37
Nextdecade Corp. (a)		16,573		47
Nextier Oilfield Solutions, Inc. (a)		26,400		94
Nine Energy Service, Inc. (a)		2,485		2
Northern Oil and Gas, Inc. (b)		9,434		194
NOV, Inc.		48,307		654
Oasis Petroleum, Inc.		2,157		272
Oceaneering International, Inc. (a)		11,325		128
Oil States International, Inc. (a)		6,697		33
Overseas Shipholding Group, Inc. Class A (a)		10,526		20
Ovintiv, Inc.		35,701		1,204
Patterson-UTI Energy, Inc.		27,224		230
PBF Energy, Inc. Class A (a)		11,895		154
PDC Energy, Inc.		12,041		587
Peabody Energy Corp. (a) (c)		17,792		179
Permianville Royalty Trust (b)		3,266		7
PHX Minerals, Inc.		3,022		7
ProPetro Holding Corp. (a)		9,474		77
Range Resources Corp. (a)		29,856		532
Ranger Energy Services, Inc. (a)		604		6
Ranger Oil Corp. (a)		1,986		53
Renewable Energy Group, Inc. (a)		6,217		264
REX American Resources Corp. (a)		575		55
Riley Exploration Permian, Inc.		822		16
RPC, Inc. (a)		14,436		66
SandRidge Energy, Inc. (a)		5,016		52
SEACOR Marine Holdings, Inc. (a)		2,944		10
Select Energy Services, Inc. Class A (a)		7,404		46
SFL Corp. Ltd.		16,326		133
Silverbow Resources, Inc. (a)		1,864		41
SM Energy Co.		15,021		443
Smart Sand, Inc. (a)		4,150		7
Solaris Oilfield Infrastructure, Inc. Class A		2,745		18

See notes to financial statements.

21

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Southwestern Energy Co. (a)		104,827	$	488
Stabilis Solutions, Inc. (a)		541		2
Talos Energy, Inc. (a)		7,743		76
Targa Resources Corp.		30,644		1,602
Teekay Corp. (a) (b)		7,832		25
Tellurian, Inc. (a) (b)		65,498		202
TETRA Technologies, Inc. (a)		16,250		46
Texas Pacific Land Corp.		1,129		1,411
Tidewater, Inc. (a)		3,483		37
U.S. Energy Corp. Wyoming (a)		634		2
Uranium Energy Corp. (a) (b)		36,300		122
US Well Services, Inc. (a) (b)		4,647		5
VAALCO Energy, Inc. (a)		7,589		24
Vertex Energy, Inc. (a) (b)		6,906		31
Voc Energy Trust		1,856		9
W&T Offshore, Inc. (a)		12,634		41
Westwater Resources, Inc. (a)		5,080		11
Whiting Petroleum Corp. (a)		4,613		298
World Fuel Services Corp. (c)		7,811		207
Zion Oil & Gas, Inc. (a)		46,067		8
				27,025
Financials (17.7%):
1895 Bancorp of Wisconsin, Inc. (a)		539		6
1st Source Corp.		2,526		125
Acres Commercial Realty Corp. (a)		1,180		15
AFC Gamma, Inc.		1,771		40
Affiliated Managers Group, Inc.		4,142		681
Affinity Bancshares, Inc. (a)		840		13
AG Mortgage Investment Trust, Inc.		2,146		22
AGNC Investment Corp.		71,775		1,079
Alleghany Corp. (a)		1,835		1,225
Allegiance Bancshares, Inc.		2,534		107
Ally Financial, Inc.		48,243		2,298
Amerant Bancorp, Inc.		3,764		130
American Equity Investment Life Holding Co.		9,690		377
American Financial Group, Inc.		9,255		1,271
American National Bankshares, Inc.		1,475		56
American National Group, Inc.		3,013		569
Ameris Bancorp		8,712		433
AMERISAFE, Inc.		2,396		129
AmeriServ Financial, Inc.		2,486		10
Ames National Corp.		1,231		30
Angel Oak Mortgage, Inc.		1,364		22
Annaly Capital Management, Inc.		198,285		1,551
Apollo Commercial Real Estate Finance, Inc.		15,466		204
Apollo Investment Corp. (b)		9,363		120
Arbor Realty Trust, Inc.		19,924		365
Arch Capital Group Ltd. (a)		42,689		1,898
Ares Capital Corp. (b)		67,025		1,420
Ares Commercial Real Estate Corp.		6,291		91

See notes to financial statements.

22

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Ares Management Corp. Class A		27,913	$	2,268
Argo Group International Holdings Ltd.		4,463		259
Arlington Asset Investment Corp. Class A (a)		4,168		15
ARMOUR Residential REIT, Inc. (b)		11,091		109
Arrow Financial Corp.		2,192		77
Artisan Partners Asset Management, Inc. Class A		5,864		279
Ashford, Inc. (a)		331		6
Assetmark Financial Holdings, Inc. (a)		3,317		87
Associated Bancorp		19,649		444
Associated Capital Group, Inc. Class A		450		19
Assured Guaranty Ltd.		9,044		454
Atlantic American Corp.		772		2
Atlantic Union Bankshares Corp.		10,346		386
Atlanticus Holdings Corp. (a)		1,011		72
Axis Capital Holdings Ltd.		9,743		531
Axos Financial, Inc. (a)		7,012		393
Bain Capital Specialty Finance, Inc.		3,006		46
Banc of California, Inc.		8,051		158
BancFirst Corp.		2,276		161
Bank of Hawaii Corp.		5,007		419
Bank of Marin Bancorp		2,198		82
Bank of the James Financial Group, Inc.		656		10
Bank OZK		17,399		810
Bank7 Corp.		410		9
Bankfinancial Corp.		1,662		18
BankUnited, Inc.		9,721		411
Bankwell Financial Group, Inc.		1,039		34
Banner Corp.		4,286		260
Bar Harbor Bankshares		1,898		55
Barings BDC, Inc.		9,502		105
BayCom Corp. (a)		1,446		27
Bayfirst Financial Corp.		468		11
BCB Bancorp, Inc.		2,330		36
Berkshire Hathaway, Inc. Class A (a)		50		22,533
Berkshire Hills Bancorp, Inc.		6,088		173
BGC Partners, Inc. Class A		33,105		154
BlackRock Capital Investment Corp.		10,761		43
BlackRock TCP Capital Corp.		8,404		114
Blackstone Mortgage Trust, Inc. Class A		22,401		686
Blackstone, Inc.		94,921		12,281
Blucora, Inc. (a)		5,457		95
Blue Foundry Bancorp (a)		4,108		60
Blue Ridge Bankshares, Inc. (b)		2,377		43
BOK Financial Corp.		4,392		463
Bridge Investment Group Holdings, Inc. Class A		2,767		69
Bridgewater Bancshares, Inc. (a)		3,267		58
Bright Health Group, Inc. (a) (b)		42,043		145
Brighthouse Financial, Inc. (a)		9,986		517
BrightSpire Capital, Inc.		11,893		122
Broadmark Realty Capital, Inc.		19,303		182

See notes to financial statements.

23

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Broadway Financial Corp. (a)		9,083	$	21
Brookline Bancorp, Inc.		9,714		157
BRP Group, Inc. Class A (a)		2,449		88
Bryn Mawr Bank Corp.		2,548		115
Business First Bancshares, Inc.		2,820		80
Byline Bancorp, Inc.		3,512		96
C&F Financial Corp.		524		27
Cadence Bank		24,088		718
California Bancorp, Inc. (a)		1,022		20
Cambridge Bancorp Class A		954		89
Camden National Corp.		1,880		91
Capital Bancorp, Inc.		1,595		42
Capital City Bank Group, Inc.		1,817		48
Capital Southwest Corp. (b)		3,192		81
Capitol Federal Financial, Inc.		14,341		162
Capstar Financial Holdings, Inc.		2,871		60
Catalyst Bancorp, Inc. (a)		755		10
Cathay General Bancorp		10,111		435
CBTX, Inc. Class A		2,825		82
Central Pacific Financial Corp.		3,499		99
Central Valley Community Bancorp		1,553		32
CF Bankshares, Inc.		658		14
Chemung Financial Corp.		543		25
Cherry Hill Mortgage Investment Corp.		2,371		20
Chimera Investment Corp.		29,290		442
CION Investment Corp. (a)		8,287		108
CIT Group, Inc.		12,984		667
Citizens & Northern Corp.		2,155		56
Citizens, Inc. (a)		6,065		32
City Holding Co.		1,894		155
Civista Bancshares, Inc.		2,033		50
Claros Mortgage Trust, Inc. (b)		816		13
CNA Financial Corp.		3,949		174
CNB Financial Corp. Class A		2,458		65
CNO Financial Group, Inc.		15,965		381
Coastal Financial Corp. (a)		1,417		72
Codorus Valley Bancorp, Inc.		1,166		25
Cohen & Co., Inc.		195		3
Cohen & Steers, Inc.		3,863		357
Coinbase Global, Inc. Class A (a)		27,663		6,981
Colony Bankcorp, Inc.		1,871		32
Columbia Banking System, Inc.		9,939		325
Columbia Financial, Inc. (a) (c)		5,876		123
Commerce Bancshares, Inc.		13,842		951
Community Bank System, Inc.		6,748		503
Community Trust Bancorp, Inc.		2,441		106
ConnectOne Bancorp, Inc.		5,416		177
Consumer Portfolio Services, Inc. (a)		1,994		24
Cowen, Inc. Class A		3,653		132
Crawford & Co. Class A		2,496		19

See notes to financial statements.

24

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Crawford & Co. Class B		1,369	$	10
Credit Acceptance Corp. (a)		1,575		1,083
Crescent Capital BDC, Inc.		4,016		71
Crossfirst Bankshares, Inc. (a)		5,852		91
Cullen/Frost Bankers, Inc.		6,953		877
Cullman Bancorp, Inc.		820		10
Curo Group Holdings Corp.		3,002		48
Customers Bancorp, Inc.		4,103		268
CVB Financial Corp.		15,969		342
Diamond Hill Investment Group, Inc.		431		84
Dime Community Bancshares, Inc.		4,297		151
DMC Global, Inc. (a)		1,799		71
Donegal Group, Inc. Class A		1,775		25
Donnelley Financial Solutions, Inc. (a)		4,148		196
Dynex Capital, Inc. (b)		4,908		82
Eagle Bancorp Montana, Inc.		928		21
Eagle Bancorp, Inc.		3,997		233
East West Bancorp, Inc.		17,341		1,365
Eastern Bankshares, Inc.		23,636		477
eHealth, Inc. (a)		3,341		85
Elevate Credit, Inc. (a)		3,081		9
Ellington Financial, Inc.		7,102		121
Ellington Residential Mortgage REIT		1,751		18
Employers Holdings, Inc.		3,296		136
Enact Holdings, Inc.		1,896		39
Encore Capital Group, Inc. (a)		2,641		164
Enova International, Inc. (a)		4,504		184
Enstar Group Ltd. (a)		1,980		490
Enterprise Bancorp, Inc.		1,628		73
Enterprise Financial Services Corp.		5,248		247
Equitable Holdings, Inc.		48,282		1,583
Equity Bancshares, Inc. Class A		1,839		62
Erie Indemnity Co. Class A		2,589		499
Esquire Financial Holdings, Inc. (a)		1,086		34
Evans Bancorp, Inc.		677		27
Evercore, Inc.		5,224		710
Everi Holdings, Inc. (a)		11,250		240
EZCORP, Inc. Class A (a)		5,716		42
FB Financial Corp.		3,887		170
Federal Agricultural Mortgage Corp. Class C		1,077		133
Federal Home Loan Mortgage Corp. (a) (b)		81,323		67
Federal National Mortgage Association (a) (b)		168,461		138
Federated Hermes, Inc.		10,863		408
Fednat Holding Co. (a)		2,158		3
Fidelity National Financial, Inc.		38,907		2,030
Fidus Investment Corp.		3,556		64
Financial Institutions, Inc.		2,143		68
First American Financial Corp.		13,893		1,087
First Bancorp, Inc.		1,265		40
First Bancorp/Puerto Rico		25,727		355

See notes to financial statements.

25

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
First Bancorp/Southern Pines NC		4,609	$	211
First Busey Corp.		7,613		206
First Citizens BancShares, Inc. Class A		1,158		961
First Commonwealth Financial Corp.		11,877		191
First Community Bankshares, Inc.		2,081		70
First Eagle Alternative Capital BDC, Inc.		4,380		20
First Financial Bancorp		10,774		263
First Financial Bankshares, Inc.		17,823		906
First Financial Corp. Class A		1,555		70
First Financial Northwest, Inc.		1,089		18
First Hawaiian, Inc.		13,305		364
First Horizon Corp.		70,795		1,156
First Internet Bancorp		1,348		63
First Interstate BancSystem, Inc. Class A		4,618		188
First Merchants Corp.		7,374		309
First Midwest Bancorp, Inc.		14,282		292
First United Corp.		906		17
First Western Financial, Inc. (a)		959		29
FirstCash Holdings, Inc.		4,294		321
Five Star Bancorp		1,328		40
Flagstar Bancorp, Inc.		6,615		317
Flushing Financial Corp.		3,928		95
FNB Corp.		41,754		506
FNCB Bancorp, Inc.		2,617		24
Focus Financial Partners, Inc. Class A (a)		2,432		145
Franklin BSP Realty Trust, Inc.		6,395		96
FS KKR Capital Corp.		41,453		868
Fulton Financial Corp.		20,884		355
FVCBankcorp, Inc. (a)		1,773		35
GAMCO Investors, Inc. Class A		1,420		35
Genworth Financial, Inc. (a)		64,212		260
German American Bancorp, Inc.		3,399		132
Glacier Bancorp, Inc.		14,492		822
Gladstone Capital Corp.		4,991		58
Gladstone Investment Corp.		4,831		83
GoHealth, Inc. Class A (a)		6,532		25
Goldman Sachs BDC, Inc.		14,812		284
Golub Capital BDC, Inc.		20,035		309
Goosehead Insurance, Inc. Class A		1,240		161
Granite Point Mortgage Trust, Inc.		7,825		92
Great Ajax Corp.		2,829		37
Great Southern Bancorp, Inc. Class A		1,436		85
Great Western Bancorp, Inc.		6,335		215
Green Dot Corp. Class A (a)		6,842		248
Greenhill & Co., Inc.		1,508		27
Guaranty Bancshares, Inc.		1,566		59
Guild Holdings Co. Class A		961		13
GWG Holdings, Inc. (a)		675		7
Hallmark Financial Services, Inc. (a)		2,512		11
Hamilton Lane, Inc. Class A		2,015		209

See notes to financial statements.

26

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Hancock Whitney Corp.		10,737	$	537
Hanmi Financial Corp.		3,805		90
Hannon Armstrong Sustainable Infrastructure Capital, Inc.		11,458		609
HarborOne Bancorp, Inc.		5,808		86
Hawthorn Bancshares, Inc.		906		23
HBT Financial, Inc.		846		16
HCI Group, Inc.		1,239		104
Heartland Financial USA, Inc.		5,717		289
Hercules Capital, Inc.		16,860		280
Heritage Commerce Corp.		7,278		87
Heritage Financial Corp.		3,940		96
Heritage Insurance Holdings, Inc.		3,773		22
Hilltop Holdings, Inc.		7,926		279
Hippo Holdings, Inc. (a)		47,473		134
Home Bancorp, Inc.		1,067		44
Home BancShares, Inc.		19,545		476
Home Point Capital, Inc.		1,624		7
HomeStreet, Inc.		2,559		133
Hope Bancorp, Inc.		15,038		221
Horace Mann Educators Corp.		5,191		201
Horizon Bancorp, Inc.		5,952		124
Horizon Technology Finance Corp.		2,973		47
Houlihan Lokey, Inc.		2,485		257
Independence Holding Co.		813		46
Independent Bank Corp.		6,201		506
Independent Bank Corp.		2,600		62
Independent Bank Group, Inc.		4,437		320
Interactive Brokers Group, Inc.		10,569		839
International Bancshares Corp.		7,467		317
Invesco Mortgage Capital, Inc. (b)		38,093		106
Investar Holding Corp.		1,416		26
Investcorp Credit Management BDC, Inc.		2,094		10
Investors Bancorp, Inc.		29,192		442
Investors Title Co.		160		32
Jackson Financial, Inc. Class A (b)		13,604		569
Jefferies Financial Group, Inc.		27,863		1,081
Kearny Financial Corp.		8,407		111
Kemper Corp.		7,779		457
Kinsale Capital Group, Inc.		3,021		719
KKR Real Estate Finance Trust, Inc.		5,398		112
Ladder Capital Corp.		8,213		98
Lakeland Bancorp, Inc.		6,406		122
Lakeland Financial Corp.		3,167		254
Lemonade, Inc. (a) (b)		5,559		234
LendingTree, Inc. (a)		1,399		172
Level One Bancorp, Inc.		656		26
Limestone Bancorp, Inc. (a)		609		11
Live Oak Bancshares, Inc.		4,264		372
Logan Ridge Finance Corp. (a)		395		9
LPL Financial Holdings, Inc.		10,378		1,661

See notes to financial statements.

27

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Lument Finance Trust, Inc.		2,650	$	10
Luther Burbank Corp.		1,730		24
Macatawa Bank Corp.		4,178		37
Magyar Bancorp, Inc.		569		7
Maiden Holdings Ltd. (a)		9,432		29
Main Street Capital Corp. (b)		10,123		454
Manning & Napier, Inc.		2,123		18
Markel Corp. (a)		1,792		2,212
MarketWise, Inc. (a)		36,759		277
Marlin Business Services Corp.		1,593		37
Marpai, Inc. Class A (a)		954		4
MBIA, Inc. (a)		6,728		106
Medallion Financial Corp. (a)		3,101		18
Mercantile Bank Corp.		1,984		69
Merchants Bancorp		2,472		117
Mercury General Corp.		3,868		205
Meta Financial Group, Inc.		3,467		207
Metropolitan Bank Holding Corp. (a)		1,473		157
MFA Financial, Inc.		50,030		228
MGIC Investment Corp.		43,573		629
Midland States Bancorp, Inc.		2,788		69
Midwest Holding, Inc. (a)		457		8
MidWestOne Financial Group, Inc.		2,032		66
Moelis & Co. Class A		3,927		245
Monroe Capital Corp.		3,135		35
Morningstar, Inc.		3,638		1,244
MVB Financial Corp.		1,560		65
National Bank Holdings Corp. Class A		3,130		138
National Bankshares, Inc.		816		30
National Western Life Group, Inc. Class A		277		59
Navient Corp.		19,694		418
NBT Bancorp, Inc.		5,424		209
Nelnet, Inc. Class A		2,672		261
New Mountain Finance Corp.		12,829		176
New Residential Investment Corp.		64,479		691
New York Community Bancorp, Inc.		60,880		744
New York Mortgage Trust, Inc.		45,794		170
Newtek Business Services Corp.		3,327		92
Nexpoint Real Estate Finance, Inc.		1,094		21
NI Holdings, Inc. (a)		1,082		20
Nicholas Financial, Inc. (a)		597		7
NMI Holdings, Inc. Class A (a)		10,728		234
Northeast Community Bancorp, Inc.		2,193		24
Northfield Bancorp, Inc.		4,981		80
Northrim Bancorp, Inc.		814		35
Northwest Bancshares, Inc. (c)		15,834		224
Norwood Financial Corp.		1,191		31
Oaktree Specialty Lending Corp.		23,351		174
OceanFirst Financial Corp.		8,040		178
Ocwen Financial Corp. (a)		1,272		51

See notes to financial statements.

28

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
OFG Bancorp		5,366	$	143
OFS Capital Corp.		1,523		17
Old National Bancorp		20,744		376
Old Republic International Corp.		38,407		944
Old Second Bancorp, Inc.		5,518		69
OneMain Holdings, Inc.		17,771		889
OP Bancorp		1,828		23
Open Lending Corp. Class A (a)		13,401		301
Oportun Financial Corp. (a)		2,561		52
Oppenheimer Holdings, Inc. Class A		1,221		57
OppFi, Inc. (a) (b)		3,840		17
Orchid Island Capital, Inc. (b)		24,460		110
Origin Bancorp, Inc.		2,735		117
Oscar Health, Inc. Class A (a)		5,469		43
Owl Rock Capital Corp. (b)		47,468		672
Oxford Square Capital Corp.		7,224		29
P10, Inc. Class A (a)		2,898		41
Pacific Premier Bancorp, Inc.		10,981		440
PacWest Bancorp		16,175		731
Palomar Holdings, Inc. (a)		2,996		194
Park National Corp.		2,055		282
Parke Bancorp, Inc.		1,731		37
Patriot National Bancorp, Inc. (a)		311		5
PB Bankshares, Inc. (a)		405		6
PCSB Financial Corp.		1,695		32
PDL Community Bancorp (a)		933		14
Peapack-Gladstone Financial Corp.		2,387		84
PennantPark Floating Rate Capital Ltd.		5,656		72
Pennantpark Investment Corp.		9,754		68
Penns Woods Bancorp, Inc.		968		23
Pennymac Financial Services		4,896		342
Pennymac Mortgage Investment Trust		11,714		203
Peoples Bancorp of North Carolina, Inc.		693		19
Peoples Bancorp, Inc.		3,867		123
Perella Weinberg Partners (b)		6,096		78
Phenixfin Corp. (a)		299		13
Pinnacle Financial Partners, Inc.		9,416		899
Pioneer Bancorp, Inc. (a)		1,399		16
Piper Sandler Cos.		2,265		404
Plumas Bancorp		779		26
Popular, Inc.		10,805		886
Portman Ridge Finance Corp.		1,338		33
PRA Group, Inc. (a)		4,505		226
Preferred Bank		1,498		108
Premier Financial Corp.		4,950		153
Primerica, Inc.		4,367		669
Primis Financial Corp.		2,896		44
ProAssurance Corp.		6,283		159
PROG Holdings, Inc. (a)		7,705		348
Prospect Capital Corp.		41,401		348

See notes to financial statements.

29

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Prosperity Bancshares, Inc.		12,336	$	892
Provident Bancorp, Inc.		2,139		40
Provident Financial Holdings, Inc.		966		16
Provident Financial Services, Inc.		9,680		234
Pzena Investment Management, Inc. Class A		2,417		23
QCR Holdings, Inc.		2,134		120
Radian Group, Inc.		22,175		470
Randolph Bancorp, Inc.		595		14
RBB Bancorp		1,989		52
Ready Capital Corp.		9,315		146
Red River Bancshares, Inc.		763		41
Redwood Trust, Inc.		13,846		183
Regional Management Corp.		1,241		71
Reinsurance Group of America, Inc.		8,262		905
RenaissanceRe Holdings Ltd.		5,072		860
Renasant Corp.		6,975		265
Republic Bancorp, Inc. Class A		1,676		85
Republic First Bancorp, Inc. (a)		6,401		24
Riverview Bancorp, Inc.		2,902		22
RLI Corp.		5,531		620
Robinhood Markets, Inc. Class A (a) (b)		8,711		155
Rocket Cos., Inc. Class A (b)		14,448		202
Root, Inc. Class A (a)		4,041		13
Runway Growth Finance Corp.		1,025		13
Ryan Specialty Group Holdings, Inc. Class A (a)		8,291		335
S&T Bancorp, Inc.		4,924		155
Sachem Capital Corp.		4,408		26
Safeguard Scientifics, Inc. (a)		1,898		14
Safety Insurance Group, Inc. (c)		1,636		139
Salisbury Bancorp, Inc.		418		22
Sandy Spring Bancorp, Inc.		5,708		274
Santander Consumer USA Holdings, Inc.		8,906		374
Saratoga Investment Corp.		1,373		40
SB Financial Group, Inc.		892		17
Science Applications International Corp.		7,705		644
Sculptor Capital Management, Inc.		6,510		139
Seacoast Banking Corp. of Florida		6,112		216
Security National Financial Corp. Class A (a)		1,736		16
SEI Investments Co.		16,028		977
Selective Insurance Group, Inc.		7,436		609
Selectquote, Inc. (a)		16,219		147
ServisFirst Bancshares, Inc.		6,863		583
Seven Hills Realty Trust		1,815		19
Shore Bancshares, Inc.		2,594		54
Siebert Financial Corp. (a)		1,892		4
Sierra Bancorp		2,109		57
Silvercrest Asset Management Group, Inc. Class A		1,279		22
Silvergate Capital Corp. Class A (a)		1,469		218
Simmons First National Corp. Class A		13,704		405
Sixth Street Specialty Lending, Inc.		9,890		231

See notes to financial statements.

30

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
SLM Corp.		39,236	$	772
Solar Capital Ltd.		5,841		108
Solar Senior Capital Ltd.		2,125		30
South Plains Financial, Inc.		1,606		45
Southern First Bancshares, Inc. (a)		899		56
Southern Missouri Bancorp, Inc.		1,137		59
Southern States Bancshares, Inc. (a)		748		15
Southside Bancshares, Inc. (c)		4,039		169
SouthState Corp.		9,549		765
Spirit of Texas Bancshares, Inc.		2,110		61
Starwood Property Trust, Inc.		39,463		959
State Auto Financial Corp.		2,720		141
Stellus Capital Investment Corp.		2,835		37
StepStone Group, Inc. Class A		2,517		105
Sterling Bancorp (a)		3,450		20
Sterling Bancorp		26,070		672
Stewart Information Services Corp.		3,366		268
Stifel Financial Corp.		12,875		907
Stock Yards Bancorp, Inc.		3,405		218
StoneX Group, Inc. (a)		2,119		130
Summit Financial Group, Inc.		1,741		48
Sunlight Financial Holdings, Inc. (a)		7,320		35
Suro Capital Corp. (b)		4,173		54
Synovus Financial Corp.		19,474		932
TC Bancshares, Inc. (a)		699		9
TCG BDC, Inc.		7,791		107
Territorial Bancorp, Inc.		1,222		31
Texas Capital Bancshares, Inc. (a)		6,626		399
Texas Community Bancshares, Inc. (a)		390		6
TFS Financial Corp.		7,761		139
The Bancorp, Inc. (a)		7,212		183
The Bank of Princeton		799		23
The Carlyle Group, Inc.		35,267		1,936
The First of Long Island Corp.		2,956		64
The Hanover Insurance Group, Inc.		4,763		624
Third Coast Bancshares, Inc. (a)		504		13
Timberland Bancorp, Inc.		1,131		31
Tompkins Financial Corp. (b)		1,750		146
Towne Bank		9,403		297
TPG RE Finance Trust, Inc.		6,277		77
Tradeweb Markets, Inc. Class A		6,096		610
Trean Insurance Group, Inc. (a)		2,011		18
TriCo Bancshares		3,676		158
Trinity Capital, Inc.		3,709		65
TriplePoint Venture Growth BDC Corp.		4,508		81
Tristate Capital Holdings, Inc. (a)		4,052		123
Triumph Bancorp, Inc. (a)		3,182		379
Trupanion, Inc. (a)		4,230		558
TrustCo Bank Corp.		2,405		80
Trustmark Corp.		7,087		230

See notes to financial statements.

31

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Two Harbors Investment Corp. (b)		42,523	$	245
U.S. Global Investors, Inc. Class A		1,575		7
UMB Financial Corp.		5,700		605
Umpqua Holdings Corp.		27,101		521
Union Bankshares, Inc.		530		15
United Bankshares, Inc.		16,540		600
United Community Banks, Inc.		11,302		406
United Fire Group, Inc.		2,741		64
United Insurance Holdings Corp.		3,709		16
United Security Bancshares		2,055		17
Unity Bancorp, Inc.		1,132		30
Universal Insurance Holdings, Inc.		3,946		67
Univest Financial Corp.		3,728		112
Unum Group		25,280		621
Upstart Holdings, Inc. (a)		9,609		1,454
USCB Financial Holdings, Inc. (a)		574		8
Valley National Bancorp		52,095		716
Value Line, Inc.		139		7
Velocity Financial, Inc. (a)		1,880		26
Vericity, Inc. (a)		521		4
Veritex Holdings, Inc.		5,810		231
Victory Capital Holdings, Inc. Class A (i)		1,785		65
Virtu Financial, Inc. Class A		3,995		115
Virtus Investment Partners, Inc.		874		260
Voya Financial, Inc.		15,179		1,007
Walker & Dunlop, Inc.		3,824		578
Washington Federal, Inc.		8,445		282
Washington Trust Bancorp, Inc.		2,345		132
Webster Financial Corp.		9,621		537
WesBanco, Inc.		8,555		299
West Bancorp, Inc.		2,120		66
Westamerica Bancorp		2,854		165
Western Alliance Bancorp		12,431		1,338
Western Asset Mortgage Capital Corp.		8,057		17
Western New England Bancorp, Inc.		3,071		27
Westwood Holdings Group, Inc.		1,113		19
White Mountains Insurance Group Ltd.		415		421
WhiteHorse Finance, Inc.		2,661		41
William Penn Bancorp		1,899		23
Wintrust Financial Corp.		6,968		633
WisdomTree Investments, Inc.		13,724		84
World Acceptance Corp. (a)		889		218
WSFS Financial Corp.		5,467		274
				171,876
Health Care (13.1%):
10X Genomics, Inc. Class A (a)		1,624		242
1Life Healthcare, Inc. (a)		23,603		415
2seventy bio, Inc. (a)		3,163		81
4D Molecular Therapeutics, Inc. (a) (b)		4,395		96
89bio, Inc. (a)		2,391		31

See notes to financial statements.

32

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
9 Meters Biopharma, Inc. (a)		36,076	$	35
Aadi Bioscience, Inc. (a)		2,403		58
Abeona Therapeutics, Inc. (a)		19,808		7
Absci Corp. (a) (b)		6,197		51
Acadia Healthcare Co., Inc. (a)		10,598		643
ACADIA Pharmaceuticals, Inc. (a)		18,475		431
Accelerate Diagnostics, Inc. (a)		6,109		32
Accolade, Inc. (a)		8,341		220
Accuray, Inc. (a)		12,301		59
AcelRx Pharmaceuticals, Inc. (a)		18,908		11
Acer Therapeutics, Inc. (a)		1,417		3
Achieve Life Sciences, Inc. (a)		1,362		11
Aclaris Therapeutics, Inc. (a)		6,859		100
Acorda Therapeutics, Inc. (a)		1,337		3
Acumen Pharmaceuticals, Inc. (a)		2,474		17
Acurx Pharmaceuticals, Inc. (a)		1,175		5
Acutus Medical, Inc. (a)		2,644		9
Adagio Therapeutics, Inc. (a) (b)		1,457		11
Adamis Pharmaceuticals Corp. (a) (b)		21,009		13
Adaptive Biotechnologies Corp. (a)		13,551		380
Addus HomeCare Corp. (a)		1,855		173
Adial Pharmaceuticals, Inc. (a)		2,841		8
Adicet Bio, Inc. (a)		5,337		93
Aditxt, Inc. (a)		5,949		3
Advaxis, Inc. (a) (b)		20,550		3
Adverum Biotechnologies, Inc. (a)		11,709		21
Aeglea BioTherapeutics, Inc. (a)		6,028		29
Aerie Pharmaceuticals, Inc. (a) (b)		6,477		45
Aerovate Therapeutics, Inc. (a)		1,990		23
Agenus, Inc. (a)		33,251		107
AgeX Therapeutics, Inc. (a)		3,147		3
Agile Therapeutics, Inc. (a)		14,481		7
Agilon Health, Inc. (a)		24,052		649
Agios Pharmaceuticals, Inc. (a)		4,820		158
Aileron Therapeutics, Inc. (a)		9,619		5
AIM ImmunoTech, Inc. (a)		6,961		6
AirSculpt Technologies, Inc. (a) (b)		1,053		18
Akebia Therapeutics, Inc. (a)		23,670		53
Akero Therapeutics, Inc. (a)		2,640		56
Akouos, Inc. (a)		2,861		24
Albireo Pharma, Inc. (a)		2,301		54
Aldeyra Therapeutics, Inc. (a)		6,592		26
Alector, Inc. (a)		8,395		173
Alignment Healthcare, Inc. (a)		10,079		142
Aligos Therapeutics, Inc. (a) (b)		2,109		25
Alimera Sciences, Inc. (a)		697		4
Alkermes PLC (a)		18,819		438
Allakos, Inc. (a)		3,874		38
Allena Pharmaceuticals, Inc. (a)		11,051		7
Allied Healthcare Products, Inc. (a)		555		3

See notes to financial statements.

33

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Allogene Therapeutics, Inc. (a)		12,647	$	189
Allovir, Inc. (a)		4,360		56
Allscripts Healthcare Solutions, Inc. (a)		14,086		260
Alnylam Pharmaceuticals, Inc. (a)		13,398		2,273
Alpha Teknova, Inc. (a)		1,020		21
Alphatec Holdings, Inc. (a)		11,556		132
Alpine Immune Sciences, Inc. (a)		2,636		37
Altimmune, Inc. (a) (b)		4,856		44
ALX Oncology Holdings, Inc. (a)		2,711		58
Alzamend Neuro, Inc. (a) (b)		6,447		12
Amedisys, Inc. (a)		4,366		707
American Well Corp. Class A (a)		6,037		36
Amicus Therapeutics, Inc. (a)		34,048		393
AMN Healthcare Services, Inc. (a)		5,916		724
Amneal Pharmaceuticals, Inc. (a)		40,781		195
Amphastar Pharmaceuticals, Inc. (a)		5,082		118
Ampio Pharmaceuticals, Inc. (a) (b)		29,517		17
AnaptysBio, Inc. (a)		3,802		132
Anebulo Pharmaceuticals, Inc. (a)		986		6
AngioDynamics, Inc. (a)		4,780		132
Angion Biomedica Corp. (a) (b)		2,441		7
ANI Pharmaceuticals, Inc. (a)		1,754		81
Anika Therapeutics, Inc. (a)		1,450		52
Anixa Biosciences, Inc. (a)		4,096		12
Annexon, Inc. (a)		3,518		40
Annovis Bio, Inc. (a)		837		15
Antares Pharma, Inc. (a)		21,768		78
Apellis Pharmaceuticals, Inc. (a)		11,457		542
Apollo Endosurgery, Inc. (a)		5,344		45
Apollo Medical Holdings, Inc. (a) (b)		5,739		422
Applied Genetic Technologies Corp. (a)		5,862		11
Applied Molecular Transport, Inc. (a)		2,128		30
Applied Therapeutics, Inc. (a)		2,289		20
Aprea Therapeutics, Inc. (a)		2,343		7
Apria, Inc. (a)		2,891		94
Aptevo Therapeutics, Inc. (a)		663		5
Aptinyx, Inc. (a)		6,896		18
Apyx Medical Corp. (a)		3,997		51
AquaBounty Technologies, Inc. (a) (b)		8,680		18
Aquestive Therapeutics, Inc. (a)		5,551		22
Aravive, Inc. (a)		2,076		5
ARCA biopharma, Inc. (a)		2,076		4
Arcus Biosciences, Inc. (a)		6,847		277
Arcutis Biotherapeutics, Inc. (a)		4,463		93
Ardelyx, Inc. (a)		13,613		15
Arena Pharmaceuticals, Inc. (a)		8,298		771
Aridis Pharmaceuticals, Inc. (a)		1,473		3
Arrowhead Pharmaceuticals, Inc. (a)		13,686		907
Arvinas, Inc. (a)		5,924		487
Asensus Surgical, Inc. (a) (b)		32,050		36

See notes to financial statements.

34

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Aspira Women's Health, Inc. (a) (b)		8,972	$	16
Assembly Biosciences, Inc. (a)		6,128		14
Assertio Holdings, Inc. (a)		6,039		13
Astria Therapeutics, Inc. (a)		1,705		9
Atara Biotherapeutics, Inc. (a)		11,320		178
Atea Pharmaceuticals, Inc. (a)		8,463		76
Athenex, Inc. (a)		10,815		15
Athira Pharma, Inc. (a)		4,946		64
Atossa Therapeutics, Inc. (a)		17,315		28
Atreca, Inc. Class A (a) (b)		1,721		5
AtriCure, Inc. (a)		6,283		437
Atrion Corp.		143		101
aTyr Pharma, Inc. (a)		3,235		24
Aura Biosciences, Inc. (a)		809		14
Avalo Therapeutics, Inc. (a)		15,849		27
Avanos Medical, Inc. (a)		5,609		194
Avantor, Inc. (a)		78,016		3,287
Aveanna Healthcare Holdings, Inc. (a)		8,038		59
AVEO Pharmaceuticals, Inc. (a) (b)		4,452		21
Avid Bioservices, Inc. (a)		7,407		216
Avidity Biosciences, Inc. (a)		4,845		115
Avinger, Inc. (a)		13,485		6
Avrobio, Inc. (a)		4,824		19
Axcella Health, Inc. (a)		1,983		4
Axogen, Inc. (a)		5,684		53
Axonics, Inc. (a)		5,639		316
Axsome Therapeutics, Inc. (a)		4,442		168
Ayala Pharmaceuticals, Inc. (a)		964		8
Aytu BioScience, Inc. (a)		3,890		5
Baudax Bio, Inc. (a)		12,159		3
Beam Therapeutics, Inc. (a)		6,741		537
Bellerophon Therapeutics, Inc. (a)		1,301		4
Berkeley Lights, Inc. (a)		7,166		130
Better Therapeutics, Inc. (a)		1,065		5
BioAtla, Inc. (a)		1,495		29
Biocept, Inc. (a)		2,451		9
BioCryst Pharmaceuticals, Inc. (a)		24,199		335
BioDelivery Sciences International, Inc. (a)		13,510		42
Biodesix, Inc. (a)		1,298		7
Biolase, Inc. (a)		21,628		8
BioLife Solutions, Inc. (a)		5,514		206
BioMarin Pharmaceutical, Inc. (a)		20,032		1,771
Biomea Fusion, Inc. (a)		2,113		16
Biomerica, Inc. (a)		1,438		6
BioNano Genomics, Inc. (a) (b)		39,543		118
Bioventus, Inc. Class A (a) (b)		3,065		44
Bioxcel Therapeutics, Inc. (a)		2,281		46
Black Diamond Therapeutics, Inc. (a)		3,321		18
bluebird bio, Inc. (a)		9,485		95
Blueprint Medicines Corp. (a)		7,363		789

See notes to financial statements.

35

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Bolt Biotherapeutics, Inc. (a)		3,147	$	15
Brickell Biotech, Inc. (a)		15,733		4
Bridgebio Pharma, Inc. (a) (b)		13,489		225
Brookdale Senior Living, Inc. (a)		25,347		131
Bruker Corp.		9,268		778
C4 Therapeutics, Inc. (a)		6,509		210
Cabaletta Bio, Inc. (a)		2,392		9
Caladrius Biosciences, Inc. (a)		8,262		7
Calithera Biosciences, Inc. (a)		9,374		6
Calyxt, Inc. (a)		1,681		4
Candel Therapeutics, Inc. (a)		1,879		15
Capital Senior Living Corp. (a)		835		24
Capricor Therapeutics, Inc. (a)		3,374		10
Cara Therapeutics, Inc. (a)		5,755		70
Cardiff Oncology, Inc. (a)		5,434		33
Cardiovascular Systems, Inc. (a)		3,658		69
CareCloud, Inc. (a)		1,494		9
CareDx, Inc. (a)		6,300		287
Caribou Biosciences, Inc. (a)		6,305		95
CASI Pharmaceuticals, Inc. (a) (b)		15,252		12
Cassava Sciences, Inc. (a) (b)		5,531		242
Castle Biosciences, Inc. (a)		3,166		136
Castlight Health, Inc. Class B (a)		6,131		9
Catalyst Biosciences, Inc. (a)		4,387		4
Catalyst Pharmaceuticals, Inc. (a)		13,351		90
cbdMD, Inc. (a)		6,136		7
Celcuity, Inc. (a)		1,477		19
Celldex Therapeutics, Inc. (a)		5,635		218
Cellectar Biosciences, Inc. (a)		8,178		5
CEL-SCI Corp. (a)		5,884		42
Celsion Corp. (a)		12,466		7
Celularity, Inc. (a) (b)		4,311		22
Century Therapeutics, Inc. (a) (b)		2,306		37
Certara, Inc. (a)		14,635		416
Cerus Corp. (a)		19,547		133
Champions Oncology, Inc. (a)		450		4
Change Healthcare, Inc. (a)		42,594		911
Checkmate Pharmaceuticals, Inc. (a)		914		3
Checkpoint Therapeutics, Inc. (a)		5,690		18
Chembio Diagnostics, Inc. (a) (b)		4,022		5
Chemed Corp.		2,062		1,090
Chemocentryx, Inc. (a)		6,724		245
Chimerix, Inc. (a)		12,005		77
Chinook Therapeutics, Inc. (a)		5,746		94
Cidara Therapeutics, Inc. (a) (b)		9,216		12
Clearside Biomedical, Inc. (a)		7,031		19
Clever Leaves Holdings, Inc. (a) (b)		2,937		9
Clovis Oncology, Inc. (a) (b)		17,774		48
CNS Pharmaceuticals, Inc. (a)		2,763		2
Cocrystal Pharma, Inc. (a)		13,045		8

See notes to financial statements.

36

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Codex DNA, Inc. (a)		811	$	9
Codexis, Inc. (a)		6,985		218
Co-Diagnostics, Inc. (a)		3,952		35
Codiak Biosciences, Inc. (a)		1,820		20
Cogent Biosciences, Inc. (a)		4,580		39
Cognition Therapeutics, Inc. (a)		578		4
Cohbar, Inc. (a)		10,266		4
Coherus Biosciences, Inc. (a)		7,261		116
Collegium Pharmaceutical, Inc. (a)		3,521		66
Community Health Systems, Inc. (a)		16,720		223
Computer Programs and Systems, Inc. (a)		1,813		53
Concert Pharmaceuticals, Inc. (a)		4,741		15
Conformis, Inc. (a)		24,906		19
CONMED Corp.		3,405		483
Context Therapeutics, Inc. (a)		729		2
Convey Holding Parent, Inc. (a)		2,663		22
Corcept Therapeutics, Inc. (a)		14,613		289
Cortexyme, Inc. (a) (b)		1,479		19
CorVel Corp. (a)		930		193
Corvus Pharmaceuticals, Inc. (a)		5,282		13
Covetrus, Inc. (a)		13,028		260
Crinetics Pharmaceuticals, Inc. (a)		5,529		157
Cross Country Healthcare, Inc. (a)		4,424		123
CryoLife, Inc. (a)		4,521		92
CryoPort, Inc. (a)		5,995		355
CTI BioPharma Corp. (a)		13,082		32
Cue BioPharma, Inc. (a)		4,344		49
Cue Health, Inc. (a) (b)		1,917		26
Cullinan Oncology, Inc. (a) (b)		3,305		51
Cumberland Pharmaceuticals, Inc. (a)		1,316		6
Curis, Inc. (a)		11,727		56
Cutera, Inc. (a)		2,274		94
CVRx, Inc. (a)		1,866		23
Cyclacel Pharmaceuticals, Inc. (a)		1,380		5
Cyclerion Therapeutics, Inc. (a)		4,096		7
Cyteir Therapeutics, Inc. (a)		1,750		20
Cytek Biosciences, Inc. (a) (b)		10,700		175
Cytokinetics, Inc. (a)		8,665		395
CytomX Therapeutics, Inc. (a) (c)		8,828		38
CytoSorbents Corp. (a)		5,566		23
CytRx Corp. (a)		4,965		3
Dare Bioscience, Inc. (a) (b)		10,698		21
Day One Biopharmaceuticals, Inc. (a)		2,613		44
Decibel Therapeutics, Inc. (a) (b)		1,632		8
Deciphera Pharmaceuticals, Inc. (a)		6,126		60
Definitive Healthcare Corp. (a)		2,117		58
Delcath Systems, Inc. (a)		1,018		8
Denali Therapeutics, Inc. (a)		12,081		539
Design Therapeutics, Inc. (a)		2,187		47
DICE Therapeutics, Inc. (a)		1,836		46

See notes to financial statements.

37

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
DocGo, Inc. (a) (b)		11,355	$	106
Doximity, Inc. Class A (a) (b)		3,537		177
Durect Corp. (a)		27,469		27
Dynavax Technologies Corp. (a) (b)		15,181		214
Dyne Therapeutics, Inc. (a)		4,198		50
Eagle Pharmaceuticals, Inc. (a)		1,297		66
Eargo, Inc. (a)		2,913		15
Edgewise Therapeutics, Inc. (a) (b)		1,937		30
Editas Medicine, Inc. (a)		8,359		222
eFFECTOR Therapeutics, Inc. (a) (b)		1,411		12
Eiger Biopharmaceuticals, Inc. (a)		4,594		24
Ekso Bionics Holdings, Inc. (a)		1,622		4
Elanco Animal Health, Inc. (a)		53,680		1,522
Electrocore, Inc. (a)		9,154		5
Electromed, Inc. (a)		998		13
Eledon Pharmaceuticals, Inc. (a)		1,541		7
Elevation Oncology, Inc. (a)		1,116		7
Eliem Therapeutics, Inc. (a)		967		10
Eloxx Pharmaceuticals, Inc. (a)		10,791		8
Emergent BioSolutions, Inc. (a)		7,044		306
Enanta Pharmaceuticals, Inc. (a)		2,337		175
Encompass Health Corp.		13,317		869
Endo International PLC (a)		29,233		110
ENDRA Life Sciences, Inc. (a)		5,766		4
Entasis Therapeutics Holdings, Inc. (a)		2,773		6
Entrada Therapeutics, Inc. (a)		1,308		22
Envista Holdings Corp. (a)		16,667		751
enVVeno Medical Corp. (a)		1,172		8
Enzo Biochem, Inc. (a)		5,641		18
Epizyme, Inc. (a)		10,580		26
Equillium, Inc. (a)		2,224		8
Erasca, Inc. (a) (b)		8,644		135
Esperion Therapeutics, Inc. (a) (b)		3,300		17
Establishment Labs Holdings, Inc. (a)		2,027		137
Eton Pharmaceuticals, Inc. (a)		3,294		14
Evelo Biosciences, Inc. (a) (b)		2,800		17
Evofem Biosciences, Inc. (a) (b)		22,309		8
Evoke Pharma, Inc. (a)		4,514		3
Evolent Health, Inc. Class A (a)		10,016		277
Evolus, Inc. (a)		5,660		37
Exact Sciences Corp. (a)		20,556		1,601
Exagen, Inc. (a)		1,129		13
Exelixis, Inc. (a)		36,821		673
Eyenovia, Inc. (a)		2,976		12
Fate Therapeutics, Inc. (a)		11,530		675
Femasys, Inc. (a)		911		4
Fennec Pharmaceuticals, Inc. (a)		2,838		12
Fibrogen, Inc. (a)		10,116		143
Figs, Inc. Class A (a)		3,805		105
Finch Therapeutics Group, Inc. (a)		4,007		40

See notes to financial statements.

38

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
First Wave BioPharma, Inc. (a) (b)		1,796	$	3
Five Star Senior Living, Inc. (a)		1,571		5
Fluidigm Corp. (a) (b)		9,569		38
Foghorn Therapeutics, Inc. (a)		2,321		53
FONAR Corp. (a)		917		14
Forma Therapeutics Holdings, Inc. (a)		5,379		76
Forte Biosciences, Inc. (a)		1,954		4
Fortress Biotech, Inc. (a)		11,305		28
Frequency Therapeutics, Inc. (a)		4,682		24
F-Star Therapeutics, Inc. (a)		2,881		14
Fulcrum Therapeutics, Inc. (a)		3,832		68
Fulgent Genetics, Inc. (a)		2,736		275
G1 Therapeutics, Inc. (a) (b)		4,887		50
Gain Therapeutics, Inc. (a)		1,366		7
Galectin Therapeutics, Inc. (a) (b)		6,561		14
Galera Therapeutics, Inc. (a) (b)		1,809		8
Generation Bio Co. (a)		4,637		33
Genocea Biosciences, Inc. (a)		6,138		7
Genprex, Inc. (a)		6,538		9
Geron Corp. (a) (b)		43,555		53
Ginkgo Bioworks Holdings, Inc. (a) (b)		164,364		1,367
Glaukos Corp. (a)		5,389		239
Global Blood Therapeutics, Inc. (a)		7,688		225
Globus Medical, Inc. (a)		9,005		650
GlycoMimetics, Inc. (a)		6,172		9
GoodRx Holdings, Inc. Class A (a)		5,221		171
Gossamer Bio, Inc. (a)		9,233		104
Graphite Bio, Inc. (a) (b)		4,141		51
Graybug Vision, Inc. (a)		1,179		2
Great Elm Group, Inc. (a)		3,285		7
Greenwich Lifesciences, Inc. (a)		784		19
Gritstone bio, Inc. (a) (b)		8,605		111
Guardant Health, Inc. (a)		13,163		1,316
Haemonetics Corp. (a)		6,618		351
Halozyme Therapeutics, Inc. (a)		16,794		675
Hanger, Inc. (a)		4,168		76
Harmony Biosciences Holdings, Inc. (a)		2,893		123
Harpoon Therapeutics, Inc. (a)		2,669		20
Harrow Health, Inc. (a)		3,445		30
Harvard Bioscience, Inc. (a)		5,225		37
HCW Biologics, Inc. (a)		1,768		4
Health Catalyst, Inc. (a)		5,680		225
HealthEquity, Inc. (a)		10,934		484
HealthStream, Inc. (a)		3,215		85
Heat Biologics, Inc. (a)		3,585		11
Helius Medical Technologies, Inc. (a)		498		3
Heron Therapeutics, Inc. (a) (b)		13,939		127
Heska Corp. (a)		1,326		242
Histogen, Inc. (a)		6,952		2
Homology Medicines, Inc. (a)		4,823		18

See notes to financial statements.

39

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Hookipa Pharma, Inc. (a)		1,393	$	3
Horizon Therapeutics PLC (a)		30,687		3,306
Hoth Therapeutics, Inc. (a)		2,861		2
HTG Molecular Diagnostics, Inc. (a)		805		4
Humacyte, Inc. (a) (b)		7,193		52
iCAD, Inc. (a)		2,960		21
Icosavax, Inc. (a)		2,784		64
ICU Medical, Inc. (a)		2,103		499
Ideaya Biosciences, Inc. (a)		4,593		109
Idera Pharmaceuticals, Inc. (a)		6,529		4
IGM Biosciences, Inc. (a) (b)		1,035		30
Ikena Oncology, Inc. (a)		2,926		37
Imac Holdings, Inc. (a)		3,242		4
Imago Biosciences, Inc. (a)		2,342		56
IMARA, Inc. (a)		2,141		5
ImmuCell Corp. (a)		891		7
Immuneering Corp. Class A (a) (b)		1,095		18
Immunic, Inc. (a)		3,056		29
ImmunityBio, Inc. (a) (b)		11,568		70
ImmunoGen, Inc. (a)		28,985		215
Immunome, Inc. (a)		1,286		17
Immunovant, Inc. (a)		6,024		51
Impel Neuropharma, Inc. (a) (b)		1,040		9
IN8bio, Inc. (a)		1,393		6
Inari Medical, Inc. (a)		5,041		460
Indaptus Therapeutics, Inc. (a)		812		5
Infinity Pharmaceuticals, Inc. (a)		12,173		27
Infusystem Holdings, Inc. (a)		2,734		47
Inhibikase Therapeutics, Inc. (a)		2,892		4
Inhibrx, Inc. (a)		3,424		150
Inmune Bio, Inc. (a)		2,051		21
Innovage Holding Corp. (a)		2,761		14
Innoviva, Inc. (a)		8,391		145
Inogen, Inc. (a)		2,282		78
Inotiv, Inc. (a) (b)		2,869		121
Inovio Pharmaceuticals, Inc. (a) (b)		28,459		142
Inozyme Pharma, Inc. (a)		1,206		8
Insmed, Inc. (a)		13,949		380
Inspire Medical Systems, Inc. (a)		3,504		806
Instil Bio, Inc. (a) (b)		8,815		151
Insulet Corp. (a)		6,523		1,735
Integer Holdings Corp. (a)		4,084		350
Integra LifeSciences Holdings Corp. (a)		8,134		545
Intellia Therapeutics, Inc. (a)		8,987		1,063
Intercept Pharmaceuticals, Inc. (a) (b)		3,139		51
Interpace Biosciences, Inc. (a)		493		4
Intersect ENT, Inc. (a)		4,139		113
IntriCon Corp. (a)		1,238		20
Invacare Corp. (a)		3,771		10
Invitae Corp. (a) (b)		27,003		412

See notes to financial statements.

40

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Ionis Pharmaceuticals, Inc. (a)		13,147	$	400
iRadimed Corp. (a)		970		45
iRhythm Technologies, Inc. (a)		3,512		413
IRIDEX Corp. (a)		1,916		12
Ironwood Pharmaceuticals, Inc. (a)		19,760		230
IsoPlexis Corp. (a)		1,191		11
IsoRay, Inc. (a)		20,644		8
iSpecimen, Inc. (a) (b)		737		6
iTeos Therapeutics, Inc. (a)		2,772		129
IVERIC bio, Inc. (a)		13,676		229
Jaguar Health, Inc. (a)		4,630		5
Janux Therapeutics, Inc. (a)		1,938		38
Jasper Therapeutics, Inc. (a) (b)		1,118		9
Jounce Therapeutics, Inc. (a)		5,293		44
Journey Medical Corp. (a)		503		3
Kala Pharmaceuticals, Inc. (a) (b)		8,290		10
Kaleido Biosciences, Inc. (a) (b)		2,417		6
KalVista Pharmaceuticals, Inc. (a)		3,129		41
Karuna Therapeutics, Inc. (a)		2,415		316
Keros Therapeutics, Inc. (a)		1,907		112
Kezar Life Sciences, Inc. (a)		4,076		68
Kiniksa Pharmaceuticals Ltd. Class A (a)		1,304		15
Kinnate Biopharma, Inc. (a)		4,005		71
Kiora Pharmaceuticals, Inc. (a)		1,657		3
Kiromic BioPharma, Inc. (a)		2,044		3
Kodiak Sciences, Inc. (a)		5,720		485
Krystal Biotech, Inc. (a)		2,864		200
Kura Oncology, Inc. (a)		8,133		114
Kymera Therapeutics, Inc. (a)		5,607		356
Landos BioPharma, Inc. (a)		1,815		9
Lannett Co., Inc. (a) (b)		4,943		8
Lantern Pharma, Inc. (a)		1,126		9
Lantheus Holdings, Inc. (a)		8,371		242
Larimar Therapeutics, Inc. (a)		2,474		27
Leap Therapeutics, Inc. (a) (b)		9,508		31
LeMaitre Vascular, Inc.		2,129		107
LENSAR, Inc. (a)		1,483		9
Lexicon Pharmaceuticals, Inc. (a)		11,914		47
LHC Group, Inc. (a)		4,102		563
LifeStance Health Group, Inc. (a) (b)		16,329		155
Ligand Pharmaceuticals, Inc. (a)		2,068		319
Lineage Cell Therapeutics, Inc. (a) (b)		23,539		58
Liquidia Technologies, Inc. (a)		6,427		31
LogicBio Therapeutics, Inc. (a)		4,124		10
Longboard Pharmaceuticals, Inc. (a)		761		4
Lucid Diagnostics, Inc. (a)		750		4
Lucira Health, Inc. (a)		2,511		22
Lumos Pharma, Inc. (a) (b)		731		5
Lyell Immunopharma, Inc. (a) (b)		23,438		181
Lyra Therapeutics, Inc. (a)		909		4

See notes to financial statements.

41

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
MacroGenics, Inc. (a)		7,040	$	113
Madrigal Pharmaceuticals, Inc. (a)		1,992		169
Magellan Health, Inc. (a)		3,143		299
Magenta Therapeutics, Inc. (a)		6,414		28
MannKind Corp. (a) (b)		33,991		149
Maravai LifeSciences Holdings, Inc. Class A (a)		8,621		361
Marinus Pharmaceuticals, Inc. (a)		4,600		55
Marker Therapeutics, Inc. (a)		9,427		9
Masimo Corp. (a)		6,749		1,975
Matinas BioPharma Holdings, Inc. (a) (b)		29,569		30
MediciNova, Inc. (a) (b)		6,350		17
MEDNAX, Inc. (a)		10,816		294
Medpace Holdings, Inc. (a)		3,923		854
MEI Pharma, Inc. (a)		16,481		44
MeiraGTx Holdings PLC (a) (b)		5,045		120
Meridian Bioscience, Inc. (a)		5,362		109
Merit Medical Systems, Inc. (a)		7,229		450
Merrimack Pharmaceuticals, Inc. (a)		1,834		7
Mersana Therapeutics, Inc. (a)		8,683		54
Mesa Laboratories, Inc.		580		190
Metacrine, Inc. (a)		2,306		2
Microbot Medical, Inc. (a)		952		7
Minerva Neurosciences, Inc. (a)		5,905		5
Minerva Surgical, Inc. (a)		916		5
MiNK Therapeutics, Inc. (a)		488		2
Miromatrix Medical, Inc. (a)		2,063		10
Mirum Pharmaceuticals, Inc. (a)		2,675		43
ModivCare, Inc. (a)		1,651		245
Molecular Templates, Inc. (a) (b)		3,523		14
Moleculin Biotech, Inc. (a)		3,950		7
Molina Healthcare, Inc. (a)		6,458		2,053
Monopar Therapeutics, Inc. (a)		789		3
Monte Rosa Therapeutics, Inc. (a) (b)		3,654		75
Morphic Holding, Inc. (a)		3,129		148
Motus GI Holdings, Inc. (a) (b)		6,111		3
Multiplan Corp. (a)		38,996		173
Mustang Bio, Inc. (a)		7,096		12
MyMD Pharmaceuticals, Inc. (a)		4,930		30
Myomo, Inc. (a)		869		6
Myriad Genetics, Inc. (a)		9,874		273
NanoString Technologies, Inc. (a)		5,181		219
NantHealth, Inc. (a)		4,535		5
Natera, Inc. (a)		12,936		1,208
National HealthCare Corp. (c)		1,976		134
National Research Corp.		1,629		68
Natus Medical, Inc. (a)		4,174		99
Navidea Biopharmaceuticals, Inc. (a)		3,206		3
Nektar Therapeutics (a)		15,035		203
Neogen Corp. (a)		12,354		561
NeoGenomics, Inc. (a)		14,508		495

See notes to financial statements.

42

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Neoleukin Therapeutics, Inc. (a)		4,630	$	22
NeuroBo Pharmaceuticals, Inc. (a)		1,664		2
Neurocrine Biosciences, Inc. (a)		12,698		1,081
NeuroMetrix, Inc. (a)		972		5
Neuronetics, Inc. (a)		3,645		16
NeuroPace, Inc. (a)		956		10
Nevro Corp. (a)		3,708		301
NexImmune, Inc. (a)		2,380		11
NextCure, Inc. (a)		3,054		18
NextGen Healthcare, Inc. (a)		6,467		115
NGM Biopharmaceuticals, Inc. (a)		6,105		108
Nkarta, Inc. (a)		2,877		44
Northwest Biotherapeutics, Inc. (a) (b)		129,562		91
NovaBay Pharmaceuticals, Inc. (a) (b)		5,233		2
Novan, Inc. (a)		2,574		11
Novavax, Inc. (a) (b)		10,341		1,480
Nurix Therapeutics, Inc. (a)		5,452		158
Nuvalent, Inc. Class A (a) (b)		1,406		27
NuVasive, Inc. (a)		6,774		355
Oak Street Health, Inc. (a) (b)		14,019		465
Ocugen, Inc. (a) (b)		27,237		124
Ocular Therapeutix, Inc. (a)		10,476		73
Ocuphire Pharma, Inc. (a)		1,838		7
Odonate Therapeutics, Inc. (a)		2,912		4
Olema Pharmaceuticals, Inc. (a)		2,814		26
Omega Therapeutics, Inc. (a)		2,573		29
Omeros Corp. (a) (b)		8,553		55
Omnicell, Inc. (a)		5,499		992
Oncocyte Corp. (a)		12,612		27
Onconova Therapeutics, Inc. (a)		2,888		7
Oncorus, Inc. (a)		1,803		10
OncoSec Medical, Inc. (a)		2,796		3
Oncternal Therapeutics, Inc. (a)		6,256		14
Ontrak, Inc. (a)		1,450		9
OpGen, Inc. (a)		5,667		6
Opiant Pharmaceuticals, Inc. (a)		653		22
OPKO Health, Inc. (a) (b)		70,369		338
Optinose, Inc. (a)		8,217		13
Option Care Health, Inc. (a)		14,915		424
Oragenics, Inc. (a)		15,240		7
Oramed Pharmaceuticals, Inc. (a)		5,320		76
OraSure Technologies, Inc. (a)		7,546		66
Organogenesis Holdings, Inc. (a)		8,983		83
Orgenesis, Inc. (a)		3,250		9
ORIC Pharmaceuticals, Inc. (a)		4,069		60
Ortho Clinical Diagnostics Holdings PLC (a)		14,818		317
Orthofix Medical, Inc. (a)		2,299		71
OrthoPediatrics Corp. (a)		1,519		91
Osmotica Pharmaceuticals PLC (a)		6,422		7
Otonomy, Inc. (a)		7,916		16

See notes to financial statements.

43

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Outlook Therapeutics, Inc. (a)		17,709	$	24
Outset Medical, Inc. (a)		5,002		231
Ovid Therapeutics, Inc. (a)		8,321		27
Owens & Minor, Inc.		9,441		411
Owlet, Inc. (a)		11,984		32
Oyster Point Pharma, Inc. (a)		2,361		43
Pacific Biosciences of California, Inc. (a)		23,105		473
Pacira BioSciences, Inc. (a)		5,055		304
Palatin Technologies, Inc. (a)		31,634		16
Palisade Bio, Inc. (a)		1,423		2
Paragon 28, Inc. (a)		1,112		20
Paratek Pharmaceuticals, Inc. (a)		6,572		30
Passage Bio, Inc. (a)		5,589		35
Patterson Cos., Inc. (c)		9,645		283
PAVmed, Inc. (a)		12,152		30
PDL BioPharma, Inc. (b) (d) (f)		17,605		43
PDS Biotechnology Corp. (a)		3,766		31
Penumbra, Inc. (a)		3,861		1,108
Personalis, Inc. (a)		3,779		54
PetIQ, Inc. (a)		983		22
PhaseBio Pharmaceuticals, Inc. (a) (b)		5,248		14
Phathom Pharmaceuticals, Inc. (a)		2,880		57
Phibro Animal Health Corp. Class A		1,887		39
Phreesia, Inc. (a)		5,108		213
Pieris Pharmaceuticals, Inc. (a)		9,959		38
Pliant Therapeutics, Inc. (a) (b)		2,727		37
Plus Therapeutics, Inc. (a)		2,191		2
PLx Pharma, Inc. (a)		3,726		30
PMV Pharmaceuticals, Inc. (a)		5,282		122
Point Biopharma Global, Inc. (a)		11,800		66
PolarityTE, Inc. (a)		10,846		6
Poseida Therapeutics, Inc. (a)		4,457		30
Praxis Precision Medicines, Inc. (a)		4,177		82
Precigen, Inc. (a) (b)		15,038		56
Precipio, Inc. (a)		3,272		5
Precision BioSciences, Inc. (a)		7,073		52
Predictive Oncology, Inc. (a)		9,350		9
Prelude Therapeutics, Inc. (a) (b)		2,268		28
Premier, Inc. Class A		17,550		723
Pressure BioSciences, Inc. (a)		1,076		2
Prestige Consumer Healthcare, Inc. (a)		6,197		376
Privia Health Group, Inc. (a)		3,874		100
PROCEPT BioRobotics Corp. (a)		1,014		25
Pro-Dex, Inc. (a)		384		9
Progenity, Inc. (a)		21,677		45
Progyny, Inc. (a)		8,682		437
Prometheus Biosciences, Inc. (a)		2,380		94
ProPhase Labs, Inc.		1,897		14
Protagonist Therapeutics, Inc. (a)		5,208		178
Protalix BioTherapeutics, Inc. (a) (b)		5,170		4

See notes to financial statements.

44

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Protara Therapeutics, Inc. (a)		1,341	$	9
Provention Bio, Inc. (a) (b)		8,667		49
Psychemedics Corp.		703		5
PTC Therapeutics, Inc. (a)		8,228		328
Pulmatrix, Inc. (a)		7,693		3
Pulmonx Corp. (a)		4,502		144
Pulse Biosciences, Inc. (a)		2,113		31
Puma Biotechnology, Inc. (a)		4,925		15
Pyxis Oncology, Inc. (a)		1,526		17
Qualigen Therapeutics, Inc. (a)		4,826		5
Quanterix Corp. (a)		4,252		180
Quidel Corp. (a)		3,700		499
R1 RCM, Inc. (a)		20,596		525
RA Medical Systems, Inc. (a)		1,003		2
RadNet, Inc. (a)		6,141		185
Rain Therapeutics, Inc. (a) (b)		1,040		13
Rallybio Corp. (a)		1,169		11
Rani Therapeutics Holdings, Inc. (a) (b)		999		16
Rapid Micro Biosystems, Inc. Class A (a)		1,144		12
RAPT Therapeutics, Inc. (a)		2,838		104
Reata Pharmaceuticals, Inc. Class A (a)		2,700		71
Recro Pharma, Inc. (a)		5,900		10
Recursion Pharmaceuticals, Inc. Class A (a) (b)		3,435		59
REGENXBIO, Inc. (a)		4,294		140
Regulus Therapeutics, Inc. (a) (b)		18,475		6
Relay Therapeutics, Inc. (a)		9,746		299
Relmada Therapeutics, Inc. (a)		2,194		49
Reneo Pharmaceuticals, Inc. (a)		1,707		15
Renovacor, Inc. (a)		1,407		11
Repligen Corp. (a)		6,918		1,833
Replimune Group, Inc. (a)		4,094		111
ReShape Lifesciences, Inc. (a)		2,167		4
Retractable Technologies, Inc. (a) (b)		2,359		16
Revance Therapeutics, Inc. (a)		9,191		150
REVOLUTION Medicines, Inc. (a)		7,397		186
Rhythm Pharmaceuticals, Inc. (a)		4,827		48
Rigel Pharmaceuticals, Inc. (a)		19,155		51
Rocket Pharmaceuticals, Inc. (a)		8,906		194
Rockwell Medical, Inc. (a)		11,893		5
Royalty Pharma PLC Class A		11,483		458
Rubius Therapeutics, Inc. (a)		4,054		39
RxSight, Inc. (a) (b)		1,911		21
SAB Biotherapeutics, Inc. (a) (b)		3,669		29
Sage Therapeutics, Inc. (a)		6,342		270
Salarius Pharmaceuticals, Inc. (a)		6,189		3
Sana Biotechnology, Inc. (a)		12,911		200
Sangamo Therapeutics, Inc. (a)		16,318		122
Sarepta Therapeutics, Inc. (a)		11,909		1,072
Satsuma Pharmaceuticals, Inc. (a)		3,441		15
Savara, Inc. (a)		11,430		14

See notes to financial statements.

45

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Scholar Rock Holding Corp. (a)		1,891	$	47
Schrodinger, Inc. (a)		1,650		57
Science 37 Holdings, Inc. (a)		12,849		160
Scopus Biopharma, Inc. (a)		1,566		3
scPharmaceuticals, Inc. (a)		3,104		16
SCYNEXIS, Inc. (a) (b)		3,172		19
Seagen, Inc. (a)		24,739		3,826
Seaspine Holdings Corp. (a)		4,401		60
Second Sight Medical Products, Inc. (a)		4,300		7
Seelos Therapeutics, Inc. (a)		14,353		23
Seer, Inc. (a) (b)		1,346		31
Select Medical Holdings Corp.		11,514		339
Selecta Biosciences, Inc. (a)		12,218		40
Sellas Life Sciences Group, Inc. (a)		2,104		12
Sema4 Holdings Corp. (a)		11,231		50
Senestech, Inc. (a)		1,777		2
Sensei Biotherapeutics, Inc. (a)		2,494		14
Senseonics Holdings, Inc. (a) (b)		46,062		123
Sensus Healthcare, Inc. (a)		1,814		13
Sera Prognostics, Inc. Class A (a)		671		5
Seres Therapeutics, Inc. (a)		7,483		62
Sesen Bio, Inc. (a) (b)		27,565		22
Sharecare, Inc. (a)		41,428		186
Shattuck Labs, Inc. (a)		4,365		37
Shockwave Medical, Inc. (a)		3,802		678
SI-BONE, Inc. (a)		4,580		102
Sientra, Inc. (a)		7,525		28
Sierra Oncology, Inc. (a)		1,446		31
SIGA Technologies, Inc. (a)		6,578		49
Sight Sciences, Inc. (a)		2,754		48
Sigilon Therapeutics, Inc. (a)		2,163		6
Signify Health, Inc. Class A (a) (b)		3,631		52
Silk Road Medical, Inc. (a)		4,265		182
Silverback Therapeutics, Inc. (a)		3,878		26
Simulations Plus, Inc. (b)		1,759		83
Singular Genomics Systems, Inc. (a)		4,718		55
SiNtx Technologies, Inc. (a) (b)		3,523		2
SmileDirectClub, Inc. (a) (b)		8,475		20
Soleno Therapeutics, Inc. (a)		7,895		3
Solid Biosciences, Inc. (a)		11,874		21
SomaLogic, Inc. (a)		23,456		273
Sonendo, Inc. (a)		1,148		7
Sonoma Pharmaceuticals, Inc. (a)		439		2
Sotera Health Co. (a)		15,640		368
Spectrum Pharmaceuticals, Inc. (a)		20,035		25
Spero Therapeutics, Inc. (a)		3,857		62
SpringWorks Therapeutics, Inc. (a)		4,515		280
Spruce Biosciences, Inc. (a) (b)		1,571		7
SQZ Biotechnologies Co. (a)		2,083		19
STAAR Surgical Co. (a)		5,403		493

See notes to financial statements.

46

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Statera Biopharma, Inc. (a)		3,736	$	9
Stereotaxis, Inc. (a)		9,873		61
Stoke Therapeutics, Inc. (a)		2,730		65
Strata Skin Sciences, Inc. (a) (b)		3,250		5
Streamline Health Solutions, Inc. (a)		6,666		10
Supernus Pharmaceuticals, Inc. (a)		6,577		192
Surface Oncology, Inc. (a)		4,564		22
Surgalign Holdings, Inc. (a)		17,212		12
Surgery Partners, Inc. (a)		4,118		220
Surmodics, Inc. (a)		1,720		83
Surrozen, Inc. (a)		3,517		23
Sutro Biopharma, Inc. (a)		5,520		82
Syndax Pharmaceuticals, Inc. (a)		6,396		140
Syneos Health, Inc. (a)		14,030		1,440
Synlogic, Inc. (a)		7,201		17
Synthetic Biologics, Inc. (a)		19,016		5
Syros Pharmaceuticals, Inc. (a)		6,309		21
T2 Biosystems, Inc. (a)		23,178		12
Tabula Rasa Healthcare, Inc. (a)		2,695		40
Tactile Systems Technology, Inc. (a)		1,817		35
Talaris Therapeutics, Inc. (a)		1,244		19
Talis Biomedical Corp. (a)		1,263		5
Talkspace, Inc. (a)		14,624		29
Tandem Diabetes Care, Inc. (a)		6,841		1,030
Tango Therapeutics, Inc. (a) (b)		8,151		89
Tarsus Pharmaceuticals, Inc. (a)		1,354		30
Taysha Gene Therapies, Inc. (a) (b)		3,471		40
TCR2 Therapeutics, Inc. (a)		3,671		17
Tela Bio, Inc. (a)		1,478		19
Teladoc Health, Inc. (a)		19,563		1,797
Tempest Therapeutics, Inc. (a)		906		5
Tenaya Therapeutics, Inc. (a) (b)		2,763		52
Tenet Healthcare Corp. (a)		14,027		1,145
Terns Pharmaceuticals, Inc. (a)		2,121		15
TFF Pharmaceuticals, Inc. (a)		3,175		28
The Ensign Group, Inc.		6,995		587
The Joint Corp. (a)		1,804		119
The Oncology Institute, Inc. (a) (b)		5,968		58
The Pennant Group, Inc. (a)		2,735		63
TherapeuticsMD, Inc. (a) (b)		58,722		21
Theseus Pharmaceuticals, Inc. (a) (b)		1,521		19
Tilray, Inc. Class 2 (a) (b)		46,531		327
Timber Pharmaceuticals, Inc. (a)		8,817		3
Tivity Health, Inc. (a)		4,705		124
Tonix Pharmaceuticals Holding Corp. (a)		72,711		26
Tracon Pharmaceuticals, Inc. (a)		2,773		8
TransCode Therapeutics, Inc. (a)		1,128		3
TransMedics Group, Inc. (a)		2,748		53
Travere Therapeutics, Inc. (a)		7,749		241
Treace Medical Concepts, Inc. (a)		4,255		79

See notes to financial statements.

47

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Trevena, Inc. (a)		22,497	$	13
Tricida, Inc. (a)		6,735		64
TScan Therapeutics, Inc. (a)		969		4
Turning Point Therapeutics, Inc. (a)		6,263		299
Twist Bioscience Corp. (a)		5,561		430
Tyme Technologies, Inc. (a)		16,785		10
Tyra Biosciences, Inc. (a) (b)		1,562		22
U.S. Physical Therapy, Inc.		1,204		115
Ultragenyx Pharmaceutical, Inc. (a)		7,438		625
United Therapeutics Corp. (a)		5,963		1,288
UNITY Biotechnology, Inc. (a)		6,383		9
UroGen Pharma Ltd. (a) (b)		2,218		22
Utah Medical Products, Inc.		368		37
Vaccinex, Inc. (a)		4,213		4
Vallon Pharmaceuticals, Inc. (a)		497		3
Vanda Pharmaceuticals, Inc. (a)		6,404		100
Vapotherm, Inc. (a) (b)		2,845		59
Varex Imaging Corp. (a)		4,310		136
Vaxart, Inc. (a) (b)		17,161		108
Vaxcyte, Inc. (a) (b)		4,915		117
Vaxxinity, Inc. Class A (a)		909		5
Veeva Systems, Inc. Class A (a)		14,317		3,659
Ventyx Biosciences, Inc. (a) (b)		1,391		28
Venus Concept, Inc. (a)		3,862		7
Vera Therapeutics, Inc. (a)		620		17
Veracyte, Inc. (a)		7,235		298
Verastem, Inc. (a)		24,912		51
Vericel Corp. (a)		5,109		201
Verrica Pharmaceuticals, Inc. (a) (b)		1,522		14
Verve Therapeutics, Inc. (a) (b)		3,855		142
Vicarious Surgical, Inc. (a) (b)		9,491		100
Viemed Healthcare, Inc. (a)		4,958		26
Viking Therapeutics, Inc. (a)		9,902		46
Vir Biotechnology, Inc. (a)		10,472		438
Viracta Therapeutics, Inc. (a)		2,769		10
Viridian Therapeutics, Inc. (a)		1,865		37
Virios Therapeutics, Inc. (a)		1,104		6
Virpax Pharmaceuticals, Inc. (a)		1,160		4
Viveve Medical, Inc. (a)		1,466		2
Vivos Therapeutics, Inc. (a)		2,612		6
Vocera Communications, Inc. (a)		3,343		217
Vor BioPharma, Inc. (a) (b)		3,473		40
Voyager Therapeutics, Inc. (a)		3,976		11
Vyant Bio, Inc. (a)		3,923		5
Vyne Therapeutics, Inc. (a)		7,008		7
Werewolf Therapeutics, Inc. (a)		1,205		14
X4 Pharmaceuticals, Inc. (a)		3,626		8
XBiotech, Inc.		2,831		32
Xencor, Inc. (a)		4,425		178
Xeris Biopharma Holdings, Inc. (a) (b)		15,965		47

See notes to financial statements.

48

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Xilio Therapeutics, Inc. (a)		1,087	$	17
XOMA Corp. (a)		1,531		32
Xtant Medical Holdings, Inc. (a)		12,501		7
Yield10 Bioscience, Inc. (a)		547		3
Y-mAbs Therapeutics, Inc. (a)		5,080		82
Yumanity Therapeutics, Inc.		1,126		3
Zentalis Pharmaceuticals, Inc. (a)		4,747		399
ZIOPHARM Oncology, Inc. (a) (b) (c)		27,040		29
Zogenix, Inc. (a) (b)		7,006		114
Zomedica Corp. (a) (b)		136,839		42
Zosano Pharma Corp. (a)		17,044		8
Zynerba Pharmaceuticals, Inc. (a)		5,338		15
				127,410
Industrials (14.2%):
AAON, Inc.		4,807		382
AAR Corp. (a)		4,439		173
ABM Industries, Inc.		8,413		344
Acacia Research Corp. (a)		6,422		33
ACCO Brands Corp.		12,812		106
Acme United Corp.		410		14
Acuity Brands, Inc.		3,972		841
ADT, Inc. (b)		22,315		188
Advanced Drainage Systems, Inc.		8,707		1,185
AECOM (a)		15,102		1,169
AeroCentury Corp. (j)		360		21
Aeroclean Technologies, Inc. (a)		364		4
Aerojet Rocketdyne Holdings, Inc.		10,071		471
AeroVironment, Inc. (a)		2,890		179
AGCO Corp.		8,492		985
Agrify Corp. (a)		2,940		27
AIkido Pharma, Inc. (a)		12,264		7
Air Industries Group (a)		3,412		3
Air Lease Corp.		14,592		645
Air T, Inc. (a)		228		6
Air Transport Services Group, Inc. (a)		8,744		257
Alamo Group, Inc.		1,233		181
Albany International Corp.		3,205		283
Alight, Inc. Class A (a)		51,829		560
Allegiant Travel Co. (a)		1,975		369
Allied Motion Technologies, Inc.		1,927		70
Allison Transmission Holdings, Inc.		11,982		436
Alta Equipment Group, Inc. (a)		3,155		46
Altra Industrial Motion Corp.		8,783		453
AMERCO, Inc.		1,456		1,057
Ameresco, Inc. Class A (a)		3,002		244
American Superconductor Corp. (a)		3,347		36
American Woodmark Corp. (a)		1,736		113
AMREP Corp. (a)		407		6
Apogee Enterprises, Inc.		2,876		138
Applied Energetics, Inc. (a)		26,269		63

See notes to financial statements.

49

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Applied Industrial Technologies, Inc.		4,366	$	448
Applied UV, Inc. (a)		966		3
Aqua Metals, Inc. (a)		9,346		11
ARC Document Solutions, Inc.		5,646		20
ArcBest Corp.		3,164		379
Archer Aviation, Inc. Class A (a) (b)		16,917		102
Arcosa, Inc.		6,047		319
Argan, Inc.		2,134		83
Aris Water Solution, Inc. Class A (a)		2,569		33
Armstrong Flooring, Inc. (a)		2,811		6
Armstrong World Industries, Inc.		4,974		578
Array Technologies, Inc. (a)		16,697		262
ASGN, Inc. (a)		6,140		758
Astec Industries, Inc.		2,816		195
Astra Space, Inc. (a) (b)		24,046		167
Astronics Corp. (a) (c)		2,885		35
Astrotech Corp. (a)		6,267		4
Atkore, Inc. (a)		5,959		663
Atlas Air Worldwide Holdings, Inc. (a)		3,127		294
Aurora Innovation, Inc. (a) (b)		86,655		976
Avis Budget Group, Inc. (a) (c)		5,504		1,141
Axon Enterprise, Inc. (a)		8,468		1,329
AZZ, Inc.		2,711		150
Babcock & Wilcox Enterprises, Inc. (a)		7,781		70
Barnes Group, Inc.		5,450		254
Barrett Business Services, Inc.		929		64
Beacon Roofing Supply, Inc. (a)		7,038		404
Berkshire Grey, Inc. (a)		22,052		121
BioHiTech Global, Inc. (a)		3,898		3
Bird Global, Inc. Class A (a)		26,739		165
BitNile Holdings, Inc. (a)		11,203		13
BlackSky Technology, Inc. (a)		9,460		42
Bloom Energy Corp. Class A (a)		2,548		56
BlueLinx Holdings, Inc. (a)		1,329		127
Boise Cascade Co.		4,865		346
Booz Allen Hamilton Holding Corp.		16,168		1,371
Bowman Consulting Group Ltd. (a)		1,235		26
Brady Corp. Class A		4,985		269
BrightView Holdings, Inc. (a)		6,275		88
Broadwind, Inc. (a)		2,608		5
Builders FirstSource, Inc. (a)		22,566		1,934
BWX Technologies, Inc.		10,865		520
CACI International, Inc. Class A (a)		2,751		741
Cadre Holdings, Inc.		878		22
Capstone Green Energy Corp. (a)		2,216		7
Carlisle Cos., Inc.		6,619		1,642
Casella Waste Systems, Inc. (a)		5,648		482
CBIZ, Inc. (a)		7,124		279
CECO Environmental Corp. (a)		3,956		25
Charah Solutions, Inc. (a)		2,236		11

See notes to financial statements.

50

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
ChargePoint Holdings, Inc. (a) (b)		28,358	$	540
Chart Industries, Inc. (a)		4,183		667
Chicago Rivet & Machine Co.		115		3
CIRCOR International, Inc. (a)		1,916		52
Civeo Corp. (a)		1,638		31
Clean Harbors, Inc. (a)		6,888		687
Colfax Corp. (a)		16,212		745
Columbus McKinnon Corp.		3,889		180
Comfort Systems USA, Inc.		4,511		446
Commercial Vehicle Group, Inc. (a)		4,223		34
Construction Partners, Inc. Class A (a)		1,675		49
Core & Main, Inc. Class A (a)		4,903		149
Cornerstone Building Brands, Inc. (a)		8,263		144
CoStar Group, Inc. (a) (c)		51,706		4,085
Covenant Logistics Group, Inc. Class A (a)		1,679		44
CPI Aerostructures, Inc. (a)		1,703		5
CRA International, Inc.		910		85
Crane Co.		6,238		635
CSW Industrials, Inc.		1,978		239
Curtiss-Wright Corp.		5,253		728
Daseke, Inc. (a)		6,273		63
Deluxe Corp.		4,959		159
DLH Holdings Corp. (a)		1,717		36
Donaldson Co., Inc.		15,103		895
Douglas Dynamics, Inc.		2,508		98
Driven Brands Holdings, Inc. (a)		6,575		221
DSS, Inc. (a)		8,701		6
Ducommun, Inc. (a)		1,631		76
Dun & Bradstreet Holdings, Inc. (a)		28,854		591
DXP Enterprises, Inc. (a)		2,135		55
Dycom Industries, Inc. (a)		3,734		350
Eagle Bulk Shipping, Inc.		1,721		78
EMCOR Group, Inc.		6,368		812
Encore Wire Corp.		2,536		363
Energous Corp. (a) (b)		10,203		13
Energy Recovery, Inc. (a)		7,426		160
Enerpac Tool Group Corp.		5,789		117
EnerSys		5,486		434
Ennis, Inc. (c)		3,535		69
Enovix Corp. (a) (b)		11,199		306
EnPro Industries, Inc.		2,580		284
ESCO Technologies, Inc.		2,888		260
Espey Manufacturing & Electronics Corp. (a)		248		4
ESS Tech, Inc. (a) (b)		11,624		133
EVI Industries, Inc. (a)		732		23
Evoqua Water Technologies Corp. (a)		16,665		779
Exponent, Inc.		6,522		761
Federal Signal Corp.		7,641		331
First Advantage Corp. (a)		6,228		119
Flowserve Corp.		15,729		481

See notes to financial statements.

51

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Fluence Energy, Inc. (a)		4,607	$	164
Fluor Corp. (a)		15,223		377
Forrester Research, Inc. (a)		1,423		84
Forward Air Corp.		3,375		409
Franklin Covey Co. (a)		1,830		85
Franklin Electric Co., Inc.		4,864		460
FreightCar America, Inc. (a) (b)		2,042		8
Frontier Group Holdings, Inc. (a)		5,343		73
FTC Solar, Inc. (a)		5,317		40
FTI Consulting, Inc. (a)		3,444		528
Fuel Tech, Inc. (a)		3,523		5
FuelCell Energy, Inc. (a) (b)		50,131		261
Gates Industrial Corp. PLC (a)		14,440		230
GATX Corp.		3,823		398
GEE Group, Inc. (a)		14,109		8
Gencor Industries, Inc. (a)		1,340		15
Gibraltar Industries, Inc. (a)		3,615		241
Global Industrial Co.		2,531		104
GMS, Inc. (a)		4,897		294
Graco, Inc.		22,748		1,835
GrafTech International Ltd.		29,101		344
Graham Corp.		1,440		18
Granite Construction, Inc.		5,267		204
Great Lakes Dredge & Dock Corp. (a)		8,894		140
Griffon Corp.		5,848		167
GXO Logistics, Inc. (a)		16,678		1,514
H&E Equipment Services, Inc.		4,575		203
Harsco Corp. (a)		9,794		164
Hawaiian Holdings, Inc. (a)		5,662		104
Healthcare Services Group		8,459		150
Heartland Express, Inc.		4,937		83
HEICO Corp.		6,233		899
HEICO Corp. Class A		10,627		1,366
Heidrick & Struggles International, Inc.		2,423		106
Helios Technologies, Inc.		3,679		387
Herc Holdings, Inc.		4,100		642
Heritage-Crystal Clean, Inc. (a)		2,323		74
Hexcel Corp. (a)		10,496		544
Hillenbrand, Inc.		8,196		426
Hillman Solutions Corp. (a)		14,735		158
HireRight Holdings Corp. (a)		3,235		52
HNI Corp.		4,817		203
Hub Group, Inc. Class A (a)		3,824		322
Hubbell, Inc.		6,888		1,435
Hudson Global, Inc. (a)		308		9
Hudson Technologies, Inc. (a)		4,414		20
Hurco Cos., Inc.		894		27
Huron Consulting Group, Inc. (a)		2,552		127
Hydrofarm Holdings Group, Inc. (a)		4,275		121
Hyster-Yale Materials Handling, Inc.		1,437		59

See notes to financial statements.

52

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Hyzon Motors, Inc. (a) (b)		13,330	$	87
IAA, Inc. (a)		18,047		914
IBEX Ltd. (a)		1,018		13
ICF International, Inc.		2,583		265
Ideal Power, Inc. (a)		764		9
IES Holdings, Inc. (a)		3,035		154
Infrastructure And Energy Alternatives, Inc. Class A (a) (b)		6,561		60
INNOVATE Corp. (a)		6,562		24
Innovative Solutions & Support, Inc. (a)		1,607		11
Insperity, Inc.		4,314		510
Insteel Industries, Inc.		2,204		88
Interface, Inc.		6,100		97
ITT, Inc.		8,220		840
JELD-WEN Holding, Inc. (a)		4,533		119
JetBlue Airways Corp. (a)		38,861		554
Jewett-Cameron Trading Co. Ltd. (a)		245		2
Joby Aviation, Inc. (a)		26,354		192
John Bean Technologies Corp.		3,422		525
Kadant, Inc.		1,589		366
Kaman Corp.		3,445		149
KAR Auction Services, Inc. (a)		13,924		217
Karat Packaging, Inc. (a)		721		15
Kelly Services, Inc. Class A		3,956		66
Kennametal, Inc.		9,735		350
Kforce, Inc.		2,682		202
Kimball International, Inc. Class B		4,741		49
Kirby Corp. (a)		6,909		411
Knight-Swift Transportation Holdings, Inc.		22,211		1,354
Korn Ferry		6,820		516
Kratos Defense & Security Solutions, Inc. (a)		15,512		301
Landstar System, Inc.		4,270		764
Lawson Products, Inc. (a)		1,269		69
LB Foster Co. Class A (a)		1,483		20
Legalzoom.com, Inc. (a) (b)		11,753		189
Lennox International, Inc.		4,473		1,451
Limbach Holdings, Inc. (a)		1,305		12
Lincoln Electric Holdings, Inc.		7,475		1,043
Lindsay Corp.		1,292		196
LSI Industries, Inc.		3,369		23
Lyft, Inc. Class A (a)		5,452		233
Manitex International, Inc. (a)		2,147		14
ManpowerGroup, Inc.		6,314		615
ManTech International Corp. Class A		3,320		242
Markforged Holding Corp. (a)		10,274		55
Marten Transport Ltd.		7,361		126
MasTec, Inc. (a)		7,568		698
Mastech Digital, Inc. (a)		350		6
Matson, Inc.		4,893		440
Matthews International Corp. Class A		3,892		143
Maxar Technologies, Inc.		9,831		290

See notes to financial statements.

53

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
McGrath RentCorp		3,105	$	249
Mercury Systems, Inc. (a)		7,088		390
Meritor, Inc. (a)		8,156		202
Mesa Air Group, Inc. (a)		4,491		25
Microvast Holdings, Inc. (a) (b)		21,422		121
Miller Industries, Inc.		1,445		48
MillerKnoll, Inc.		9,260		363
Mistras Group, Inc. (a)		3,043		23
Momentus, Inc. (a)		7,151		30
Montrose Environmental Group, Inc. (a)		4,035		285
Moog, Inc. Class A		3,363		272
MRC Global, Inc. (a)		9,982		69
MSA Safety, Inc.		4,393		663
MSC Industrial Direct Co., Inc.		4,682		394
Mueller Industries, Inc.		7,178		426
Mueller Water Products, Inc. Class A		18,617		268
MYR Group, Inc. (a)		1,916		212
National Presto Industries, Inc.		647		53
Nikola Corp. (a) (b)		42,615		421
Nl Industries, Inc.		1,208		9
NN, Inc. (a)		4,884		20
Nordson Corp.		7,018		1,792
Northwest Pipe Co. (a)		1,322		42
NOW, Inc. (a)		13,832		118
nVent Electric PLC		22,761		865
Ocean Power Technologies, Inc. (a)		8,123		12
Odyssey Marine Exploration, Inc. (a)		1,810		9
Omega Flex, Inc.		266		34
Orbital Energy Group, Inc. (a) (b)		9,212		20
Orion Energy Systems, Inc. (a)		4,295		16
Orion Group Holdings, Inc. (a)		4,203		16
Oshkosh Corp.		8,445		952
Owens Corning, Inc.		13,303		1,204
PAE, Inc. (a)		8,670		86
PAM Transportation Services, Inc. (a)		488		35
Park Aerospace Corp.		2,560		34
Park-Ohio Holdings Corp.		1,045		22
Parsons Corp. (a)		14,578		491
Patriot Transportation Holding, Inc.		263		2
Performant Financial Corp. (a)		9,154		22
Perma-Fix Environmental Services (a)		1,616		10
Perma-Pipe International Holdings, Inc. (a)		1,115		10
PGT Innovations, Inc. (a)		6,420		144
Pitney Bowes, Inc.		21,002		139
Plug Power, Inc. (a)		71,264		2,011
Polar Power, Inc. (a) (b)		1,042		4
Powell Industries, Inc.		1,140		34
Preformed Line Products Co.		393		25
Primoris Services Corp.		6,813		163
Proto Labs, Inc. (a)		2,770		142

See notes to financial statements.

54

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Quad/Graphics, Inc. (a)		4,210	$	17
Quanex Building Products Corp.		4,146		103
Quest Resource Holding Corp. (a)		1,911		13
R.R. Donnelley & Sons Co. (a)		9,864		111
RBC Bearings, Inc. (a)		3,362		679
RCM Technologies, Inc. (a)		1,221		9
Red Violet, Inc. (a)		1,230		49
Redwire Corp. (a) (b)		3,212		22
Regal Rexnord Corp.		9,366		1,594
Rekor Systems, Inc. (a) (b)		6,015		39
Resideo Technologies, Inc. (a)		18,064		470
Resources Connection, Inc.		4,153		74
REV Group, Inc.		4,898		69
Rocket Lab USA, Inc. (a) (b)		45,088		554
Rush Enterprises, Inc. Class A		4,319		240
Rush Enterprises, Inc. Class B		960		52
Ryder System, Inc.		7,031		580
Saia, Inc. (a)		3,450		1,163
Sarcos Technology and Robotics Corp. (a)		12,053		120
Schneider National, Inc. Class B		5,686		153
SG Blocks, Inc. (a)		1,430		3
Shapeways Holdings, Inc. (a)		5,903		22
Shoals Technologies Group, Inc. Class A (a)		11,165		271
SIFCO Industries, Inc. (a)		445		3
Simpson Manufacturing Co., Inc.		5,121		712
Sino-Global Shipping America Ltd. (a) (b)		2,115		10
SiteOne Landscape Supply, Inc. (a)		4,683		1,135
SkyWest, Inc. (a)		6,304		248
SP Plus Corp. (a)		3,177		90
Spirit AeroSystems Holdings, Inc. Class A		14,518		626
Spirit Airlines, Inc. (a)		13,877		303
SPX Corp. (a)		5,088		304
SPX Flow, Inc.		4,520		391
Standex International Corp.		1,423		157
Steelcase, Inc. Class A		10,725		126
Stericycle, Inc. (a)		10,290		614
Sterling Check Corp. (a) (b)		2,092		43
Sterling Construction Co., Inc. (a)		3,896		102
Sun Country Airlines Holdings, Inc. (a)		4,689		128
Sunrun, Inc. (a)		24,692		847
Sunworks, Inc. (a)		3,639		11
Taylor Devices, Inc. (a)		393		4
Team, Inc. (a)		3,561		4
Tennant Co.		2,078		168
Terex Corp.		9,139		402
Tetra Tech, Inc.		7,057		1,198
Textainer Group Holdings Ltd.		6,808		243
The AZEK Co., Inc. (a)		4,732		219
The Brink's Co.		6,437		422
The Eastern Co.		868		22

See notes to financial statements.

55

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
The Gorman-Rupp Co.		3,346	$	149
The Greenbrier Cos., Inc.		4,018		184
The LS Starrett Co. Class A (a)		736		7
The Manitowoc Co., Inc. (a)		4,436		82
The Middleby Corp. (a)		7,042		1,387
The Shyft Group, Inc.		4,577		225
The Timken Co.		9,602		665
The Toro Co.		13,318		1,331
Thermon Group Holdings, Inc. (a)		3,637		62
Titan International, Inc. (a)		7,987		88
Titan Machinery, Inc. (a)		2,762		93
TPI Composites, Inc. (a)		5,045		75
TransUnion		24,529		2,908
Trex Co., Inc. (a)		15,408		2,080
TriMas Corp.		4,926		182
TriNet Group, Inc. (a)		6,410		611
Trinity Industries, Inc.		11,049		334
Triumph Group, Inc. (a)		6,392		118
TrueBlue, Inc. (a)		4,388		121
TuSimple Holdings, Inc. Class A (a)		4,958		178
Tutor Perini Corp. (a)		5,499		68
Twin Disc, Inc. (a)		1,485		16
U.S. Ecology, Inc. (a)		3,301		105
Uber Technologies, Inc. (a)		262,464		11,005
UFP Industries, Inc.		7,744		713
Ultralife Corp. (a)		2,200		13
UniFirst Corp.		1,649		347
Univar Solutions, Inc. (a)		19,150		543
Universal Logistics Holdings, Inc.		1,098		21
Upwork, Inc. (a)		15,856		542
USA Truck, Inc. (a)		1,113		22
Valmont Industries, Inc.		2,688		673
Vectrus, Inc. (a)		1,331		61
Veritiv Corp. (a)		1,827		224
Viad Corp. (a)		2,539		109
Vicor Corp. (a)		2,414		307
Vidler Water Resources, Inc. (a)		2,346		28
VirTra, Inc. (a)		1,573		11
VSE Corp.		1,222		74
Wabash National Corp.		6,119		119
Watsco, Inc.		3,724		1,165
Watts Water Technologies, Inc. Class A		2,741		532
Welbilt, Inc. (a)		19,664		467
Werner Enterprises, Inc.		7,298		348
WESCO International, Inc. (a)		6,088		801
Wheels Up Experience, Inc. (a)		21,807		101
Wilhelmina International, Inc. (a)		556		3
Willdan Group, Inc. (a)		1,452		51
Williams Industrial Services Group, Inc. (a)		3,092		9
Willis Lease Finance Corp. (a)		337		13

See notes to financial statements.

56

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
WillScot Mobile Mini Holdings Corp. (a)		18,968	$	775
Woodward, Inc.		7,525		824
Xos, Inc. (a)		7,111		22
XPO Logistics, Inc. (a)		13,351		1,034
Yellow Corp. (a)		7,013		88
Zurn Water Solutions Corp.		16,594		604
				137,193
Information Technology (19.3%):
3D Systems Corp. (a)		15,980		344
8x8, Inc. (a)		12,267		206
908 Devices, Inc. (a)		2,558		66
A10 Networks, Inc.		9,364		155
ACI Worldwide, Inc. (a)		14,195		493
ACM Research, Inc. Class A (a)		342		29
ACV Auctions, Inc. Class A (a)		2,487		47
ADDvantage Technologies Group, Inc. (a)		1,275		2
ADTRAN, Inc.		5,000		114
Advanced Energy Industries, Inc.		4,714		429
Aehr Test Systems (a) (b)		3,864		93
AEye, Inc. (a)		18,441		89
Affirm Holdings, Inc. (a)		3,638		366
AgileThought, Inc. (a) (b)		3,237		15
Agilysys, Inc. (a)		2,973		132
Airgain, Inc. (a)		1,396		15
Airspan Networks Holdings, Inc. (a)		4,296		16
Akoustis Technologies, Inc. (a) (b)		7,193		48
Alarm.com Holdings, Inc. (a)		5,463		463
Alfi, Inc. (a)		1,248		3
Alkami Technology, Inc. (a)		4,361		87
Allegro MicroSystems, Inc. (a)		8,831		320
Alliance Data Systems Corp.		6,737		448
Alpha & Omega Semiconductor Ltd. (a)		3,071		186
Altair Engineering, Inc. Class A (a)		1,950		151
Alteryx, Inc. Class A (a)		2,158		131
Ambarella, Inc. (a)		5,015		1,017
American Software, Inc. Class A		2,745		72
Amkor Technology, Inc.		18,141		450
Amplitude, Inc. Class A (a)		5,067		268
Amtech Systems, Inc. (a)		1,624		16
Anaplan, Inc. (a)		20,407		936
Appfolio, Inc. Class A (a)		1,917		232
Appian Corp. (a) (b)		1,658		108
Applied DNA Sciences, Inc. (a)		959		4
Applied Optoelectronics, Inc. (a)		3,535		18
AppLovin Corp. Class A (a)		3,806		359
Arlo Technologies, Inc. (a)		9,811		103
Arrow Electronics, Inc. (a)		9,219		1,238
Arteris, Inc. (a)		761		16
Asana, Inc. Class A (a)		4,341		324
Aspen Technology, Inc. (a)		7,984		1,215

See notes to financial statements.

57

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
AstroNova, Inc. (a)		940	$	13
Asure Software, Inc. (a)		2,528		20
Atomera, Inc. (a) (b)		3,201		64
Auddia, Inc. (a)		1,301		2
Autoscope Technologies Corp.		579		4
Avalara, Inc. (a)		11,887		1,535
Avaya Holdings Corp. (a)		11,503		228
AvePoint, Inc. (a)		12,932		81
Aviat Networks, Inc. (a)		1,517		49
Avid Technology, Inc. (a)		5,109		166
AvidXchange Holdings, Inc. (a)		3,711		56
Avnet, Inc.		13,280		548
Aware, Inc. (a)		1,883		6
Axcelis Technologies, Inc. (a)		3,830		286
AXT, Inc. (a)		5,849		52
Backblaze, Inc. Class A (a)		895		15
Badger Meter, Inc.		3,661		390
Bel Fuse, Inc. Class A		229		3
Bel Fuse, Inc. Class B		1,031		13
Belden, Inc.		5,291		348
Benchmark Electronics, Inc.		4,357		118
Benefitfocus, Inc. (a)		4,475		48
Benson Hill, Inc. (a) (b)		12,952		94
Bentley Systems, Inc. Class B		1,642		79
BigCommerce Holdings, Inc. Class 1 (a)		1,459		52
Bill.com Holdings, Inc. (a)		12,533		3,123
BK Technologies Corp.		2,105		5
Black Knight, Inc. (a)		17,623		1,461
Blackbaud, Inc. (a)		4,979		393
Blackline, Inc. (a)		6,914		716
Blend Labs, Inc. Class A (a)		3,009		22
Block, Inc. (a)		33,530		5,414
BM Technologies, Inc. (a) (b)		1,386		13
Bottomline Technologies de, Inc. (a)		5,060		286
Box, Inc. Class A (a)		20,723		543
Boxlight Corp. Class A (a)		8,578		12
Braze, Inc. Class A (a)		1,183		91
Bridgeline Digital, Inc. (a)		1,063		2
Brightcove, Inc. (a)		4,962		51
Brooks Automation, Inc.		9,411		970
BSQUARE Corp. (a)		2,844		5
C3.ai, Inc. Class A (a) (b)		2,267		71
CalAmp Corp. (a)		4,072		29
Calix, Inc. (a)		7,793		623
Cambium Networks Corp. (a)		1,784		46
Casa Systems, Inc. (a)		6,006		34
Cass Information Systems, Inc.		1,631		64
CCC Intelligent Solutions Holdings, Inc. (a)		7,904		90
CDK Global, Inc.		14,805		618
Cemtrex, Inc. (a)		2,812		2

See notes to financial statements.

58

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Cerence, Inc. (a)		5,048	$	387
CEVA, Inc. (a)		2,875		124
ChannelAdvisor Corp. (a)		4,110		101
Ciena Corp. (a)		20,736		1,595
Cipher Mining, Inc. (a)		4,302		20
Cirrus Logic, Inc. (a)		6,485		597
Clear Secure, Inc. Class A (a)		1,922		60
Clearfield, Inc. (a)		1,800		152
ClearSign Technologies Corp. (a)		3,721		5
Clearwater Analytics Holdings, Inc. Class A (a)		4,463		103
Cloudflare, Inc. Class A (a)		5,616		739
CMC Materials, Inc.		3,723		714
Coda Octopus Group, Inc. (a)		664		5
Cognex Corp.		23,663		1,839
Coherent, Inc. (a)		3,342		891
Cohu, Inc. (a)		6,092		232
CommScope Holding Co., Inc. (a)		25,584		282
Communications Systems, Inc.		1,061		3
CommVault Systems, Inc. (a)		5,960		411
Computer Task Group, Inc. (a)		2,054		20
Comtech Telecommunications Corp.		3,259		77
Concentrix Corp.		4,416		789
Conduent, Inc. (a)		29,097		155
Confluent, Inc. Class A (a)		3,464		264
Consensus Cloud Solutions, Inc. (a)		2,635		152
Corsair Gaming, Inc. (a) (b)		5,902		124
Couchbase, Inc. (a) (b)		3,280		82
Coupa Software, Inc. (a)		9,374		1,482
CPI Card Group, Inc. (a)		689		13
Crowdstrike Holdings, Inc. Class A (a)		3,004		615
CS Disco, Inc. (a)		2,097		75
CSG Systems International, Inc.		4,038		233
CSP, Inc. (a)		466		4
CTS Corp.		3,516		129
CVD Equipment Corp. (a)		896		4
Cyberoptics Corp. (a)		996		46
CYNGN, Inc. (a)		501		2
Cyxtera Technologies, Inc. (a) (b)		6,278		79
Daktronics, Inc. (a)		5,081		26
Data I/O Corp. (a)		1,255		6
Datadog, Inc. Class A (a)		3,632		647
Datto Holding Corp. (a) (b)		5,932		156
Dell Technologies, Inc. Class C (a)		30,052		1,687
Diebold Nixdorf, Inc. (a)		9,917		90
Digi International, Inc. (a)		3,604		89
Digimarc Corp. (a) (b)		1,922		76
Digital Ally, Inc. (a) (b)		7,437		8
DigitalOcean Holdings, Inc. (a)		5,401		434
Diodes, Inc. (a)		5,634		619
DocuSign, Inc. (a)		26,901		4,096

See notes to financial statements.

59

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Dolby Laboratories, Inc. Class A		7,941	$	756
Domo, Inc. Class B (a)		1,311		65
DoubleVerify Holdings, Inc. (a)		6,693		223
Dropbox, Inc. Class A (a)		5,013		123
Duck Creek Technologies, Inc. (a)		9,221		278
Dynatrace, Inc. (a)		29,028		1,752
DZS, Inc. (a)		2,498		41
Eastman Kodak Co. (a)		8,353		39
Ebix, Inc.		3,196		97
EchoStar Corp. Class A (a)		6,492		171
eGain Corp. (a)		3,334		33
eMagin Corp. (a)		10,045		13
Embark Technology, Inc. (a) (b)		48,393		420
EMCORE Corp. (a)		4,669		33
Enfusion, Inc. Class A (a)		2,304		48
EngageSmart, Inc. (a)		2,117		51
Entegris, Inc.		17,546		2,432
Envestnet, Inc. (a)		6,838		543
ePlus, Inc. (a)		3,301		178
Euronet Worldwide, Inc. (a)		7,152		852
Everbridge, Inc. (a)		5,331		359
EverCommerce, Inc. (a)		4,832		76
Everspin Technologies, Inc. (a)		2,111		24
Evo Payments, Inc. Class A (a)		2,184		56
Evolv Technologies Holdings, Inc. (a)		17,279		77
Evolving Systems, Inc. (a)		1,267		3
Exela Technologies, Inc. (a)		21,241		19
ExlService Holdings, Inc. (a)		4,169		604
Expensify, Inc. Class A (a) (b)		1,414		62
Extreme Networks, Inc. (a)		16,626		261
Fair Isaac Corp. (a)		3,623		1,571
FARO Technologies, Inc. (a)		2,253		158
Fastly, Inc. Class A (a) (b)		1,706		60
First Solar, Inc. (a)		13,149		1,146
Five9, Inc. (a)		9,307		1,278
Flywire Corp. (a)		1,523		58
ForgeRock, Inc. Class A (a) (b)		1,665		44
FormFactor, Inc. (a)		9,784		447
Frequency Electronics, Inc. (a)		983		10
Freshworks, Inc. Class A (a) (b)		4,095		108
Genasys, Inc. (a)		4,937		20
Genpact Ltd.		20,518		1,089
Gitlab, Inc. Class A (a) (b)		1,458		127
GLOBALFOUNDRIES, Inc. (a)		7,779		505
GoDaddy, Inc. Class A (a)		9,202		781
Greenidge Generation Holdings, Inc. (a)		1,420		23
GreenSky, Inc. Class A (a)		5,899		67
GSE Systems, Inc. (a)		2,646		5
GSI Technology, Inc. (a)		2,658		12
Guidewire Software, Inc. (a)		10,665		1,211

See notes to financial statements.

60

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Harmonic, Inc. (a)		10,147	$	119
HubSpot, Inc. (a)		5,913		3,898
I3 Verticals, Inc. Class A (a) (b)		939		21
Ichor Holdings Ltd. (a)		3,514		162
Identiv, Inc. (a)		2,747		77
II-VI, Inc. (a)		13,897		950
Immersion Corp. (a)		4,517		26
Impinj, Inc. (a)		2,632		233
Infinera Corp. (a)		24,531		235
Informatica, Inc. Class A (a)		4,380		162
Information Services Group, Inc.		5,632		43
Innodata, Inc. (a)		3,714		22
Inpixon (a) (b)		17,944		11
Inseego Corp. (a) (b)		11,470		67
Insight Enterprises, Inc. (a)		3,706		395
Instructure Holdings, Inc. (a)		2,452		59
Intapp, Inc. (a) (b)		2,219		56
Integral Ad Science Holding Corp. (a)		5,375		119
Intellicheck, Inc. (a)		2,428		11
Intelligent Systems Corp. (a)		824		32
InterDigital, Inc.		3,795		272
inTEST Corp. (a)		1,345		17
Intevac, Inc. (a)		2,863		13
Inuvo, Inc. (a)		15,720		8
IonQ, Inc. (a) (b)		21,281		355
IronNet, Inc. (a) (b)		6,264		26
Issuer Direct Corp. (a)		381		11
Iteris, Inc. (a)		5,789		23
Itron, Inc. (a)		5,270		361
Jabil, Inc.		15,431		1,086
Jamf Holding Corp. (a) (b)		6,409		244
JFrog Ltd. (a)		8,274		245
Kaltura, Inc. (a) (b)		7,199		24
KBR, Inc.		16,938		807
Key Tronic Corp. (a)		1,207		8
Kimball Electronics, Inc. (a)		3,433		75
KnowBe4, Inc. Class A (a)		1,497		34
Knowles Corp. (a)		11,419		267
Kopin Corp. (a) (b)		11,534		47
Kulicke & Soffa Industries, Inc.		6,902		418
KVH Industries, Inc. (a)		2,338		21
Kyndryl Holdings, Inc. (a)		30,323		549
Lantronix, Inc. (a)		4,296		34
Lattice Semiconductor Corp. (a)		14,942		1,151
LightPath Technologies, Inc. Class A (a)		3,378		8
Limelight Networks, Inc. (a)		18,298		63
Littelfuse, Inc.		3,048		959
LivePerson, Inc. (a)		7,412		265
LiveRamp Holdings, Inc. (a)		8,915		427
Lumentum Holdings, Inc. (a)		9,677		1,023

See notes to financial statements.

61

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Luna Innovations, Inc. (a)		4,419	$	37
MACOM Technology Solutions Holdings, Inc. (a)		7,394		579
Mandiant, Inc. (a)		30,023		527
Manhattan Associates, Inc. (a)		7,918		1,231
Marin Software, Inc. (a)		2,164		8
Marqeta, Inc. Class A (a)		7,068		121
Marvell Technology, Inc.		97,047		8,492
Matterport, Inc. (a) (b)		28,575		590
MAXIMUS, Inc.		8,113		646
MaxLinear, Inc. (a)		8,597		648
McAfee Corp. Class A		5,722		148
MeridianLink, Inc. (a)		3,279		71
Methode Electronics, Inc.		4,338		213
MicroStrategy, Inc. (a) (b)		1,072		584
MicroVision, Inc. (a) (b)		23,873		120
Mirion Technologies, Inc. (a)		19,675		206
Mitek Systems, Inc. (a)		6,021		107
MKS Instruments, Inc.		6,779		1,181
Model N, Inc. (a)		3,935		118
Momentive Global, Inc. (a)		15,166		321
MoneyGram International, Inc. (a)		12,538		99
Moneylion, Inc. (a)		16,123		65
MongoDB, Inc. (a)		291		154
Movano, Inc. (a)		3,767		14
Mullen Automotive, Inc. (a) (b)		3,303		17
N-Able, Inc. (a)		9,894		110
Napco Security Technologies, Inc. (a)		2,004		100
National Instruments Corp.		14,772		645
nCino, Inc. (a)		7,601		417
NCR Corp. (a)		17,858		718
NeoPhotonics Corp. (a)		7,207		111
NETGEAR, Inc. (a)		3,619		106
Netlist, Inc. (a) (b)		31,374		202
NetScout Systems, Inc. (a)		9,672		320
NetSol Technologies, Inc. (a)		1,522		6
New Relic, Inc. (a)		7,043		774
NextNav, Inc. (a) (b)		10,417		91
nLight, Inc. (a)		5,624		135
Novanta, Inc. (a)		4,560		804
Nuance Communications, Inc. (a)		43,682		2,416
Nutanix, Inc. Class A (a)		12,950		413
NVE Corp.		577		39
NXT-ID, Inc. (a) (b)		1,213		4
Okta, Inc. (a)		5,206		1,167
Olo, Inc. Class A (a)		2,854		59
ON Semiconductor Corp. (a)		57,032		3,874
ON24, Inc. (a)		3,599		62
One Stop Systems, Inc. (a)		1,983		10
OneSpan, Inc. (a)		4,477		76
Onto Innovation, Inc. (a)		6,167		624

See notes to financial statements.

62

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Optical Cable Corp. (a)		837	$	4
OSI Systems, Inc. (a)		2,195		205
PagerDuty, Inc. (a)		10,013		348
Palantir Technologies, Inc. Class A (a)		40,551		738
Palo Alto Networks, Inc. (a) (c)		13,206		7,352
PAR Technology Corp. (a) (b)		2,814		148
Paycor HCM, Inc. (a) (b)		4,822		139
Paylocity Holding Corp. (a)		4,725		1,116
Paymentus Holdings, Inc. Class A (a)		1,572		55
Payoneer Global, Inc. (a)		34,027		250
Paysign, Inc. (a)		4,813		8
PC Connection, Inc.		1,107		48
PC-Telephone, Inc.		2,283		13
PDF Solutions, Inc. (a)		3,261		104
Peraso, Inc. (a)		2,812		12
Perficient, Inc. (a)		4,123		533
PFSweb, Inc. (a)		2,548		33
Photronics, Inc. (a)		7,562		143
Ping Identity Holding Corp. (a)		10,214		234
Pixelworks, Inc. (a)		6,892		30
Plantronics, Inc. (a)		4,042		119
Plexus Corp. (a)		3,179		305
Power Integrations, Inc.		7,549		701
Powerfleet, Inc. (a)		4,969		24
Procore Technologies, Inc. (a)		11,332		906
Progress Software Corp.		5,358		259
PROS Holdings, Inc. (a)		4,844		167
Pure Storage, Inc. Class A (a)		12,184		397
Q2 Holdings, Inc. (a)		7,110		565
Qualtrics International, Inc. Class A (a)		7,874		279
Qualys, Inc. (a)		3,842		527
Quicklogic Corp. (a)		1,631		8
Qumu Corp. (a)		2,413		5
Rackspace Technology, Inc. (a)		9,167		123
Rambus, Inc. (a)		12,569		369
Rapid7, Inc. (a)		7,723		909
RealNetworks, Inc. (a)		3,909		4
Remitly Global, Inc. (a)		1,911		39
Research Frontiers, Inc. (a)		4,329		7
Resonant, Inc. (a)		9,081		16
RF Industries Ltd. (a)		1,344		11
Ribbon Communications, Inc. (a)		17,945		109
Richardson Electronics Ltd.		1,379		19
Rimini Street, Inc. (a)		6,566		39
RingCentral, Inc. Class A (a)		9,558		1,791
Riot Blockchain, Inc. (a) (b)		12,720		284
Rogers Corp. (a)		2,345		640
Rubicon Technology, Inc. (a)		314		3
Sabre Corp. (a)		40,462		348
Sailpoint Technologies Holdings, Inc. (a)		12,075		584

See notes to financial statements.

63

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Sanmina Corp. (a)		7,493	$	311
ScanSource, Inc. (a)		2,823		99
Seachange International, Inc. (a) (b)		5,779		9
SecureWorks Corp. Class A (a)		11,010		176
SEMrush Holdings, Inc. Class A (a)		1,388		29
Semtech Corp. (a)		7,970		709
SentinelOne, Inc. Class A (a) (b)		5,398		273
ServiceSource International, Inc. (a)		9,512		9
Shift4 Payments, Inc. Class A (a)		2,413		140
ShotSpotter, Inc. (a)		1,275		38
SigmaTron International, Inc. (a) (b)		519		5
Silicon Laboratories, Inc. (a)		4,269		881
SiTime Corp. (a)		1,828		535
SkyWater Technology, Inc. (a)		1,592		26
SMART Global Holdings, Inc. (a)		2,908		206
SmartRent, Inc. (a)		13,819		134
Smartsheet, Inc. Class A (a)		2,012		156
Smith Micro Software, Inc. (a)		7,144		35
Snowflake, Inc. Class A (a)		4,379		1,483
Socket Mobile, Inc. (a)		878		4
SolarWinds Corp.		6,713		95
Sonim Technologies, Inc. (a)		2,198		2
Spire Global, Inc. (a)		14,644		49
Splunk, Inc. (a)		21,714		2,513
Sprinklr, Inc. Class A (a)		2,597		41
Sprout Social, Inc. Class A (a)		1,258		114
SPS Commerce, Inc. (a)		4,240		604
Squarespace, Inc. Class A (a)		16,763		495
SS&C Technologies Holdings, Inc.		32,551		2,669
StarTek, Inc. (a)		1,841		10
Steel Connect, Inc. (a)		6,155		9
Stronghold Digital Mining, Inc. Class A (a)		983		13
Summit Wireless Technologies, Inc. (a)		2,139		3
Sumo Logic, Inc. (a)		14,932		202
SunPower Corp. (a) (b)		11,827		247
Switch, Inc. Class A		736		21
Synaptics, Inc. (a)		4,401		1,274
Synchronoss Technologies, Inc. (a)		10,795		26
TaskUS, Inc. Class A (a)		1,983		107
TD SYNNEX Corp.		11,175		1,277
Telos Corp. (a)		6,799		105
Tenable Holdings, Inc. (a)		13,755		757
Teradata Corp. (a)		14,521		617
TESSCO Technologies, Inc. (a)		979		6
The Glimpse Group, Inc. (a)		1,142		11
The Hackett Group, Inc.		3,338		69
The Trade Desk, Inc. Class A (a)		41,947		3,844
The Western Union Co.		49,707		887
Thoughtworks Holding, Inc. (a)		5,327		143
Toast, Inc. Class A (a) (b)		2,936		102

See notes to financial statements.

64

USAA Mutual Funds Trust
USAA Extended Market Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
TransAct Technologies, Inc. (a)		1,431	$	16
TTEC Holdings, Inc.		2,395		217
TTM Technologies, Inc. (a)		10,324		154
Twilio, Inc. Class A (a)		10,115		2,664
Ubiquiti, Inc.		911		279
UiPath, Inc. Class A (a) (b)		3,734		161
Ultra Clean Holdings, Inc. (a)		5,618		322
Unisys Corp. (a)		7,132		147
Unity Software, Inc. (a)		25,797		3,689
Universal Display Corp.		5,966		985
Upland Software, Inc. (a)		3,953		71
UserTesting, Inc. (a)		1,435		12
Varonis Systems, Inc. (a)		14,520		708
Veeco Instruments, Inc. (a)		5,732		163
Velo3D, Inc. (a) (b)		18,652		146
Verint Systems, Inc. (a)		8,184		430
Veritone, Inc. (a) (b)		4,060		91
Verra Mobility Corp. (a)		19,071		294
Vertex, Inc. Class A (a)		3,243		51
Viant Technology, Inc. Class A (a)		1,500		15
ViaSat, Inc. (a)		8,975		400
Viavi Solutions, Inc. (a)		30,081		530
VirnetX Holding Corp. (a) (b)		8,601		22
Vishay Intertechnology, Inc.		14,672		321
Vishay Precision Group, Inc. (a)		1,724		64
Vislink Technologies, Inc. (a)		6,201		7
Vizio Holding Corp. Class A (a)		1,909		37
VMware, Inc. Class A		24,420		2,830
Vonage Holdings Corp. (a)		32,346		672
Vontier Corp.		20,658		635
Wayside Technology Group, Inc.		492		17
Weave Communications, Inc. (a)		734		11
WEX, Inc. (a)		5,347		751
WidePoint Corp. (a)		1,330		5
Wireless Telecom Group, Inc. (a)		3,067		7
Wolfspeed, Inc. (a)		10,991		1,228
Workday, Inc. Class A (a)		13,458		3,676
Workiva, Inc. (a)		3,771		492
Xerox Holdings Corp.		24,410		553
Xperi Holding Corp.		13,078		247
Yext, Inc. (a)		13,949		138
Zendesk, Inc. (a)		15,477		1,614
Zeta Global Holdings Corp. Class A (a)		3,088		26
Ziff Davis, Inc. (a)		6,315		700
Zoom Video Communications, Inc. Class A (a)		3,420		629
Zscaler, Inc. (a)		12,429		3,994
Zuora, Inc. Class A (a)		1,946		36
				186,742

See notes to financial statements.

65

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December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Materials (4.0%):
Advanced Emissions Solutions, Inc. (a)		2,581	$	17
AdvanSix, Inc.		3,480		164
Alcoa Corp.		25,313		1,508
Allegheny Technologies, Inc. (a)		14,254		227
Alpha Metallurgical Resources, Inc. (a)		2,517		154
American Vanguard Corp.		3,331		55
Ampco-Pittsburgh Corp. (a)		2,168		11
AptarGroup, Inc.		7,662		938
Arconic Corp. (a)		13,168		435
Arras Minerals Corp. Com (a) (d) (f)		4,451		1
Ashland Global Holdings, Inc.		7,692		828
Avient Corp.		11,846		663
Axalta Coating Systems Ltd. (a)		31,225		1,034
Balchem Corp.		3,677		620
Berry Global Group, Inc. (a)		17,163		1,267
Cabot Corp.		7,437		418
Carpenter Technology Corp.		5,609		164
Century Aluminum Co. (a)		6,425		106
Chase Corp.		1,047		104
Clearwater Paper Corp. (a)		1,749		64
Cleveland-Cliffs, Inc. (a)		56,742		1,235
Coeur Mining, Inc. (a)		34,763		175
Commercial Metals Co.		14,682		533
Compass Minerals International, Inc.		4,460		228
Core Molding Technologies, Inc. (a)		1,193		10
Crown Holdings, Inc.		17,672		1,956
Diversey Holdings Ltd. (a)		10,159		135
Eagle Materials, Inc.		5,031		838
Ecovyst, Inc.		8,176		84
Ferro Corp. (a)		10,352		226
Flotek Industries, Inc. (a) (b)		10,541		12
Forterra, Inc. (a)		4,677		111
Friedman Industries, Inc.		1,006		9
FutureFuel Corp.		3,248		25
Gatos Silver, Inc. (a) (b)		7,946		82
GCP Applied Technologies, Inc. (a)		7,806		247
Glatfelter Corp.		5,506		95
Gold Resource Corp.		10,199		16
Golden Minerals Co. (a) (b)		18,236		6
Graphic Packaging Holding Co.		42,432		827
Greif, Inc. Class A		2,357		142
Greif, Inc. Class B		609		36
H.B. Fuller Co.		6,118		496
Hawkins, Inc.		2,305		91
Haynes International, Inc.		1,189		48
Hecla Mining Co.		72,802		380
Huntsman Corp.		30,131		1,051
Ingevity Corp. (a)		5,146		369
Innospec, Inc.		3,086		279

See notes to financial statements.

66

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December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Intrepid Potash, Inc. (a)		1,292	$	55
Kaiser Aluminum Corp.		1,848		174
Koppers Holdings, Inc. (a)		2,635		82
Kraton Corp. (a)		4,023		186
Kronos Bio, Inc. (a)		6,558		89
Kronos Worldwide, Inc.		3,194		48
Livent Corp. (a)		20,214		493
Louisiana-Pacific Corp.		11,649		913
LSB Industries, Inc. (a)		4,394		49
Marrone Bio Innovations, Inc. (a)		22,936		17
Materion Corp.		2,529		233
Mayville Engineering Co., Inc. (a)		1,785		27
Minerals Technologies, Inc.		4,022		294
MP Materials Corp. (a) (b)		21,461		975
Myers Industries, Inc.		4,007		80
Nanophase Technologies Corp. (a)		2,765		12
Neenah, Inc.		1,903		88
NewMarket Corp.		900		308
Northern Technologies International Corp.		1,164		18
O-I Glass, Inc. (a)		16,427		198
Olin Corp.		19,011		1,094
Olympic Steel, Inc.		1,210		28
Origin Materials, Inc. (a)		16,439		106
Pactiv Evergreen, Inc.		6,189		78
Paramount Gold Nevada Corp. (a)		4,776		3
Pegasystems, Inc.		5,348		598
Quaker Chemical Corp.		1,512		349
Ramaco Resources, Inc. (a)		1,798		24
Rare Element Resources Ltd. (a)		8,012		10
Rayonier Advanced Materials, Inc. (a)		7,975		46
Reliance Steel & Aluminum Co.		8,387		1,361
Royal Gold, Inc.		7,640		804
RPM International, Inc.		14,531		1,467
Ryerson Holding Corp.		2,514		65
Schnitzer Steel Industries, Inc.		3,301		171
Schweitzer-Mauduit International, Inc.		3,479		104
Sensient Technologies Corp.		4,403		441
Silgan Holdings, Inc.		11,404		489
Solitario Zinc Corp. (a)		8,393		4
Sonoco Products Co.		13,016		753
Southern Copper Corp.		12,371		763
Steel Dynamics, Inc.		26,560		1,650
Stepan Co.		2,512		312
Summit Materials, Inc. Class A (a)		13,971		561
SunCoke Energy, Inc.		10,273		68
Sylvamo Corp. (a)		5,262		147
Synalloy Corp. (a)		1,255		21
The Chemours Co.		19,676		660
The Scotts Miracle-Gro Co.		4,736		762
TimkenSteel Corp. (a)		5,176		85

See notes to financial statements.

67

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December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Trecora Resources (a)		3,195	$	26
Tredegar Corp.		3,387		40
U.S. Antimony Corp. (a)		14,357		7
U.S. Gold Corp. (a)		981		9
UFP Technologies, Inc. (a)		877		62
United States Lime & Minerals, Inc.		265		34
United States Steel Corp.		36,165		861
Universal Stainless & Alloy Products, Inc. (a)		1,196		9
Valhi, Inc.		371		11
Valvoline, Inc.		22,262		830
Verso Corp. Class A		3,384		91
Vista Gold Corp. (a)		16,366		12
Warrior Met Coal, Inc.		6,508		167
Westlake Chemical Corp.		5,022		488
Worthington Industries, Inc.		4,266		233
Zymergen, Inc. (a)		7,449		50
				38,813
Real Estate (8.5%):
Acadia Realty Trust		12,868		281
Agree Realty Corp.		7,818		558
Alexander & Baldwin, Inc.		8,864		222
Alexander's, Inc.		396		103
Alpine Income Property Trust, Inc.		1,332		27
Alset Ehome International, Inc. (a)		6,584		4
American Assets Trust, Inc.		8,797		330
American Campus Communities, Inc.		20,244		1,160
American Finance Trust, Inc.		7,726		71
American Homes 4 Rent Class A		42,725		1,863
American Realty Investors, Inc. (a)		213		3
Americold Realty Trust		36,090		1,183
Apartment Income REIT Corp.		22,837		1,248
Apartment Investment and Mgmt Co. (a)		19,710		152
Apple Hospitality REIT, Inc.		33,218		536
Armada Hoffler Properties, Inc.		7,516		114
Ashford Hospitality Trust, Inc. (a) (b)		4,926		47
Bluerock Residential Growth REIT, Inc.		3,593		95
Braemar Hotels & Resorts, Inc. (a) (b)		8,633		44
Brandywine Realty Trust		24,894		334
Brixmor Property Group, Inc.		43,202		1,098
Broadstone Net Lease, Inc.		4,928		122
BRT Apartments Corp.		2,229		53
Camden Property Trust		14,868		2,657
CareTrust REIT, Inc.		11,857		271
CatchMark Timber Trust, Inc. Class A		6,188		54
CBL & Associates Properties, Inc. (a) (j)		2,793		87
Cedar Realty Trust, Inc.		1,988		50
Centerspace		2,079		231
Chatham Lodging Trust (a)		7,095		97
CIM Commercial Trust Corp.		2,279		17
Clipper Realty, Inc.		2,104		21

See notes to financial statements.

68

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December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Community Healthcare Trust, Inc.		3,126	$	148
Compass, Inc. Class A (a)		3,676		33
CoreCivic, Inc. (a)		12,424		124
CorEnergy Infrastructure Trust, Inc. (b)		2,012		6
CorePoint Lodging, Inc. (a)		7,312		115
Corporate Office Properties Trust		16,340		457
Cousins Properties, Inc.		21,629		871
CTO Realty Growth, Inc.		817		50
CubeSmart		29,920		1,703
CyrusOne, Inc.		18,590		1,668
DiamondRock Hospitality Co. (a)		30,639		294
DigitalBridge Group, Inc. (a)		66,846		557
Diversified Healthcare Trust		34,766		107
Doma Holdings, Inc. (a)		18,301		93
Douglas Elliman, Inc. (a)		7,839		90
Douglas Emmett, Inc.		25,528		855
Easterly Government Properties, Inc.		12,531		287
EastGroup Properties, Inc.		5,920		1,349
Empire State Realty Trust, Inc.		15,540		138
EPR Properties		8,924		424
Equity Commonwealth (a)		17,589		456
Equity LifeStyle Properties, Inc.		26,742		2,344
Essential Properties Realty Trust, Inc.		17,686		510
eXp World Holdings, Inc.		11,161		376
Farmland Partners, Inc.		5,769		69
Fathom Holdings, Inc. (a)		1,037		21
First Industrial Realty Trust, Inc.		18,955		1,255
Forestar Group, Inc. (a)		2,670		58
Four Corners Property Trust, Inc.		8,665		255
Franklin Street Properties Corp.		14,445		86
FRP Holdings, Inc. (a)		823		48
Gaming and Leisure Properties, Inc.		29,125		1,417
Getty Realty Corp.		5,277		169
Gladstone Commercial Corp.		5,097		131
Gladstone Land Corp.		4,380		148
Global Medical REIT, Inc.		8,220		146
Global Net Lease, Inc.		15,071		230
Healthcare Realty Trust, Inc.		21,463		679
Healthcare Trust of America, Inc. Class A		32,125		1,073
Hersha Hospitality Trust (a)		5,721		52
Highwoods Properties, Inc.		15,185		677
Hudson Pacific Properties, Inc.		20,407		504
Independence Realty Trust, Inc.		12,845		332
Indus Realty Trust, Inc.		1,245		101
Industrial Logistics Properties Trust		9,515		238
Innovative Industrial Properties, Inc.		3,483		916
Invitation Homes, Inc.		86,810		3,937
iStar, Inc. (b)		6,873		178
JBG SMITH Properties		17,173		493
Jones Lang LaSalle, Inc. (a)		6,389		1,720

See notes to financial statements.

69

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December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Kennedy-Wilson Holdings, Inc.		18,438	$	440
Kilroy Realty Corp.		14,571		968
Kite Realty Group Trust		31,859		694
Lamar Advertising Co. Class A		8,690		1,054
Life Storage, Inc.		11,933		1,828
LTC Properties, Inc.		4,812		164
LXP Industrial Trust		28,388		443
Mack-Cali Realty Corp. (a)		12,305		226
Marcus & Millichap, Inc. (a)		3,636		187
Medical Properties Trust, Inc.		78,067		1,845
Monmouth Real Estate Investment Corp.		14,306		301
National Health Investors, Inc.		6,671		383
National Retail Properties, Inc.		23,248		1,118
National Storage Affiliates Trust		12,958		897
NETSTREIT Corp.		5,419		124
New York City REIT, Inc. Class A		464		5
Newmark Group, Inc. Class A		21,920		410
NexPoint Residential Trust, Inc.		3,418		287
Offerpad Solutions, Inc. (a)		13,522		87
Office Properties Income Trust		7,045		175
Omega Healthcare Investors, Inc.		34,764		1,029
One Liberty Properties, Inc.		2,587		91
Opendoor Technologies, Inc. (a)		58,815		859
Orion Office REIT, Inc. (a)		7,744		145
Outfront Media, Inc.		19,700		528
Paramount Group, Inc.		25,162		210
Park Hotels & Resorts, Inc. (a)		29,584		559
Pebblebrook Hotel Trust		19,112		428
Pennsylvania Real Estate Invesment Trust (a) (j)		10,734		11
Phillips Edison & Co., Inc.		2,471		82
Physicians Realty Trust		28,199		531
Piedmont Office Realty Trust, Inc. Class A		18,059		332
Plymouth Industrial REIT, Inc.		3,877		124
Postal Realty Trust, Inc. Class A		2,378		47
PotlatchDeltic Corp.		8,689		523
Power REIT (a)		247		17
Preferred Apartment Communities, Inc. Class A		7,240		131
Presidio Property Trust, Inc. Class A		1,555		6
PS Business Parks, Inc.		2,968		547
Rafael Holdings, Inc. Class B (a)		1,895		10
Rayonier, Inc.		14,161		572
RE/MAX Holdings, Inc.		1,943		59
Redfin Corp. (a) (b)		15,345		589
Retail Opportunity Investments Corp.		17,664		346
Retail Value, Inc.		2,366		15
Rexford Industrial Realty, Inc.		20,716		1,680
RLJ Lodging Trust		24,232		338
RPT Realty		12,262		164
Ryman Hospitality Properties, Inc. (a)		8,012		737
Sabra Health Care REIT, Inc.		33,266		450

See notes to financial statements.

70

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December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Safehold, Inc.		2,306	$	184
Saul Centers, Inc.		1,931		102
Seritage Growth Properties Class A (a)		3,175		42
Service Properties Trust		24,016		211
SITE Centers Corp.		27,960		443
SL Green Realty Corp.		10,096		724
Sotherly Hotels, Inc. (a)		2,238		5
Spirit Realty Capital, Inc.		16,325		787
STAG Industrial, Inc.		25,460		1,221
STORE Capital Corp.		30,940		1,064
Summit Hotel Properties, Inc. (a)		15,486		151
Sun Communities, Inc.		16,871		3,542
Sunstone Hotel Investors, Inc. (a)		31,907		374
Tanger Factory Outlet Centers, Inc.		15,127		292
Tejon Ranch Co. (a)		3,644		70
Terreno Realty Corp.		10,342		882
The GEO Group, Inc. (b)		17,825		138
The Howard Hughes Corp. (a)		7,540		767
The InterGroup Corp. (a)		116		6
The Macerich Co.		30,990		536
The RMR Group, Inc. Class A		1,054		37
The St. Joe Co.		3,085		161
UMH Properties, Inc.		6,703		183
Uniti Group, Inc.		29,533		414
Universal Health Realty Income Trust		1,906		113
Urban Edge Properties		17,040		324
Urstadt Biddle Properties, Inc.		401		8
Urstadt Biddle Properties, Inc. Class A		4,289		91
VICI Properties, Inc. (b)		91,490		2,755
Washington Real Estate Investment Trust		12,312		318
Whitestone REIT		6,145		62
WP Carey, Inc.		27,100		2,224
Xenia Hotels & Resorts, Inc. (a)		13,956		253
				82,401
Utilities (2.1%):
ALLETE, Inc.		6,809		452
American States Water Co.		4,623		478
Artesian Resources Corp. Class A		1,232		57
Avangrid, Inc. (b)		10,140		506
Avista Corp.		7,927		337
Black Hills Corp.		8,172		577
Cadiz, Inc. (a)		4,319		17
California Water Service Group		6,583		473
Chesapeake Utilities Corp.		1,846		269
Clearway Energy, Inc. Class A		5,034		169
Clearway Energy, Inc. Class C		11,921		430
Essential Utilities, Inc.		31,251		1,677
Genie Energy Ltd. Class B (a)		3,119		17
Global Water Resources, Inc.		1,616		28
Hawaiian Electric Industries, Inc.		14,630		607

See notes to financial statements.

71

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December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
IDACORP, Inc.		6,101	$	691
MDU Resources Group, Inc.		27,214		839
MGE Energy, Inc.		4,631		381
Middlesex Water Co.		1,936		233
National Fuel Gas Co.		11,542		738
New Jersey Resources Corp.		12,284		504
Northwest Natural Holding Co.		3,800		185
NorthWestern Corp.		6,478		370
OGE Energy Corp.		26,208		1,006
ONE Gas, Inc.		6,472		502
Ormat Technologies, Inc. (b)		5,623		445
Otter Tail Corp. (c)		5,682		406
PG&E Corp. (a)		179,057		2,174
PNM Resources, Inc.		11,238		513
Portland General Electric Co. (c)		11,966		633
Pure Cycle Corp. (a)		3,272		48
RGC Resources, Inc.		1,074		25
SJW Group		2,649		194
South Jersey Industries, Inc.		14,069		367
Southwest Gas Holdings, Inc.		6,590		462
Spire, Inc.		6,769		441
Sunnova Energy International, Inc. (a)		11,269		315
The York Water Co.		1,774		88
UGI Corp.		27,697		1,273
Unitil Corp. (c)		1,976		91
Via Renewables, Inc. (b)		1,139		13
Vistra Corp.		66,696		1,518
				20,549
Total Common Stocks (Cost $504,631)				962,123
Preferred Stocks (0.0%) (g)
Communication Services (0.0%):
SRAX, Inc. (a) (d) (f)		3,374		—	(e)
Total Preferred Stocks (Cost $—) (e)				—	(e)
Rights (0.0%) (g)
Consumer Discretionary (0.0%):
Zagg, Inc. (a) (d) (f)		4,570		—	(e)
Financials (0.0%):
Sirius International (a) (f) (h)		762		6
Health Care (0.0%):
Achillion Pharmaceuticals (a) (d) (f)		22,837		5
Alder Biopharmaceuticals, Inc. (a) (d) (f)		13,300		13
Chinook Therapeutics (a) (d) (f)		1,625		—
Elanco Animal Health, Inc. (a) (d) (f)		8,052		—
Flexion Therapeutics, Inc. (a) (b) (d) (f)		6,526		4
F-Star Therapeutics (a) (d) (f)		1,298		—
Miragen Therapeutics, Inc. (a) (d) (f)		7,890		—

See notes to financial statements.

72

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December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares or Principal Amount		Value
Ocuphire Pharma (a) (d) (f)		168	$	—	(e)
Oncternal Therapeutics, Inc. (a) (d) (f)		254		—
Palisade Bio, Inc. (a) (d) (f)		2,758		—	(e)
Pfenex, Inc. (a) (d) (f)		3,380		—
Prevail Therapeutics, Inc. (a) (d) (f)		4,938		2
Progenics Pharmaceuticals, Inc. (a) (d) (f)		10,103		2
Qualigen Therapeutics, Inc. (a) (d) (f)		7,487		—
Restorbio, Inc. (a) (d) (f)		547		—
Seelos Therapeutics, Inc. (a) (d) (f)		41		—
Tetraphase Pharmaceutical (a) (d) (f)		1,178		—	(e)
Unum Therapeutics, Inc. (a) (d) (f)		2,673		—
Xeris Biopharma Holdings, Inc. (a) (d) (f)		8,140		2
				28
Total Rights (Cost $10)				34
Warrants (0.0%) (g)
Energy (0.0%):
FTS International, Inc. Class A (d) (f)		174		—
FTS International, Inc. Class A (d) (f)		69		—
				—
Health Care (0.0%):
Galectin Therapeutics, Inc. Class B (d) (f)		7,552		—
Total Warrants (Cost $—)				—
Corporate Bonds (0.0%) (g)
Financials (0.0%):
GAMCO Investors, Inc., 4.00%, 6/15/23, Callable 2/7/22 @ 100	$	3		3
Total Corporate Bonds (Cost $3)				3
Mutual Funds (0.0%) (g)
180 Degree Capital Corp. (a)		1,344		10
OFS Credit Co., Inc.		792		10
Total Mutual Funds (Cost $19)				20
Collateral for Securities Loaned (5.0%)^
Fidelity Investments Money Market Government Portfolio, Institutional Shares, 0.01% (k)		8,745,965		8,746
Goldman Sachs Financial Square Government Fund, Institutional Shares, 0.03% (k)		18,392,325		18,392
HSBC U.S. Government Money Market Fund, I Shares, 0.03% (k)		21,598,564		21,599
Total Collateral for Securities Loaned (Cost $48,737)				48,737
Total Investments (Cost $553,400) — 104.2%				1,010,917
Liabilities in excess of other assets — (4.2)%				(41,012	)
NET ASSETS — 100.00%			$	969,905

See notes to financial statements.

73

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December 31, 2021

^  Purchased with cash collateral from securities on loan.

(a)  Non-income producing security.

(b)  All or a portion of this security is on loan.

(c)  All or a portion of this security has been segregated as collateral for derivative instruments.

(d)  Security was fair valued based upon procedures approved by the Board of Trustees and represents less than 0.005% of net assets as of December 31, 2021. This security is classified as Level 3 within the fair value hierarchy. (See Note 2 in the Notes to Financial Statements)

(e)  Rounds to less than $1 thousand.

(f)  The Fund's Adviser has deemed this security to be illiquid based upon procedures approved by the Board of Trustees. At December 31, 2021, illiquid securities were less than 0.05% of the Fund's net assets.

(g)  Amount represents less than 0.05% of net assets.

(h)  Security was fair valued based upon procedures approved by the Board of Trustees and represents 0.0% of net assets as of December 31, 2021. (See Note 2 in the Notes to Financial Statements)

(i)  Affiliated security (See Note 8 in the Notes to Financial Statements).

(j)  Issuer filed for bankruptcy.

(k)  Rate disclosed is the daily yield on December 31, 2021.

PLC — Public Limited Company

REIT — Real Estate Investment Trust

Futures Contracts Purchased
(Amounts not in thousands)
	Number of Contracts		Expiration Date	Notional Amount		Value		Unrealized Appreciation/ (Depreciation)
E-Mini Russell 2000 Index Futures		66	3/18/22	$	6,979,594	$	7,401,240	$	421,646
Total unrealized appreciation								$	421,646
Total unrealized depreciation									—
Total net unrealized appreciation (depreciation)								$	421,646

See notes to financial statements.

74

USAA Mutual Funds Trust Statement of Assets and Liabilities
December 31, 2021

(Amounts in Thousands, Except Per Share Amounts)  

	USAA Extended Market Index Fund
Assets:
Affiliated investments, at value (Cost $38)	$	65
Unaffiliated investments, at value (Cost $553,362)		1,010,852	(a)
Cash		4,826
Deposit with broker for futures contracts		2,604
Receivables:
Interest and dividends		947
Capital shares issued		1,109
Investments sold		69
Prepaid expenses		11
Total Assets		1,020,483
Liabilities:
Payables:
Collateral received on loaned securities		48,737
Investments purchased		1
Capital shares redeemed		1,495
Variation margin on open futures contracts		14
Accrued expenses and other payables:
Investment advisory fees		82
Administration fees		122
Custodian fees		7
Transfer agent fees		48
Compliance fees		1
Trustees' fees		—	(b)
Other accrued expenses		71
Total Liabilities		50,578
Net Assets:
Capital		504,929
Total accumulated earnings/(loss)		464,976
Net Assets	$	969,905
Shares (unlimited number of shares authorized with no par value):		39,194
Net asset value, offering and redemption price per share: (c)	$	24.75

(a)  Includes $46,168 of securities on loan.

(b)  Rounds to less than $1 thousand.

(c)  Per share amount may not recalculate due to rounding of net assets and/or shares outstanding.

See notes to financial statements.

75

USAA Mutual Funds Trust Statement of Operations
For the Year Ended December 31, 2021

(Amounts in Thousands)  

	USAA Extended Market Index Fund
Investment Income:
Dividends from unaffiliated investments	$	10,032
Dividends from affiliated investments		1
Interest from unaffiliated investments		2
Securities lending (net of fees)		1,036
Foreign tax withholding		(5	)
Total Income		11,066
Expenses:
Investment advisory fees		994
Administration fees		1,492
Sub-Administration fees		28
Custodian fees		43
Transfer agent fees		561
Trustees' fees		48
Compliance fees		6
Legal and audit fees		42
State registration and filing fees		35
Interfund lending fees		—	(a)
Other expenses		141
Total Expenses		3,390
Net Investment Income (Loss)		7,676
Realized/Unrealized Gains (Losses) from Investments:
Net realized gains (losses) from unaffiliated investment securities		83,079
Net realized gains (losses) from affiliated investment securities		2
Net realized gains (losses) from futures contracts		1,350
Net change in unrealized appreciation/depreciation on unaffiliated investment securities		47,222
Net change in unrealized appreciation/depreciation on affiliated investment securities		20
Net change in unrealized appreciation/depreciation on futures contracts		238
Net realized/unrealized gains (losses) on investments		131,911
Change in net assets resulting from operations	$	139,587

(a)  Rounds to less than $1 thousand.

See notes to financial statements.

76

USAA Mutual Funds Trust Statements of Changes in Net Assets

(Amounts in Thousands)  

	USAA Extended Market Index Fund
	Year Ended December 31, 2021			Year Ended December 31, 2020
From Investments:
Operations:
Net investment income (loss)	$	7,676		$	6,623
Net realized gains (losses) from investments		84,431			90,139
Net change in unrealized appreciation/depreciation on investments		47,480			114,710
Change in net assets resulting from operations		139,587			211,472
Change in net assets resulting from distributions to shareholders		(150,843	)		(29,487	)
Change in net assets resulting from capital transactions		75,050			(64,538	)
Change in net assets		63,794			117,447
Net Assets:
Beginning of period		906,111			788,664
End of period	$	969,905		$	906,111
Capital Transactions:
Proceeds from shares issued	$	86,369		$	53,107
Distributions reinvested		146,754			28,637
Cost of shares redeemed		(158,073	)		(146,282	)
Change in net assets resulting from capital transactions	$	75,050		$	(64,538	)
Share Transactions:
Issued		3,073			2,819
Reinvested		6,095			1,132
Redeemed		(5,646	)		(7,699	)
Change in Shares		3,522			(3,748	)

See notes to financial statements.

77

USAA Mutual Funds Trust Financial Highlights

For a Share Outstanding Throughout Each Period

			Investment Activities									Distributions to Shareholders From
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)			Net Realized and Unrealized Gains (Losses) on Investments			Total from Investment Activities			Net Investment Income			Net Realized Gains From Investments
USAA Extended Market Index Fund
Year Ended December 31:
2021	$	25.40		0.22	(a)		3.58			3.80			(0.23	)		(4.22	)
2020	$	20.01		0.18	(a)		6.05			6.23			(0.21	)		(0.63	)
2019	$	16.14		0.20	(a)		4.31			4.51			(0.26	)		(0.38	)
2018	$	18.98		0.17			(1.96	)		(1.79	)		(0.17	)		(0.88	)
2017	$	17.34		0.18			2.88			3.06			(0.18	)		(1.24	)

*  Assumes reinvestment of all net investment income and realized capital gain distributions, if any, during the period. Includes adjustments in accordance with U.S. Generally Accepted Accounting Principles and could differ from the Lipper reported return.

^  The net expense ratio may not correlate to the applicable expense limits in place during the period since the current contractual expense limitation is applied for a period beginning July 1, 2019, and in effect through June 30, 2023, instead of coinciding with the Fund's fiscal year end. Details of the current contractual expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

(a)  Per share net investment income (loss) has been calculated using the average daily shares method.

(b)  Prior to February 24, 2018, the Fund was a feeder fund in a master-feeder structure investing in Master Extended Market Index Series ("the Series") before converting to a stand-alone fund. Expenses include expenses allocated to the Fund by the Series prior to the conversion.

(c)  Reflects the period of February 24, 2018 to December 31, 2018, after the Fund converted to a stand-alone fund.

(d)  Represents the portfolio turnover of the Master Extended Market Index Series.

See notes to financial statements.

78

USAA Mutual Funds Trust Financial Highlights —continued

For a Share Outstanding Throughout Each Period

									Ratios to Average Net Assets									Supplemental Data
	Total Distributions			Net Asset Value, End of Period		Total Return*			Net Expenses^			Net Investment Income (Loss)			Gross Expenses			Net Assets, End of Period (000's)		Portfolio Turnover
USAA Extended Market Index Fund
Year Ended December 31:
2021		(4.45	)	$	24.75		15.61	%		0.34	%		0.77	%		0.34	%	$	969,905		24	%
2020		(0.84	)	$	25.40		31.20	%		0.38	%		0.91	%		0.38	%	$	906,111		31	%
2019		(0.64	)	$	20.01		27.94	%		0.41	%		1.06	%		0.41	%	$	788,664		24	%
2018		(1.05	)	$	16.14		(9.70	)%		0.43	%(b)		0.90	%(b)		0.43	%(b)	$	656,406		12	%(c)
2017		(1.42	)	$	18.98		17.72	%		0.44	%		0.93	%		0.44	%	$	765,211		11	%(d)

See notes to financial statements.

79

USAA Mutual Funds Trust Notes to Financial Statements
December 31, 2021

1. Organization:

USAA Mutual Funds Trust (the "Trust") is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end investment company. The Trust is comprised of 46 funds and is authorized to issue an unlimited number of shares, which are units of beneficial interest with no par value.

The accompanying financial statements are those of the USAA Extended Market Index Fund (the "Fund"). The Fund is classified as diversified under the 1940 Act.

Under the Trust's organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide for general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies:

The following is a summary of significant accounting policies followed by the Trust in the preparation of its financial statements. The policies are in conformity with U.S. Generally Accepted Accounting Principles ("GAAP"). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates. The Fund follows the specialized accounting and reporting requirements under GAAP that are applicable to investment companies under Accounting Standards Codification Topic 946.

Investment Valuation:

The Fund records investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The valuation techniques described below maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund's investments are summarized in the three broad levels listed below:

• Level 1 — quoted prices in active markets for identical securities

• Level 2 — other significant observable inputs (including quoted prices for similar securities or interest rates applicable to those securities, etc.)

• Level 3 — significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The inputs or methodologies used for valuation techniques are not necessarily an indication of the risks associated with entering into those investments.

Victory Capital Management Inc. ("VCM" or the "Adviser") has established the Pricing and Liquidity Committee (the "Committee"), and subject to the Trust's Board of Trustees' (the "Board") oversight, the Committee administers and oversees the Fund's valuation policies and procedures, which are approved by the Board.

Portfolio securities listed or traded on securities exchanges, including exchange-traded funds ("ETFs") and Rights, are valued at the closing price on the exchange or system where the security is principally traded, if available, or at the Nasdaq Official Closing Price. If there have been no sales for that day on the exchange or system, then a security is valued at the last available bid quotation on the exchange or system where the security is principally traded. In each of these situations, valuations are typically categorized as Level 1 in the fair value hierarchy.

80

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Investments in open-end investment companies are valued at their net asset value ("NAV"). These valuations are typically categorized as Level 1 in the fair value hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or an exchange on which they are traded. These valuations are typically categorized as Level 1 in the fair value hierarchy.

In the event that price quotations or valuations are not readily available, investments are valued at fair value in accordance with procedures established by and under the general supervision and responsibility of the Board. These valuations are typically categorized as Level 2 or Level 3 in the fair value hierarchy, based on the observability of inputs used to determine the fair value. The effect of fair value pricing is that securities may not be priced on the basis of quotations from the primary market in which they are traded, and the actual price realized from the sale of a security may differ materially from the fair value price. Valuing these securities at fair value is intended to cause the Fund's NAV to be more reliable than it otherwise would be.

In accordance with procedures adopted by the Board, fair value pricing may be used if events materially affecting the value of foreign securities occur between the time the exchange on which they are traded closes and the time the Fund's NAV is calculated. The Fund uses a systematic valuation model, provided daily by an independent third party to fair value its international equity securities. The valuations are categorized as Level 2 in the fair value hierarchy.

A summary of the valuations as of December 31, 2021, based upon the three levels defined above, is included in the table below while the breakdown, by category, of investments is disclosed on the Schedule of Portfolio Investments (amounts in thousands):

	Level 1		Level 2		Level 3			Total
Common Stocks	$	962,079	$	—	$	44		$	962,123
Rights		—		6		28			34
Warrants		—		—		—	(a)		—	(a)
Corporate Bonds		—		3		—			3
Mutual Funds		20		—		—			20
Collateral for Securities Loaned		48,737		—		—			48,737
Total	$	1,010,836	$	9	$	72		$	1,010,917
Other Financial Investments^
Assets:
Futures Contracts	$	422	$	—	$	—		$	422
Total	$	422	$	—	$	—		$	422

^  Futures contracts are valued at the unrealized appreciation (depreciation) on the investment.

(a)  Zero market value security.

As of December 31, 2021, there were no significant Level 3 holdings in the fair value hierarchy.

For the year ended December 31, 2021, there were no transfers in or out of Level 3 in the fair value hierarchy.

Real Estate Investment Trusts ("REITs"):

The Fund may invest in REITs, which report information on the source of their distributions annually. REITs are pooled investment vehicles that invest primarily in income producing real estate or real estate related loans or interests (such as mortgages). Certain distributions received from REITs during the year are recorded as realized gains or return of capital as estimated by the Fund or when such information becomes known.

81

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Investment Companies:

Open-End Funds:

The Fund may invest in portfolios of open-end investment companies. These investment companies value securities in their portfolios for which market quotations are readily available at their market values (generally the last reported sale price) and all other securities and assets at their fair value by the methods established by the board of directors of the underlying funds.

Derivative Instruments:

Futures Contracts:

The Fund may enter into contracts for the future delivery of securities or foreign currencies and futures contracts based on a specific security, class of securities, foreign currency or an index, and purchase or sell options on any such futures contracts. A futures contract on a securities index is an agreement obligating either party to pay, and entitling the other party to receive, while the contract is outstanding, cash payments based on the level of a specified securities index. No physical delivery of the underlying asset is made. The Fund may enter into futures contracts in an effort to hedge against market risks. The acquisition of put and call options on futures contracts will give the Fund the right (but not the obligation), for a specified price, to sell or to purchase the underlying futures contract, upon exercise of the option, at any time during the option period. Futures transactions involve brokerage costs and require the Fund to segregate assets to cover contracts that would require it to purchase securities or currencies. A good faith margin deposit, known as initial margin, of cash or government securities with a broker or custodian is required to initiate and maintain open positions in futures contracts. Subsequent payments, known as variation margin, are made or received by the Fund based on the change in the market value of the position and are recorded as unrealized appreciation or depreciation until the contract is closed out, at which time the gain or loss is realized. The Fund may lose the expected benefit of futures transactions if interest rates, exchange rates or securities prices change in an unanticipated manner. Such unanticipated changes may also result in lower overall performance than if the Fund had not entered into any futures transactions. In addition, the value of the Fund's futures positions may not prove to be perfectly or even highly correlated with the value of its portfolio securities or foreign currencies, limiting the Fund's ability to hedge effectively against interest rate, exchange rate and/or market risk and giving rise to additional risks. There is no assurance of liquidity in the secondary market for purposes of closing out futures positions.

The collateral held by the Fund is reflected on the Statement of Assets and Liabilities under Deposit with broker for futures contracts.

Management has determined that no offsetting requirements exist as a result of their conclusion that the Fund is not subject to master netting agreements for futures contracts. During the year ended December 31, 2021, the Fund entered into futures contracts primarily for the strategy of hedging or other purposes, including but not limited to, providing liquidity and equitizing cash.

Summary of Derivative Instruments:

The following table summarizes the fair values of derivative instruments on the Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2021 (amounts in thousands):

	Asset
	Variation Margin Receivable on Open Futures Contracts*
Equity Risk Exposure	$	422

*  Includes cumulative unrealized appreciation (depreciation) of futures contracts as reported on the Schedule of Portfolio Investments. Only current day's variation margin for futures contracts is reported within the Statement of Assets and Liabilities.

82

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

The following table presents the effect of derivative instruments on the Statement of Operations, categorized by risk exposure, for the year ended December 31, 2021 (amounts in thousands):

	Net Realized Gains (Losses) on Derivatives Recognized as a Result from Operations		Net Change in Unrealized Appreciation/Depreciation on Derivatives Recognized as a Result of Operations
	Net Realized Gains (Losses) from Futures Contracts		Net Change in Unrealized Appreciation/Depreciation on Futures Contracts
Equity Risk Exposure	$	1,350	$	238

All open derivative positions at year end are reflected on the Fund's Schedule of Portfolio Investments. The underlying face value of open derivative positions relative to the Fund's net assets at year end is generally representative of the notional amount of open positions to net assets throughout the year.

Investment Transactions and Related Income:

Changes in holdings of investments are accounted for no later than one business day following the trade date. For financial reporting purposes, however, investment transactions are accounted for on trade date or the last business day of the reporting period. Interest income is determined on the basis of coupon interest accrued using the effective interest method which adjusts, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date. Gains or losses realized on sales of securities are recorded on the identified cost basis.

Securities Lending:

The Fund, through a Securities Lending Agreement with Citibank, N.A. ("Citibank"), may lend its securities to qualified financial institutions, such as certain broker-dealers and banks, to earn additional income, net of income retained by Citibank. Borrowers are required to initially secure their loans for collateral in the amount of at least 102% of the value of U.S. securities loaned or at least 105% of the value of non-U.S. securities loaned, marked-to-market daily. Any collateral shortfalls associated with increases in the valuation of the securities loaned are generally cured the next business day. The collateral can be received in the form of cash collateral and/or non-cash collateral. Non-cash collateral can include U.S. Government Securities and other securities as permitted by Securities and Exchange Commission ("SEC") guidelines. The cash collateral is invested in short-term instruments or cash equivalents, primarily open-end investment companies, as noted on the Fund's Schedule of Portfolio Investments. The Fund effectively does not have control of the non-cash collateral and therefore it is not disclosed on the Fund's Schedule of Portfolio Investments. Collateral requirements are determined daily based on the value of the Fund's securities on loan as of the end of the prior business day. During the time portfolio securities are on loan, the borrower will pay the Fund any dividends or interest paid on such securities plus any fee negotiated between the parties to the lending agreement. The Fund also earns a return from the collateral. The Fund pays Citibank various fees in connection with the investment of cash collateral and fees based on the investment income received from securities lending activities. Securities lending income (net of these fees) is disclosed on the Statement of Operations. Loans are terminable upon demand and the borrower must return the loaned securities within the lesser of one standard settlement period or five business days. Although risk is mitigated by the collateral, the Fund could experience a delay in recovering its securities and possible loss of income or value if the borrower fails to return them. In addition, there is a risk that the value of the short-term investments will be less than the amount of cash collateral required to be returned to the borrower.

The Fund's agreement with Citibank does not include master netting provisions. Non-cash collateral received by the Fund may not be sold or repledged except to satisfy borrower default.

The following table (amounts in thousands) is a summary of the Fund's securities lending transactions as of December 31, 2021.

Value of Securities on Loan		Non-Cash Collateral		Cash Collateral
$	46,168	$	—	$	48,737

83

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Foreign Taxes:

The Fund may be subject to foreign taxes related to foreign income received (a portion of which may be reclaimable), capital gains on the sale of securities, and certain foreign currency transactions. All foreign taxes are recorded in accordance with the applicable regulations and rates that exist in the foreign jurisdictions in which the Fund invests.

Federal Income Taxes:

It is the Fund's policy to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined in applicable sections of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provision for federal income taxes is required in the financial statements. The Fund has a tax year end of December 31.

For the year ended December 31, 2021, the Fund did not incur any income tax, interest, or penalties, and has recorded no liability for net unrecognized tax benefits relating to uncertain tax positions.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax years, which includes the current fiscal tax year end). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Allocations:

Expenses directly attributable to the Fund are charged to the Fund, while expenses that are attributable to more than one fund in the Trust, or jointly with an affiliated trust, are allocated among the respective funds in the Trust and/or an affiliated trust based upon net assets or another appropriate basis.

3. Purchases and Sales:

Purchases and sales of securities (excluding securities maturing less than one year from acquisition) for the year ended December 31, 2021, were as follows for the Fund (amounts in thousands):

Excluding U.S. Government Securities
Purchases		Sales
$	234,924	$	298,516

4. Fees and Transactions with Affiliates and Related Parties:

Investment Advisory Fees:

Investment advisory services are provided to the Fund by the Adviser, which is a New York corporation registered as an investment adviser with the SEC. The Adviser is an indirect wholly owned subsidiary of Victory Capital Holdings, Inc., a publicly traded Delaware corporation, and a wholly owned direct subsidiary of Victory Capital Operating, LLC.

Under the terms of the Investment Advisory Agreement, the Adviser is entitled to receive fees accrued daily and paid monthly at an annualized rate of 0.10% of the Fund's average daily net assets. Amounts incurred and paid to VCM for the year ended December 31, 2021, are reflected on the Statement of Operations as Investment advisory fees.

The Trust relies on an exemptive order granted to VCM and its affiliated funds by the SEC in March 2019 permitting the use of a "manager-of-managers" structure for certain funds. Under a manager-of-managers structure, the investment adviser may select (with approval of the Board and without shareholder approval) one or more subadvisers to manage the day-to-day investment of a fund's assets. For the year ended December 31, 2021, the Fund had no subadvisers.

84

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Administration and Servicing Fees:

VCM serves as the Fund's administrator and fund accountant. Under the Fund Administration, Servicing and Accounting Agreement, VCM is paid an administration and servicing fee that is accrued daily and paid monthly at an annualized rate of 0.15%, which is based on the average daily net assets of the Fund. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Administration fees.

Citi Fund Services Ohio, Inc. ("Citi"), an affiliate of Citibank, acts as sub-administrator and sub-fund accountant to the Fund pursuant to a Sub-Administration and Sub-Fund Accounting Services Agreement between VCM and Citi. VCM pays Citi a fee for providing these services. The Fund reimburses VCM and Citi for out-of-pocket expenses incurred in providing these services and certain other expenses specifically allocated to the Fund. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Sub-Administration fees.

The Fund (as part of the Trust) has entered into an agreement with the Adviser to provide compliance services, pursuant to which the Adviser furnishes its compliance personnel, including the services of the Chief Compliance Officer ("CCO"), and other resources reasonably necessary to provide the Trust with compliance oversight services related to the design, administration, and oversight of a compliance program for the Trust in accordance with Rule 38a-1 under the 1940 Act. The CCO is an employee of the Adviser, which pays the compensation of the CCO and support staff. The funds in the Trust, Victory Variable Insurance Funds, Victory Portfolios, and Victory Portfolios II (collectively, the "Victory Funds Complex") in the aggregate, compensate the Adviser for these services. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Compliance fees.

Transfer Agency Fees:

Victory Capital Transfer Agency, Inc. ("VCTA"), an affiliate of the Adviser, provides transfer agency services to the Fund. VCTA provides transfer agent services to the Fund based on an annual charge of $23 per shareholder account plus out-of-pocket expenses. VCTA pays a portion of these fees to certain intermediaries for the administration and servicing of accounts that are held with such intermediaries. Amounts incurred and paid to VCTA for the year ended December 31, 2021, are reflected on the Statement of Operations as Transfer agent fees.

FIS Investor Services LLC serves as sub-transfer agent and dividend disbursing agent for the Fund pursuant to a Sub-Transfer Agent Agreement between VCTA and FIS Investor Services LLC. VCTA provides FIS Investor Services LLC a fee for providing these services.

Distributor/Underwriting Services:

Victory Capital Services, Inc. (the "Distributor"), an affiliate of the Adviser, serves as Distributor for the continuous offering of the shares of the Fund pursuant to a Distribution Agreement between the Distributor and the Trust and receives no fee or other compensation for these services.

Other Fees:

Citibank serves as the Fund's custodian. The Fund pays Citibank a fee for providing these services. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Custodian fees.

K&L Gates LLP provides legal services to the Trust.

The Adviser has entered into an expense limitation agreement with the Fund until at least June 30, 2023. Under the terms of the agreement, the Adviser has agreed to waive fees or reimburse certain expenses to the extent that ordinary operating expenses incurred in any fiscal year exceed the expense limit for the Fund. Such excess amounts will be the liability of the Adviser. Acquired fund fees and expenses, interest, taxes, brokerage commissions, other expenditures, which are capitalized in accordance with GAAP, and other extraordinary expenses not incurred in the ordinary course of the

85

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Fund's business are excluded from the expense limit. As of December 31, 2021, the expense limit (excluding voluntary waivers) was 0.43%.

Under the terms of the expense limitation agreement, as amended May 1, 2021, the Fund has agreed to repay fees and expenses that were waived or reimbursed by the Adviser for a period of up to three years (thirty-six (36) months) after the waiver or reimbursement took place, subject to the lesser of any operating expense limits in effect at the time of: (a) the original waiver or expense reimbursement; or (b) the recoupment, after giving effect to the recoupment amount. Prior to May 1, 2021, the Fund was permitted to recoup fees waived and expenses reimbursed for up to three years after the fiscal year in which the waiver or reimbursement took place, subject to the limitations above. This change did not have any effect on the amounts previously reported for recoupment. As of December 31, 2021, there are no amounts to be repaid to the Adviser.

The Adviser may voluntarily waive or reimburse additional fees to assist the Fund in maintaining competitive expense ratios. Voluntary waivers and reimbursements applicable to the Fund are not available to be recouped at a future time. There were no voluntary waivers or reimbursements for the year ended December 31, 2021.

Certain officers and/or interested trustees of the Fund are also officers and/or employees of the Adviser, administrator, fund accountant, sub-administrator, sub-fund accountant, custodian, and Distributor.

5. Risks:

The Fund may be subject to other risks in addition to these identified risks.

Market Risk — Overall market risks may affect the value of the Fund. Domestic and international factors such as political events, war, trade disputes, interest rate levels and other fiscal and monetary policy changes, pandemics and other public health crises, and related geopolitical events, as well as environmental disasters such as earthquakes, fires, and floods, may add to instability in world economies and markets generally. The impact of these and other factors may be short-term or may last for extended periods.

Equity Risk — The value of the equity securities in which the Fund invests may decline in response to developments affecting individual companies and/or general economic conditions. A company's earnings or dividends may not increase as expected due to poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters, military confrontations, war, terrorism, public health crises, or other events, conditions, and factors. Price changes may be temporary or last for extended periods.

Small-Capitalization and Mid-Capitalization Stock Risk — The Fund invests in small- and mid-capitalization companies, which may be more vulnerable than larger companies to adverse business or economic conditions. Securities of small- and mid-capitalization companies may be less liquid and more volatile than securities of larger companies or the market in general and, therefore, may involve greater risk than investing in securities of larger companies.

Derivatives Risk — The Fund may invest in futures, options, and other types of derivatives. Risks associated with derivatives include the risk that the derivative is not well-correlated with the security, index, ETFs, or currency to which it relates; the risk that the use of derivatives may not have the intended effects and may result in losses, underperformance, or missed opportunities; the risk that the Fund will be unable to sell the derivative because of an illiquid secondary market; the risk that a counterparty is unwilling or unable to meet its obligation; the risk of interest rate movements; and the risk that the derivatives transaction could expose the Fund to the effects of leverage, which could increase the Fund's market exposure, magnify investment risks and losses, and cause losses to be realized more quickly. There is no guarantee that derivative techniques will be employed or that they will work as intended, and their use could lower returns or even result in losses to the Fund. In addition, proposed and current regulations may limit the Fund's ability to invest in derivatives.

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6. Borrowing and Interfund Lending:

Line of Credit:

The Victory Funds Complex participates in a short-term demand note "Line of Credit" agreement with Citibank. The Line of Credit agreement with Citibank was renewed on June 28, 2021, with a termination date of June 27, 2022. Under the agreement with Citibank, the Victory Funds Complex may borrow up to $600 million, of which $300 million is committed and $300 million is uncommitted. $40 million of the Line of Credit is reserved for use by the Victory Floating Rate Fund, another series of the Victory Funds Complex, with Victory Floating Rate Fund paying the related commitment fees for that amount. The purpose of the Line of Credit is to meet temporary or emergency cash needs. For the year ended December 31, 2021, Citibank received an annual commitment fee of 0.15% on $300 million for providing the Line of Credit. Each fund in the Victory Funds Complex pays a pro-rata portion of the commitment fees plus any interest (one-month London InterBank Offered Rate ("LIBOR") plus one percent, with LIBOR to be replaced by a different benchmark rate in accordance with the terms of the agreement) on amounts borrowed. Prior to June 28, 2021, the Victory Funds Complex paid an annual commitment fee of 0.15% and an upfront fee of 0.10%. Each fund in the Victory Funds Complex paid a pro-rata portion of the upfront fee. Interest charged to the Fund during the period, if applicable, is reflected on the Statement of Operations under Line of credit fees.

The Fund had no borrowings under the Line of Credit agreement during the year ended December 31, 2021.

Interfund Lending:

The Trust and the Adviser rely on an exemptive order granted by the SEC in March 2017 (the "Order"), permitting the establishment and operation of an Interfund Lending Facility (the "Facility"). The Facility allows the Fund to directly lend and borrow money to or from any other fund in the Victory Funds Complex that is permitted to participate in the Facility, relying upon the Order at rates beneficial to both the borrowing and lending funds. Advances under the Facility are allowed for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities, and are subject to each Fund's borrowing restrictions. The interfund loan rate is determined, as specified in the Order, by averaging the current repurchase agreement rate and the current bank loan rate. As a Borrower, interest charged to the Fund, if any, during the period, is reflected on the Statement of Operations under Interfund lending fees. As a Lender, interest earned by the Fund, if any, during the period, is reflected on the Statement of Operations under Interfund lending fees.

The average borrowing or lending for the days outstanding and average interest rate for the Fund during the year ended December 31, 2021, were as follows (amounts in thousands):

Borrower or Lender	Amount Outstanding at December 31, 2021		Average Borrowing*		Days Borrowing Outstanding		Average Interest Rate*			Maximum Borrowing During the Period
Borrower	$	—	$	5,271		3		0.59	%	$	5,271

*  For the year ended December 31, 2021, based on the number of days borrowings were outstanding.

7. Federal Income Tax Information:

The Fund intends to distribute any net investment income annually. Distributable net realized gains, if any, are declared and paid at least annually.

The amounts of dividends from net investment income and distributions from net realized gains (collectively, distributions to shareholders) are determined in accordance with federal income tax regulations, which may differ from GAAP. To the extent these "book/tax" differences are permanent in nature (e.g., net operating loss and distribution reclassification), such amounts are reclassified within

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the components of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales) do not require reclassification. To the extent dividends and distributions exceed net investment income and net realized gains for tax purposes, they are reported as distributions of capital. Net investment losses incurred by the Fund may be reclassified as an offset to capital on the accompanying Statement of Assets and Liabilities.

As of December 31, 2021, on the Statement of Assets and Liabilities, as a result of permanent book-to-tax differences, reclassification adjustments were as follows (amounts in thousands):

Total Accumulated Earnings/(Loss)			Capital
$	(3,215	)	$	3,215

The tax character of distributions paid during the tax years ended, as noted below, were as follows (total distributions paid may differ from the Statements of Changes in Net Assets because, for tax purposes, dividends are recognized when actually paid) (amounts in thousands):

Year Ended December 31, 2021								Year Ended December 31, 2020
Distributions paid from								Distributions paid from
Ordinary Income		Net Long-Term Capital Gains		Total Taxable Distributions		Total Distributions Paid		Ordinary Income		Net Long-Term Capital Gains		Total Taxable Distributions		Total Distributions Paid
$	13,860	$	136,983	$	150,843	$	150,843	$	7,194	$	22,293	$	29,487	$	29,487

As of December 31, 2021, the components of accumulated earnings (loss) on a tax basis were as follows (amounts in thousands):

Undistributed Long-Term Capital Gains		Accumulated Earnings		Unrealized Appreciation (Depreciation)*		Total Accumulated Earnings (Loss)
$	16,168	$	16,168	$	448,808	$	464,976

*  The difference between the book-basis and tax-basis unrealized appreciation (depreciation) is attributable primarily to tax deferral of losses on wash sales, passive foreign invesment companies, and REIT Adjustments.

As of December 31, 2021, the Fund had no capital loss carryforwards for federal income tax purposes.

As of December 31, 2021, the cost basis for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation, and net unrealized appreciation (depreciation) for investments were as follows (amounts in thousands):

Tax Cost		Tax Unrealized Appreciation		Tax Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
$	562,109	$	494,868	$	(46,060	)	$	448,808

8. Affiliated Securities:

An affiliated security is a security in which the Fund has ownership of at least 5% of the security's outstanding voting shares, an investment company managed by VCM, or an issuer under common control with a Fund or VCM. The Fund does not invest in affiliated securities for the purpose of exercising management or control. These securities are noted as affiliated on the Fund's Schedule of Portfolio

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Investments. Transactions in affiliated securities during the year ended December 31, 2021, were as follows (amounts in thousands):

	Fair Value 12/31/20		Purchases at Cost		Proceeds from Sales			Realized Gains (Losses)		Net Change in Unrealized Appreciation/ Depreciation		Fair Value 12/31/21		Dividend Income
Victory Capital Holdings Inc.	$	50	$	2	$	(9	)	$	2	$	20	$	65	$	1

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Trustees of USAA Extended Market Index Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of USAA Extended Market Index Fund (the "Fund") (one of the funds constituting USAA Mutual Funds Trust (the "Trust")), including the schedule of portfolio investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting USAA Mutual Funds Trust) at December 31, 2021, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Trust's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust's internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2021, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

    

We have served as the auditor of one or more Victory Capital investment companies since 1995.

San Antonio, Texas
February 24, 2022

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Trustee and Officer Information

Board of Trustees:

Overall responsibility for management of the Trust rests with the Board. The Trust is managed by the Board in accordance with the laws of the State of Delaware. There are currently nine Trustees, eight of whom are not "interested persons" of the Trust within the meaning of that term under the 1940 Act ("Independent Trustees") and one of whom is an "interested person" of the Trust within the meaning of that term under the 1940 Act ("Interested Trustee"). The Trustees, in turn, elect the officers of the Trust to actively supervise its day-to-day operations.

The following tables list the Trustees, their dates of birth, their positions with the Trust, their commencement of service, their principal occupations during the past five years, and any directorships of other investment companies or companies whose securities are registered under the Securities Exchange Act of 1934, as amended, or who file reports under that Act. Each Trustee's address is c/o Victory Portfolios, 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. Each Trustee has an indefinite term.

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee		Other Directorships Held During the Past Five Years
Independent Trustees.
Jefferson C. Boyce (September 1957)	Independent Chair	Trustee since September 2013, Independent Chair since January 2021	Retired.		46	Westhab, Inc., New York Theological Seminary
Robert L. Mason, Ph.D.* (July 1946)	Trustee	Trustee since January 1997 and Chairman from January 2012 to July 2019	Adjunct Professor in the Department of Management Science and Statistics in the College of Business at the University of Texas at San Antonio (2001-present).		46	None
Dawn M. Hawley (February 1954)	Trustee	Trustee since April 2014	Retired.		46	None

*  Effective at the close of business December 31, 2021, Robert L. Mason, Ph.D. retired from the Board of Trustees.

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Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee		Other Directorships Held During the Past Five Years
Daniel S. McNamara (June 1966)	Trustee	Trustee since January 2012	Trustee, President, and Vice Chairman of USAA ETF Trust (06/17-06/19); President of Financial Advice & Solutions Group (FASG), USAA (02/13-03/21); Director of USAA Asset Management Company (AMCO), (08/11-06/19); Chairman of Board of AMCO (04/13/-06/19); Director of USAA Investment Services Company (ISCO) (formerly USAA Investment Management Company) (09/09-03/21); Chairman of Board of ISCO (04/13-12/20); President and Director of USAA Shareholder Account Services (SAS) (10/09-06/19); Chairman of Board of SAS (04/13/-06/19); Senior Vice President of USAA Financial Planning Services Insurance Agency, Inc. (FPS) (04/11-03/21); Director and Vice Chairman of FPS (12/13-03/21); President and Director of USAA Investment Corporation (ICORP) (03/10-03/21); Chairman of Board of ICORP (12/13-03/21); Director of USAA Financial Advisors, Inc. (FAI) (12/13-03/21); Chairman of Board of FAI (03/15-03/21).		46	None
Paul L. McNamara (July 1948)	Trustee	Trustee since January 2012	Retired.		46	None

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Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee		Other Directorships Held During the Past Five Years
Richard Y. Newton, III (January 1956)	Trustee	Trustee since March 2017	Director, Elta North America (01/18-08/19), which is a global leader in the design, manufacture, and support of innovative electronic systems in the ground, maritime, airborne, and security domains for the nation's warfighters, security personnel, and first responders; Managing Partner, Pioneer Partnership Development Group (12/15-present).		46	PredaSAR Corp.
Barbara B. Ostdiek, Ph.D. (March 1964)	Trustee	Trustee since January 2008	Senior Associate Dean of Degree programs at Jesse H. Jones Graduate School of Business at Rice University (07/13-present); Associate Professor of Finance at Jesse H. Jones Graduate School of Business at Rice University (07/01-07/21); Professor of Finance at Jesse H. Jones Graduate School of Business at Rice University (07/21-present).		46	None
John C. Walters (February 1962)	Trustee	Trustee since July 2019	Retired.		46	Guardian Variable Products Trust (16 series), Lead Independent Director; Amerilife Holdings LLC, Director; Stadion Money Management; Director.

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Name and Date of Birth	Position(s) Held with Fund	Term of Office and Length of Time Served	Principal Occupation(s) Held During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Interested Trustee.
David C. Brown (May 1972)	Trustee	Trustee since July 2019	Chairman and Chief Executive Officer (2013-present), Victory Capital Management Inc.; Chief Executive Officer and Chairman (2013-present), Victory Capital Holdings, Inc.; Director, Victory Capital Services, Inc. (2013-present); Director, Victory Capital Transfer Agency, Inc. (2019-present).	46 portfolios within the Trust; 41 portfolios within the Victory Portfolios, 26 series within the Victory Portfolios II, and 8 series within the Victory Variable Insurance Funds	None

The Statement of Additional Information includes additional information about the Trustees of the Trust and is available, without charge, by calling 800-539-3863.

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Officers:

The officers of the Trust, their dates of birth, their commencement of service, and their principal occupations during the past five years, are detailed in the following table. Each officer serves until the earlier of his or her resignation, removal, retirement, death, or the election of a successor. The mailing address of each officer of the Trust is 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. The officers of the Trust receive no compensation directly from the Trust for performing the duties of their offices.

Name and Date of Birth Position with
the Trust Year
Commenced
Service Principal Occupation During Past 5 Years

Interested Officers.

Christopher K. Dyer, Born February 1962	President	2019	Director of Fund Administration, Victory Capital (since 2004); Chief Operating Officer, Victory Capital Services, Inc. (since 2020)
Scott A Stahorsky, Born July 1969	Vice President	2019	Manager, Fund Administration, Victory Capital (since 2015)
James K. De Vries, Born April 1969	Treasurer	2018	Executive Director, Victory Capital Management Inc. (since 2019); Treasurer, USAA ETF Trust (September 2018-June 2019); Executive Director, Investment and Financial Administration, USAA (April 2012-June 2019); Assistant Treasurer, USAA ETF Trust (June 2017-September 2018); Assistant Treasurer, USAA Mutual Funds Trust (December 2013-February 2018)
Allan Shaer, Born March 1965	Assistant Treasurer	2019	Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc. (since 2016); Vice President, Mutual Fund Administration, JP Morgan Chase (2011-2016)
Carol D. Trevino, Born October 1965	Assistant Treasurer	2018	Director, Accounting and Finance, Victory Capital Management Inc. (since 2019); Accounting/Financial Director, USAA (December 2013-June 2019); Assistant Treasurer, USAA ETF Trust (September 2018-June 2019)
Erin G. Wagner, Born February 1974	Secretary	2019	Deputy General Counsel, the Adviser (since 2013)
Charles Booth, Born April 1960	Anti-Money Laundering Compliance Officer and Identity Theft Officer	2019	Director, Regulatory Administration and CCO Support Services, Citi Fund Services Ohio, Inc. (since 2007)
Colin Kinney, Born October 1973	Chief Compliance Officer	2021	Chief Compliance Officer, USAA Mutual Funds Trust (since 2021); Chief Compliance Officer Victory Funds (since 2017); Chief Risk Officer, the Adviser (2009-2017); Chief Compliance Officer, the Adviser (since 2013)
Sean Fox, Born September 1976	Deputy Chief Compliance Officer	2021	Deputy Chief Compliance Officer, USAA Mutual Funds Trust (since 2021); Sr. Compliance Officer, the Adviser (2019-2021); Compliance Officer, the Adviser (2015-2019)

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Proxy Voting and Portfolio Holdings Information

Proxy Voting:

Information regarding the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling (800) 235-8396. The information is also included in the Fund's Statement of Additional Information, which is available on the SEC's website at www.sec.gov.

Information relating to how the Fund voted proxies relating to portfolio securities held during the most recent 12 months ended June 30 is available on the SEC's website at www.sec.gov.

Availability of Schedules of Portfolio Investments:

The Trust files a complete list of Schedules of Portfolio Investments with the SEC for the first and third quarter of each fiscal year on Form N-PORT. Form N-PORT is available on the SEC's website at www.sec.gov.

Expense Example

As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2021, through December 31, 2021.

The Actual Expense figures in the table below provide information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled "Actual Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

The Hypothetical Expense figures in the table below provide information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in shareholder reports of other funds.

Please note the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the hypothetical expenses in the table are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value 12/31/21		Actual Expenses Paid During Period 7/1/21-12/31/21*		Hypothetical Expenses Paid During Period 7/1/21-12/31/21*		Annualized Expense Ratio During Period 7/1/21-12/31/21
$	1,000.00	$	998.20	$	1,023.49	$	1.71	$	1.73		0.34	%

*  Expenses are equal to the average account value multiplied by the Fund's annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

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Additional Federal Income Tax Information

The following federal tax information related to the Fund's fiscal year ended December 31, 2021, is provided for information purposes only and should not be used for reporting to federal or state revenue agencies. Federal tax information for the calendar year will be reported to you on Form 1099-DIV in January 2022.

With respect to distributions paid, the Fund designates the following amounts (or, if subsequently determined to be different, the maximum amount allowable) for the fiscal year ended December 31, 2021 (amounts in thousands):

Dividends Received Deduction (corporate shareholders)			Qualified Dividend Income (non-corporate shareholders)			Short-Term Capital Gain Distributions		Long-Term Capital Gain Distributions
	54	%		55	%	$	6,005	$	140,218

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Considerations of the Board in Continuing the Investment Advisory Agreement

USAA Extended Market Index Fund (the "Fund")

At a meeting of the Board of Trustees (the "Board") of USAA Mutual Funds Trust (the "Trust") held on December 9-10, 2021, the Board, including the Trustees who are not "interested persons" (as that term is defined in the Investment Company Act of 1940, as amended) of the Trust (the "Independent Trustees"), approved for an annual period the continuance of the Investment Advisory Agreement (the "Advisory Agreement") between the Trust and Victory Capital Management Inc. (the "Adviser") with respect to the Fund. Prior to the December 9-10, 2021 meeting at which the Advisory Agreement was approved, the Independent Trustees also discussed and considered information regarding the proposed continuation of the Advisory Agreement at a meeting held on November 19, 2021.

In advance of the foregoing meetings, the Trustees received and considered a variety of information relating to the Advisory Agreement and the Adviser, and were given the opportunity to ask questions and request additional information from management. The information provided to the Board included, among other things: (i) a separate report prepared by an independent third party of mutual fund data, which provided a statistical analysis comparing the Fund's investment performance, expenses, and fees to comparable investment companies; (ii) information concerning the services rendered to the Fund, as well as information regarding the Adviser's revenues and costs of providing services to the Fund and compensation paid to affiliates of the Adviser; and (iii) information about the Adviser's operations and personnel. Prior to voting, the Independent Trustees reviewed the proposed continuance of the Advisory Agreement with management and with experienced independent counsel retained by the Independent Trustees ("Independent Counsel") and received materials from such Independent Counsel discussing the legal standards for their consideration of the proposed continuation of the Advisory Agreement with respect to the Fund. The Independent Trustees also reviewed the proposed continuation of the Advisory Agreement with respect to the Fund in private sessions with Independent Counsel at which no representatives of management were present.

At each regularly scheduled meeting of the Board and its committees, the Board receives and reviews, among other things, information concerning the Fund's performance and related services provided by the Adviser. At the meeting at which the renewal of the Advisory Agreement is considered, particular focus is given to information concerning Fund performance, fees and total expenses as compared to comparable investment companies, and the Adviser's profitability with respect to the Fund. However, the Board noted that the evaluation process with respect to the Adviser is an ongoing one. In this regard, the Board's and its committees' consideration of the Advisory Agreement included information previously received at such meetings. The Board also recognized that the contractual arrangements for the Fund have been reviewed by the Board and discussed with the Adviser in prior years and that the Board's conclusions may be based, in part, on its consideration of these same arrangements in prior years.

Advisory Agreement

After full consideration of a variety of factors, the Board, including the Independent Trustees, voted to approve the Advisory Agreement. In approving the Advisory Agreement, the Trustees did not identify any single factor as controlling, and each Trustee may have attributed different weights to various factors. Throughout their deliberations, the Independent Trustees were represented and assisted by Independent Counsel.

Nature, Extent, and Quality of Services — In considering the nature, extent, and quality of the services provided by the Adviser under the Advisory Agreement, the Board reviewed information provided by the Adviser relating to its operations and personnel. The Board also took into account its knowledge of the Adviser's management and the quality of the performance of the Adviser's duties through Board meetings, discussions, and reports during the preceding year. The Board considered the fees paid to the Adviser and the services provided to the Fund by the Adviser under the Advisory Agreement, as well as other services provided by the Adviser and its affiliates under other agreements, and the personnel who provide these services. In addition to the investment advisory services provided to the Fund, the Adviser and its affiliates provide administrative services, shareholder

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services, oversight of Fund accounting, marketing services, assistance in meeting legal and regulatory requirements, and other services necessary for the operation of the Fund and the Trust.

The Board considered the scope of services provided by, and the undertakings required of, the Adviser in connection with those services, including, among other things, maintaining (i) its own and the Fund's compliance programs, (ii) risk management programs, (iii) liquidity risk management programs, and (iv) cybersecurity programs, each of which had expanded over time as a result of regulatory, market, and other developments. The Board also considered the significant risks assumed by the Adviser in connection with the services provided to the Fund, including investment, operational, enterprise, litigation, regulatory and compliance risks.

The Board considered the Adviser's management style and the performance of the Adviser's duties under the Advisory Agreement. The Board considered the level and depth of knowledge of the Adviser, including the professional experience and qualifications of its senior and investment personnel, as well as current staffing levels. The allocation of the Fund's brokerage, including the Adviser's process for monitoring "best execution," also was considered. The Adviser's role in coordinating the activities of the Fund's other service providers was also considered. The Board also considered the Adviser's risk management processes. The Board considered the Adviser's financial condition and that it had the financial wherewithal to continue to provide the same scope and high quality of services under the Advisory Agreement. In reviewing the Advisory Agreement, the Board focused on the experience, resources, and strengths of the Adviser and its affiliates in managing the Fund, as well as the other funds in the Trust.

The Board also reviewed the compliance and administrative services provided to the Fund by the Adviser and its affiliates, including the Adviser's oversight of the Fund's day-to-day operations and oversight of Fund accounting. The Trustees, guided also by information obtained from their experiences as Trustees of the Trust, also focused on the quality of the Adviser's compliance and administrative staff.

Expenses and Performance — In connection with its consideration of the Advisory Agreement, the Board evaluated the Fund's advisory fees and total expense ratio as compared to other open-end investment companies deemed to be comparable to the Fund as determined by the independent third party in its report. The Fund's expenses were compared to (i) a group of investment companies chosen by the independent third party to be comparable to the Fund based upon certain factors, including fund type, comparability of investment objective and classification, sales load type, asset size, and expense components (the "expense group") and (ii) a larger group of investment companies with the same investment classification/objective as the Fund regardless of asset size, excluding outliers (the "expense universe"). Among other data, the Board noted that the Fund's net management fee rate — which includes advisory and administrative services as well as any fee waivers and reimbursements — was below the median of its expense group and its expense universe. The data indicated that the Fund's total expenses, including after any reimbursements, were below the median of its expense group and its expense universe. The Board took into account the various other services provided to the Fund by the Adviser and its affiliates, and noted the high quality of services received by the Fund. The Board also noted the high level of correlation between the Fund and its benchmark index and the relatively low tracking error between the Fund and its benchmark index, and noted that it reviews such information on a periodic basis.

In considering the Fund's performance, the Board noted that it reviews at its regularly scheduled meetings information about the Fund's performance results. The Trustees also reviewed various comparative data provided to them in connection with their consideration of the renewal of the Advisory Agreement, including, among other information, a comparison of the Fund's average annual total returns relative to its Lipper index and other mutual funds deemed to be in its peer group by the independent third party in its report (the "performance universe"). The Fund's performance universe consisted of the Fund and all retail and institutional open-end investment companies with the same classification/objective as the Fund regardless of asset size or primary channel of distribution. This comparison indicated that, among other data, the Fund's performance was above the average of its performance universe and its Lipper index for the one- and three-year periods ended September 30, 2021, and was below the average of its performance universe and its Lipper index for the five- and ten-year periods ended September 30, 2021. The Board took into account management's discussion of the Fund's performance, including the reasons the Fund underperformed its performance universe as well as the extent to which the Fund met its investment objective of seeking to track its designated index.

99

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Compensation and Profitability — The Board took into consideration the level and method of computing the management fee. The information considered by the Board included operating profit margin information for the Adviser's business as a whole. The Board also received and considered profitability information related to the management revenues from the Fund. This information included a review of the methodology used in the allocation of certain costs to the Fund. In considering the profitability data with respect to the Fund, the Trustees noted that the Adviser reimbursed or waived a portion of its management fees to the Fund. The Trustees reviewed the profitability of the Adviser's relationship with the Fund before tax expenses. The Board was also provided with a profitability analysis of other publicly traded asset managers prepared by an independent information service. In reviewing the overall profitability of the management fee to the Adviser, the Board also considered the fact that the Adviser and its affiliates provide shareholder servicing and administrative services to the Fund for which they receive compensation. The Board also considered the possible direct and indirect benefits to the Adviser from its relationship with the Trust, including that the Adviser may derive reputational and other benefits from its association with the Fund. The Trustees recognized that the Adviser should be entitled to earn a reasonable level of profits in exchange for the level of services it provides to the Fund and the entrepreneurial and other risks that it assumes as Adviser.

Economies of Scale — The Board considered whether there should be changes in the management fee rate or structure in order to enable the Fund to participate in any economies of scale. The Board also considered the fee waiver and expense reimbursement arrangements by the Adviser. The Board took into account management's discussion of the Fund's current advisory fee structure. The Board also considered the effect of the Fund's change in size, if any, on its performance and fees, noting that the Fund may realize other economies of scale if assets increase proportionally more than expenses. The Board determined that the current investment management fee structure was reasonable.

Conclusions — The Board reached the following conclusions regarding the Fund's Advisory Agreement with the Adviser: (i) the Adviser has demonstrated that it possesses the capability and resources to perform the duties required of it under the Advisory Agreement; (ii) the Adviser maintains an appropriate compliance program; (iii) the overall performance of the Fund is reasonable in relation to the performance of funds with similar investment objectives and to relevant indices and in view of the Fund's investment objective of seeking to track its designated index; (iv) the Fund's advisory expenses are reasonable in relation to those of similar funds and to the services to be provided by the Adviser and its affiliates; and (v) the Adviser's and its affiliates' level of profitability from their relationship with the Fund is reasonable in light of the nature and high quality of services provided by the Adviser and the type of fund. Based on its conclusions, the Board determined that continuation of the Advisory Agreement would be in the best interests of the Fund and its shareholders.

100

Privacy Policy

Protecting the Privacy of Information

The Trust respects your right to privacy. We also know that you expect us to conduct and process your business in an accurate and efficient manner. To do so, we must collect and maintain certain personal information about you. This is the information we collect from you on applications or other forms, and from the transactions you make with us or third parties. It may include your name, address, social security number, account transactions and balances, and information about investment goals and risk tolerance.

We do not disclose any information about you or about former customers to anyone except as permitted or required by law. Specifically, we may disclose the information we collect to companies that perform services on our behalf, such as the transfer agent that processes shareholder accounts and printers and mailers that assist us in the distribution of investor materials. We may also disclose this information to companies that perform marketing services on our behalf. This allows us to continue to offer you Victory investment products and services that meet your investing needs, and to effect transactions that you request or authorize. These companies will use this information only in connection with the services for which we hired them. They are not permitted to use or share this information for any other purpose.

To protect your personal information internally, we permit access only by authorized employees and maintain physical, electronic, and procedural safeguards to guard your personal information.*

*  You may have received communications regarding information about privacy policies from other financial institutions which gave you the opportunity to "opt-out" of certain information sharing with companies which are not affiliated with that financial institution. The Trust does not share information with other companies for purposes of marketing solicitations for products other than the Trust. Therefore, the Trust does not provide opt-out options to their shareholders.

P.O. Box 182593
Columbus, Ohio 43218-2593

Visit our website at:	Call
www.vcm.com	(800) 235-8396

37733-0222

DECEMBER 31, 2021

Annual Report

USAA Nasdaq-100 Index Fund

Victory Capital means Victory Capital Management Inc., the investment adviser of the USAA Mutual Funds. USAA Mutual Funds are distributed by Victory Capital Services, Inc., member FINRA, an affiliate of Victory Capital. Victory Capital and its affiliates are not affiliated with United Services Automobile Association or its affiliates. USAA and the USAA logos are registered trademarks and the USAA Mutual Funds and USAA Investments logos are trademarks of United Services Automobile Association and are being used by Victory Capital and its affiliates under license.

www.vcm.com

News, Information And Education 24 Hours A Day, 7 Days A Week

The Victory Capital website gives fund shareholders, prospective shareholders, and investment professionals a convenient way to access fund information, get guidance, and track fund performance anywhere they can access the Internet. The site includes:

•  Detailed performance records

•  Daily share prices

•  The latest fund news

•  Investment resources to help you become a better investor

•  A section dedicated to investment professionals

Whether you're a potential investor searching for the fund that matches your investment philosophy, a seasoned investor interested in planning tools, or an investment professional, www.vcm.com has what you seek. Visit us anytime. We're always open.

USAA Mutual Funds Trust

TABLE OF CONTENTS

Shareholder Letter (Unaudited)	2
Manager's Commentary (Unaudited)	4
Investment Overview (Unaudited)	6
Investment Objective & Portfolio Holdings (Unaudited)	7
Schedule of Portfolio Investments	8
Financial Statements
Statement of Assets and Liabilities	12
Statement of Operations	13
Statements of Changes in Net Assets	14
Financial Highlights	18
Notes to Financial Statements	20
Report of Independent Registered Public Accounting Firm	29
Supplemental Information (Unaudited)	30
Trustee and Officer Information	30
Proxy Voting and Portfolio Holdings Information	35
Expense Examples	35
Additional Federal Income Tax Information	36
Advisory Contract Approval	37
Privacy Policy (inside back cover)

This report is for the information of the shareholders and others who have received a copy of the currently effective prospectus of the Fund, managed by Victory Capital Management Inc. It may be used as sales literature only when preceded or accompanied by a current prospectus, which provides further details about the Fund.

IRA DISTRIBUTION WITHHOLDING DISCLOSURE

We generally must withhold federal income tax at a rate of 10% of the taxable portion of your distribution and, if you live in a state that requires state income tax withholding, at your state's tax rate. However, you may elect not to have withholding apply or to have income tax withheld at a higher rate. Any withholding election that you make will apply to any subsequent distribution unless and until you change or revoke the election. If you wish to make a withholding election, or change or revoke a prior withholding election, call (800) 235-8396, and form W-4P (OMB No. 1545-0074 withholding certificate for pension or annuity payments) will be electronically sent.

If you do not have a withholding election in place by the date of a distribution, federal income tax will be withheld from the taxable portion of your distribution at a rate of 10%. If you must pay estimated taxes, you may be subject to estimated tax penalties if your estimated tax payments are not sufficient and sufficient tax is not withheld from your distribution.

For more specific information, please consult your tax adviser.

• NOT FDIC INSURED • NO BANK GUARANTEE •  MAY LOSE VALUE

1

(Unaudited)

Dear Shareholder,

Another year has passed, but unfortunately the pandemic endures. Yet, looking back on the year ended 2021, it is evident that financial markets have endured as well, despite stiff headwinds—including new COVID-19 variants; disruption among global supply chains; uncomfortable inflation readings; and the fear of rising interest rates.

Through it all, the S&P 500^® Index, the bell-weather proxy for our domestic stock market, once again registered a positive annual total return (that makes it 12 out of the past 13 years). This was largely driven by a U.S. economy that bounced back quickly after what was effectively a global economic shutdown in 2020, and we witnessed robust earnings growth across many sectors thanks in no small part to continued fiscal stimulus and accommodative monetary policy. Underlying this positive performance were interesting differences among investment styles and market capitalizations. For example, growth-oriented investments outperformed value within large-caps, but underperformed within both mid-caps and small-caps (as measured by the Russell family of indices). Perhaps this reflects investors' expectations for higher interest rates next year?

There were other notable subplots to 2021. Early in the year we watched in disbelief as "meme stocks"—a few names that gained massive notoriety on social media platforms—went on stomach-churning roller coaster rides. Also intriguing was how the biotech sector struggled mightily despite the success and fanfare surrounding the COVID-19 vaccines. Meanwhile, rising oil prices fueled impressive gains across the energy landscape, while crypto assets captivated investors. Now we're all watching how crypto's underlying blockchain technologies might disrupt business-as-usual across industries in the years ahead. These were just a few of the highlights of the past year.

Through all the twists and turns, the S&P 500^® Index registered an impressive annual total return of nearly 29% for the 12-month period ended December 31, 2021. Over this same annual period, the yield on the 10-Year U.S. Treasury jumped 59 basis points (basis point is 1/100th of a percentage point), reflecting a very low starting rate, substantial fiscal stimuli, and the U.S. Federal Reserve's (the "Fed") accommodative monetary stance (although this stance has begun to shift recently). At the end of our reporting period, the yield on the 10-Year U.S. Treasury was trending higher and finished at 1.52%.

Despite the resiliency of financial markets, we fully acknowledge that the volatility and unusual events of recent years may have made investors uneasy at times. However, this simply underscores why it's important for investors to remain calm and unemotional in the face of market turmoil. A long-term perspective, a well-diversified portfolio across asset classes and investment types, and a clear understanding of individual risk tolerance are some of the key ingredients for staying the course and progressing on your investment goals.

Of course, no one knows for certain what 2022 will bring. We are already facing a potential end to the Fed's accommodative monetary policies and the various forms of fiscal stimuli that helped revive the economy from the depths of the pandemic-induced market downturn. By all accounts, the Fed appears ready to raise short-term

2

interest rates, perhaps as early as the end of the first quarter, though any move will certainly be data dependent, and some are expressing concerns about labor shortages, disrupted supply chains, rising commodity prices, and the potential for lasting inflation. There will likely be new headwinds, some yet to be identified.

Thus, we cannot tell you with any certainty what markets will do in the future, but we can assure you that the investment professionals at our investment franchises continually monitor the market environment and work hard to position portfolios opportunistically no matter what the markets bring.

On the following pages, you will find information relating to your USAA Mutual Funds, brought to you by Victory Capital. If you have any questions, we encourage you to contact our Member Service Representatives. Call (800) 235-8396, or visit our website at www.vcm.com.

From all of us here at Victory Capital, thank you for your ongoing confidence and for letting us help you work toward your investment goals.

Christopher K. Dyer, CFA

President,
USAA Mutual Funds Trust

3

USAA Mutual Funds Trust

USAA Nasdaq-100 Index Fund

Manager's Commentary
(Unaudited)

•  What were the market conditions over the reporting period?

The first quarter proved to be a continuation of the strong equity markets investors experienced over the second half of 2020. Gains from global equity markets were fueled by optimism surrounding the successful rollout of the COVID-19 vaccines coupled with further monetary and fiscal stimulus proposals. Faster-than-expected economic growth produced a meaningful increase in real interest rates, which led to negative returns across most major fixed income asset classes. The 10-year U.S Treasury bond yield finished at its highest level of the first quarter reporting period, climbing from under 1% to 1.74%.

Equity markets consolidated and interest rates leveled off after large upswings during the second quarter. With strong first quarter gross domestic product and corporate earnings growth in the rearview mirror, investors seemed to be contemplating their next move. Equity markets rotated from value to growth leadership as Treasury bond yields retreated from the highs of March. Inflation data increased as the economy reopens more quickly than expected. The Fed maintained that inflationary pressure is transitory but could become more persistent. The inflationary environment is a key metric moving into the second half of the year.

The financial markets produced broadly flat returns in the third quarter. Conditions were initially supportive in July and August thanks to positive economic data and continued strength in corporate earnings. The picture changed in September, however, as investors began to focus on risk factors such as supply chain disruptions and rising inflation. In addition, the Fed indicated that it may begin tapering its stimulative quantitative easing policy — a development investors took as an indication that the first interest-rate increases may be on the way in 2022. News flow from overseas also took a negative turn in September, with the emergence of energy shortages in Europe and worries that the debt problems of Chinese property developer Evergrande could have a broader, systemic effect on the nation's economy.

Despite a number of headwinds to sentiment, U.S. equities posted solid gains in the fourth quarter as reflected in the 11.03% return for the bellwether S&P 500 Index. The markets faced a shift in Fed policy as persistent inflation driven by supply chain issues and rising commodity prices led the central bank to announce and subsequently accelerate the tapering of its bond purchases that have helped keep longer-term borrowing costs low. In addition, the Fed began to signal the likelihood of two or more hikes in its benchmark overnight lending rate in 2022, representing a moving forward of the prior timetable. Prolonged negotiations over President Biden's Build Back Better spending bill put into question a source of anticipated fiscal stimulus. Finally, investors had to contend with the rapid emergence and spread of the Omicron variant of COVID-19, which threatened a new wave of lockdowns. Nonetheless, most major U.S. equity indices closed 2021 at or near all-time highs, supported by robust corporate profits and investor inflows given fixed income yields that remained unattractive.

4

USAA Mutual Funds Trust

USAA Nasdaq-100 Index Fund (continued)

Manager's Commentary (continued)

•  How did the USAA Nasdaq-100 Index Fund (the "Fund") perform during the reporting period?

The Fund has five share classes: Fund Shares, Institutional Shares, Class A, Class C, and R6 Shares. The Fund closely tracked its benchmark, the broad-based Nasdaq-100 Index (the "Index"), during the reporting period ended December 31, 2021. The Fund Shares, Institutional Shares, Class A, Class C, and R6 Shares had total returns of 26.96%, 26.93%, 26.60%, 25.67%, and 27.14%, respectively. This compares to total returns of 27.51% for the Index. The Index represents 100 of the largest nonfinancial companies listed on The Nasdaq Stock Market^® and is not available for direct investment.

•  Please describe sector performance during the reporting period.

During the year, the Fund's strong absolute return was led by information technology and communication services stocks. The strong return in these sectors more than offset the underperformance in the utilities and industrials sectors. The Fund had a small allocation to derivatives during the period that did not have a material impact on performance.

Thank you for allowing us to assist you with your investment needs.

5

USAA Mutual Funds Trust

USAA Nasdaq-100 Index Fund

Investment Overview
(Unaudited)

Average Annual Total Return

Year Ended December 31, 2021

	Fund Shares			Institutional Shares			Class A						Class C						R6 Shares
INCEPTION DATE	10/27/00			6/29/20			6/29/20						6/29/20						3/1/17
	Net Asset Value			Net Asset Value			Net Asset Value			Maximum Offering Price			Net Asset Value			Contingent Deferred Charges			Net Asset Value			Nasdaq-100 Index1			Russell 1000® Growth Index2
One Year		26.96	%		26.93	%		26.60	%		23.75	%		25.67	%		24.67	%		27.14	%		27.51	%		27.60	%
Five Year		28.06	%		NA			NA			NA			NA			NA			NA			28.63	%		25.32	%
Ten Year		22.49	%		NA			NA			NA			NA			NA			NA			23.15	%		19.79	%
Since Inception		NA			39.14	%		38.80	%		36.72	%		37.77	%		37.77	%		26.51	%		NA			NA

The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. To obtain performance information current to the most recent month's end, please visit www.vcm.com.

The maximum offering price figures reflect a maximum sales charge of 2.25% for Class A. Class C is not subject to an initial sales charge, but is subject to a deferred sales charge of 1.00% on shares redeemed within one year of purchase. Net Asset Value does not reflect sales charges.

Total return measures the price change in a share assuming the reinvestment of all net investment income and realized capital gain distributions, if any. The total returns quoted do not reflect adjustments made to the enclosed financial statements in accordance with U.S. Generally Accepted Accounting Principles or the deduction of taxes that a shareholder would pay on net investment income and realized capital gain distributions, including reinvested distributions, or redemptions of shares. The total return figures set forth above include all waivers of fees. Without such fee waivers, the total returns would have been lower.

USAA Nasdaq-100 Index Fund — Growth of $10,000

¹The Nasdaq-100 Index is an unmanaged index composed of 100 of the largest nonfinancial domestic and international companies listed on The Nasdaq Stock Market based on market capitalization. This index does not include the effect of sales charges, commissions, expenses or taxes, is not representative of the Fund, and it is not possible to invest directly in an index.

²The Russell 1000^® Growth Index is an unmanaged index that measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values. This index does not include the effect of sales charges, commissions, expenses or taxes, is not representative of the Fund, and it is not possible to invest directly in an index.

The graph reflects investment growth of a hypothetical $10,000 investment in the Fund.

The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares.

Past performance is not indicative of future results.

6

USAA Mutual Funds Trust
USAA Nasdaq-100 Index Fund December 31, 2021

  (Unaudited)

Investment Objective and Portfolio Holdings:

The Fund seeks to match, before fees and expenses, the performance of the stocks composing the Nasdaq-100 Index. The Nasdaq-100 Index (the "Index") represents 100 of the largest nonfinancial stocks traded on The Nasdaq Stock Market^®.

Sector Allocation*:

December 31, 2021

(% of Net Assets)

*  Does not include futures contracts, money market instruments, and short-term investments purchased with cash collateral from securities loaned.

Percentages are of the net assets of the Fund and may not equal 100%.

Refer to the Schedule of Portfolio Investments for a complete list of securities.

7

USAA Mutual Funds Trust
USAA Nasdaq-100 Index Fund Schedule of Portfolio Investments
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Common Stocks (99.5%)
Communication Services (18.3%):
Activision Blizzard, Inc.		235,331	$	15,657
Alphabet, Inc. Class A (a)		54,781		158,703
Alphabet, Inc. Class C (a)		57,864		167,435
Baidu, Inc., ADR (a)		73,337		10,912
Charter Communications, Inc. Class A (a) (b)		54,170		35,317
Comcast Corp. Class A		1,377,587		69,334
Electronic Arts, Inc.		85,447		11,270
Match Group, Inc. (a) (b)		85,531		11,311
Meta Platforms, Inc. Class A (a)		645,268		217,036
NetEase, Inc., ADR		85,606		8,713
Netflix, Inc. (a)		133,832		80,626
Sirius XM Holdings, Inc. (b)		1,208,394		7,673
T-Mobile U.S., Inc. (a)		377,385		43,769
				837,756
Communications Equipment (1.8%):
Cisco Systems, Inc.		1,274,294		80,752
Consumer Discretionary (16.1%):
Airbnb, Inc. Class A (a)		104,788		17,446
Amazon.com, Inc. (a)		92,358		307,953
Booking Holdings, Inc. (a)		12,407		29,767
Dollar Tree, Inc. (a)		67,968		9,551
eBay, Inc.		189,139		12,578
JD.com, Inc., ADR (a)		224,057		15,699
Lucid Group, Inc. (a) (b)		497,428		18,927
Lululemon Athletica, Inc. (a)		37,649		14,738
Marriott International, Inc. Class A (a)		98,401		16,260
MercadoLibre, Inc. (a)		15,246		20,558
O'Reilly Automotive, Inc. (a)		20,357		14,377
Peloton Interactive, Inc. Class A (a)		90,989		3,254
Pinduoduo, Inc., ADR (a)		125,613		7,323
Ross Stores, Inc.		107,369		12,270
Starbucks Corp.		354,467		41,462
Tesla, Inc. (a)		182,889		193,273
				735,436
Consumer Staples (5.1%):
Costco Wholesale Corp.		133,491		75,783
Keurig Dr Pepper, Inc.		428,418		15,791
Mondelez International, Inc. Class A		421,472		27,948
Monster Beverage Corp. (a)		159,872		15,354
PepsiCo, Inc.		417,750		72,567
The Kraft Heinz Co.		369,828		13,277
Walgreens Boots Alliance, Inc.		261,533		13,642
				234,362

See notes to financial statements.

8

USAA Mutual Funds Trust
USAA Nasdaq-100 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Health Care (5.7%):
Align Technology, Inc. (a)		23,824	$	15,657
Amgen, Inc.		170,183		38,286
Biogen, Inc. (a)		44,382		10,648
Dexcom, Inc. (a)		29,284		15,724
Gilead Sciences, Inc. (c)		378,995		27,519
IDEXX Laboratories, Inc. (a)		25,619		16,869
Illumina, Inc. (a)		47,224		17,966
Intuitive Surgical, Inc. (a)		107,934		38,781
Moderna, Inc. (a)		122,501		31,113
Regeneron Pharmaceuticals, Inc. (a)		31,942		20,172
Seagen, Inc. (a)		55,247		8,541
Vertex Pharmaceuticals, Inc. (a)		76,819		16,869
				258,145
Industrials (2.7%):
Cintas Corp.		31,243		13,846
Copart, Inc. (a)		71,663		10,865
CSX Corp.		670,135		25,197
Fastenal Co.		173,778		11,132
Honeywell International, Inc.		207,998		43,370
PACCAR, Inc.		104,895		9,258
Verisk Analytics, Inc.		48,693		11,138
				124,806
IT Services (3.6%):
Automatic Data Processing, Inc.		127,316		31,394
Cognizant Technology Solutions Corp. Class A		158,698		14,080
Fiserv, Inc. (a)		199,480		20,704
Okta, Inc. (a)		44,600		9,998
Paychex, Inc.		108,948		14,871
PayPal Holdings, Inc. (a)		354,990		66,944
VeriSign, Inc. (a)		33,561		8,518
				166,509
Semiconductors & Semiconductor Equipment (16.4%):
Advanced Micro Devices, Inc. (a)		364,864		52,504
Analog Devices, Inc.		162,372		28,540
Applied Materials, Inc.		272,808		42,929
ASML Holding NV, NYS		24,493		19,500
Broadcom, Inc.		124,364		82,753
Intel Corp.		1,228,791		63,283
KLA Corp.		45,811		19,704
Lam Research Corp.		42,540		30,593
Marvell Technology, Inc.		248,849		21,772
Microchip Technology, Inc.		167,647		14,595
Micron Technology, Inc.		337,977		31,482
NVIDIA Corp.		640,726		188,444
NXP Semiconductors NV		80,348		18,302
QUALCOMM, Inc.		338,393		61,882
Skyworks Solutions, Inc.		49,970		7,752

See notes to financial statements.

9

USAA Mutual Funds Trust
USAA Nasdaq-100 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Shares		Value
Texas Instruments, Inc.		279,031	$	52,589
Xilinx, Inc.		74,894		15,880
				752,504
Software (17.3%):
Adobe, Inc. (a)		143,757		81,519
ANSYS, Inc. (a)		26,362		10,574
Atlassian Corp. PLC Class A (a)		42,426		16,177
Autodesk, Inc. (a)		66,425		18,678
Cadence Design Systems, Inc. (a)		83,735		15,604
Crowdstrike Holdings, Inc. Class A (a)		62,190		12,733
Datadog, Inc. Class A (a)		77,709		13,841
DocuSign, Inc. (a)		59,436		9,053
Fortinet, Inc. (a)		49,399		17,754
Intuit, Inc.		85,555		55,031
Microsoft Corp. (c)		1,367,294		459,848
Palo Alto Networks, Inc. (a) (c)		29,811		16,598
Splunk, Inc. (a)		48,809		5,648
Synopsys, Inc. (a)		46,077		16,979
Workday, Inc. Class A (a)		58,312		15,930
Zoom Video Communications, Inc. Class A (a)		73,190		13,460
Zscaler, Inc. (a)		42,315		13,597
				793,024
Technology Hardware, Storage & Peripherals (11.6%):
Apple, Inc.		2,987,801		530,544
Utilities (0.9%):
American Electric Power Co., Inc. (c)		152,172		13,539
Exelon Corp.		295,586		17,073
Xcel Energy, Inc. (c)		162,754		11,018
				41,630
Total Common Stocks (Cost $1,413,512)				4,555,468
Collateral for Securities Loaned (0.7%)^
Fidelity Investments Money Market Government Portfolio, Institutional Shares, 0.01% (d)		6,165,419		6,165
Goldman Sachs Financial Square Government Fund, Institutional Shares, 0.03% (d)		18,962,819		18,963
HSBC U.S. Government Money Market Fund, I Shares, 0.03% (d)		5,970,668		5,971
Total Collateral for Securities Loaned (Cost $31,099)				31,099
Total Investments (Cost $1,444,611) — 100.2%				4,586,567
Liabilities in excess of other assets — (0.2)%				(7,698	)
NET ASSETS — 100.00%			$	4,578,869

^  Purchased with cash collateral from securities on loan.

(a)  Non-income producing security.

(b)  All or a portion of this security is on loan.

See notes to financial statements.

10

USAA Mutual Funds Trust
USAA Nasdaq-100 Index Fund Schedule of Portfolio Investments — continued
December 31, 2021

(c)  All or a portion of this security has been segregated as collateral for derivative instruments.

(d)  Rate disclosed is the daily yield on December 31, 2021.

ADR — American Depositary Receipt

NYS — New York Registered Shares

PLC — Public Limited Company

Futures Contracts Purchased

(Amounts not in thousands)

	Number of Contracts		Expiration Date	Notional Amount		Value		Unrealized Appreciation/ (Depreciation)
NASDAQ 100 E-Mini Futures		70	3/18/22	$	22,728,278	$	22,849,050	$	120,772
Total unrealized appreciation								$	120,772
Total unrealized depreciation									—
Total net unrealized appreciation (depreciation)								$	120,772

See notes to financial statements.

11

USAA Mutual Funds Trust Statement of Assets and Liabilities
December 31, 2021

(Amounts in Thousands, Except Per Share Amounts)

	USAA Nasdaq-100 Index Fund
Assets:
Investments, at value (Cost $1,444,611)	$	4,586,567	(a)
Cash		18,563
Deposit with broker for futures contracts		4,367
Receivables:
Interest and dividends		1,102
Capital shares issued		3,588
From Adviser		1
Prepaid expenses		48
Total Assets		4,614,236
Liabilities:
Payables:
Collateral received on loaned securities		31,099
Capital shares redeemed		2,438
Variation margin on open futures contracts		152
Accrued expenses and other payables:
Investment advisory fees		766
Administration fees		568
Custodian fees		30
Transfer agent fees		216
Compliance fees		3
12b-1 fees		3
Other accrued expenses		92
Total Liabilities		35,367
Net Assets:
Capital		1,315,681
Total accumulated earnings/(loss)		3,263,188
Net Assets	$	4,578,869
Net Assets
Fund Shares	$	4,436,357
Institutional Shares		82,846
Class A		14,070
Class C		3,205
R6 Shares		42,391
Total	$	4,578,869
Shares (unlimited number of shares authorized with no par value):
Fund Shares		102,784
Institutional Shares		1,915
Class A		326
Class C		75
R6 Shares		982
Total		106,082
Net asset value, offering and redemption price per share: (b)
Fund Shares	$	43.16
Institutional Shares	$	43.26
Class A	$	43.11
Class C (c)	$	42.74
R6 Shares	$	43.19
Maximum Sales Charge — Class A		2.25	%
Maximum offering price (100%/(100%-maximum sales charge) of net asset value adjusted to the nearest cent) per share — Class A	$	44.10

(a)  Includes $29,716 of securities on loan.

(b)  Per share amount may not recalculate due to rounding of net assets and/or shares outstanding.

(c)  Redemption price per share varies by the length of time shares are held.

See notes to financial statements.

12

USAA Mutual Funds Trust Statement of Operations
For the Year Ended December 31, 2021

(Amounts in Thousands)

	USAA Nasdaq-100 Index Fund
Investment Income:
Dividends	$	27,913
Interest		3
Securities lending (net of fees)		48
Foreign tax withholding		(27	)
Total Income		27,937
Expenses:
Investment advisory fees		8,104
Administration fees — Fund Shares		5,901
Administration fees — Institutional Shares		76
Administration fees — Class A		6
Administration fees — Class C		2
Administration fees — R6 Shares		19
Sub-Administration fees		23
12b-1 fees — Class A		10
12b-1 fees — Class C		12
Custodian fees		177
Transfer agent fees — Fund Shares		1,987
Transfer agent fees — Institutional Shares		76
Transfer agent fees — Class A		4
Transfer agent fees — Class C		1
Transfer agent fees — R6 Shares		4
Trustees' fees		49
Compliance fees		26
Legal and audit fees		30
State registration and filing fees		137
Other expenses		533
Total Expenses		17,177
Expenses waived/reimbursed by Adviser		(22	)
Net Expenses		17,155
Net Investment Income (Loss)		10,782
Realized/Unrealized Gains (Losses) from Investments:
Net realized gains (losses) from investment securities		204,733
Net realized gains (losses) from futures contracts		3,090
Net change in unrealized appreciation/depreciation on investment securities		748,387
Net change in unrealized appreciation/depreciation on futures contracts		(514	)
Net realized/unrealized gains (losses) on investments		955,696
Change in net assets resulting from operations	$	966,478

See notes to financial statements.

13

USAA Mutual Funds Trust Statements of Changes in Net Assets

(Amounts in Thousands)  

	USAA Nasdaq-100 Index Fund
	Year Ended December 31, 2021			Year Ended December 31, 2020
From Investments:
Operations:
Net investment income (loss)	$	10,782		$	13,635
Net realized gains (losses) from investments		207,823			117,807
Net change in unrealized appreciation/depreciation on investments		747,873			1,071,581
Change in net assets resulting from operations		966,478			1,203,023
Distributions to Shareholders:
Fund Shares		(190,765	)		(53,982	)
Institutional Shares		(3,536	)		(733	)(a)
Class A		(560	)		(1	)(a)
Class C		(127	)		(2	)(a)
R6 Shares		(1,858	)		(582	)
Change in net assets resulting from distributions to shareholders		(196,846	)		(55,300	)
Change in net assets resulting from capital transactions		132,287			67,688
Change in net assets		901,919			1,215,411
Net Assets:
Beginning of period		3,676,950			2,461,539
End of period	$	4,578,869		$	3,676,950

(a)  Institutional Shares, Class A, and Class C activity is for the period June 29, 2020 (commencement of operations) to December 31, 2020.

(continues on next page)

See notes to financial statements.

14

USAA Mutual Funds Trust Statements of Changes in Net Assets

(Amounts in Thousands)  (continued)

	USAA Nasdaq-100 Index Fund
	Year Ended December 31, 2021			Year Ended December 31, 2020
Capital Transactions:
Fund Shares
Proceeds from shares issued	$	656,112		$	963,224
Distributions reinvested		186,400			52,834
Cost of shares redeemed		(737,132	)		(1,005,018	)
Total Fund Shares	$	105,380		$	11,040
Institutional Shares
Proceeds from shares issued	$	28,155		$	53,408	(a)
Distributions reinvested		3,479			718	(a)
Cost of shares redeemed		(20,827	)		(3,989	)(a)
Total Institutional Shares	$	10,807		$	50,137
Class A
Proceeds from shares issued	$	14,542		$	157	(a)
Distributions reinvested		560			1	(a)
Cost of shares redeemed		(1,480	)		—	(a)
Total Class A	$	13,622		$	158
Class C
Proceeds from shares issued	$	2,833		$	173	(a)
Distributions reinvested		127			2	(a)
Cost of shares redeemed		(82	)		—	(a)
Total Class C	$	2,878		$	175
R6 Shares
Proceeds from shares issued	$	23,150		$	17,111
Distributions reinvested		1,838			391
Cost of shares redeemed		(25,388	)		(11,324	)
Total R6 Shares	$	(400	)	$	6,178
Change in net assets resulting from capital transactions	$	132,287		$	67,688

(a)  Institutional Shares, Class A, and Class C activity is for the period June 29, 2020 (commencement of operations) to December 31, 2020.

(continues on next page)

See notes to financial statements.

15

USAA Mutual Funds Trust Statements of Changes in Net Assets

(Amounts in Thousands)  (continued)

	USAA Nasdaq-100 Index Fund
	Year Ended December 31, 2021			Year Ended December 31, 2020
Share Transactions:
Fund Shares
Issued		16,561			35,707
Reinvested		4,428			1,506
Redeemed		(18,985	)		(36,756	)
Total Fund Shares		2,004			457
Institutional Shares
Issued		737			1,706	(a)
Reinvested		82			20	(a)
Redeemed		(510	)		(120	)(a)
Total Institutional Shares		309			1,606
Class A
Issued		343			5	(a)
Reinvested		13			—	(a)(b)
Redeemed		(35	)		—	(a)
Total Class A		321			5
Class C
Issued		69			5	(a)
Reinvested		3			—	(a)(b)
Redeemed		(2	)		—	(a)
Total Class C		70			5
R6 Shares
Issued		595			602
Reinvested		44			11
Redeemed		(655	)		(390	)
Total R6 Shares		(16	)		223
Change in Shares		2,688			2,296

(a)  Institutional Shares, Class A, and Class C activity is for the period June 29, 2020 (commencement of operations) to December 31, 2020.

(b)  Rounds to less than 1 thousand shares.

See notes to financial statements.

16

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17

USAA Mutual Funds Trust Financial Highlights

For a Share Outstanding Throughout Each Period

			Investment Activities									Distributions to Shareholders From
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)			Net Realized and Unrealized Gains (Losses) on Investments			Total from Investment Activities			Net Investment Income			Net Realized Gains from Investments
USAA Nasdaq-100 Index Fund
Fund Shares
Year Ended December 31:
2021	$	35.56		0.11	(d)		9.43			9.54			(0.11	)		(1.83	)
2020	$	24.35		0.13	(d)		11.62			11.75			(0.13	)		(0.41	)
2019	$	17.69		0.13	(d)		6.74			6.87			(0.13	)		(0.08	)
2018	$	17.89		0.11			(0.18	)		(0.07	)		(0.12	)		(0.01	)
2017	$	13.79		0.07			4.38			4.45			(0.08	)		(0.27	)
Institutional Shares
Year Ended December 31:
2021	$	35.64		0.10	(d)		9.45			9.55			(0.10	)		(1.83	)
June 29, 2020 (e) through December 31, 2020	$	27.86		0.07	(d)		8.17			8.24			(0.05	)		(0.41	)
Class A
Year Ended December 31:
2021	$	35.64		(0.01	)(d)(f)		9.44			9.43			(0.13	)		(1.83	)
June 29, 2020 (e) through December 31, 2020	$	27.86		0.02	(d)		8.18			8.20			(0.01	)		(0.41	)
Class C
Year Ended December 31:
2021	$	35.51		(0.33	)(d)(f)		9.39			9.06			—			(1.83	)
June 29, 2020 (e) through December 31, 2020	$	27.86		(0.10	)(d)		8.16			8.06			—			(0.41	)
R6 Shares
Year Ended December 31:
2021	$	35.57		0.15	(d)		9.45			9.60			(0.15	)		(1.83	)
2020	$	24.35		0.17	(d)		11.63			11.80			(0.17	)		(0.41	)
2019	$	17.68		0.15	(d)		6.74			6.89			(0.14	)		(0.08	)
2018	$	17.89		0.12			(0.18	)		(0.06	)		(0.14	)		(0.01	)
March 1, 2017 (e) through December 31, 2017	$	15.31		0.08			2.87			2.95			(0.10	)		(0.27	)

*  Assumes reinvestment of all net investment income and realized capital gain distributions, if any, during the period. Includes adjustments in accordance with U.S. Generally Accepted Accounting Principles and could differ from the Lipper reported return.

^  The net expense ratio may not correlate to the applicable expense limits in place during the period since the current contractual expense limitation is applied for a period beginning July 1, 2019, and in effect through June 30, 2023, instead of coinciding with the Fund's fiscal year end. Details of the current contractual expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

(a)  Not annualized for periods less than one year.

See notes to financial statements.

18

USAA Mutual Funds Trust Financial Highlights —continued

For a Share Outstanding Throughout Each Period

									Ratios to Average Net Assets									Supplemental Data
	Total Distributions			Net Asset Value, End of Period		Total Return (Excludes Sales Charge)*(a)			Net Expenses^(b)			Net Investment Income (Loss)(b)			Gross Expenses(b)			Net Assets, End of Period (000's)		Portfolio Turnover(a)(c)
USAA Nasdaq-100 Index Fund
Fund Shares
Year Ended December 31:
2021		(1.94	)	$	43.16		26.96	%		0.42	%		0.27	%		0.42	%	$	4,436,357		10	%
2020		(0.54	)	$	35.56		48.30	%		0.44	%		0.46	%		0.44	%	$	3,583,838		17	%
2019		(0.21	)	$	24.35		38.86	%		0.48	%		0.63	%		0.48	%	$	2,442,662		9	%
2018		(0.13	)	$	17.69		(0.44	)%		0.48	%		0.64	%		0.48	%	$	1,750,674		5	%
2017		(0.35	)	$	17.89		32.29	%		0.51	%		0.60	%		0.51	%	$	1,623,579		5	%
Institutional Shares
Year Ended December 31:
2021		(1.93	)	$	43.26		26.93	%		0.44	%		0.25	%		0.44	%	$	82,846		10	%
June 29, 2020 (e) through December 31, 2020		(0.46	)	$	35.64		29.60	%		0.44	%		0.42	%		0.47	%	$	57,240		17	%
Class A
Year Ended December 31:
2021		(1.96	)	$	43.11		26.60	%		0.70	%		(0.02	)%		1.03	%	$	14,070		10	%
June 29, 2020 (e) through December 31, 2020		(0.42	)	$	35.64		29.46	%		0.70	%		0.11	%		46.74	%	$	167		17	%
Class C
Year Ended December 31:
2021		(1.83	)	$	42.74		25.67	%		1.45	%		(0.79	)%		2.29	%	$	3,205		10	%
June 29, 2020 (e) through December 31, 2020		(0.41	)	$	35.51		28.95	%		1.45	%		(0.61	)%		19.93	%	$	194		17	%
R6 Shares
Year Ended December 31:
2021		(1.98	)	$	43.19		27.14	%		0.30	%		0.38	%		0.30	%	$	42,391		10	%
2020		(0.58	)	$	35.57		48.51	%		0.31	%		0.59	%		0.31	%	$	35,511		17	%
2019		(0.22	)	$	24.35		38.99	%		0.39	%		0.71	%		0.42	%	$	18,877		9	%
2018		(0.15	)	$	17.68		(0.38	)%		0.40	%		0.72	%		0.45	%	$	12,667		5	%
March 1, 2017 (e) through December 31, 2017		(0.37	)	$	17.89		19.27	%		0.40	%		0.66	%		1.01	%	$	5,860		5	%

(b)  Annualized for periods less than one year.

(c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares.

(d)  Per share net investment income (loss) has been calculated using the average daily shares method.

(e)  Commencement of operations.

(f)  The amount shown reflects a net realized and unrealized loss per share, whereas the statement of operations reflected a net realized and unrealized gain for the period for the Fund in total. The difference in realized and unrealized gains and losses for the Fund versus the class is due to the timing of sales and repurchases of the class in relation to fluctuating market values during the period.

See notes to financial statements.

19

USAA Mutual Funds Trust Notes to Financial Statements
December 31, 2021

1. Organization:

USAA Mutual Funds Trust (the "Trust") is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end investment company. The Trust is comprised of 46 funds and is authorized to issue an unlimited number of shares, which are units of beneficial interest with no par value.

The accompanying financial statements are those of the USAA Nasdaq-100 Index Fund (the "Fund"). The Fund offers five classes of shares: Fund Shares, Institutional Shares, Class A, Class C, and R6 Shares. The Fund is classified as non-diversified under the 1940 Act.

Each class of shares of the Fund has substantially identical rights and privileges, except with respect to sales charges, fees paid under distribution plans, expenses allocable exclusively to each class of shares, voting rights on matters solely affecting a single class of shares, and the exchange privilege of each class of shares.

Under the Trust's organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide for general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies:

The following is a summary of significant accounting policies followed by the Trust in the preparation of its financial statements. The policies are in conformity with U.S. Generally Accepted Accounting Principles ("GAAP"). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates. The Fund follows the specialized accounting and reporting requirements under GAAP that are applicable to investment companies under Accounting Standards Codification Topic 946.

Investment Valuation:

The Fund records investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The valuation techniques described below maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund's investments are summarized in the three broad levels listed below:

• Level 1 — quoted prices in active markets for identical securities

• Level 2 — other significant observable inputs (including quoted prices for similar securities or interest rates applicable to those securities, etc.)

• Level 3 — significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The inputs or methodologies used for valuation techniques are not necessarily an indication of the risks associated with entering into those investments.

Victory Capital Management Inc. ("VCM" or the "Adviser") has established the Pricing and Liquidity Committee (the "Committee"), and subject to the Trust's Board of Trustees' (the "Board") oversight, the Committee administers and oversees the Fund's valuation policies and procedures, which are approved by the Board.

20

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Portfolio securities listed or traded on securities exchanges, including Exchange-Traded Funds ("ETFs") and American Depositary Receipts ("ADRs"), are valued at the closing price on the exchange or system where the security is principally traded, if available, or at the Nasdaq Official Closing Price. If there have been no sales for that day on the exchange or system, then a security is valued at the last available bid quotation on the exchange or system where the security is principally traded. In each of these situations, valuations are typically categorized as Level 1 in the fair value hierarchy.

Investments in open-end investment companies are valued at their net asset value ("NAV"). These valuations are typically categorized as Level 1 in the fair value hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or an exchange on which they are traded. These valuations are typically categorized as Level 1 in the fair value hierarchy.

In the event that price quotations or valuations are not readily available, investments are valued at fair value in accordance with procedures established by and under the general supervision and responsibility of the Board. These valuations are typically categorized as Level 2 or Level 3 in the fair value hierarchy, based on the observability of inputs used to determine the fair value. The effect of fair value pricing is that securities may not be priced on the basis of quotations from the primary market in which they are traded, and the actual price realized from the sale of a security may differ materially from the fair value price. Valuing these securities at fair value is intended to cause the Fund's NAV to be more reliable than it otherwise would be.

A summary of the valuations as of December 31, 2021, based upon the three levels defined above, is included in the table below while the breakdown, by category, of investments is disclosed on the Schedule of Portfolio Investments (amounts in thousands):

	Level 1		Level 2		Level 3		Total
Common Stocks	$	4,555,468	$	—	$	—	$	4,555,468
Collateral for Securities Loaned		31,099		—		—		31,099
Total	$	4,586,567	$	—	$	—	$	4,586,567
Other Financial Investments^
Assets:
Futures Contracts	$	121	$	—	$	—	$	121
Total	$	121	$	—	$	—	$	121

^  Futures contracts are valued at the unrealized appreciation (depreciation) on the investment.

For the year ended December 31, 2021, there were no transfers in or out of Level 3 in the fair value hierarchy.

Real Estate Investment Trusts ("REITs"):

The Fund may invest in REITs, which report information on the source of their distributions annually. REITs are pooled investment vehicles that invest primarily in income producing real estate or real estate related loans or interests (such as mortgages). Certain distributions received from REITs during the year are recorded as realized gains or return of capital as estimated by the Fund or when such information becomes known.

Investment Companies:

Open-End Funds:

The Fund may invest in portfolios of open-end investment companies. These investment companies value securities in their portfolios for which market quotations are readily available at their market values (generally the last reported sale price) and all other securities and assets at their fair value by the methods established by the board of directors of the underlying funds.

21

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Derivative Instruments:

Futures Contracts:

The Fund may enter into contracts for the future delivery of securities or foreign currencies and futures contracts based on a specific security, class of securities, foreign currency or an index, and purchase or sell options on any such futures contracts. A futures contract on a securities index is an agreement obligating either party to pay, and entitling the other party to receive, while the contract is outstanding, cash payments based on the level of a specified securities index. No physical delivery of the underlying asset is made. The Fund may enter into futures contracts in an effort to hedge against market risks. The acquisition of put and call options on futures contracts will give the Fund the right (but not the obligation), for a specified price, to sell or to purchase the underlying futures contract, upon exercise of the option, at any time during the option period. Futures transactions involve brokerage costs and require the Fund to segregate assets to cover contracts that would require it to purchase securities or currencies. A good faith margin deposit, known as initial margin, of cash or government securities with a broker or custodian is required to initiate and maintain open positions in futures contracts. Subsequent payments, known as variation margin, are made or received by the Fund based on the change in the market value of the position and are recorded as unrealized appreciation or depreciation until the contract is closed out, at which time the gain or loss is realized. The Fund may lose the expected benefit of futures transactions if interest rates, exchange rates or securities prices change in an unanticipated manner. Such unanticipated changes may also result in lower overall performance than if the Fund had not entered into any futures transactions. In addition, the value of the Fund's futures positions may not prove to be perfectly or even highly correlated with the value of its portfolio securities or foreign currencies, limiting the Fund's ability to hedge effectively against interest rate, exchange rate and/or market risk and giving rise to additional risks. There is no assurance of liquidity in the secondary market for purposes of closing out futures positions.

The collateral held by the Fund is reflected on the Statement of Assets and Liabilities under Deposit with broker for futures contracts.

Management has determined that no offsetting requirements exist as a result of their conclusion that the Fund is not subject to master netting agreements for futures contracts. During the year ended December 31, 2021, the Fund entered into futures contracts primarily for the strategy of gaining exposure to a particular asset class or securities market.

Summary of Derivative Instruments:

The following table summarizes the fair values of derivative instruments on the Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2021 (amounts in thousands):

	Liabilities
	Variation Margin Payable on Open Futures Contracts*
Equity Risk Exposure	$	121

*  Includes cumulative unrealized appreciation (depreciation) of futures contracts as reported on the Schedule of Portfolio Investments. Only current day's variation margin for futures contracts is reported within the Statement of Assets and Liabilities.

The following table presents the effect of derivative instruments on the Statement of Operations, categorized by risk exposure, for the year ended December 31, 2021 (amounts in thousands):

	Net Realized Gains (Losses) on Derivatives Recognized as a Result of Operations		Net Change in Unrealized Appreciation/Depreciation on Derivatives Recognized as a Result of Operations
	Net Realized Gains (Losses) from Futures Contracts		Net Change in Unrealized Appreciation/Depreciation on Futures Contracts
Equity Risk Exposure	$	3,090	$	(514	)

22

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

All open derivative positions at year end are reflected on the Fund's Schedule of Portfolio Investments. The underlying face value of open derivative positions relative to the Fund's net assets at year end is generally representative of the notional amount of open positions to net assets throughout the year.

Investment Transactions and Related Income:

Changes in holdings of investments are accounted for no later than one business day following the trade date. For financial reporting purposes, however, investment transactions are accounted for on trade date or the last business day of the reporting period. Interest income is determined on the basis of coupon interest accrued using the effective interest method which adjusts, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date. Gains or losses realized on sales of securities are recorded on the identified cost basis.

Withholding taxes on interest, dividends, and gains as a result of certain investments in ADRs by the Fund have been provided for in accordance with each investment's applicable country's tax rules and rates.

Securities Lending:

The Fund, through a Securities Lending Agreement with Citibank, N.A. ("Citibank"), may lend its securities to qualified financial institutions, such as certain broker-dealers and banks, to earn additional income, net of income retained by Citibank. Borrowers are required to initially secure their loans for collateral in the amount of at least 102% of the value of U.S. securities loaned or at least 105% of the value of non-U.S. securities loaned, marked-to-market daily. Any collateral shortfalls associated with increases in the valuation of the securities loaned are generally cured the next business day. The collateral can be received in the form of cash collateral and/or non-cash collateral. Non-cash collateral can include U.S. Government Securities and other securities as permitted by Securities and Exchange Commission ("SEC") guidelines. The cash collateral is invested in short-term instruments or cash equivalents, primarily open-end investment companies, as noted on the Fund's Schedule of Portfolio Investments. The Fund effectively does not have control of the non-cash collateral and therefore it is not disclosed on the Fund's Schedule of Portfolio Investments. Collateral requirements are determined daily based on the value of the Fund's securities on loan as of the end of the prior business day. During the time portfolio securities are on loan, the borrower will pay the Fund any dividends or interest paid on such securities plus any fee negotiated between the parties to the lending agreement. The Fund also earns a return from the collateral. The Fund pays Citibank various fees in connection with the investment of cash collateral and fees based on the investment income received from securities lending activities. Securities lending income (net of these fees) is disclosed on the Statement of Operations. Loans are terminable upon demand and the borrower must return the loaned securities within the lesser of one standard settlement period or five business days. Although risk is mitigated by the collateral, the Fund could experience a delay in recovering its securities and possible loss of income or value if the borrower fails to return them. In addition, there is a risk that the value of the short-term investments will be less than the amount of cash collateral required to be returned to the borrower.

The Fund's agreement with Citibank does not include master netting provisions. Non-cash collateral received by the Fund may not be sold or repledged except to satisfy borrower default.

The following table (amounts in thousands) is a summary of the Fund's securities lending transactions as of December 31, 2021.

Value of Securities on Loan		Non-Cash Collateral		Cash Collateral
$	29,716	$	—	$	31,099

Foreign Taxes:

The Fund may be subject to foreign taxes related to foreign income received (a portion of which may be reclaimable), capital gains on the sale of securities, and certain foreign currency transactions. All

23

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

foreign taxes are recorded in accordance with the applicable regulations and rates that exist in the foreign jurisdictions in which the Fund invests.

Federal Income Taxes:

It is the Fund's policy to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined in applicable sections of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provision for federal income taxes is required in the financial statements. The Fund has a tax year end of December 31.

For the year ended December 31, 2021, the Fund did not incur any income tax, interest, or penalties, and has recorded no liability for net unrecognized tax benefits relating to uncertain tax positions.

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax years, which includes the current fiscal tax year end). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Allocations:

Expenses directly attributable to the Fund are charged to the Fund, while expenses that are attributable to more than one fund in the Trust, or jointly with an affiliated trust, are allocated among the respective funds in the Trust and/or an affiliated trust based upon net assets or another appropriate basis.

Income, expenses (other than class-specific expenses such as transfer agent fees, state registration fees, printing fees, and 12b-1 fees), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets on the date income is earned or expenses and realized and unrealized gains and losses are incurred.

3. Purchases and Sales:

Purchases and sales of securities (excluding securities maturing less than one year from acquisition) for the year ended December 31, 2021, were as follows for the Fund (amounts in thousands):

Excluding U.S. Government Securities
Purchases		Sales
$	387,118	$	439,685

4. Fees and Transactions with Affiliates and Related Parties:

Investment Advisory Fees:

Investment advisory services are provided to the Fund by the Adviser, which is a New York corporation registered as an investment adviser with the SEC. The Adviser is an indirect wholly owned subsidiary of Victory Capital Holdings, Inc., a publicly traded Delaware corporation, and a wholly owned direct subsidiary of Victory Capital Operating, LLC.

Under the terms of the Investment Advisory Agreement, the Adviser is entitled to receive fees accrued daily and paid monthly at an annualized rate of 0.20% of the Fund's average daily net assets. Amounts incurred and paid to VCM for the year ended December 31, 2021, are reflected on the Statement of Operations as Investment advisory fees.

The Trust relies on an exemptive order granted to VCM and its affiliated funds by the SEC in March 2019 permitting the use of a "manager-of-managers" structure for certain funds. Under a manager-of-managers structure, the investment adviser may select (with approval of the Board and without shareholder approval) one or more subadvisers to manage the day-to-day investment of a fund's assets. For the year ended December 31, 2021, the Fund had no subadvisers.

24

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Administration and Servicing Fees:

VCM serves as the Fund's administrator and fund accountant. Under the Fund Administration, Servicing and Accounting Agreement, VCM is paid an administration and servicing fee that is accrued daily and paid monthly at an annualized rate of 0.15%, 0.10%, 0.15%, 0.15%, and 0.05%, which is based on the Fund's average daily net assets of the Fund Shares, Institutional Shares, Class A, Class C, and R6 Shares, respectively. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Administration fees.

Citi Fund Services Ohio, Inc. ("Citi"), an affiliate of Citibank, acts as sub-administrator and sub-fund accountant to the Fund pursuant to a Sub-Administration and Sub-Fund Accounting Services Agreement between VCM and Citi. VCM pays Citi a fee for providing these services. The Fund reimburses VCM and Citi for out-of-pocket expenses incurred in providing these services and certain other expenses specifically allocated to the Fund. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Sub-Administration fees.

The Fund (as part of the Trust) has entered into an agreement with the Adviser to provide compliance services, pursuant to which the Adviser furnishes its compliance personnel, including the services of the Chief Compliance Officer ("CCO"), and other resources reasonably necessary to provide the Trust with compliance oversight services related to the design, administration, and oversight of a compliance program for the Trust in accordance with Rule 38a-1 under the 1940 Act. The CCO is an employee of the Adviser, which pays the compensation of the CCO and support staff. The funds in the Trust, Victory Variable Insurance Funds, Victory Portfolios, and Victory Portfolios II (collectively, the "Victory Funds Complex") in the aggregate, compensate the Adviser for these services. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Compliance fees.

Transfer Agency Fees:

Victory Capital Transfer Agency, Inc. ("VCTA"), an affiliate of the Adviser, provides transfer agency services to the Fund. VCTA provides transfer agent services to the Fund Shares based on an annual charge of $23 per shareholder account plus out-of-pocket expenses. VCTA pays a portion of these fees to certain intermediaries for the administration and servicing of accounts that are held with such intermediaries. Transfer agent's fees for Institutional Shares, Class A, Class C, and R6 Shares are paid monthly based on a fee accrued daily at an annualized rate of 0.10%, 0.10%, 0.10%, and 0.01%, respectively, of average daily net assets, plus out-of-pocket expenses. Amounts incurred and paid to VCTA for the year ended December 31, 2021, are reflected on the Statement of Operations as Transfer agent fees.

FIS Investor Services LLC serves as sub-transfer agent and dividend disbursing agent for the Fund pursuant to a Sub-Transfer Agent Agreement between VCTA and FIS Investor Services LLC. VCTA provides FIS Investor Services LLC a fee for providing these services.

Distributor/Underwriting Services:

Victory Capital Services, Inc. (the "Distributor"), an affiliate of the Adviser, serves as Distributor for the continuous offering of the shares of the Fund pursuant to a Distribution Agreement between the Distributor and the Trust.

Pursuant to the Distribution and Service Plans adopted in accordance with Rule 12b-1 under the 1940 Act, the Distributor may receive a monthly distribution and service fee, up to an annual rate of 0.25% and 1.00% of the average daily net assets of Class A and Class C, respectively. The distribution and service fees paid to the Distributor may be used by the Distributor to pay for activity primarily intended to result in the sale of Class A and Class C. Amounts incurred and paid to the Distributor are reflected on the Statement of Operations as 12b-1 fees.

In addition, the Distributor is entitled to receive commissions on sales of the Class A. For the year ended December 31, 2021, the Distributor received less than $1 thousand from commissions earned on sale of Class A.

25

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Other Fees:

Citibank serves as the Fund's custodian. The Fund pays Citibank a fee for providing these services. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Custodian fees.

K&L Gates LLP provides legal services to the Trust.

The Adviser has entered into an expense limitation agreement with the Fund until at least June 30, 2023. Under the terms of the agreement, the Adviser has agreed to waive fees or reimburse certain expenses to the extent that ordinary operating expenses incurred by certain classes of the Fund in any fiscal year exceed the expense limit for such classes of the Fund. Such excess amounts will be the liability of the Adviser. Acquired fund fees and expenses, interest, taxes, brokerage commissions, other expenditures, which are capitalized in accordance with GAAP, and other extraordinary expenses not incurred in the ordinary course of the Fund's business are excluded from the expense limits. As of December 31, 2021, the expense limits (excluding voluntary waivers) were 0.48%, 0.44%, 0.70%, 1.45%, and 0.40% for Fund Shares, Institutional Shares, Class A, Class C, and R6 Shares, respectively.

Under the terms of the expense limitation agreement, as amended May 1, 2021, the Fund has agreed to repay fees and expenses that were waived or reimbursed by the Adviser for a period of up to three years (thirty-six (36) months) after the waiver or reimbursement took place, subject to the lesser of any operating expense limits in effect at the time of: (a) the original waiver or expense reimbursement; or (b) the recoupment, after giving effect to the recoupment amount. Prior to May 1, 2021, the Fund was permitted to recoup fees waived and expenses reimbursed for up to three years after the fiscal year in which the waiver or reimbursement took place, subject to the limitations above. This change did not have any effect on the amounts previously reported for recoupment.

As of December 31, 2021, the following amounts are available to be repaid to the Adviser (amounts in thousands). The Fund has not recorded any amounts available to be repaid as a liability due to an assessment that such repayment is not probable at December 31, 2021.

Expires 2023		Expires 2024		Total
$	22	$	22	$	44

The Adviser may voluntarily waive or reimburse additional fees to assist the Fund in maintaining competitive expense ratios. Voluntary waivers and reimbursements applicable to the Fund are not available to be recouped at a future time. There were no voluntary waivers or reimbursements for the year ended December 31, 2021.

Certain officers and/or interested trustees of the Fund are also officers and/or employees of the Adviser, administrator, fund accountant, sub-administrator, sub-fund accountant, custodian, and Distributor.

5. Risks:

The Fund may be subject to other risks in addition to these identified risks.

Market Risk — Overall market risks may affect the value of the Fund. Domestic and international factors such as political events, war, trade disputes, interest rate levels and other fiscal and monetary policy changes, pandemics and other public health crises, and related geopolitical events, as well as environmental disasters such as earthquakes, fires, and floods, may add to instability in world economies and markets generally. The impact of these and other factors may be short-term or may last for extended periods.

Equity Risk — The value of the equity securities in which the Fund invests may decline in response to developments affecting individual companies and/or general economic conditions. A company's earnings or dividends may not increase as expected due to poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters, military confrontations, war, terrorism, public

26

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

health crises, or other events, conditions, and factors. Price changes may be temporary or last for extended periods.

Foreign Securities Risk — Foreign markets can be more volatile than the U.S. market due to increased risks of adverse issuer, political, regulatory, market, or economic developments and can perform differently from the U.S. market.

Derivatives Risk — The Fund may invest in futures, options, and other types of derivatives. Risks associated with derivatives include the risk that the derivative is not well-correlated with the security, index, ETFs, or currency to which it relates; the risk that the use of derivatives may not have the intended effects and may result in losses, underperformance, or missed opportunities; the risk that the Fund will be unable to sell the derivative because of an illiquid secondary market; the risk that a counterparty is unwilling or unable to meet its obligation; the risk of interest rate movements; and the risk that the derivatives transaction could expose the Fund to the effects of leverage, which could increase the Fund's market exposure, magnify investment risks and losses, and cause losses to be realized more quickly. There is no guarantee that derivative techniques will be employed or that they will work as intended, and their use could lower returns or even result in losses to the Fund. In addition, proposed and current regulations may limit the Fund's ability to invest in derivatives.

6. Borrowing and Interfund Lending:

Line of Credit:

The Victory Funds Complex participates in a short-term demand note "Line of Credit" agreement with Citibank. The Line of Credit agreement with Citibank was renewed on June 28, 2021, with a termination date of June 27, 2022. Under the agreement with Citibank, the Victory Funds Complex may borrow up to $600 million, of which $300 million is committed and $300 million is uncommitted. $40 million of the Line of Credit is reserved for use by the Victory Floating Rate Fund, another series of the Victory Funds Complex, with Victory Floating Rate Fund paying the related commitment fees for that amount. The purpose of the Line of Credit is to meet temporary or emergency cash needs. For the year ended December 31, 2021, Citibank received an annual commitment fee of 0.15% on $300 million for providing the Line of Credit. Each fund in the Victory Funds Complex pays a pro-rata portion of the commitment fees plus any interest (one-month London InterBank Offered Rate ("LIBOR") plus one percent, with LIBOR to be replaced by a different benchmark rate in accordance with the terms of the agreement) on amounts borrowed. Prior to June 28, 2021, the Victory Funds Complex paid an annual commitment fee of 0.15% and an upfront fee of 0.10%. Each fund in the Victory Funds Complex paid a pro-rata portion of the upfront fee. Interest charged to the Fund during the period, if applicable, is reflected on the Statement of Operations under Line of credit fees.

The Fund had no borrowings under the Line of Credit agreement during the year ended December 31, 2021.

Interfund Lending:

The Trust and Adviser rely on an exemptive order granted by the SEC in March 2017 (the "Order"), permitting the establishment and operation of an Interfund Lending Facility (the "Facility"). The Facility allows the Fund to directly lend and borrow money to or from any other fund in the Victory Funds Complex that is permitted to participate in the Facility, relying upon the Order at rates beneficial to both the borrowing and lending funds. Advances under the Facility are allowed for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities, and are subject to each Fund's borrowing restrictions. The interfund loan rate is determined, as specified in the Order, by averaging the current repurchase agreement rate and the current bank loan rate. As a Borrower, interest charged to the Fund, if any, during the period, is reflected on the Statement of Operations under Interfund lending fees. As a Lender, interest earned by the Fund, if any, during the period, is reflected on the Statement of Operations under Interfund lending fees.

The Fund did not utilize or participate in the Facility during the year ended December 31, 2021.

27

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

7. Federal Income Tax Information:

The Fund intends to distribute any net investment income annually. Distributable net realized gains, if any, are declared and paid at least annually.

The amounts of dividends from net investment income and distributions from net realized gains (collectively, distributions to shareholders) are determined in accordance with federal income tax regulations, which may differ from GAAP. To the extent these "book/tax" differences are permanent in nature (e.g., net operating loss and distribution reclassification), such amounts are reclassified within the components of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales) do not require reclassification. To the extent dividends and distributions exceed net investment income and net realized gains for tax purposes, they are reported as distributions of capital. Net investment losses incurred by the Fund may be reclassified as an offset to capital on the accompanying Statement of Assets and Liabilities.

As of December 31, 2021, on the Statement of Assets and Liabilities, as a result of permanent book-to-tax differences, reclassification adjustments were as follows (amounts in thousands):

Total Accumulated Earnings/(Loss)			Capital
$	(6,504	)	$	6,504

The tax character of distributions paid during the tax years ended, as noted below, were as follows (total distributions paid may differ from the Statements of Changes in Net Assets because, for tax purposes, dividends are recognized when actually paid) (amounts in thousands):

Year Ended December 31, 2021								Year Ended December 31, 2020
Distributions paid from								Distributions paid from
Ordinary Income		Net Long-Term Capital Gains		Total Taxable Distributions		Total Distributions Paid		Ordinary Income		Net Long-Term Capital Gains		Total Taxable Distributions		Total Distributions Paid
$	34,020	$	162,826	$	196,846	$	196,846	$	22,041	$	33,259	$	55,300	$	55,300

As of December 31, 2021, the components of accumulated earnings (loss) on a tax basis were as follows (amounts in thousands):

Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Accumulated Earnings		Unrealized Appreciation (Depreciation)*		Total Accumulated Earnings (Loss)
$	16,609	$	124,384	$	140,993	$	3,122,195	$	3,263,188

*  The difference between the book-basis and tax-basis unrealized appreciation (depreciation) is attributable primarily to tax deferral of losses on wash sales and Non-REIT ROC Adjustments.

As of December 31, 2021, the Fund had no capital loss carryforwards for federal income tax purposes.

As of December 31, 2021, the cost basis for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation, and net unrealized appreciation (depreciation) for investments were as follows (amounts in thousands):

Tax Cost		Tax Unrealized Appreciation		Tax Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
$	1,464,372	$	3,185,957	$	(63,762	)	$	3,122,195

28

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Trustees of USAA Nasdaq-100 Index Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of USAA Nasdaq-100 Index Fund (the "Fund") (one of the funds constituting USAA Mutual Funds Trust (the "Trust")), including the schedule of portfolio investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting USAA Mutual Funds Trust) at December 31, 2021, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Trust's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust's internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2021, by correspondence with the custodian. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

     

We have served as the auditor of one or more Victory Capital investment companies since 1995.

San Antonio, Texas
February 24, 2022

29

USAA Mutual Funds Trust Supplemental Information
December 31, 2021

  (Unaudited)

Trustee and Officer Information

Board of Trustees:

Overall responsibility for management of the Trust rests with the Board. The Trust is managed by the Board in accordance with the laws of the State of Delaware. There are currently nine Trustees, eight of whom are not "interested persons" of the Trust within the meaning of that term under the 1940 Act ("Independent Trustees") and one of whom is an "interested person" of the Trust within the meaning of that term under the 1940 Act ("Interested Trustee"). The Trustees, in turn, elect the officers of the Trust to actively supervise its day-to-day operations.

The following tables list the Trustees, their dates of birth, their positions with the Trust, their commencement of service, their principal occupations during the past five years, and any directorships of other investment companies or companies whose securities are registered under the Securities Exchange Act of 1934, as amended, or who file reports under that Act. Each Trustee's address is c/o Victory Portfolios, 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. Each Trustee has an indefinite term.

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Independent Trustees.
Jefferson C. Boyce (September 1957)	Independent Chair	Trustee since September 2013, Independent Chair since January 2021	Retired.	46	Westhab, Inc., New York Theological Seminary
Robert L. Mason, Ph.D.* (July 1946)	Trustee	Trustee since January 1997 and Chairman from January 2012 to July 2019	Adjunct Professor in the Department of Management Science and Statistics in the College of Business at the University of Texas at San Antonio (2001-present).	46	None
Dawn M. Hawley (February 1954)	Trustee	Trustee since April 2014	Retired.	46	None

*  Effective at the close of business December 31, 2021, Robert L. Mason, Ph.D. retired from the Board of Trustees.

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USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Daniel S. McNamara (June 1966)	Trustee	Trustee since January 2012	Trustee, President, and Vice Chairman of USAA ETF Trust (06/17-06/19); President of Financial Advice & Solutions Group (FASG), USAA (02/13-03/21); Director of USAA Asset Management Company (AMCO), (08/11-06/19); Chairman of Board of AMCO (04/13/-06/19); Director of USAA Investment Services Company (ISCO) (formerly USAA Investment Management Company) (09/09-03/21); Chairman of Board of ISCO (04/13-12/20); President and Director of USAA Shareholder Account Services (SAS) (10/09-06/19); Chairman of Board of SAS (04/13/-06/19); Senior Vice President of USAA Financial Planning Services Insurance Agency, Inc. (FPS) (04/11-03/21); Director and Vice Chairman of FPS (12/13-03/21); President and Director of USAA Investment Corporation (ICORP) (03/10-03/21); Chairman of Board of ICORP (12/13-03/21); Director of USAA Financial Advisors, Inc. (FAI) (12/13-03/21); Chairman of Board of FAI (03/15-03/21).	46	None
Paul L. McNamara (July 1948)	Trustee	Trustee since January 2012	Retired.	46	None

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December 31, 2021

  (Unaudited)

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Richard Y. Newton, III (January 1956)	Trustee	Trustee since March 2017	Director, Elta North America (01/18-08/19), which is a global leader in the design, manufacture, and support of innovative electronic systems in the ground, maritime, airborne, and security domains for the nation's warfighters, security personnel, and first responders; Managing Partner, Pioneer Partnership Development Group (12/15-present).	46	PredaSAR Corp.
Barbara B. Ostdiek, Ph.D. (March 1964)	Trustee	Trustee since January 2008	Senior Associate Dean of Degree programs at Jesse H. Jones Graduate School of Business at Rice University (07/13-present); Associate Professor of Finance at Jesse H. Jones Graduate School of Business at Rice University (07/01-07/21); Professor of Finance at Jesse H. Jones Graduate School of Business at Rice University (07/21-present).	46	None
John C. Walters (February 1962)	Trustee	Trustee since July 2019	Retired.	46	Guardian Variable Products Trust (16 series), Lead Independent Director; Amerilife Holdings LLC, Director; Stadion Money Management; Director.

32

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Name and Date of Birth	Position(s) Held with Fund	Term of Office and Length of Time Served	Principal Occupation(s) Held During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Interested Trustee.
David C. Brown (May 1972)	Trustee	Trustee since July 2019	Chairman and Chief Executive Officer (2013-present), Victory Capital Management Inc.; Chief Executive Officer and Chairman (2013-present), Victory Capital Holdings, Inc.; Director, Victory Capital Services, Inc. (2013-present); Director, Victory Capital Transfer Agency, Inc. (2019-present).	46 portfolios within the Trust; 41 portfolios within the Victory Portfolios, 26 series within the Victory Portfolios II, and 8 series within the Victory Variable Insurance Funds	None

The Statement of Additional Information includes additional information about the Trustees of the Trust and is available, without charge, by calling 800-539-3863.

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USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Officers:

The officers of the Trust, their dates of birth, their commencement of service, and their principal occupations during the past five years, are detailed in the following table. Each officer serves until the earlier of his or her resignation, removal, retirement, death, or the election of a successor. The mailing address of each officer of the Trust is 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. The officers of the Trust receive no compensation directly from the Trust for performing the duties of their offices.

Name and Date of Birth Position with
the Trust Year
Commenced
Service Principal Occupation During Past 5 Years

Interested Officers.

Christopher K. Dyer, Born February 1962	President	2019	Director of Fund Administration, Victory Capital (since 2004); Chief Operating Officer, Victory Capital Services, Inc. (since 2020)
Scott A Stahorsky, Born July 1969	Vice President	2019	Manager, Fund Administration, Victory Capital (since 2015)
James K. De Vries, Born April 1969	Treasurer	2018	Executive Director, Victory Capital Management Inc. (since 2019); Treasurer, USAA ETF Trust (September 2018-June 2019); Executive Director, Investment and Financial Administration, USAA (April 2012-June 2019); Assistant Treasurer, USAA ETF Trust (June 2017-September 2018); Assistant Treasurer, USAA Mutual Funds Trust (December 2013-February 2018)
Allan Shaer, Born March 1965	Assistant Treasurer	2019	Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc. (since 2016); Vice President, Mutual Fund Administration, JP Morgan Chase (2011-2016)
Carol D. Trevino, Born October 1965	Assistant Treasurer	2018	Director, Accounting and Finance, Victory Capital Management Inc. (since 2019); Accounting/Financial Director, USAA (December 2013-June 2019); Assistant Treasurer, USAA ETF Trust (September 2018-June 2019)
Erin G. Wagner, Born February 1974	Secretary	2019	Deputy General Counsel, the Adviser (since 2013)
Charles Booth, Born April 1960	Anti-Money Laundering Compliance Officer and Identity Theft Officer	2019	Director, Regulatory Administration and CCO Support Services, Citi Fund Services Ohio, Inc. (since 2007)
Colin Kinney, Born October 1973	Chief Compliance Officer	2021	Chief Compliance Officer, USAA Mutual Funds Trust (since 2021); Chief Compliance Officer Victory Funds (since 2017); Chief Risk Officer, the Adviser (2009-2017); Chief Compliance Officer, the Adviser (since 2013)
Sean Fox, Born September 1976	Deputy Chief Compliance Officer	2021	Deputy Chief Compliance Officer, USAA Mutual Funds Trust (since 2021); Sr. Compliance Officer, the Adviser (2019-2021); Compliance Officer, the Adviser (2015-2019)

34

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  (Unaudited)

Proxy Voting and Portfolio Holdings Information

Proxy Voting:

Information regarding the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling (800) 235-8396. The information is also included in the Fund's Statement of Additional Information, which is available on the SEC's website at www.sec.gov.

Information relating to how the Fund voted proxies relating to portfolio securities held during the most recent 12 months ended June 30 is available on the SEC's website at www.sec.gov.

Availability of Schedules of Portfolio Investments:

The Trust files a complete list of Schedules of Portfolio Investments with the SEC for the first and third quarter of each fiscal year on Form N-PORT. Form N-PORT is available on the SEC's website at www.sec.gov.

Expense Examples

As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases; and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2021, through December 31, 2021.

The Actual Expense figures in the table below provide information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled "Actual Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

The Hypothetical Expense figures in the table below provide information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in shareholder reports of other funds.

Please note the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the hypothetical expenses in the table are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value 12/31/21		Actual Expenses Paid During Period 7/1/21- 12/31/21*		Hypothetical Expenses Paid During Period 7/1/21- 12/31/21*		Annualized Expense Ratio During Period 7/1/21- 12/31/21
Fund Shares	$	1,000.00	$	1,122.50	$	1,023.09	$	2.25	$	2.14		0.42	%
Institutional Shares		1,000.00		1,122.30		1,022.99		2.35		2.24		0.44	%
Class A		1,000.00		1,120.70		1,021.68		3.74		3.57		0.70	%
Class C		1,000.00		1,116.50		1,017.90		7.74		7.38		1.45	%
R6 Shares		1,000.00		1,123.30		1,023.69		1.61		1.53		0.30	%

*  Expenses are equal to the average account value multiplied by the Fund's annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

35

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

Additional Federal Income Tax Information

The following federal tax information related to the Fund's fiscal year ended December 31, 2021, is provided for information purposes only and should not be used for reporting to federal or state revenue agencies. Federal tax information for the calendar year will be reported to you on Form 1099-DIV in January 2022.

With respect to distributions paid, the Fund designates the following amounts (or, if subsequently determined to be different, the maximum amount allowable) for the fiscal year ended December 31, 2021 (amounts in thousands):

Dividends Received Deduction (corporate shareholders)			Qualified Dividend Income (non-corporate shareholders)			Short-Term Capital Gain Distributions		Long-Term Capital Gain Distributions
	82	%		83	%	$	23,622	$	168,037

36

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Considerations of the Board in Continuing the Investment Advisory Agreement

USAA Nasdaq-100 Index Fund (the "Fund")

At a meeting of the Board of Trustees (the "Board") of USAA Mutual Funds Trust (the "Trust") held on December 9-10, 2021, the Board, including the Trustees who are not "interested persons" (as that term is defined in the Investment Company Act of 1940, as amended) of the Trust (the "Independent Trustees"), approved for an annual period the continuance of the Investment Advisory Agreement (the "Advisory Agreement") between the Trust and Victory Capital Management Inc. (the "Adviser") with respect to the Fund. Prior to the December 9-10, 2021 meeting at which the Advisory Agreement was approved, the Independent Trustees also discussed and considered information regarding the proposed continuation of the Advisory Agreement at a meeting held on November 19, 2021.

In advance of the foregoing meetings, the Trustees received and considered a variety of information relating to the Advisory Agreement and the Adviser, and were given the opportunity to ask questions and request additional information from management. The information provided to the Board included, among other things: (i) a separate report prepared by an independent third party of mutual fund data, which provided a statistical analysis comparing the Fund's investment performance, expenses, and fees to comparable investment companies; (ii) information concerning the services rendered to the Fund, as well as information regarding the Adviser's revenues and costs of providing services to the Fund and compensation paid to affiliates of the Adviser; and (iii) information about the Adviser's operations and personnel. Prior to voting, the Independent Trustees reviewed the proposed continuance of the Advisory Agreement with management and with experienced independent counsel retained by the Independent Trustees ("Independent Counsel") and received materials from such Independent Counsel discussing the legal standards for their consideration of the proposed continuation of the Advisory Agreement with respect to the Fund. The Independent Trustees also reviewed the proposed continuation of the Advisory Agreement with respect to the Fund in private sessions with Independent Counsel at which no representatives of management were present.

At each regularly scheduled meeting of the Board and its committees, the Board receives and reviews, among other things, information concerning the Fund's performance and related services provided by the Adviser. At the meeting at which the renewal of the Advisory Agreement is considered, particular focus is given to information concerning Fund performance, fees and total expenses as compared to comparable investment companies, and the Adviser's profitability with respect to the Fund. However, the Board noted that the evaluation process with respect to the Adviser is an ongoing one. In this regard, the Board's and its committees' consideration of the Advisory Agreement included information previously received at such meetings. The Board also recognized that the contractual arrangements for the Fund have been reviewed by the Board and discussed with the Adviser in prior years and that the Board's conclusions may be based, in part, on its consideration of these same arrangements in prior years.

Advisory Agreement

After full consideration of a variety of factors, the Board, including the Independent Trustees, voted to approve the Advisory Agreement. In approving the Advisory Agreement, the Trustees did not identify any single factor as controlling, and each Trustee may have attributed different weights to various factors. Throughout their deliberations, the Independent Trustees were represented and assisted by Independent Counsel.

Nature, Extent, and Quality of Services — In considering the nature, extent, and quality of the services provided by the Adviser under the Advisory Agreement, the Board reviewed information provided by the Adviser relating to its operations and personnel. The Board also took into account its knowledge of the Adviser's management and the quality of the performance of the Adviser's duties through Board meetings, discussions, and reports during the preceding year. The Board considered the fees paid to the Adviser and the services provided to the Fund by the Adviser under the Advisory Agreement, as well as other services provided by the Adviser and its affiliates under other agreements, and the personnel who provide these services. In addition to the investment advisory services provided to the Fund, the Adviser and its affiliates provide administrative services, shareholder services, oversight of Fund accounting, marketing services, assistance in meeting legal and regulatory requirements, and other services necessary for the operation of the Fund and the Trust.

37

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

The Board considered the scope of services provided by, and the undertakings required of, the Adviser in connection with those services, including, among other things, maintaining (i) its own and the Fund's compliance programs, (ii) risk management programs, (iii) liquidity risk management programs, and (iv) cybersecurity programs, each of which had expanded over time as a result of regulatory, market, and other developments. The Board also considered the significant risks assumed by the Adviser in connection with the services provided to the Fund, including investment, operational, enterprise, litigation, regulatory and compliance risks.

The Board considered the Adviser's management style and the performance of the Adviser's duties under the Advisory Agreement. The Board considered the level and depth of knowledge of the Adviser, including the professional experience and qualifications of its senior and investment personnel, as well as current staffing levels. The allocation of the Fund's brokerage, including the Adviser's process for monitoring "best execution," also was considered. The Adviser's role in coordinating the activities of the Fund's other service providers was also considered. The Board also considered the Adviser's risk management processes. The Board considered the Adviser's financial condition and that it had the financial wherewithal to continue to provide the same scope and high quality of services under the Advisory Agreement. In reviewing the Advisory Agreement, the Board focused on the experience, resources, and strengths of the Adviser and its affiliates in managing the Fund, as well as the other funds in the Trust.

The Board also reviewed the compliance and administrative services provided to the Fund by the Adviser and its affiliates, including the Adviser's oversight of the Fund's day-to-day operations and oversight of Fund accounting. The Trustees, guided also by information obtained from their experiences as Trustees of the Trust, also focused on the quality of the Adviser's compliance and administrative staff.

Expenses and Performance — In connection with its consideration of the Advisory Agreement, the Board evaluated the Fund's advisory fees and total expense ratio as compared to other open-end investment companies deemed to be comparable to the Fund as determined by the independent third party in its report. The Fund's expenses were compared to (i) a group of investment companies chosen by the independent third party to be comparable to the Fund based upon certain factors, including fund type, comparability of investment objective and classification, sales load type, asset size, and expense components (the "expense group") and (ii) a larger group of investment companies with the same investment classification/objective as the Fund regardless of asset size, excluding outliers (the "expense universe"). Among other data, the Board noted that the Fund's net management fee rate — which includes advisory and administrative services as well as any fee waivers and reimbursements — was below the median of its expense group and its expense universe. The data indicated that the Fund's total expenses, including after any reimbursements, were below the median of its expense group and its expense universe. The Board also took into account the Adviser's current undertakings to maintain expense limitations for certain share classes of the Fund. The Board took into account the various other services provided to the Fund by the Adviser and its affiliates, and noted the high quality of services received by the Fund. The Board also noted the high level of correlation between the Fund and the Nasdaq-100 Index and the relatively low tracking error between the Fund and the Nasdaq-100 Index, and noted that it reviews such information on a periodic basis.

In considering the Fund's performance, the Board noted that it reviews at its regularly scheduled meetings information about the Fund's performance results. The Trustees also reviewed various comparative data provided to them in connection with their consideration of the renewal of the Advisory Agreement, including, among other information, a comparison of the Fund's average annual total returns relative to its Lipper index and other mutual funds deemed to be in its peer group by the independent third party in its report (the "performance universe"). The Fund's performance universe consisted of the Fund and all retail and institutional open-end investment companies with the same classification/objective as the Fund regardless of asset size or primary channel of distribution. This comparison indicated that, among other data, the Fund's performance was above the average of its performance universe and its Lipper index for the one-, three-, five- and ten-year periods ended September 30, 2021.

Compensation and Profitability — The Board took into consideration the level and method of computing the management fee. The information considered by the Board included operating profit margin information for the Adviser's business as a whole. The Board also received and considered profitability information related to the management revenues from the Fund. This information included a review of the methodology used in the allocation of certain costs to the Fund. In considering the profitability data with respect to the Fund, the Trustees

38

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

noted that the Adviser reimbursed or waived a portion of its management fees to the Fund. The Trustees reviewed the profitability of the Adviser's relationship with the Fund before tax expenses. The Board was also provided with a profitability analysis of other publicly traded asset managers prepared by an independent information service. In reviewing the overall profitability of the management fee to the Adviser, the Board also considered the fact that the Adviser and its affiliates provide shareholder servicing and administrative services to the Fund for which they receive compensation. The Board also considered the possible direct and indirect benefits to the Adviser from its relationship with the Trust, including that the Adviser may derive reputational and other benefits from its association with the Fund. The Trustees recognized that the Adviser should be entitled to earn a reasonable level of profits in exchange for the level of services it provides to the Fund and the entrepreneurial and other risks that it assumes as Adviser.

Economies of Scale — The Board considered whether there should be changes in the management fee rate or structure in order to enable the Fund to participate in any economies of scale. The Board also considered the fee waiver and expense reimbursement arrangements by the Adviser. The Board took into account management's discussion of the Fund's current advisory fee structure. The Board also considered the effect of the change in size, if any, of each of the Fund's share classes on its performance and fees, noting that the Fund may realize other economies of scale if assets increase proportionally more than expenses. The Board determined that the current investment management fee structure was reasonable.

Conclusions — The Board reached the following conclusions regarding the Fund's Advisory Agreement with the Adviser: (i) the Adviser has demonstrated that it possesses the capability and resources to perform the duties required of it under the Advisory Agreement; (ii) the Adviser maintains an appropriate compliance program; (iii) the overall performance of the Fund is reasonable in relation to the performance of funds with similar investment objectives and to relevant indices and in view of the Fund's investment objective of seeking to track its designated index; (iv) the Fund's advisory expenses are reasonable in relation to those of similar funds and to the services to be provided by the Adviser and its affiliates; and (v) the Adviser's and its affiliates' level of profitability from their relationship with the Fund is reasonable in light of the nature and high quality of services provided by the Adviser and the type of fund. Based on its conclusions, the Board determined that continuation of the Advisory Agreement would be in the best interests of the Fund and its shareholders.

39

Privacy Policy

Protecting the Privacy of Information

The Trust respects your right to privacy. We also know that you expect us to conduct and process your business in an accurate and efficient manner. To do so, we must collect and maintain certain personal information about you. This is the information we collect from you on applications or other forms, and from the transactions you make with us or third parties. It may include your name, address, social security number, account transactions and balances, and information about investment goals and risk tolerance.

We do not disclose any information about you or about former customers to anyone except as permitted or required by law. Specifically, we may disclose the information we collect to companies that perform services on our behalf, such as the transfer agent that processes shareholder accounts and printers and mailers that assist us in the distribution of investor materials. We may also disclose this information to companies that perform marketing services on our behalf. This allows us to continue to offer you Victory investment products and services that meet your investing needs, and to effect transactions that you request or authorize. These companies will use this information only in connection with the services for which we hired them. They are not permitted to use or share this information for any other purpose.

To protect your personal information internally, we permit access only by authorized employees and maintain physical, electronic, and procedural safeguards to guard your personal information.*

*  You may have received communications regarding information about privacy policies from other financial institutions which gave you the opportunity to "opt-out" of certain information sharing with companies which are not affiliated with that financial institution. The Trust does not share information with other companies for purposes of marketing solicitations for products other than the Trust. Therefore, the Trust does not provide opt-out options to their shareholders.

P.O. Box 182593
Columbus, Ohio 43218-2593

Visit our website at:	Call
www.vcm.com	(800) 235-8396

37732-0222

DECEMBER 31, 2021

Annual Report

USAA Ultra Short-Term Bond Fund

Victory Capital means Victory Capital Management Inc., the investment adviser of the USAA Mutual Funds. USAA Mutual Funds are distributed by Victory Capital Services, Inc., member FINRA, an affiliate of Victory Capital. Victory Capital and its affiliates are not affiliated with United Services Automobile Association or its affiliates. USAA and the USAA logos are registered trademarks and the USAA Mutual Funds and USAA Investments logos are trademarks of United Services Automobile Association and are being used by Victory Capital and its affiliates under license.

www.vcm.com

News, Information And Education 24 Hours A Day, 7 Days A Week

The Victory Capital website gives fund shareholders, prospective shareholders, and investment professionals a convenient way to access fund information, get guidance, and track fund performance anywhere they can access the Internet. The site includes:

•  Detailed performance records

•  Daily share prices

•  The latest fund news

•  Investment resources to help you become a better investor

•  A section dedicated to investment professionals

Whether you're a potential investor searching for the fund that matches your investment philosophy, a seasoned investor interested in planning tools, or an investment professional, www.vcm.com has what you seek. Visit us anytime. We're always open.

USAA Mutual Funds Trust

TABLE OF CONTENTS

Shareholder Letter (Unaudited)	2
Manager's Commentary (Unaudited)	4
Investment Overview (Unaudited)	6
Investment Objective & Portfolio Holdings (Unaudited)	7
Schedule of Portfolio Investments	8
Financial Statements
Statement of Assets and Liabilities	23
Statement of Operations	24
Statements of Changes in Net Assets	25
Financial Highlights	28
Notes to Financial Statements	30
Report of Independent Registered Public Accounting Firm	41
Supplemental Information (Unaudited)	42
Trustee and Officer Information	42
Proxy Voting and Portfolio Holdings Information	47
Expense Examples	47
Advisory Contract Approval	48
Privacy Policy (inside back cover)

This report is for the information of the shareholders and others who have received a copy of the currently effective prospectus of the Fund, managed by Victory Capital Management Inc. It may be used as sales literature only when preceded or accompanied by a current prospectus, which provides further details about the Fund.

IRA DISTRIBUTION WITHHOLDING DISCLOSURE

We generally must withhold federal income tax at a rate of 10% of the taxable portion of your distribution and, if you live in a state that requires state income tax withholding, at your state's tax rate. However, you may elect not to have withholding apply or to have income tax withheld at a higher rate. Any withholding election that you make will apply to any subsequent distribution unless and until you change or revoke the election. If you wish to make a withholding election, or change or revoke a prior withholding election, call (800) 235-8396, and form W-4P (OMB No. 1545-0074 withholding certificate for pension or annuity payments) will be electronically sent.

If you do not have a withholding election in place by the date of a distribution, federal income tax will be withheld from the taxable portion of your distribution at a rate of 10%. If you must pay estimated taxes, you may be subject to estimated tax penalties if your estimated tax payments are not sufficient and sufficient tax is not withheld from your distribution.

For more specific information, please consult your tax adviser.

• NOT FDIC INSURED • NO BANK GUARANTEE •  MAY LOSE VALUE

1

(Unaudited)

Dear Shareholder,

Another year has passed, but unfortunately the pandemic endures. Yet, looking back on the year ended 2021, it is evident that financial markets have endured as well, despite stiff headwinds—including new COVID-19 variants; disruption among global supply chains; uncomfortable inflation readings; and the fear of rising interest rates.

Through it all, the S&P 500^® Index, the bell-weather proxy for our domestic stock market, once again registered a positive annual total return (that makes it 12 out of the past 13 years). This was largely driven by a U.S. economy that bounced back quickly after what was effectively a global economic shutdown in 2020, and we witnessed robust earnings growth across many sectors thanks in no small part to continued fiscal stimulus and accommodative monetary policy. Underlying this positive performance were interesting differences among investment styles and market capitalizations. For example, growth-oriented investments outperformed value within large-caps, but underperformed within both mid-caps and small-caps (as measured by the Russell family of indices). Perhaps this reflects investors' expectations for higher interest rates next year?

There were other notable subplots to 2021. Early in the year we watched in disbelief as "meme stocks"—a few names that gained massive notoriety on social media platforms—went on stomach-churning roller coaster rides. Also intriguing was how the biotech sector struggled mightily despite the success and fanfare surrounding the COVID-19 vaccines. Meanwhile, rising oil prices fueled impressive gains across the energy landscape, while crypto assets captivated investors. Now we're all watching how crypto's underlying blockchain technologies might disrupt business-as-usual across industries in the years ahead. These were just a few of the highlights of the past year.

Through all the twists and turns, the S&P 500^® Index registered an impressive annual total return of nearly 29% for the 12-month period ended December 31, 2021. Over this same annual period, the yield on the 10-Year U.S. Treasury jumped 59 basis points (basis point is 1/100th of a percentage point), reflecting a very low starting rate, substantial fiscal stimuli, and the U.S. Federal Reserve's (the "Fed") accommodative monetary stance (although this stance has begun to shift recently). At the end of our reporting period, the yield on the 10-Year U.S. Treasury was trending higher and finished at 1.52%.

Despite the resiliency of financial markets, we fully acknowledge that the volatility and unusual events of recent years may have made investors uneasy at times. However, this simply underscores why it's important for investors to remain calm and unemotional in the face of market turmoil. A long-term perspective, a well-diversified portfolio across asset classes and investment types, and a clear understanding of individual risk tolerance are some of the key ingredients for staying the course and progressing on your investment goals.

Of course, no one knows for certain what 2022 will bring. We are already facing a potential end to the Fed's accommodative monetary policies and the various forms of fiscal stimuli that helped revive the economy from the depths of the pandemic-induced market downturn. By all accounts, the Fed appears ready to raise short-term

2

interest rates, perhaps as early as the end of the first quarter, though any move will certainly be data dependent, and some are expressing concerns about labor shortages, disrupted supply chains, rising commodity prices, and the potential for lasting inflation. There will likely be new headwinds, some yet to be identified.

Thus, we cannot tell you with any certainty what markets will do in the future, but we can assure you that the investment professionals at our investment franchises continually monitor the market environment and work hard to position portfolios opportunistically no matter what the markets bring.

On the following pages, you will find information relating to your USAA Mutual Funds, brought to you by Victory Capital. If you have any questions, we encourage you to contact our Member Service Representatives. Call (800) 235-8396, or visit our website at www.vcm.com.

From all of us here at Victory Capital, thank you for your ongoing confidence and for letting us help you work toward your investment goals.

Christopher K. Dyer, CFA

President,
USAA Mutual Funds Trust

3

USAA Mutual Funds Trust

USAA Ultra Short-Term Bond Fund

Manager's Commentary
(Unaudited)

•  What were the market conditions over the reporting period?

Global economic conditions in 2021 were still dominated by the COVID-19 pandemic and its many facets. Just when it seemed possible that life could return to normal, a new COVID-19 mutation variant emerged, designated Delta, and was officially listed as a variant of concern by the World Health Organization (WHO) in May 2021. Yet again, the next mutation, Omicron, was listed as a variant of concern by the WHO in November 2021. COVID-19's infection waves throughout the year caused fears of reinstating lockdowns and potentially another global recession. Rather, economies remained resilient as they were supported by massive stimulus programs, quantitative easing, interest rates at or near zero, and people adapting to the pandemic. With economies running above long-term growth rates, supply chain disruptions, and consumers flush with liquidity and eager to spend, a new threat to the economy emerged in inflation.

According to the Household Pulse Survey conducted by the U.S. Census Bureau, only 14% of households mostly saved their stimulus check in the first round of payments, 26% did so in the second round, and 32% in the third round. This led to increased consumer discretionary spending that was largely directed towards goods as many leisure options and service offerings were either not available or considered too risky given the pandemic. The excess demand overwhelmed an already strained global logistics supply chain while at the same time commodity prices increased. One of the more publicized shortages was in microchips, which severely crimped auto production. The combination of higher spending on goods, supply chain challenges, and raw material price increases eventually pushed inflation to levels not seen in decades.

A widely recognized inflation yardstick, the Consumer Price Index (CPI), signaled the economy finally getting back to normal in March 2021 as it increased by 2.6%, exceeding the Fed's 2% long-term inflation target for the first time since February 2020. Subsequent CPI numbers throughout the year were all significantly higher, with November 2021 hitting an alarming 6.8%, which was the largest increase since June 1982. All year the Fed had been attributing inflationary factors as being largely transitory and vowed to stay the course with current policies in place. However, that strong inflation print led to a capitulation by the Fed and reinforced higher interest rates already being priced in by the market.

As late as the September 2021 Federal Open Market Committee (FOMC) meeting, Federal Reserve Chair Jerome Powell announced that the FOMC had decided to keep the target range for the federal funds rate at 0% to 0.25% and continue the current pace of asset purchases. The November CPI number forced a Fed strategy pivot. At its very next meeting, the FOMC announced that it intended to begin paring back its bond purchases, a process known as tapering. Tapering was accelerated at the next meeting in December and the Fed's so-called dot plot, which the U.S. central bank uses to signal its outlook for the path of interest rates, showed that officials expected to raise the fed funds rate three times next year. This was a meaningful development for the bond market as higher interest rates negatively impact bond prices. As of the end of the first quarter 2021, the Fed Funds futures contract market had priced in about one Fed rate hike through 2024. In stark contrast, at year-end 2021 that number was six. With credit

4

USAA Mutual Funds Trust

USAA Ultra Short-Term Bond Fund (continued)

Manager's Commentary (continued)

spreads little changed for the year, all but the shortest bond indices had negative returns for the year due to the spike in interest rates.

The Barclays Intermediate Investment Grade Corporate Index spread started the reporting period at approximately +96 basis points and ended at +92 basis points, four basis points tighter but not enough to offset the impact of higher interest rates, resulting in a negative total return. In contrast, the U.S. Short-Term Corporate Index spread widened by +13 basis points but still managed a positive total return for the year. Because of its low duration, the increased income generated from corporate credit versus treasuries more than offset spread widening and modestly higher rates at the very front end of the curve.

•  How did the USAA Ultra Short-Term Bond Fund (the "Fund") perform during the reporting period?

The Fund has four share classes: Fund Shares, Institutional Shares, Class A, and R6 Shares. For the reporting period ended December 31, 2021, the Fund Shares, Institutional Shares, Class A, and R6 Shares had total returns of 0.80%, 0.87%, 0.57%, and 0.91%, respectively. This compares to total returns of 0.04% for the Bloomberg U.S. Treasury Bellwethers 3 Month Index and 0.11% for the Lipper Ultra Short Obligations Funds Index.

•  What strategies did you employ during the reporting period?

In keeping with our disciplined investment approach, we sought attractive relative value opportunities among various sectors near the front end of the yield curve while maintaining adequate liquidity and diversification. In the second half of 2021, as the market began pricing in future Fed rate hikes, the focus of the Fund shifted more towards adding non-interest sensitive floating rate bonds. The Fund also added select high yield bonds throughout the year to replace those that were called or matured, and to slightly increase exposure. Our credit analysts review all securities considered for purchase and assign their own independent credit rating. We continue to work closely with our in-house team of credit analysts, who use independent credit research to continuously monitor Fund holdings for creditworthiness and relative value, and to identify and evaluate potential investments. We are committed to building a portfolio diversified among multiple asset classes across a large number of issuers. To minimize the Fund's exposure to idiosyncratic risk, we limit position sizing in any one issuer.

The Fund generally maintains a longer duration than its benchmark, the Bloomberg U.S. Treasury Bellwethers 3 Month Index. At the end of the reporting period, for example, the option adjusted duration was 0.69 for the Fund versus 0.24 for the benchmark. Rising short-term interest rates and wider credit spreads detracted from performance over the reporting period versus the benchmark. Security selection and asset allocation resulted in overall outperformance for the year, overcoming the negative performance drivers. Throughout all types of interest rate and credit spread environments, we intend to seek out what we believe are selective opportunities along the front end of the curve.

Thank you for allowing us to assist you with your investment needs.

5

USAA Mutual Funds Trust

USAA Ultra Short-Term Bond Fund (continued)

Investment Overview

(Unaudited)

Average Annual Total Return

Year Ended December 31, 2021

	Fund Shares			Institutional Shares			Class A			R6 Shares
INCEPTION DATE	10/18/10			7/12/13			6/29/20			3/1/17
	Net Asset Value			Net Asset Value			Net Asset Value			Net Asset Value			Bloomberg U.S. Treasury Bellwethers 3 Month Index1			Lipper Ultra Short Obligations Funds Index2
One Year		0.80	%		0.87	%		0.57	%		0.91	%		0.04	%		0.11	%
Five Year		2.17	%		2.20	%		NA			NA			1.15	%		1.59	%
Ten Year		1.80	%		NA			NA			NA			0.64	%		1.26	%
Since Inception		NA			1.73	%		2.38	%		2.38	%		NA			NA

The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. To obtain performance information current to the most recent month's end, please visit www.vcm.com.

Total return measures the price change in a share assuming the reinvestment of all net investment income and realized capital gain distributions, if any. The total returns quoted do not reflect adjustments made to the enclosed financial statements in accordance with U.S. Generally Accepted Accounting Principles or the deduction of taxes that a shareholder would pay on net investment income and realized capital gain distributions, including reinvested distributions, or redemptions of shares. The total return figures set forth above include all waivers of fees. Without such fee waivers, the total returns would have been lower.

USAA Ultra Short-Term Bond Fund — Growth of $10,000

¹The Bloomberg U.S. Treasury Bellwethers 3 Month Index represents the total return received by investors of 3-month U.S. Treasury securities. This index does not include the effect of expenses or taxes, is not representative of the Fund, and it is not possible to invest directly in an index.

²The Lipper Ultra Short Obligations Funds Index tracks the total return performance of the 30 largest funds within the Lipper Ultra Short Obligations Funds category. This index does not include the effect of expenses or taxes, is not representative of the Fund, and it is not possible to invest directly in an index. As of August 24, 2021, Bloomberg rebranded the Bloomberg Barclays fixed income indices as "Bloomberg Indices."

The graph reflects investment growth of a hypothetical $10,000 investment in the Fund.

The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares.

Past performance is not indicative of future results.

6

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund December 31, 2021

  (Unaudited)

Investment Objective and Portfolio Holdings:

The Fund seeks high current income consistent with preservation of principal.

Asset Allocation*:

December 31, 2021

(% of Net Assets)

*  Does not include money market instruments, and short-term investments purchased with cash collateral from securities loaned.

Percentages are of the net assets of the Fund and may not equal 100%.

Refer to the Schedule of Portfolio Investments for a complete list of securities.

7

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
Asset-Backed Securities (13.9%)
Aligned Data Centers Issuer LLC, Series 2021-1A, Class A2, 1.94%, 8/15/46, Callable 8/15/24 @ 100 (a)	$	1,500	$	1,478
American Credit Acceptance Receivables Trust, Series 2020-3, Class B, 1.15%, 8/13/24, Callable 6/13/23 @ 100 (a)		654		655
Bank of The West Auto Trust, Series 2019-1, Class A3, 2.43%, 4/15/24, Callable 5/15/23 @ 100 (a)		418		420
Bank of The West Auto Trust, Series 2019-1, Class C, 2.90%, 4/15/25, Callable 5/15/23 @ 100 (a)		1,000		1,021
BCC Funding Corp. XVI LLC, Series 2019-1A, Class A2, 2.46%, 8/20/24, Callable 6/20/23 @ 100 (a)		345		346
BCC Funding XVII LLC, Series 2020-1, Class B, 1.46%, 9/22/25, Callable 7/20/24 @ 100 (a)		1,000		999
Canadian Pacer Auto Receivables Trust, Series 2018-2A, Class B, 3.63%, 1/19/24, Callable 4/19/22 @ 100 (a)		250		252
CARDS II Trust, Series 2021-1A, Class C, 1.20%, 4/15/27 (a)		500		494
Carvana Auto Receivables Trust, Series 2021-N4, Class A1, 0.83%, 9/11/28, Callable 12/10/26 @ 100		1,000		998
Carvana Auto Receivables Trust, Series 2019-2A, Class D, 3.28%, 1/15/25, Callable 7/15/24 @ 100 (a)		560		569
Carvana Auto Receivables Trust, Series 2021-N2, Class C, 1.07%, 3/10/28, Callable 1/10/25 @ 100		375		372
Carvana Auto Receivables Trust, Series 2021-N1, Class C, 1.30%, 1/10/28, Callable 7/10/24 @ 100		750		749
CCG Receivables Trust, Series 2019-1, Class C, 3.57%, 9/14/26, Callable 9/14/22 @ 100 (a)		750		764
CCG Receivables Trust, Series 2019-1, Class B, 3.22%, 9/14/26, Callable 9/14/22 @ 100 (a)		1,000		1,015
Chase Auto Credit Linked Notes, Series 2020-1, Class B, 0.99%, 1/25/28, Callable 2/25/24 @ 100 (a)		231		231
Chesapeake Funding II LLC, Series 2019-1A, Class A1, 2.94%, 4/15/31, Callable 6/15/22 @ 100 (a)		537		542
CPS Auto Receivables Trust, Series 2020-C, Class B, 1.01%, 1/15/25, Callable 10/15/23 @ 100 (a)		312		312
Credit Acceptance Auto Loan Trust, Series 2021-3A, Class A, 1.00%, 5/15/30, Callable 11/15/24 @ 100 (a)		218		216
Credit Acceptance Auto Loan Trust, Series 2021-2A, Class A, 0.96%, 2/15/30, Callable 12/15/24 @ 100 (a)		500		495
Crossroads Asset Trust, Series 2021-A, Class A2, 0.82%, 3/20/24, Callable 4/20/24 @ 100 (a)		187		187
Dell Equipment Finance Trust, Series 2020-1, Class D, 5.92%, 3/23/26, Callable 10/22/22 @ 100 (a)		1,000		1,036
Dell Equipment Finance Trust, Series 2019-2, Class B, 2.06%, 10/22/24, Callable 6/22/22 @ 100 (a)		356		359
Drive Auto Receivables Trust, Series 2021-3, Class C, 1.47%, 1/15/27, Callable 7/15/26 @ 100		500		497
Drive Auto Receivables Trust, Series 2021-3, Class B, 1.11%, 5/15/26		500		498
Drive Auto Receivables Trust, Series 2018-1, Class D, 3.81%, 5/15/24, Callable 5/15/22 @ 100		158		159

See notes to financial statements.

8

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
DT Auto Owner Trust, Series 2018-1A, Class D, 3.81%, 12/15/23, Callable 4/15/22 @ 100 (a)	$	1	$	1
DT Auto Owner Trust, Series 2021-4A, Class B, 1.02%, 5/15/26 (a)		500		497
DT Auto Owner Trust, Series 2021-4A, Class C, 1.50%, 9/15/27, Callable 11/15/26 @ 100 (a)		250		248
Exeter Automobile Receivables Trust, Series 21-1A, Class B, 0.50%, 2/18/25, Callable 3/15/24 @ 100		1,300		1,299
Exeter Automobile Receivables Trust, Series 2021-2A, Class C, 0.98%, 6/15/26, Callable 5/15/24 @ 100		750		747
Exeter Automobile Receivables Trust, Series 2020-1A, Class C, 2.49%, 1/15/25, Callable 10/15/23 @ 100 (a)		682		687
Exeter Automobile Receivables Trust, Series 2021-4, Class C, 1.68%, 10/15/27, Callable 1/15/25 @ 100		500		498
First Investors Auto Owner Trust, Series 2020-1A, Class B, 1.85%, 2/17/26, Callable 3/15/23 @ 100 (a)		750		753
Ford Credit Auto Owner Trust, Series 2021-2, Class C, 2.11%, 5/15/34, Callable 11/15/26 @ 100 (a)		250		248
Foursight Capital Automobile Receivables Trust, Series 2021-2, Class B, 1.31%, 7/15/27, Callable 5/15/24 @ 100 (a)		821		809
Foursight Capital Automobile Receivables Trust, Series 2021-1, Class A3, 0.64%, 7/15/25, Callable 11/15/24 @ 100 (a)		429		427
Foursight Capital Automobile Receivables Trust, Series 2021-1, Class B, 0.87%, 1/15/26, Callable 11/15/24 @ 100 (a)		469		464
GLS Auto Receivables Issuer Trust, Series 2020-1A, Class B, 2.43%, 11/15/24, Callable 9/15/23 @ 100 (a)		500		505
GLS Auto Receivables Issuer Trust, Series 2021-3A, Class C, 1.11%, 9/15/26, Callable 4/15/26 @ 100 (a)		722		710
GLS Auto Receivables Trust, Series 2021-2A, Class C, 1.08%, 6/15/26, Callable 10/15/24 @ 100 (a)		457		452
Hertz Vehicle Financing LLC, Series 2021-1A, Class B, 1.56%, 12/26/25 (a)		500		495
Hertz Vehicle Financing LLC, Series 2021-1A, Class A, 1.21%, 12/26/25 (a)		1,500		1,484
HPEFS Equipment Trust, Series 2021-2A, Class C, 0.88%, 9/20/28, Callable 5/20/24 @ 100 (a)		721		707
HPEFS Equipment Trust, Series 2019-1A, Class B, 2.32%, 9/20/29, Callable 8/20/22 @ 100 (a)		246		247
Hyundai Auto Receivables Trust, Series 2018-A, Class B, 3.14%, 6/17/24, Callable 6/15/22 @ 100		1,000		1,006
JPMorgan Chase Bank NA, Series 1, Class D, 1.17%, 9/25/28, Callable 9/25/24 @ 100 (a)		369		367
JPMorgan Chase Bank NA, Series 2020-2, Class D, 1.49%, 2/25/28, Callable 4/25/24 @ 100 (a)		344		344
JPMorgan Chase Bank NA, Series 2021-2, Class C, 0.97%, 12/26/28, Callable 8/25/24 @ 100 (a)		569		568
JPMorgan Chase Bank NA, Series 2021-1, Class B, 0.88%, 9/25/28, Callable 9/25/24 @ 100 (a)		369		367
JPMorgan Chase Bank NA, Series 2021-1, Class C, 1.02%, 9/25/28, Callable 9/25/24 @ 100 (a)		737		734
JPMorgan Chase Bank NA, Series 2021-3, Class C, 0.86%, 2/26/29, Callable 1/25/25 @ 100 (a)		448		446

See notes to financial statements.

9

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
JPMorgan Chase Bank NA, Series 2020-2, Class B, 0.84%, 2/25/28, Callable 4/25/24 @ 100 (a)	$	209	$	209
JPMorgan Chase Bank NA, Series 2020-2, Class C, 1.14%, 2/25/28, Callable 4/25/24 @ 100 (a)		104		104
Master Credit Card Trust, Series 2018-1A, Class C, 3.74%, 7/21/24 (a)		550		563
New Economy Assets Phase 1 Sponsor LLC, Series 2021-1, Class B1, 2.41%, 10/20/61, Callable 10/20/24 @ 100 (a)		293		294
NP SPE II LLC, Series 2017-1A, Class A1, 3.37%, 10/21/47, Callable 1/20/22 @ 100 (a)		178		181
NP SPE II LLC, Series 2019-2A, Class C1, 6.44%, 11/19/49 (a)		762		711
Oscar U.S. Funding XII LLC, Series 1A, Class A3, 0.70%, 4/10/25, Callable 2/10/25 @ 100 (a)		1,000		992
Pawnee Equipment Receivables LLC, Series 2020-1, Class A, 1.37%, 11/17/25, Callable 2/15/24 @ 100 (a)		196		197
Pawneee Equipment Receivables LLC, Series 2021-1, Class A2, 1.10%, 7/15/27, Callable 11/15/25 @ 100 (a)		273		271
Prestige Auto Receivables Trust, Series 2020-1A, Class C, 1.31%, 11/16/26, Callable 6/15/23 @ 100 (a)		500		501
Prestige Auto Receivables Trust, Series 2018-1A, Class C, 3.75%, 10/15/24, Callable 8/15/22 @ 100 (a)		495		497
Progress Residential Trust, Series 2021-SFR5, Class B, 1.66%, 7/16/26 (a)		600		577
Santander Bank NA, Series 2021-1A, Class B, 1.83%, 12/15/31, Callable 6/15/25 @ 100 (a)		229		229
Santander Consumer Auto Receivables Trust, Series 2020-AA, Class D, 5.49%, 4/15/26, Callable 11/15/23 @ 100 (a)		500		531
Santander Drive Auto Receivables Trust, Series 2021-4, Class C, 1.26%, 2/16/27, Callable 9/15/25 @ 100		500		495
Santander Retail Auto Lease Trust, Series 2019-B, Class C, 2.77%, 8/21/23, Callable 7/20/22 @ 100 (a)		1,085		1,094
SCF Equipment Leasing LLC, Series 1A, Class A3, 0.83%, 8/21/28, Callable 5/20/23 @ 100 (a)		920		913
SCF Equipment Leasing LLC, Series 2020-1A, Class A3, 1.19%, 10/20/27, Callable 3/20/25 @ 100 (a)		500		501
Synchrony Credit Card Master Note Trust, Series 2017-2, Class C, 3.01%, 10/15/25		1,000		1,017
Westlake Automobile Receivables Trust, Series 2018-3A, Class D, 4.00%, 10/16/23, Callable 7/15/22 @ 100 (a)		273		275
Westlake Automobile Receivables Trust, Series 2021-3A, Class C, 1.58%, 1/15/27, Callable 12/15/24 @ 100 (a)		750		749
Total Asset-Backed Securities (Cost $40,898)				40,675
Collateralized Mortgage Obligations (15.9%)
Austin Fairmont Hotel Trust, Series 2019-FAIR, Class B, 1.36% (LIBOR01M+125bps), 9/15/32 (a) (b)		1,000		995
Austin Fairmont Hotel Trust, Series 2019-FAIR, Class C, 1.56% (LIBOR01M+145bps), 9/15/32 (a) (b)		1,000		988
BBCMS Mortgage Trust, Series 2020-BID, Class C, 3.75% (LIBOR01M+364bps), 10/15/37 (a) (b)		1,220		1,225
BBCMS Mortgage Trust, Series 2020-BID, Class B, 2.65% (LIBOR01M+254bps), 10/15/37 (a) (b)		300		301

See notes to financial statements.

10

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
BBCMS Mortgage Trust, Series 2019-BWAY, Class B, 1.42% (LIBOR01M+131bps), 11/25/34 (a) (b)	$	1,000	$	990
BX Commercial Mortgage Trust, Series 2021-CIP, Class C, 1.57% (US0001M+147bps), 12/15/28 (a) (b)		1,000		1,000
BX Commercial Mortgage Trust, Series 2021-VOLT, Class C, 1.21% (US0001M+110bps), 9/15/23 (a) (b)		750		740
BX Commercial Mortgage Trust, Series 2020-BXLP, Class C, 1.23% (LIBOR01M+112bps), 12/15/29 (a) (b)		835		831
BX Commercial Mortgage Trust, Series 2019-XL, Class D, 1.56% (LIBOR01M+145bps), 10/15/36 (a) (b)		489		487
BX Commercial Mortgage Trust, Series 2019-XL, Class C, 1.36% (LIBOR01M+125bps), 10/15/36 (a) (b)		850		848
BX Commercial Mortgage Trust, Series 2021-XL2, Class C, 1.31% (US0001M+120bps), 10/15/36 (a) (b)		1,000		994
BX Commercial Mortgage Trust, Series 2021-VINO, Class B, 0.96% (LIBOR01M+85bps), 5/15/38 (a) (b)		1,000		992
BX Commercial Mortgage Trust, Series 2021-CIP, Class B, 1.37% (US0001M+127bps), 12/15/28 (a) (b)		500		500
BX Mortgage Trust, Series 2021-PAC, Class C, 1.21% (US0001M+110bps), 10/15/36 (a) (b)		1,000		991
BX Trust, Series 2021-SOAR, Class B, 0.98% (LIBOR01M+87bps), 6/15/38 (a) (b)		500		496
BX Trust, Series 2021-SOAR, Class C, 1.21% (LIBOR01M+110bps), 6/15/38 (a) (b)		500		495
BX Trust, Series 2021-RISE, Class B, 1.35% (US0001M+125bps), 11/15/36 (a) (b)		500		500
CHT Mortgage Trust, Series 2017-CSMO, Class C, 1.61% (LIBOR01M+150bps), 11/15/36 (a) (b)		1,500		1,500
CIFC Funding Ltd., Series 2012-2RA, Class A1, 0.93% (LIBOR03M+80bps), 1/20/28, Callable 1/20/22 @ 100 (a) (b)		735		735
CIFC Funding Ltd., Series 2017-4A, Class A1R, 1.07% (US0003M+95bps), 10/24/30, Callable 1/24/22 @ 100 (a) (b)		700		700
COMM Mortgage Trust, Series 2020-CBM, Class C, 3.40%, 11/13/39 (a)		1,000		995
COMM Mortgage Trust, Series 2019-521F, Class B, 1.21% (LIBOR01M+110bps), 6/15/34 (a) (b)		1,500		1,483
Extended Stay America Trust, Series 2021-ESH, Class B, 1.49% (LIBOR01M+138bps), 7/15/38 (a) (b)		387		388
FREMF Mortgage Trust, Series 2017-K724, Class B, 3.53%, 11/25/23 (a) (c)		1,000		1,036
Golub Capital Partners CLO 40A Ltd., Series 2019-40A, Class AR, 1.21% (US0003M+109bps), 1/25/32, Callable 10/25/22 @ 100 (a) (b)		1,000		999
GS Mortgage Securities Corp. Trust, Series 2017-GPTX, Class A, 2.86%, 5/10/34 (a)		1,000		998
GS Mortgage Securities Corp. Trust, Series 2012-ALOH, Class A, 3.55%, 4/10/34 (a)		1,000		1,000
GS Mortgage Securities Trust, Series 2011-GC3, Class X, 0.29%, 3/10/44, Callable 1/10/22 @ 100 (a) (c) (d)		978		—	(e)
Hospitality Mortgage Trust, Series 2019-HIT, Class A, 1.11% (LIBOR01M+100bps), 11/15/36 (a) (b)		854		854
Hospitality Mortgage Trust, Series 2019-HIT, Class B, 1.46% (LIBOR01M+135bps), 11/15/36 (a) (b)		1,220		1,213

See notes to financial statements.

11

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
JP Morgan Chase Commercial Mortgage Securities Corp., Series 2021-MHC, Class A, 0.91% (LIBOR01M+80bps), 4/15/38 (a) (b)	$	945	$	943
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2013-C13, Class B, 4.08%, 1/15/46, Callable 6/15/23 @ 100 (c) (f)		2,000		2,071
JPMBB Commercial Mortgage Securities Trust, Series 2014-C19, Class XA, 0.66%, 4/15/47, Callable 4/15/24 @ 100 (c) (d)		4,790		52
KNDL Mortgage Trust, Series 2019-KNSQ, Class B, 1.06% (LIBOR01M+95bps), 5/15/36 (a) (b)		1,000		999
Life Mortgage Trust, Series 2021-BMR, Class B, 0.99% (LIBOR01M+88bps), 3/15/38 (a) (b)		1,000		989
Med Trust, Series 2021-MDLN, Class B, 1.56% (US0001M+145bps), 11/15/26 (a) (b)		1,000		997
MHC Commercial Mortgage Trust, Series 2021-MHC, Class B, 1.21% (LIBOR01M+110bps), 4/15/26 (a) (b)		1,000		998
Morgan Stanley Capital I Trust, Series 2017-CLS, Class A, 0.81% (LIBOR01M+70bps), 11/15/34 (a) (b)		2,000		2,000
Morgan Stanley Capital I Trust, Series 2019-NUGS, Class B, 2.80% (LIBOR01M+130bps), 12/15/36 (a) (b)		1,154		1,153
Octagon Investment Partners XXI Ltd., Series 2014-1A, Class AAR3, 1.16% (US0003M+100bps), 2/14/31, Callable 5/14/22 @ 100 (a) (b)		750		750
ONE Mortgage Trust, Series 2021-PARK, Class B, 1.06% (LIBOR01M+95bps), 3/15/36 (a) (b)		1,000		991
One New York Plaza Trust, Series 2020-1NYP, Class A, 1.06% (LIBOR01M+95bps), 1/15/26 (a) (b)		875		874
Palmer Square Loan Funding Ltd., Series 2021-1A, Class A1, 1.03% (LIBOR03M+90bps), 4/20/29, Callable 4/20/22 @ 100 (a) (b)		396		396
Palmer Square Loan Funding Ltd., Series 2021-3A, Class A2, 1.57% (LIBOR03M+140bps), 7/20/29, Callable 10/20/22 @ 100 (a) (b)		1,000		1,000
Palmer Square Loan Funding Ltd., Series 2019-4A, Class A1, 1.02% (LIBOR03M+90bps), 10/24/27, Callable 1/24/22 @ 100 (a) (b)		398		398
Palmer Square Loan Funding Ltd., Series 2018-5A, Class A1, 0.98% (LIBOR03M+85bps), 1/20/27, Callable 1/20/22 @ 100 (a) (b)		226		226
Palmer Square Loan Funding Ltd., Series 2021-2A, Class A1, 0.96% (LIBOR03M+80bps), 5/20/29, Callable 5/20/22 @ 100 (a) (b)		838		838
Palmer Square Loan Funding Ltd., Series 2021-2A, Class A2, 1.41% (LIBOR03M+125bps), 5/20/29, Callable 5/20/22 @ 100 (a) (b)		500		500
Sound Point CLO VIII-R Ltd., Series 2015-1RA, Class AR, 1.20% (LIBOR03M+108bps), 4/15/30, Callable 1/15/22 @ 100 (a) (b)		1,500		1,499
Stratus CLO Ltd., Series 2021-3A, Class B, 1.68% (US0003M+155bps), 12/29/29 (a) (b)		822		822
Stratus CLO Ltd., Series 2021-1A, Class B, 1.49% (US0003M+140bps), 12/29/29 (a) (b)		1,000		998
Tryon Park CLO Ltd., Series 2013-1A, Class A1SR, 1.01% (LIBOR03M+89bps), 4/15/29, Callable 1/15/22 @ 100 (a) (b)		1,328		1,328
TTAN, Series 2021-MHC, Class B, 1.21% (LIBOR01M+115bps), 3/15/38 (a) (b)		371		370
Total Collateralized Mortgage Obligations (Cost $46,548)				46,466

See notes to financial statements.

12

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
Senior Secured Loans (4.2%)
Berry Global, Inc., Term Z Loans, First Lien, 7/1/26 (g) (h)	$	1,250	$	1,241
Clark Equipment Co., Term Loan, First Lien, 2.38% (LIBOR03M+225bps), 5/18/24 (b)		997		995
Delos Finance S.A.R.L., Loans, First Lien, 1.88% (LIBOR03M+175bps), 10/6/23 (b)		1,500		1,499
Go Daddy Operating Co. LLC, Term Loan, First Lien, 1.84% (LIBOR01M+175bps), 2/15/24 (b)		990		983
JBS USA Lux SA, New Term Loans, First Lien, 5/1/26 (g) (h)		1,000		997
Nexstar Broadcasting, Inc., New Term B-3 Loan, First Lien, 2.34% (LIBOR01M+225bps), 1/17/24 (b)		1,231		1,228
Quintiles IMS Incorporated, Term B-2 Dollar Loans, First Lien, 1/1/25 (g) (h)		1,100		1,095
Vistra Operations Co. LLC, 2018 Incremental Term Loans, First Lien, 12/31/25 (g) (h)		1,500		1,488
Western Digital Corp., Term Loan A-1, First Lien, 1.47% (LIBOR01M+138bps), 2/27/23 (b)		1,593		1,592
XPO Logistics, Inc., Term Loan B, First Lien, 1.85% (LIBOR01M+175bps), 2/23/25 (b)		1,000		995
Total Senior Secured Loans (Cost $12,118)				12,113
Corporate Bonds (26.7%)
Communication Services (1.2%):
Charter Communications Operating LLC/Charter Communications Operating Capital, 1.78% (LIBOR03M+165bps), 2/1/24, Callable 1/1/24 @ 100 (b) (f)		2,000		2,042
Verizon Communications, 0.84% (SOFR+79bps), 3/20/26 (b)		1,500		1,514
				3,556
Consumer Discretionary (2.1%):
Association of American Medical Colleges, 2.12%, 10/1/24		1,000		1,000
Daimler Finance North America LLC, 0.99% (LIBOR03M+84bps), 5/4/23 (b)		1,150		1,158
Howard University 2.74%, 10/1/22		600		608
2.80%, 10/1/23		250		256
Little Co. of Mary Hospital of Indiana, Inc., 1.97%, 11/1/25		670		672
Nissan Motor Acceptance Corp. 0.77% (LIBOR03M+65bps), 7/13/22 (a) (b)		1,000		1,000
0.91% (LIBOR03M+69bps), 9/28/22 (a) (b)		500		501
Nordstrom, Inc., 2.30%, 4/8/24, Callable 4/8/22 @ 100		1,000		1,000
				6,195
Energy (4.9%):
Apache Corp., 3.25%, 4/15/22, Callable 1/18/22 @ 100		500		500
Buckeye Partners LP, 4.15%, 7/1/23, Callable 4/1/23 @ 100 (f)		2,000		2,058
DCP Midstream Operating LP, 3.88%, 3/15/23, Callable 12/15/22 @ 100		1,000		1,025
Enable Midstream Partners LP, 3.90%, 5/15/24, Callable 2/15/24 @ 100		1,000		1,045
EQM Midstream Partners LP 4.75%, 7/15/23, Callable 6/15/23 @ 100 (f)		500		520
4.00%, 8/1/24, Callable 5/1/24 @ 100		1,000		1,040

See notes to financial statements.

13

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
Gray Oak Pipeline LLC, 2.60%, 10/15/25, Callable 9/15/25 @ 100 (a)	$	1,000	$	1,015
HollyFrontier Corp., 2.63%, 10/1/23		1,250		1,275
Midwest Connector Capital Co. LLC, 3.63%, 4/1/22, Callable 3/1/22 @ 100 (a) (f)		1,000		1,005
Murphy Oil Corp., 5.75%, 8/15/25, Callable 2/7/22 @ 102.88		1,000		1,028
Occidental Petroleum Corp., 3.45%, 7/15/24, Callable 4/15/24 @ 100		1,342		1,387
Southwestern Energy Co., 4.10%, 3/15/22, Callable 1/24/22 @ 100		1,000		1,001
Western Midstream Operating LP 4.00%, 7/1/22, Callable 4/1/22 @ 100		535		538
1.97% (LIBOR03M+185bps), 1/13/23 (b)		977		975
				14,412
Financials (11.0%):
Alexander Funding Trust, 1.84%, 11/15/23 (a)		1,000		1,006
American Honda Finance Corp., 0.52% (LIBOR03M+37bps), 5/10/23, MTN (b)		1,360		1,363
Ares Capital Corp., 3.50%, 2/10/23, Callable 1/10/23 @ 100		1,000		1,023
Athene Global Funding, 0.85% (LIBOR03M+73bps), 1/8/24 (a) (b)		1,500		1,505
Bank of America Corp. 0.97% (LIBOR03M+79bps), 3/5/24, Callable 3/5/23 @ 100 (b)		1,000		1,005
0.74% (SOFR+69bps), 4/22/25, Callable 4/22/24 @ 100 (b)		500		502
Blackstone Private Credit Fund 1.75%, 9/15/24 (a)		1,000		984
2.35%, 11/22/24 (a)		500		500
BMW US Capital LLC 0.58% (SOFR+53bps), 4/1/24 (a) (b)		1,000		1,005
0.43% (SOFR+38bps), 8/12/24 (a) (b)		500		500
Brighthouse Financial Global Funding, 0.81% (SOFR+76bps), 4/12/24 (a) (b)		1,000		1,004
Capital One NA, 0.96% (LIBOR03M+82bps), 8/8/22, Callable 7/8/22 @ 100 (b)		1,800		1,805
CIT Group, Inc., 5.00%, 8/15/22		1,000		1,024
Citigroup, Inc. 0.82% (LIBOR03M+69bps), 10/27/22, Callable 9/27/22 @ 100 (b)		885		888
0.72% (SOFR+67bps), 5/1/25, Callable 5/1/24 @ 100 (b)		500		502
DAE Funding LLC, 1.55%, 8/1/24, Callable 7/1/24 @ 100 (a)		1,500		1,476
Ford Motor Credit Co. LLC, 1.22% (LIBOR03M+108bps), 8/3/22 (b)		1,000		1,000
FS KKR Capital Corp. 1.65%, 10/12/24		857		842
4.13%, 2/1/25, Callable 1/1/25 @ 100		1,000		1,047
GA Global Funding Trust, 0.55% (SOFR+50bps), 9/13/24 (a) (b)		1,000		997
General Motors Financial Co., Inc., 0.81% (SOFR+76bps), 3/8/24 (b)		1,000		1,004
Goldman Sachs Group, Inc., 0.55% (SOFR+50bps), 9/10/24, Callable 9/10/23 @ 100 (b)		500		499
Infinity Property & Casualty Corp., 5.00%, 9/19/22 (f)		1,000		1,025
JPMorgan Chase & Co. 0.58% (SOFR+54bps), 6/1/25, Callable 6/1/24 @ 100 (b)		500		500
0.81% (SOFR+77bps), 9/22/27, Callable 9/22/26 @ 100 (b) (i)		1,000		1,004
Main Street Capital Corp., 4.50%, 12/1/22		1,000		1,025
New York Life Global Funding 0.27% (SOFR+22bps), 2/2/23 (a) (b)		1,000		1,000
0.36% (SOFR+31bps), 4/27/24 (a) (b)		500		500
Owl Rock Capital Corp., 3.75%, 7/22/25, Callable 6/22/25 @ 100		1,000		1,037
Principal Life Global Funding II, 0.43% (SOFR+38bps), 8/23/24 (a) (b)		1,000		998

See notes to financial statements.

14

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USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
Synovus Bank, 2.29% (SOFR+95bps), 2/10/23, Callable 2/10/22 @ 100 (b)	$	478	$	478
The Charles Schwab Corp., 0.57% (SOFR+52bps), 5/13/26, Callable 4/13/26 @ 100 (b)		1,000		1,002
The Goldman Sachs Group, Inc., 0.54% (SOFR+49bps), 10/21/24, Callable 10/21/23 @ 100 (b)		1,000		997
United Financial Bancorp, Inc., 5.75%, 10/1/24		1,000		1,045
				32,092
Industrials (2.2%):
American Airlines Pass Through Trust, 4.38%, 12/15/25 (a)		825		807
Aviation Capital Group LLC, 4.38%, 1/30/24, Callable 12/30/23 @ 100 (a)		1,001		1,051
EnerSys, 5.00%, 4/30/23, Callable 1/30/23 @ 100 (a)		1,000		1,030
L3Harris Technologies, Inc., 0.95% (LIBOR03M+75bps), 3/10/23 (b)		500		502
Spirit Airlines Pass Through Trust, 4.45%, 10/1/25		1,619		1,657
United Airlines Pass Through Trust 4.63%, 3/3/24		647		650
4.88%, 7/15/27		680		708
				6,405
Materials (1.1%):
Commercial Metals Co., 4.88%, 5/15/23, Callable 2/15/23 @ 100		1,472		1,521
Ingevity Corp., 4.50%, 2/1/26, Callable 2/7/22 @ 101.13 (a)		500		501
Sealed Air Corp., 5.25%, 4/1/23, Callable 1/1/23 @ 100 (a)		1,100		1,141
				3,163
Utilities (4.2%):
Atmos Energy Corp., 0.58% (LIBOR03M+38bps), 3/9/23, Callable 2/7/22 @ 100 (b)		1,500		1,500
Black Hills Corp., 1.04%, 8/23/24, Callable 2/23/22 @ 100		1,000		990
CenterPoint Energy, Inc., 0.70% (SOFR+65bps), 5/13/24, Callable 5/13/22 @ 100 (b)		1,500		1,500
CentrePoint Energy Resources Corp., 0.67% (LIBOR03M+50bps), 3/2/23, Callable 2/7/22 @ 100 (b)		1,250		1,248
Cleco Power LLC, 0.70% (US0003M+50bps), 6/15/23, Callable 3/15/22 @ 100 (a) (b)		1,000		999
Entergy Louisiana LLC, 0.95%, 10/1/24, Callable 10/1/22 @ 100		500		496
Metropolitan Edison Co., 4.00%, 4/15/25 (a)		1,500		1,590
NextEra Energy Capital Holdings, Inc., 0.59% (SOFR+54bps), 3/1/23 (b)		1,000		1,001
ONE Gas, Inc., 0.81% (LIBOR03M+61bps), 3/11/23, Callable 2/7/22 @ 100 (b)		772		773
Puget Energy, Inc., 5.63%, 7/15/22, Callable 4/15/22 @ 100		733		743
Southern Power Co., 2.75%, 9/20/23, Callable 7/20/23 @ 100		1,500		1,540
				12,380
Total Corporate Bonds (Cost $77,790)				78,203

See notes to financial statements.

15

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USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
Yankee Dollars (15.0%)
Communication Services (0.9%):
Bharti Airtel International Netherlands BV, 5.35%, 5/20/24 (a)	$	1,000	$	1,077
Pearson Funding Four PLC, 3.75%, 5/8/22 (a)		1,622		1,630
				2,707
Consumer Discretionary (0.2%):
International Game Technology PLC, 4.13%, 4/15/26, Callable 4/15/23 @ 102.06 (a)		530		545
Energy (0.8%):
Harvest Operations Corp., 1.00%, 4/26/24, Callable 4/26/22 @ 100 (a)		714		711
Petroleos Mexicanos, 3.50%, 1/30/23 (f)		1,000		1,009
Suncor Energy Ventures Corp., 4.50%, 4/1/22 (a)		750		757
				2,477
Financials (11.5%):
Banco Santander SA 1.25% (LIBOR03M+109bps), 2/23/23 (b)		1,000		1,009
1.24% (LIBOR03M+112bps), 4/12/23 (b)		1,000		1,010
Bank of Montreal, 0.67% (SOFR+62bps), 9/15/26, MTN (b)		1,500		1,497
Barclays PLC, 1.59% (LIBOR03M+143bps), 2/15/23, Callable 2/15/22 @ 100 (b)		1,000		1,001
BBVA Bancomer SA, 6.75%, 9/30/22 (a)		1,000		1,038
Commonwealth Bank of Australia, 0.57% (SOFR+52bps), 6/15/26 (a) (b)		1,500		1,503
Cooperatieve Rabobank UA, 0.60% (LIBOR03M+48bps), 1/10/23 (b)		1,500		1,504
Credit Agricole SA, 1.14% (LIBOR03M+102bps), 4/24/23 (a) (b) (f)		2,000		2,019
Credit Suisse AG, 0.44% (SOFR+39bps), 2/2/24 (b)		1,500		1,497
Danske Bank A/S, 0.98%, 9/10/25, Callable 9/10/24 @ 100 (a) (i)		500		492
Deutsche Bank AG, 1.41% (LIBOR03M+123bps), 2/27/23 (b)		816		821
HSBC Holdings PLC 1.16% (LIBOR03M+100bps), 5/18/24, Callable 5/18/23 @ 100 (b) (f)		605		610
0.63% (SOFR+58bps), 11/22/24, Callable 11/22/23 @ 100 (b)		1,000		1,000
Macquarie Group Ltd., 0.76% (SOFR+71bps), 10/14/25, Callable 10/14/24 @ 100 (a) (b)		1,000		1,001
National Australia Bank Ltd., 0.72% (LIBOR03M+60bps), 4/12/23 (a) (b) (i)		1,000		1,006
NatWest Markets PLC, 0.81% (SOFR+76bps), 9/29/26 (a) (b)		1,000		999
Nordea Bank Abp, 1.12% (LIBOR03M+94bps), 8/30/23 (a) (b)		1,000		1,010
Royal Bank of Canada 0.41% (SOFR+36bps), 7/29/24 (b)		1,000		999
0.64% (SOFR+59bps), 11/2/26, MTN (b)		500		499
Santander UK Group Holdings PLC, 1.09% (SOFR+79bps), 3/15/25, Callable 3/15/24 @ 100 (b)		1,000		991
Skandinaviska Enskilda Banken AB, 0.85% (LIBOR03M+65bps), 12/12/22 (a) (b)		2,000		2,009
Standard Chartered PLC, 1.30% (SOFR+125bps), 10/14/23, Callable 10/14/22 @ 100 (a) (b)		1,500		1,508
Sumitomo Mitsui Financial Group, Inc., 0.90% (LIBOR03M+78bps), 7/12/22 (b)		1,000		1,003
Sumitomo Mitsui Trust Bank Ltd., 0.49% (SOFR+44bps), 9/16/24 (a) (b)		1,000		999
Swedbank AB, 0.90% (LIBOR03M+70bps), 3/14/22 (a) (b)		500		501
The Bank of Nova Scotia, 0.59% (SOFR+55bps), 3/2/26 (b)		1,250		1,248
The Toronto-Dominion Bank, 0.64% (SOFR+59bps), 9/10/26 (b) (i)		1,500		1,499

See notes to financial statements.

16

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
UBS AG 0.37% (SOFR+32bps), 6/1/23 (a) (b)	$	500	$	500
0.41% (SOFR+36bps), 2/9/24 (a) (b)		500		499
UBS Group Funding Switzerland AG, 1.11% (LIBOR03M+95bps), 8/15/23, Callable 8/15/22 @ 100 (a) (b)		1,000		1,004
Westpac Banking Corp., 0.57% (SOFR+52bps), 6/3/26 (b)		1,500		1,503
				33,779
Industrials (0.9%):
Aircastle Ltd., 4.40%, 9/25/23, Callable 8/25/23 @ 100		251		263
Avolon Holdings Funding Ltd. 5.13%, 10/1/23, Callable 9/1/23 @ 100 (a)		500		527
2.88%, 2/15/25, Callable 1/15/25 @ 100 (a)		1,000		1,021
The Weir Group PLC, 2.20%, 5/13/26, Callable 4/13/26 @ 100 (a)		750		744
				2,555
Materials (0.7%):
Braskem Netherlands Finance BV, 3.50%, 1/10/23, Callable 12/10/22 @ 100 (a)		1,000		1,018
OCI NV, 4.63%, 10/15/25, Callable 10/15/22 @ 102.31 (a)		900		932
				1,950
Total Yankee Dollars (Cost $43,878)				44,013
Municipal Bonds (17.1%)
Alabama (0.9%):
Columbia Industrial Development Board Revenue, 0.13%, 6/1/28, 2/3/22, Continuously Callable @ 100 (j)		900		900
Industrial Development Board of the City of Mobile Alabama Revenue, Series B, 0.12%, 9/1/31, Continuously Callable @ 100 (j)		510		510
West Jefferson Industrial Development Board Revenue, 0.12%, 12/1/38, Continuously Callable @ 100 (j)		1,110		1,110
				2,520
Arizona (0.5%):
City of Phoenix Civic Improvement Corp. Revenue 0.56%, 7/1/22		580		580
Series C, 2.20%, 7/1/23		1,000		1,017
				1,597
California (0.8%):
California Statewide Communities Development Authority Revenue, 1.31%, 4/1/25		500		494
City of El Cajon CA Revenue 0.45%, 4/1/22		650		650
0.93%, 4/1/24		640		636
Golden State Tobacco Securitization Corp. Revenue, Series B, 0.99%, 6/1/24		500		498
				2,278

See notes to financial statements.

17

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
Florida (1.3%):
City of Gainesville Florida Revenue, 1.00%, 10/1/24	$	800	$	792
County of Broward Revenue, Series B, 0.13%, 12/1/48, Continuously Callable @ 100 (f) (j)		2,930		2,930
				3,722
Georgia (1.0%):
Appling County Development Authority Revenue, 0.14%, 9/1/29, Continuously Callable @ 100 (j)		1,000		1,000
Development Authority of Heard County Revenue 0.15%, 9/1/26, Continuously Callable @ 100 (j)		1,000		1,000
0.13%, 12/1/37, Continuously Callable @ 100 (j)		800		800
				2,800
Guam (0.1%):
Antonio B Won Pat International Airport Authority Revenue, Series A, 2.50%, 10/1/25		300		298
Illinois (0.5%):
Chicago Transit Authority Sales Tax Receipts Fund Revenue, Series B, 1.71%, 12/1/22		500		504
County of Will Revenue, 0.11%, 4/1/26, Continuously Callable @ 100 (j)		1,000		1,000
				1,504
Indiana (0.1%):
Indiana Finance Authority Revenue, 1.72%, 11/15/23		300		295
Kansas (0.1%):
Wyandotte County-Kansas City Unified Government Utility System Revenue, Series B, 0.79%, 9/1/22		200		201
Kentucky (1.7%):
County of Meade Revenue, Series B, 0.14%, 8/1/61, Continuously Callable @ 100 (j)		3,000		3,000
County of Warren Revenue, 0.47%, 4/1/22		1,000		1,000
Louisville Regional Airport Authority Revenue, Series C, 0.12%, 1/1/29, Callable 2/1/22 @ 100 (j)		1,000		1,000
				5,000
Louisiana (1.1%):
Parish of St Charles LA Revenue, Series A, 0.10%, 10/1/22, Continuously Callable @ 100 (j)		2,600		2,600
Terrebonne Levee & Conservation District Revenue Series A, 0.97%, 6/1/22		200		200
Series A, 1.13%, 6/1/23		300		300
				3,100
Michigan (0.3%):
Michigan Finance Authority Revenue, 2.14%, 12/1/22		1,000		1,013
Mississippi (1.2%):
Mississippi Business Finance Corp. Revenue 0.15%, 7/1/25, Continuously Callable @ 100 (j)		1,000		1,000
0.15%, 5/1/28, Continuously Callable @ 100 (j)		2,000		2,000

See notes to financial statements.

18

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
Mississippi Business Finance Corp. Revenue (LOC — Regions Bank), 0.19%, 3/1/33, Continuously Callable @ 100 (j)	$	460	$	460
				3,460
Missouri (0.3%):
Missouri Development Finance Board Revenue (LOC — U.S. Bancorp), 0.15%, 12/1/49, Continuously Callable @ 100 (j)		740		740
New Jersey (1.2%):
City of Newark New Jersey, GO, Series A, 1.75%, 2/22/22		1,000		1,002
New Jersey Economic Development Authority Revenue Series NNN, 2.61%, 6/15/22		500		504
Series NNN, 2.78%, 6/15/23		408		418
Series NNN, 2.88%, 6/15/24		320		330
New Jersey Transportation Trust Fund Authority Revenue, 2.55%, 6/15/23		850		868
South Jersey Transportation Authority Revenue, Series B, 2.10%, 11/1/24		500		505
				3,627
New York (1.1%):
City of New York, GO, Series D, 0.43%, 8/1/22		1,000		1,000
Metropolitan Transportation Authority Revenue, Series A, 0.78%, 11/15/22, Continuously Callable @ 100		1,000		1,001
New York Transportation Development Corp. Revenue, 1.61%, 12/1/22		1,200		1,207
				3,208
North Carolina (0.3%):
North Carolina Capital Facilities Finance Agency Revenue, Series B, 1.05%, 10/1/23		825		820
Ohio (0.3%):
Buckeye Tobacco Settlement Financing Authority Revenue, Series A-1, 1.63%, 6/1/22		1,000		1,005
Oklahoma (0.3%):
Garfield County Industrial Authority Revenue, Series A, 0.17%, 1/1/25, Callable 2/2/22 @ 100 (f) (j)		1,000		1,000
Pennsylvania (0.3%):
Pennsylvania Economic Development Financing Authority Revenue (LIQ — PNC Financial Services Group), Series C, 0.20%, 12/1/26, Continuously Callable @ 100 (j)		550		550
State Public School Building Authority Revenue, 2.62%, 4/1/23		450		459
				1,009
Texas (3.3%):
Calhoun Port Authority Revenue, 0.14%, 1/1/24, Callable 2/1/22 @ 100 (j)		1,000		1,000
Central Texas Regional Mobility Authority Revenue, Series C, 1.35%, 1/1/24		350		352
Central Texas Turnpike System Revenue, Series B, 1.98%, 8/15/42, (Put Date 8/15/22) (k)		1,000		1,006
Clifton Higher Education Finance Corp. Revenue, 0.75%, 8/15/50, (Put Date 2/15/22) (a) (k)		1,000		1,000
Gulf Coast Authority Revenue, Series B, 0.11%, 6/1/25, Continuously Callable @ 100 (j)		1,400		1,400

See notes to financial statements.

19

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
Harris County TX Cultural Education Facilities Finance Corp. Revenue, 1.45%, 11/15/22	$	600	$	604
Lower Neches Valley Authority Industrial Development Corp. Revenue, Series B, 0.12%, 3/1/33, Continuously Callable @ 100 (j)		500		500
Port of Port Arthur Navigation District Revenue 0.20%, 11/1/40, Continuously Callable @ 100 (j)		1,000		1,000
Series A, 0.21%, 4/1/40, Continuously Callable @ 100 (j)		1,000		1,000
San Antonio Education Facilities Corp. Revenue, 1.74%, 4/1/25		255		250
United Parcel Service, Inc. Revenue, 0.12%, 5/1/32, Callable 2/1/22 @ 100 (j)		1,500		1,500
				9,612
Virginia (0.4%):
Virginia Small Business Financing Authority Revenue, 2.25%, 7/1/50, (Put Date 12/29/22) (a) (k)		1,250		1,250
Total Municipal Bonds (Cost $49,980)				50,059
Commercial Paper (8.1%) (l)
Albemarle Corp., 0.35%, 1/10/22 (a)		500		500
AutoNation, Inc. 0.32%, 1/3/22 (a)		1,000		1,000
0.33%, 1/5/22 (a)		1,500		1,500
Aviation Capital Group 0.20%, 1/5/22 (a)		1,000		1,000
0.24%, 1/18/22 (a)		750		750
CenterPoint Energy, 0.19%, 1/11/22 (a)		1,000		1,000
ConAgra Brands, Inc., 0.28%, 1/4/22 (a)		2,000		2,000
Constellation Brands, Inc., 0.32%, 1/4/22 (a)		1,000		1,000
Energy Transfer LP 0.32%, 1/3/22		2,500		2,500
0.33%, 1/5/22		500		500
Hannover Funding Co. LLC 0.16%, 1/3/22 (a)		1,000		1,000
0.16%, 1/4/22 (a)		1,000		1,000
0.16%, 1/6/22 (a)		500		500
Jabil, Inc. 0.48%, 1/3/22 (a)		500		500
0.49%, 1/6/22 (a)		1,500		1,500
0.50%, 1/7/22 (a)		1,000		1,000
One Gas, Inc., 0.23%, 1/10/22 (a)		500		500
Transcanada Pipelines, 0.16%, 1/5/22 (a)		1,000		1,000
ViacomCBS 0.37%, 1/10/22 (a)		1,000		1,000
0.38%, 1/11/22 (a)		1,000		1,000
0.42%, 1/21/22 (a)		1,000		999
Virginia Electric & Power Co., 0.12%, 1/3/22		1,000		1,000
Wisconsin Energy Corp., 0.12%, 1/4/22		1,000		1,000
Total Commercial Paper (Cost $23,748)				23,749

See notes to financial statements.

20

USAA Mutual Funds Trust
USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

(Amounts in Thousands, Except for Shares)

Security Description	Principal Amount		Value
Collateral for Securities Loaned (0.4%)^
Fidelity Investments Money Market Government Portfolio, Institutional Shares, 0.01% (m)	$	317,325	$	317
HSBC U.S. Government Money Market Fund, I Shares, 0.03% (m)		970,775		971
Total Collateral for Securities Loaned (Cost $1,288)				1,288
Total Investments (Cost $296,248) — 101.3%				296,566
Liabilities in excess of other assets — (1.3)%				(3,791	)
NET ASSETS — 100.00%			$	292,775

At December 31, 2021, the Fund's investments in foreign securities were 19.2% of net assets.

^  Purchased with cash collateral from securities on loan.

(a)  Rule 144A security or other security that is restricted as to resale to institutional investors. The Fund's Adviser has deemed this security to be liquid (unless otherwise noted as illiquid) based upon procedures approved by the Board of Trustees. As of December 31, 2021, the fair value of these securities was $149,849 (thousands) and amounted to 51.2% of net assets.

(b)  Variable or Floating-Rate Security. Rate disclosed is as of December 31, 2021.

(c)  The rate for certain asset-backed and mortgage-backed securities may vary based on factors relating to the pool of assets underlying the security. The rate disclosed is the rate in effect at December 31, 2021.

(d)  Security is interest only.

(e)  Rounds to less than $1 thousand.

(f)  All or a portion of this security has been segregated as collateral for securities purchased on a delayed-delivery and/or when-issued basis.

(g)  Security or portion of security purchased on a delayed-delivery and/or when-issued basis.

(h)  The rates for this senior secured loan will be known on settlement date of the loan, subsequent to this report date. Senior secured loans have rates that will fluctuate over time in line with prevailing interest rates.

(i)  All or a portion of this security is on loan.

(j)  Variable Rate Demand Notes that provide the rights to sell the security at face value on either that day or within the rate-reset period. The interest rate is reset on the put date at a stipulated daily, weekly, monthly, quarterly, or other specified time interval to reflect current market conditions. These securities do not indicate a reference rate and spread in their description.

(k)  Put Bond.

(l)  Rate represents the effective yield at December 31, 2021.

(m)  Rate disclosed is the daily yield on December 31, 2021.

bps — Basis points

See notes to financial statements.

21

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USAA Ultra Short-Term Bond Fund Schedule of Portfolio Investments — continued
December 31, 2021

Continuously callable — Investment is continuously callable or will be continuously callable on any date after the first call date until its maturity.

GO — General Obligation

LIBOR — London InterBank Offered Rate

LIBOR01M — 1 Month US Dollar LIBOR, rate disclosed as of December 31, 2021, based on the last reset date of the security

LIBOR03M — 3 Month US Dollar LIBOR, rate disclosed as of December 31, 2021, based on the last reset date of the security

LLC — Limited Liability Company

LOC — Letter of Credit

LP — Limited Partnership

MTN — Medium Term Note

PLC — Public Limited Company

SOFR — Secured Overnight Financing Rate

US0001M — 1 Month US Dollar LIBOR, rate disclosed as of December 31, 2021, based on the last reset date of the security

US0003M — 3 Month US Dollar LIBOR, rate disclosed as of December 31, 2021, based on the last reset date of the security

Credit Enhancements — Adds the financial strength of the provider of the enhancement to support the issuer's ability to repay the principal and interest payments when due. The enhancement may be provided by a high-quality bank, insurance company or other corporation, or a collateral trust. The enhancements do not guarantee the market values of the securities.

LIQ  Liquidity enhancement that may, under certain circumstances, provide for repayment of principal and interest upon demand from the name listed.

LOC  Principal and interest payments are guaranteed by a bank letter of credit or other bank credit agreement.

See notes to financial statements.

22

USAA Mutual Funds Trust Statement of Assets and Liabilities
December 31, 2021

(Amounts in Thousands, Except Per Share Amounts)  

	USAA Ultra Short-Term Bond Fund
Assets:
Investments, at value (Cost $296,248)	$	296,566	(a)
Cash		1,615
Receivables:
Interest		843
Capital shares issued		123
Investments sold		3
Prepaid expenses		25
Total Assets		299,175
Liabilities:
Payables:
Collateral received on loaned securities		1,288
Distributions		5
Investments purchased		4,830
Capital shares redeemed		89
Accrued expenses and other payables:
Investment advisory fees		74
Administration fees		34
Custodian fees		4
Transfer agent fees		22
Compliance fees		—	(b)
Trustees' fees		1
12b-1 fees		—	(b)
Other accrued expenses		53
Total Liabilities		6,400
Net Assets:
Capital		294,698
Total accumulated earnings/(loss)		(1,923	)
Net Assets	$	292,775
Net Assets
Fund Shares	$	210,831
Institutional Shares		79,662
Class A		59
R6 Shares		2,223
Total	$	292,775
Shares (unlimited number of shares authorized with no par value):
Fund Shares		20,840
Institutional Shares		7,873
Class A		6
R6 Shares		220
Total		28,939
Net asset value, offering and redemption price per share: (c)
Fund Shares	$	10.12
Institutional Shares		10.12
Class A		10.12
R6 Shares		10.12

(a)  Includes $1,257 of securities on loan.

(b)  Rounds to less than $1 thousand.

(c)  Per share amount may not recalculate due to rounding of net assets and/or shares outstanding.

See notes to financial statements.

23

USAA Mutual Funds Trust Statement of Operations
For the Year Ended December 31, 2021

(Amounts in Thousands)  

	USAA Ultra Short-Term Bond Fund
Investment Income:
Interest	$	4,342
Securities lending (net of fees)		3
Total Income		4,345
Expenses:
Investment advisory fees		837
Administration fees — Fund Shares		323
Administration fees — Institutional Shares		67
Administration fees — Class A		—	(a)
Administration fees — R6 Shares		2
Sub-Administration fees		23
12b-1 fees — Class A		—	(a)
Custodian fees		25
Transfer agent fees — Fund Shares		184
Transfer agent fees — Institutional Shares		67
Transfer agent fees — Class A		—	(a)
Transfer agent fees — R6 Shares		—	(a)
Trustees' fees		48
Compliance fees		2
Legal and audit fees		40
State registration and filing fees		51
Other expenses		72
Recoupment of prior expenses waived/reimbursed by Adviser		2
Total Expenses		1,743
Expenses waived/reimbursed by Adviser		(11	)
Net Expenses		1,732
Net Investment Income (Loss)		2,613
Realized/Unrealized Gains (Losses) from Investments:
Net realized gains (losses) from investment securities		615
Net change in unrealized appreciation/depreciation on investment securities		(1,069	)
Net realized/unrealized gains (losses) on investments		(454	)
Change in net assets resulting from operations	$	2,159

(a)  Rounds to less than $1 thousand.

See notes to financial statements.

24

USAA Mutual Funds Trust Statements of Changes in Net Assets

(Amounts in Thousands)  

	USAA Ultra Short-Term Bond Fund
	Year Ended December 31, 2021			Year Ended December 31, 2020
From Investments:
Operations:
Net investment income (loss)	$	2,613		$	4,996
Net realized gains (losses) from investments		615			(94	)
Net change in unrealized appreciation/depreciation on investments		(1,069	)		(93	)
Change in net assets resulting from operations		2,159			4,809
Distributions to Shareholders:
Fund Shares		(1,931	)		(4,608	)
Institutional Shares		(644	)		(258	)
Class A		(1	)		—	(a)(b)
R6 Shares		(43	)		(146	)
Change in net assets resulting from distributions to shareholders		(2,619	)		(5,012	)
Change in net assets resulting from capital transactions		17,023			(15,113	)
Change in net assets		16,563			(15,316	)
Net Assets:
Beginning of period		276,212			291,528
End of period	$	292,775		$	276,212

(a)  Class A activity is for the period June 29, 2020 (commencement of operations) to December 31, 2020.

(b)  Rounds to less than $1 thousand.

(continues on next page)

See notes to financial statements.

25

USAA Mutual Funds Trust Statements of Changes in Net Assets

(Amounts in Thousands)  (continued)

	USAA Ultra Short-Term Bond Fund
	Year Ended December 31, 2021			Year Ended December 31, 2020
Capital Transactions:
Fund Shares
Proceeds from shares issued	$	59,548		$	54,181
Distributions reinvested		1,867			4,459
Cost of shares redeemed		(62,768	)		(121,066	)
Total Fund Shares	$	(1,353	)	$	(62,426	)
Institutional Shares
Proceeds from shares issued	$	86,636		$	63,531
Distributions reinvested		642			252
Cost of shares redeemed		(63,509	)		(17,550	)
Total Institutional Shares	$	23,769		$	46,233
Class A
Proceeds from shares issued	$	200		$	18	(a)
Distributions reinvested		1			—	(a)(b)
Cost of shares redeemed		(160	)		—
Total Class A	$	41		$	18
R6 Shares
Proceeds from shares issued	$	1,581		$	3,635
Distributions reinvested		27			38
Cost of shares redeemed		(7,042	)		(2,611	)
Total R6 Shares	$	(5,434	)	$	1,062
Change in net assets resulting from capital transactions	$	17,023		$	(15,113	)
Share Transactions:
Fund Shares
Issued		5,864			5,429
Reinvested		184			450
Redeemed		(6,183	)		(12,285	)
Total Fund Shares		(135	)		(6,406	)
Institutional Shares
Issued		8,536			6,319
Reinvested		63			26
Redeemed		(6,256	)		(1,794	)
Total Institutional Shares		2,343			4,551
Class A
Issued		20			2	(a)
Reinvested		—	(c)		—	(a)(c)
Redeemed		(16	)		—
Total Class A		4			2
R6 Shares
Issued		156			369
Reinvested		3			4
Redeemed		(694	)		(268	)
Total R6 Shares		(535	)		105
Change in Shares		1,677			(1,748	)

(a)  Class A activity is for the period June 29, 2020 (commencement of operations) to December 31, 2020.

(b)  Rounds to less than $1 thousand.

(c)  Rounds to less than 1 thousand shares.

See notes to financial statements.

26

This page is intentionally left blank.

27

USAA Mutual Funds Trust Financial Highlights

For a Share Outstanding Throughout Each Period

			Investment Activities								Distributions to Shareholders From
	Net Asset Value, Beginning of Period		Net Investment Income (Loss)			Net Realized and Unrealized Gains (Losses) on Investments			Total from Investment Activities		Net Investment Income			Total Distributions
USAA Ultra Short-Term Bond Fund
Fund Shares
Year Ended December 31:
2021	$	10.13		0.09	(d)		(0.01	)		0.08		(0.09	)		(0.09	)
2020	$	10.05		0.20	(d)		0.08	(e)		0.28		(0.20	)		(0.20	)
2019	$	9.89		0.27	(d)		0.16			0.43		(0.27	)		(0.27	)
2018	$	9.97		0.22			(0.08	)		0.14		(0.22	)		(0.22	)
2017	$	9.98		0.16			(0.01	)		0.15		(0.16	)		(0.16	)
Institutional Shares
Year Ended December 31:
2021	$	10.13		0.10	(d)		(0.01	)		0.09		(0.10	)		(0.10	)
2020	$	10.05		0.19	(d)		0.09	(e)		0.28		(0.20	)		(0.20	)
2019	$	9.89		0.27	(d)		0.16			0.43		(0.27	)		(0.27	)
2018	$	9.97		0.22			(0.08	)		0.14		(0.22	)		(0.22	)
2017	$	9.98		0.15			(0.01	)		0.14		(0.15	)		(0.15	)
Class A
Year Ended December 31:
2021	$	10.13		0.07	(d)		(0.01	)		0.06		(0.07	)		(0.07	)
June 29, 2020 (h) through December 31, 2020	$	9.90		0.07	(d)		0.23	(e)		0.30		(0.07	)		(0.07	)
R6 Shares
Year Ended December 31:
2021	$	10.13		0.11	(d)		(0.02	)		0.09		(0.10	)		(0.10	)
2020	$	10.05		0.21	(d)		0.09	(e)		0.30		(0.22	)		(0.22	)
2019	$	9.88		0.29	(d)		0.17			0.46		(0.29	)		(0.29	)
2018	$	9.97		0.24			(0.09	)		0.15		(0.24	)		(0.24	)
March 1, 2017 (g) through December 31, 2017	$	9.98		0.15			(0.01	)		0.14		(0.15	)		(0.15	)

*  Assumes reinvestment of all net investment income and realized capital gain distributions, if any, during the period. Includes adjustments in accordance with U.S. Generally Accepted Accounting Principles and could differ from the Lipper reported return.

**  For the period beginning July 1, 2019, the amount of any waivers or reimbursements and the amount of any recoupment is calculated without regard to the impact of any performance adjustment to the Fund's management fee.

^  The net expense ratio may not correlate to the applicable expense limits in place during the period since the current contractual expense limitation is applied for a period beginning July 1, 2019, and in effect through June 30, 2023, instead of coinciding with the Fund's fiscal year end. Details of the current contractual expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

(a)  Not annualized for periods less than one year.

(b)  Annualized for periods less than one year.

See notes to financial statements.

28

USAA Mutual Funds Trust Financial Highlights —continued

For a Share Outstanding Throughout Each Period

						Ratios to Average Net Assets									Supplemental Data
	Net Asset Value, End of Period		Total Return*(a)			Net Expenses**^(b)			Net Investment Income (Loss)(b)			Gross Expenses(b)			Net Assets, End of Period (000's)		Portfolio Turnover(a)(c)
USAA Ultra Short-Term Bond Fund
Fund Shares
Year Ended December 31:
2021	$	10.12		0.80	%		0.62	%		0.89	%		0.62	%	$	210,831		57	%
2020	$	10.13		2.81	%		0.60	%		2.01	%		0.60	%	$	212,503		39	%
2019	$	10.05		4.37	%		0.61	%		2.69	%		0.61	%	$	275,168		59	%
2018	$	9.89		1.40	%		0.60	%		2.19	%		0.60	%	$	283,769		48	%
2017	$	9.97		1.51	%		0.58	%		1.60	%		0.58	%	$	330,442		58	%
Institutional Shares
Year Ended December 31:
2021	$	10.12		0.87	%		0.55	%		0.96	%		0.55	%	$	79,662		57	%
2020	$	10.13		2.87	%		0.56	%		1.86	%		0.63	%	$	56,042		39	%
2019	$	10.05		4.43	%		0.55	%		2.75	%		0.64	%	$	9,842		59	%
2018	$	9.89		1.45	%		0.55	%		2.25	%		0.77	%	$	8,433		48	%
2017	$	9.97		1.44	%		0.64	%(f)		1.51	%		0.75	%	$	7,115		58	%
Class A
Year Ended December 31:
2021	$	10.12		0.57	%		0.85	%		0.65	%		14.86	%	$	59		57	%
June 29, 2020 (h) through December 31, 2020	$	10.13		3.02	%		0.84	%		1.32	%		108.95	%	$	19		39	%
R6 Shares
Year Ended December 31:
2021	$	10.12		0.91	%		0.48	%		1.09	%		0.49	%	$	2,223		57	%
2020	$	10.13		3.02	%		0.41	%		2.15	%		0.51	%	$	7,648		39	%
2019	$	10.05		4.70	%		0.39	%		2.92	%		0.80	%	$	6,518		59	%
2018	$	9.88		1.51	%		0.39	%		2.41	%		0.69	%	$	4,980		48	%
March 1, 2017 (g) through December 31, 2017	$	9.97		1.42	%		0.39	%		1.81	%		1.05	%	$	5,091		58	%

(c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.

(d)  Per share net investment income (loss) has been calculated using the average daily shares method.

(e)  The amount shown for a share outstanding throughout the period does not accord with the change in net assets resulting from operations during the period because of the timing of sales and purchases of fund shares in relation to fluctuating market values during the period.

(f)  Effective May 1, 2017, USAA Asset Management Company, the former investment adviser to the Fund ("AMCO"), voluntarily agreed to limit the annual expenses of the Institutional Shares to 0.55% of the Institutional Shares' average daily net assets.

(g)  Commencement of operations.

See notes to financial statements.

29

USAA Mutual Funds Trust Notes to Financial Statements
December 31, 2021

1. Organization:

USAA Mutual Funds Trust (the "Trust") is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end investment company. The Trust is comprised of 46 funds and is authorized to issue an unlimited number of shares, which are units of beneficial interest with no par value.

The accompanying financial statements are those of the USAA Ultra Short-Term Bond Fund (the "Fund"). The Fund offers four classes of shares: Fund Shares, Institutional Shares, Class A, and R6 Shares. The Fund is classified as diversified under the 1940 Act.

Each class of shares of the Fund has substantially identical rights and privileges, except with respect to fees paid under distribution plans, expenses allocable exclusively to each class of shares, voting rights on matters solely affecting a single class of shares, and the exchange privilege of each class of shares.

Under the Trust's organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide for general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects that risk of loss to be remote.

2. Significant Accounting Policies:

The following is a summary of significant accounting policies followed by the Trust in the preparation of its financial statements. The policies are in conformity with U.S. Generally Accepted Accounting Principles ("GAAP"). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates. The Fund follows the specialized accounting and reporting requirements under GAAP that are applicable to investment companies under Accounting Standards Codification Topic 946.

Investment Valuation:

The Fund records investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The valuation techniques described below maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Fund's investments are summarized in the three broad levels listed below:

• Level 1 — quoted prices in active markets for identical securities

• Level 2 — other significant observable inputs (including quoted prices for similar securities or interest rates applicable to those securities, etc.)

• Level 3 — significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The inputs or methodologies used for valuation techniques are not necessarily an indication of the risks associated with entering into those investments.

Victory Capital Management Inc. ("VCM" or the "Adviser") has established the Pricing and Liquidity Committee (the "Committee"), and subject to the Trust's Board of Trustees' (the "Board") oversight, the Committee administers and oversees the Fund's valuation policies and procedures, which are approved by the Board.

30

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Portfolio securities listed or traded on securities exchanges, including exchange-traded funds ("ETFs"), are valued at the closing price on the exchange or system where the security is principally traded, if available, or at the Nasdaq Official Closing Price. If there have been no sales for that day on the exchange or system, then a security is valued at the last available bid quotation on the exchange or system where the security is principally traded. In each of these situations, valuations are typically categorized as Level 1 in the fair value hierarchy.

Investments in open-end investment companies, other than ETFs, are valued at their net asset value ("NAV"). These valuations are typically categorized as Level 1 in the fair value hierarchy.

Debt securities are valued each business day by a pricing service approved by the Board. The approved pricing service uses the evaluated bid or the last sale price to value securities. Debt obligations maturing within 60 days may be valued at amortized cost, provided that the amortized cost represents the fair value of such securities. These valuations are typically categorized as Level 2 in the fair value hierarchy.

In the event that price quotations or valuations are not readily available, investments are valued at fair value in accordance with procedures established by and under the general supervision and responsibility of the Board. These valuations are typically categorized as Level 2 or Level 3 in the fair value hierarchy, based on the observability of inputs used to determine the fair value. The effect of fair value pricing is that securities may not be priced on the basis of quotations from the primary market in which they are traded, and the actual price realized from the sale of a security may differ materially from the fair value price. Valuing these securities at fair value is intended to cause the Fund's NAV to be more reliable than it otherwise would be.

A summary of the valuations as of December 31, 2021, based upon the three levels defined above, is included in the table below while the breakdown, by category, of investments is disclosed on the Schedule of Portfolio Investments (amounts in thousands):

	Level 1		Level 2		Level 3		Total
Asset-Backed Securities	$	—	$	40,675	$	—	$	40,675
Collateralized Mortgage Obligations		—		46,466		—		46,466
Senior Secured Loans		—		12,113		—		12,113
Corporate Bonds		—		78,203		—		78,203
Yankee Dollars		—		44,013		—		44,013
Municipal Bonds		—		50,059		—		50,059
Commercial Paper		—		23,749		—		23,749
Collateral for Securities Loaned		1,288		—		—		1,288
Total	$	1,288	$	295,278	$	—	$	296,566

For the year ended December 31, 2021, there were no transfers in or out of Level 3 in the fair value hierarchy.

Real Estate Investment Trusts ("REITs"):

The Fund may invest in REITs, which report information on the source of their distributions annually. REITs are pooled investment vehicles that invest primarily in income producing real estate or real estate related loans or interests (such as mortgages). Certain distributions received from REITs during the year are recorded as realized gains or return of capital as estimated by the Fund or when such information becomes known.

Investment Companies:

Open-End Funds:

The Fund may invest in portfolios of open-end investment companies. These investment companies value securities in their portfolios for which market quotations are readily available at their market

31

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

values (generally the last reported sale price) and all other securities and assets at their fair value by the methods established by the board of directors of the underlying funds.

Securities Purchased on a Delayed-Delivery or When-Issued Basis:

The Fund may purchase securities on a delayed-delivery or when-issued basis. Delivery and payment for securities that have been purchased by the Fund on a delayed-delivery or when-issued basis, or for delayed draws on loans can take place a month or more after the trade date. At the time the Fund makes the commitment to purchase a security on a delayed-delivery or when-issued basis, the Fund records the transaction and reflects the value of the security in determining NAV. No interest accrues to the Fund until the transaction settles and payment takes place. A segregated account is established and the Fund maintains cash and/or marketable securities at least equal in value to commitments for delayed-delivery or when-issued securities. If the Fund owns delayed-delivery or when-issued securities, these values are included in Payables for Investments purchased on the accompanying Statement of Assets and Liabilities and the segregated assets are identified on the Schedule of Portfolio Investments.

Municipal Obligations:

The values of municipal obligations can fluctuate and may be affected by adverse tax, legislative, or political changes, and by financial developments affecting municipal issuers. Payments of municipal obligations may depend on a relatively limited source of revenue, resulting in greater credit risk. Future changes in federal tax laws or the activity of an issuer may adversely affect the tax-exempt status of municipal obligations.

Mortgage- and Asset-Backed Securities:

The values of some mortgage-related or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Fund to a lower rate of return upon reinvestment of principal. The values of mortgage- and asset-backed securities depend in part on the credit quality and adequacy of the underlying assets or collateral and may fluctuate in response to the market's perception of these factors as well as current and future repayment rates. Some mortgage-backed securities are backed by the full faith and credit of the U.S. government (e.g., mortgage-backed securities issued by the Government National Mortgage Association, commonly known as "Ginnie Mae"), while other mortgage-backed securities (e.g., mortgage-backed securities issued by the Federal National Mortgage Association and the Federal Home Loan Mortgage Corporation, commonly known as "Fannie Mae" and "Freddie Mac," respectively), are backed only by the credit of the government entity issuing them. In addition, some mortgage-backed securities are issued by private entities and, as such, are not guaranteed by the U.S. government or any agency or instrumentality of the U.S. government.

Leveraged Loans:

The Fund may invest in leveraged loans, a type of bank loan. Leveraged loans are adjustable-rate bank loans made to companies rated below investment grade. The interest rates on leveraged loans are reset periodically based upon the fluctuations of a base interest rate such as LIBOR and a "spread" above that base interest rate that represents a risk premium to the lending banks and/or other participating investors. Many bank loans bear an adjustable rate of interest; however, leveraged loans provide for a greater "spread" over the base interest rate than other bank loans because they are considered to represent a greater credit risk. Because they are perceived to represent a greater credit risk, leveraged loans possess certain attributes that are similar to high-yield securities. However, because they are often secured by collateral of the borrower, leveraged loans possess certain attributes that are similar to other bank loans.

Investment Transactions and Related Income:

Changes in holdings of investments are accounted for no later than one business day following the trade date. For financial reporting purposes, however, investment transactions are accounted for on

32

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

trade date or the last business day of the reporting period. Interest income is determined on the basis of coupon interest accrued using the effective interest method which adjusts, where applicable, the amortization of premiums or accretion of discounts. Dividend income is recorded on the ex-dividend date. Gains or losses realized on sales of securities are recorded on the identified cost basis. Paydown gains or losses on applicable securities, if any, are recorded as components of Interest income on the Statement of Operations.

The Fund may receive other income from investments in loan assignments and/or unfunded commitments, including amendment fees, consent fees, and commitment fees. These fees are recorded as income when received. These amounts, if received, are included in Interest income on the Statement of Operations.

Securities Lending:

The Fund, through a Securities Lending Agreement with Citibank, N.A. ("Citibank"), may lend its securities to qualified financial institutions, such as certain broker-dealers and banks, to earn additional income, net of income retained by Citibank. Borrowers are required to initially secure their loans for collateral in the amount of at least 102% of the value of U.S. securities loaned or at least 105% of the value of non-U.S. securities loaned, marked-to-market daily. Any collateral shortfalls associated with increases in the valuation of the securities loaned are generally cured the next business day. The collateral can be received in the form of cash collateral and/or non-cash collateral. Non-cash collateral can include U.S. Government Securities and other securities as permitted by Securities and Exchange Commission ("SEC") guidelines. The cash collateral is invested in short-term instruments or cash equivalents, primarily open-end investment companies, as noted on the Fund's Schedule of Portfolio Investments. The Fund effectively does not have control of the non-cash collateral and therefore it is not disclosed on the Fund's Schedule of Portfolio Investments. Collateral requirements are determined daily based on the value of the Fund's securities on loan as of the end of the prior business day. During the time portfolio securities are on loan, the borrower will pay the Fund any dividends or interest paid on such securities plus any fee negotiated between the parties to the lending agreement. The Fund also earns a return from the collateral. The Fund pays Citibank various fees in connection with the investment of cash collateral and fees based on the investment income received from securities lending activities. Securities lending income (net of these fees) is disclosed on the Statement of Operations. Loans are terminable upon demand and the borrower must return the loaned securities within the lesser of one standard settlement period or five business days. Although risk is mitigated by the collateral, the Fund could experience a delay in recovering its securities and possible loss of income or value if the borrower fails to return them. In addition, there is a risk that the value of the short-term investments will be less than the amount of cash collateral required to be returned to the borrower.

The Fund's agreement with Citibank does not include master netting provisions. Non-cash collateral received by the Fund may not be sold or repledged, except to satisfy borrower default.

The following table (amounts in thousands) is a summary of the Fund's securities lending transactions as of December 31, 2021.

Value of Securities on Loan		Non-Cash Collateral		Cash Collateral
$	1,257	$	—	$	1,288

Federal Income Taxes:

It is the Fund's policy to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined in applicable sections of the Internal Revenue Code, and to make distributions of net investment income and net realized gains sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provision for federal income taxes is required in the financial statements. The Fund has a tax year end of December 31.

For the year ended December 31, 2021, the Fund did not incur any income tax, interest, or penalties, and has recorded no liability for net unrecognized tax benefits relating to uncertain tax positions.

33

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Management of the Fund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax years, which includes the current fiscal tax year end). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

Allocations:

Expenses directly attributable to the Fund are charged to the Fund, while expenses that are attributable to more than one fund in the Trust, or jointly with an affiliated trust, are allocated among the respective funds in the Trust and/or an affiliated trust based upon net assets or another appropriate basis.

Income, expenses (other than class-specific expenses such as transfer agent fees, state registration fees, printing fees, and 12b-1 fees), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets on the date income is earned or expenses and realized and unrealized gains and losses are incurred.

Cross-Trade Transactions:

Pursuant to Rule 17a-7 under the 1940 Act, the Fund may engage in cross-trades, which are securities transactions with affiliated investment companies and advisory accounts managed by the Adviser and any applicable sub-adviser. Any such purchase or sale transaction must be effected without brokerage commission or other remuneration, except for customary transfer fees. The transaction must be effected at the current market price, which is either the security's last sale price on an exchange or, if there are no transactions in the security that day, at the average of the highest bid and lowest asked price. For the year ended December 31, 2021, the Fund engaged in the following securities transactions with affiliated funds, which resulted in the following net realized gains (losses) (amounts in thousands):

Purchases		Sales		Net Realized Gains (Losses)
$	520	$	2,000	$	—

3. Purchases and Sales:

Purchases and sales of securities (excluding securities maturing less than one year from acquisition) for the year ended December 31, 2021, were as follows for the Fund (amounts in thousands):

Excluding U.S. Government Securities
Purchases			Sales
	$	160,182	$	132,400

4. Fees and Transactions with Affiliates and Related Parties:

Investment Advisory Fees:

Investment advisory services are provided to the Fund by the Adviser, which is a New York corporation registered as an investment adviser with the SEC. The Adviser is an indirect wholly owned subsidiary of Victory Capital Holdings, Inc., a publicly traded Delaware corporation, and a wholly owned direct subsidiary of Victory Capital Operating, LLC.

Under the terms of the Investment Advisory Agreement, the Adviser is entitled to receive a base fee and a performance adjustment. The Fund's base fee is accrued daily and paid monthly at an annualized rate of 0.24% of the Fund's average daily net assets. Amounts incurred and paid to VCM for the year ended December 31, 2021, are reflected on the Statement of Operations as Investment advisory fees.

On November 6, 2018, United Services Automobile Association ("USAA"), the parent company of USAA Asset Management Company ("AMCO"), the prior investment adviser to the Fund announced that AMCO would be acquired by Victory Capital Holdings Inc. (the "Transaction"). A special shareholder meeting was held on April 18, 2019, at which shareholders of the Fund approved a new investment advisory

34

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

agreement between the Trust, on behalf of the Fund, and VCM. The Transaction closed on July 1, 2019, and effective July 1, 2019, VCM replaced AMCO as the investment adviser to the Fund and no performance adjustments were made for the period beginning July 1, 2019, through June 30, 2020. Only performance beginning as of July 1, 2019, and thereafter is utilized in calculating future performance adjustments.

The performance adjustment for each share class is accrued daily and calculated monthly by comparing each class' performance to that of the Lipper Ultra Short Obligations Funds Index. The Lipper Ultra Short Obligations Funds Index tracks the total return performance of the largest funds within the Lipper Ultra Short Obligations Funds category.

The performance period for each share class consists of the current month plus the previous 35 months (or the number of months beginning July 1, 2019, if fewer). The following table is utilized to determine the extent of the performance adjustment:

Over/Under Performance Relative to Index (in basis points)(a)		Annual Adjustment Rate (in basis points)
	+/- 20 to 50		+/- 4
	+/- 51 to 100		+/- 5
	+/- 101 and greater		+/- 6

(a) Based on the difference between the average annual performance of the relevant share class of the Fund and its relevant Lipper index, rounded to the nearest basis point.

Each class' annual performance adjustment rate is multiplied by the average daily net assets of each respective class over the entire performance period, which is then multiplied by a fraction, the numerator of which is the number of days in the month and the denominator of which is 365 (366 in leap years). The resulting amount is then added to (in the case of overperformance), or subtracted from (in the case of underperformance) the base fee.

Under the performance fee arrangement, each class pays a positive performance fee adjustment for a performance period whenever the class outperforms the Lipper Ultra Short Obligations Funds Index over that period, even if the class has overall negative returns during the performance period.

For the period January 1, 2021, to December 31, 2021, performance adjustments were $131, $15, less than $1, and $4 for Fund Shares, Institutional Shares, Class A, and R6 Shares, in thousands, respectively. Performance adjustments were 0.06%, 0.02%, less than 0.01%, and 0.09% for Fund Shares, Institutional Shares, Class A, and R6 Shares, respectively. The performance adjustment rate included in the investment advisory fee may differ from the maximum over/under Annual Adjustment Rate due to differences in average net assets for the reporting period and rolling 36 month performance periods.

The Trust relies on an exemptive order granted to VCM and its affiliated funds by the SEC in March 2019 permitting the use of a "manager-of-managers" structure for certain funds. Under a manager-of-managers structure, the investment adviser may select (with approval of the Board and without shareholder approval) one or more subadvisers to manage the day-to-day investment of a fund's assets. For the year ended December 31, 2021, the Fund had no subadvisers.

Administration and Servicing Fees:

VCM serves as the Fund's administrator and fund accountant. Under the Fund Administration, Servicing and Accounting Agreement, VCM is paid an administration and servicing fee that is accrued daily and paid monthly at an annualized rate of 0.15%, 0.10%, 0.15%, and 0.05%, which is based on the Fund's average daily net assets of the Fund Shares, Institutional Shares, Class A, and R6 Shares, respectively. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Administration fees.

Citi Fund Services Ohio, Inc. ("Citi"), an affiliate of Citibank, acts as sub-administrator and sub-fund accountant to the Fund pursuant to a Sub-Administration and Sub-Fund Accounting Services Agreement between VCM and Citi. VCM pays Citi a fee for providing these services. The Fund reimburses VCM and

35

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

Citi for out-of-pocket expenses incurred in providing these services and certain other expenses specifically allocated to the Fund. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Sub-Administration fees.

The Fund (as part of the Trust) has entered into an agreement with the Adviser to provide compliance services, pursuant to which the Adviser furnishes its compliance personnel, including the services of the Chief Compliance Officer ("CCO"), and other resources reasonably necessary to provide the Trust with compliance oversight services related to the design, administration, and oversight of a compliance program for the Trust in accordance with Rule 38a-1 under the 1940 Act. The CCO is an employee of the Adviser, which pays the compensation of the CCO and support staff. The funds in the Trust, Victory Variable Insurance Funds, Victory Portfolios, and Victory Portfolios II (collectively, the "Victory Funds Complex") in the aggregate, compensate the Adviser for these services. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Compliance fees.

Transfer Agency Fees:

Victory Capital Transfer Agency, Inc. ("VCTA"), an affiliate of the Adviser, provides transfer agency services to the Fund. VCTA provides transfer agent services to the Fund Shares based on an annual charge of $25.50 per shareholder account plus out-of-pocket expenses. VCTA pays a portion of these fees to certain intermediaries for the administration and servicing of accounts that are held with such intermediaries. Transfer agent's fees for Institutional Shares, Class A, and R6 Shares are paid monthly based on a fee accrued daily at an annualized rate of 0.10%, 0.10%, and 0.01%, respectively, of average daily net assets, plus out-of-pocket expenses. Amounts incurred and paid to VCTA for the year ended December 31, 2021, are reflected on the Statement of Operations as Transfer agent fees.

FIS Investor Services LLC serves as sub-transfer agent and dividend disbursing agent for the Fund pursuant to a Sub-Transfer Agent Agreement between VCTA and FIS Investor Services LLC. VCTA provides FIS Investor Services LLC a fee for providing these services.

Distributor/Underwriting Services:

Victory Capital Services, Inc. (the "Distributor"), an affiliate of the Adviser, serves as Distributor for the continuous offering of the shares of the Fund pursuant to a Distribution Agreement between the Distributor and the Trust.

Pursuant to the Distribution and Service Plans adopted in accordance with Rule 12b-1 under the 1940 Act, the Distributor may receive a monthly distribution and service fee, up to an annual rate of 0.25% of the average daily net assets of Class A. The distribution and service fees paid to the Distributor may be used by the Distributor to pay for activity primarily intended to result in the sale of Class A. Amounts incurred and paid to the Distributor for the year ended December 31, 2021, are reflected on the Statement of Operations as 12b-1 fees.

In addition, the Distributor is entitled to receive commissions on sales of Class A. For the year ended December 31, 2021, the Distributor did not receive any commissions.

Other Fees:

Citibank serves as the Fund's custodian. The Fund pays Citibank a fee for providing these services. Amounts incurred for the year ended December 31, 2021, are reflected on the Statement of Operations as Custodian fees.

K&L Gates LLP provides legal services to the Trust.

The Adviser has entered into an expense limitation agreement with the Fund until at least June 30, 2023. Under the terms of the agreement, the Adviser has agreed to waive fees or reimburse certain expenses to the extent that ordinary operating expenses incurred by certain classes of the Fund in any fiscal year exceed the expense limits for such classes of the Fund. Such excess amounts will be the liability of the Adviser. Acquired fund fees and expenses, interest, taxes, brokerage commissions, other expenditures, which are capitalized in accordance with GAAP, and other extraordinary expenses not

36

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

incurred in the ordinary course of the Fund's business are excluded from the expense limits. As of December 31, 2021, the expense limits (excluding voluntary waivers) were 0.60%, 0.55%, 0.85%, and 0.39% for Fund Shares, Institutional Shares, Class A, and R6 Shares, respectively.

Under the terms of the expense limitation agreement, as amended May 1, 2021, the Fund has agreed to repay fees and expenses that were waived or reimbursed by the Adviser for a period of up to three years (thirty-six (36) months) after the waiver or reimbursement took place, subject to the lesser of any operating expense limits in effect at the time of: (a) the original waiver or expense reimbursement; or (b) the recoupment, after giving effect to the recoupment amount. Prior to May 1, 2021, the Fund was permitted to recoup fees waived and expenses reimbursed for up to three years after the fiscal year in which the waiver or reimbursement took place, subject to the limitations above. This change did not have any effect on the amounts previously reported for recoupment.

As of December 31, 2021, the following amounts are available to be repaid to the Adviser (amounts in thousands). The Fund has not recorded any amounts available to be repaid as a liability due to an assessment that repayments are not probable at December 31, 2021.

Expires 2022		Expires 2023		Expires 2024		Total
$	25	$	27	$	11	$	63

The Adviser may voluntarily waive or reimburse additional fees to assist the Fund in maintaining competitive expense ratios. Voluntary waivers and reimbursements applicable to the Fund are not available to be recouped at a future time. There were no voluntary waivers or reimbursements for the year ended December 31, 2021.

Certain officers and/or interested trustees of the Fund are also officers and/or employees of the Adviser, administrator, fund accountant, sub-administrator, sub-fund accountant, custodian, and Distributor.

5. Risks:

The Fund may be subject to other risks in addition to these identified risks.

Credit Risk — The fixed-income securities in the Fund's portfolio are subject to credit risk, which is the possibility that an issuer of a fixed-income security will fail to make timely interest and/or principal payments on its securities or that negative market perceptions of the issuer's ability to make such payments will cause the price of that security to decline. The Fund accepts some credit risk as a recognized means to enhance an investor's return. All fixed-income securities, varying from the highest quality to the very speculative, have some degree of credit risk.

Debt Securities Risk — The value of a debt security or other income-producing security changes in response to various factors including, for example, market-related factors (such as changes in interest rates or changes in the risk appetite of investors generally) and changes in the actual or perceived ability of the issuer (or of issuers generally) to meet its (or their) obligations. Other factors that may affect the value of debt securities include, among others, public health crises and responses by governments and companies to such crises. These and other events may affect the creditworthiness of the issuer of a debt security and may impair an issuer's ability to timely meet its debt obligations as they come due.

Management Risk — The Fund is actively managed, and the investment techniques and risk analyses used by the Fund's portfolio managers may not produce the desired results.

LIBOR Discontinuation Risk — The London Interbank Offered Rate ("LIBOR") discontinuation may adversely affect the financial markets generally and the Funds' operations, finances and investments specifically. LIBOR has been the principal floating-rate benchmark in the financial markets, and a large portion of the Funds' assets are tied to LIBOR. However, LIBOR has been or will be discontinued as a floating rate benchmark. The date of discontinuation depends on the LIBOR currency and tenor. With limited exceptions, no new LIBOR obligations will be entered into after December 31, 2021. Existing LIBOR obligations have transitioned or will transition to another benchmark, depending on the LIBOR

37

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

currency and tenor. For some existing LIBOR-based obligations, the contractual consequences of the discontinuation of LIBOR may not be clear.

Non-LIBOR floating-rate obligations, including Secured Overnight Financing Rate ("SOFR")-based obligations, may have returns and values that fluctuate more than those of floating-rate debt obligations that are based on LIBOR or other rates. Also, because SOFR and some alternative floating rates are relatively new market indexes, markets for certain non-LIBOR obligations may never develop or may not be liquid. Market terms for non-LIBOR floating rate obligations, such as the spread over the index reflected in interest-rate provisions, may evolve over time, and prices of non-LIBOR floating rate obligations may be different depending on when they are issued and changing views about correct spread levels.

Various SOFR-based rates, including SOFR-based term rates, and various non-SOFR-based rates are expected to develop in response to the discontinuation of U.S. dollar LIBOR, which may create various risks for the Funds and the financial markets more generally. There are non-LIBOR forward-looking floating rates that are not based on SOFR and that may be considered by participants in the financial markets as LIBOR alternatives. Such rates include Ameribor (American Interbank Offered Rate), BSBY (Bloomberg Short-Term Bank Yield Index) and BYI (Bank Yield Index). Unlike forward-looking SOFR-based term rates, such rates are intended to reflect a bank credit spread component.

It is not clear how replacement rates for LIBOR — including SOFR-based rates and non-SOFR-based rates — will develop and to what extent they will be used. There is no assurance that these replacement rates will be suitable substitutes for LIBOR, and thus the substitution of such rates for LIBOR could have an adverse effect on the Funds and the financial markets more generally. Concerns about market depth and stability could affect the development of non-SOFR-based term rates, and such rates may create various risks, which may or may not be similar to the risks relating to SOFR.

6. Borrowing and Interfund Lending:

Line of Credit:

The Victory Funds Complex participates in a short-term demand note "Line of Credit" agreement with Citibank. The Line of Credit agreement with Citibank was renewed on June 28, 2021, with a termination date of June 27, 2022. Under the agreement with Citibank, the Victory Funds Complex may borrow up to $600 million, of which $300 million is committed and $300 million is uncommitted. $40 million of the Line of Credit is reserved for use by the Victory Floating Rate Fund, another series of the Victory Funds Complex, with Victory Floating Rate Fund paying the related commitment fees for that amount. The purpose of the Line of Credit is to meet temporary or emergency cash needs. For the year ended December 31, 2021, Citibank received an annual commitment fee of 0.15% on $300 million for providing the Line of Credit. Each fund in the Victory Funds Complex pays a pro-rata portion of the commitment fees plus any interest (one-month LIBOR plus one percent, with LIBOR to be replaced by a different benchmark rate in accordance with the terms of the agreement) on amounts borrowed. Prior to June 28, 2021, the Victory Funds Complex paid an annual commitment fee of 0.15% and an upfront fee of 0.10%. Each fund in the Victory Funds Complex paid a pro-rata portion of the upfront fee. Interest charged to the Fund during the period, if applicable, is reflected on the Statement of Operations under Line of credit fees.

The Fund had no borrowings under the Line of Credit agreement during the year ended December 31, 2021.

Interfund Lending:

The Trust and the Adviser rely on an exemptive order granted by the SEC in March 2017 (the "Order"), permitting the establishment and operation of an Interfund Lending Facility (the "Facility"). The Facility allows the Fund to directly lend and borrow money to or from any other fund in the Victory Funds Complex that is permitted to participate in the Facility, relying upon the Order at rates beneficial to both the borrowing and lending funds. Advances under the Facility are allowed for temporary or

38

USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities, and are subject to each Fund's borrowing restrictions. The interfund loan rate is determined, as specified in the Order, by averaging the current repurchase agreement rate and the current bank loan rate. As a Borrower, interest charged to the Fund, if any, during the period, is reflected on the Statement of Operations under Interfund lending fees. As a Lender, interest earned by the Fund, if any, during the period, is reflected on the Statement of Operations under Interfund lending fees.

The Fund did not utilize or participate in the Facility during the year ended December 31, 2021.

7. Federal Income Tax Information:

The Fund intends to distribute any net investment income monthly. Distributable net realized gains, if any, are declared and paid at least annually.

The amounts of dividends from net investment income and distributions from net realized gains (collectively, distributions to shareholders) are determined in accordance with federal income tax regulations, which may differ from GAAP. To the extent these "book/tax" differences are permanent in nature (e.g., net operating loss and distribution reclassification), such amounts are reclassified within the components of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales) do not require reclassification. To the extent dividends and distributions exceed net investment income and net realized gains for tax purposes, they are reported as distributions of capital. Net investment losses incurred by the Fund may be reclassified as an offset to capital on the accompanying Statement of Assets and Liabilities.

As of December 31, 2021, on the Statement of Assets and Liabilities, there were no permanent book-to-tax difference reclassification adjustments.

The tax character of distributions paid during the tax years ended, as noted below, were as follows (total distributions paid may differ from the Statements of Changes in Net Assets because, for tax purposes, dividends are recognized when actually paid) (amounts in thousands):

Year Ended December 31, 2021						Year Ended December 31, 2020
Distributions paid from Ordinary Income		Total Taxable Distributions		Total Distributions Paid		Distributions paid from Ordinary Income		Total Taxable Distributions		Total Distributions Paid
$	2,619	$	2,619	$	2,619	$	5,465	$	5,465	$	5,465

As of December 31, 2021, the components of accumulated earnings (loss) on a tax basis were as follows (amounts in thousands):

Undistributed Ordinary Income		Accumulated Earnings		Other Earnings (Loss)			Distributions Payable			Unrealized Appreciation (Depreciation)*		Total Accumulated Earnings (Loss)
$	256	$	256	$	(2,289	)	$	(207	)	$	317	$	(1,923	)

*  The difference between the book-basis and tax-basis of unrealized appreciation (depreciation) is attributable to the tax deferral of losses on wash sales.

As of December 31, 2021, the Fund had net capital loss carryforwards as shown in the table below (amounts in thousands). It is unlikely that the Board will authorize a distribution of capital gains realized in the future until the capital loss carryforwards have been used.

Short-Term Amount		Long-Term Amount		Total
$	1,926	$	363	$	2,289

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USAA Mutual Funds Trust Notes to Financial Statements — continued
December 31, 2021

During the tax year ended December 31, 2021, the Fund utilized $603 thousand of capital loss carryforwards.

As of December 31, 2021, the cost basis for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation, and net unrealized appreciation (depreciation) for investments were as follows (amounts in thousands):

Tax Cost		Tax Unrealized Appreciation		Tax Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
$	296,249	$	1,039	$	(722	)	$	317

40

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Trustees of USAA Ultra Short-Term Bond Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of USAA Ultra Short-Term Bond Fund (the "Fund") (one of the funds constituting USAA Mutual Funds Trust (the "Trust")), including the schedule of portfolio investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting USAA Mutual Funds Trust) at December 31, 2021, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Trust's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust's internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2021, by correspondence with the custodian, agent banks, and brokers or by other appropriate auditing procedures where replies from brokers were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

    

We have served as the auditor of one or more Victory Capital investment companies since 1995.

San Antonio, Texas
February 24, 2022

41

USAA Mutual Funds Trust Supplemental Information
December 31, 2021

  (Unaudited)

Trustee and Officer Information

Board of Trustees:

Overall responsibility for management of the Trust rests with the Board. The Trust is managed by the Board in accordance with the laws of the State of Delaware. There are currently nine Trustees, eight of whom are not "interested persons" of the Trust within the meaning of that term under the 1940 Act ("Independent Trustees") and one of whom is an "interested person" of the Trust within the meaning of that term under the 1940 Act ("Interested Trustee"). The Trustees, in turn, elect the officers of the Trust to actively supervise its day-to-day operations.

The following tables list the Trustees, their dates of birth, their positions with the Trust, their commencement of service, their principal occupations during the past five years, and any directorships of other investment companies or companies whose securities are registered under the Securities Exchange Act of 1934, as amended, or who file reports under that Act. Each Trustee's address is c/o Victory Portfolios, 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. Each Trustee has an indefinite term.

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Independent Trustees.
Jefferson C. Boyce (September 1957)	Independent Chair	Trustee since September 2013, Independent Chair since January 2021	Retired.	46	Westhab, Inc., New York Theological Seminary
Robert L. Mason, Ph.D.* (July 1946)	Trustee	Trustee since January 1997 and Chairman from January 2012 to July 2019	Adjunct Professor in the Department of Management Science and Statistics in the College of Business at the University of Texas at San Antonio (2001-present).	46	None
Dawn M. Hawley (February 1954)	Trustee	Trustee since April 2014	Retired.	46	None

*  Effective at the close of business December 31, 2021, Robert L. Mason, Ph.D. retired from the Board of Trustees.

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USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Daniel S. McNamara (June 1966)	Trustee	Trustee since January 2012	Trustee, President, and Vice Chairman of USAA ETF Trust (06/17-06/19); President of Financial Advice & Solutions Group (FASG), USAA (02/13-03/21); Director of USAA Asset Management Company (AMCO), (08/11-06/19); Chairman of Board of AMCO (04/13/-06/19); Director of USAA Investment Services Company (ISCO) (formerly USAA Investment Management Company) (09/09-03/21); Chairman of Board of ISCO (04/13-12/20); President and Director of USAA Shareholder Account Services (SAS) (10/09-06/19); Chairman of Board of SAS (04/13/-06/19); Senior Vice President of USAA Financial Planning Services Insurance Agency, Inc. (FPS) (04/11-03/21); Director and Vice Chairman of FPS (12/13-03/21); President and Director of USAA Investment Corporation (ICORP) (03/10-03/21); Chairman of Board of ICORP (12/13-03/21); Director of USAA Financial Advisors, Inc. (FAI) (12/13-03/21); Chairman of Board of FAI (03/15-03/21).	46	None
Paul L. McNamara (July 1948)	Trustee	Trustee since January 2012	Retired.	46	None

43

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Name and Date of Birth	Position(s) Held with Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Richard Y. Newton, III (January 1956)	Trustee	Trustee since March 2017	Director, Elta North America (01/18-08/19), which is a global leader in the design, manufacture, and support of innovative electronic systems in the ground, maritime, airborne, and security domains for the nation's warfighters, security personnel, and first responders; Managing Partner, Pioneer Partnership Development Group (12/15-present).	46	PredaSAR Corp.
Barbara B. Ostdiek, Ph.D. (March 1964)	Trustee	Trustee since January 2008	Senior Associate Dean of Degree programs at Jesse H. Jones Graduate School of Business at Rice University (07/13-present); Associate Professor of Finance at Jesse H. Jones Graduate School of Business at Rice University (07/01-07/21); Professor of Finance at Jesse H. Jones Graduate School of Business at Rice University (07/21-present).	46	None
John C. Walters (February 1962)	Trustee	Trustee since July 2019	Retired.	46	Guardian Variable Products Trust (16 series), Lead Independent Director; Amerilife Holdings LLC, Director; Stadion Money Management; Director.

44

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Name and Date of Birth	Position(s) Held with Fund	Term of Office and Length of Time Served	Principal Occupation(s) Held During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held During the Past Five Years
Interested Trustee.
David C. Brown (May 1972)	Trustee	Trustee since July 2019	Chairman and Chief Executive Officer (2013-present), Victory Capital Management Inc.; Chief Executive Officer and Chairman (2013-present), Victory Capital Holdings, Inc.; Director, Victory Capital Services, Inc. (2013-present); Director, Victory Capital Transfer Agency, Inc. (2019-present).	46 portfolios within the Trust; 41 portfolios within the Victory Portfolios, 26 series within the Victory Portfolios II, and 8 series within the Victory Variable Insurance Funds	None

The Statement of Additional Information includes additional information about the Trustees of the Trust and is available, without charge, by calling 800-539-3863.

45

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

Officers:

The officers of the Trust, their dates of birth, their commencement of service, and their principal occupations during the past five years, are detailed in the following table. Each officer serves until the earlier of his or her resignation, removal, retirement, death, or the election of a successor. The mailing address of each officer of the Trust is 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. The officers of the Trust receive no compensation directly from the Trust for performing the duties of their offices.

Name and Date of Birth Position with
the Trust Year
Commenced
Service Principal Occupation During Past 5 Years

Interested Officers.

Christopher K. Dyer, Born February 1962	President	2019	Director of Fund Administration, Victory Capital (since 2004); Chief Operating Officer, Victory Capital Services, Inc. (since 2020)
Scott A Stahorsky, Born July 1969	Vice President	2019	Manager, Fund Administration, Victory Capital (since 2015)
James K. De Vries, Born April 1969	Treasurer	2018	Executive Director, Victory Capital Management Inc. (since 2019); Treasurer, USAA ETF Trust (September 2018-June 2019); Executive Director, Investment and Financial Administration, USAA (April 2012-June 2019); Assistant Treasurer, USAA ETF Trust (June 2017-September 2018); Assistant Treasurer, USAA Mutual Funds Trust (December 2013-February 2018)
Allan Shaer, Born March 1965	Assistant Treasurer	2019	Senior Vice President, Financial Administration, Citi Fund Services Ohio, Inc. (since 2016); Vice President, Mutual Fund Administration, JP Morgan Chase (2011-2016)
Carol D. Trevino, Born October 1965	Assistant Treasurer	2018	Director, Accounting and Finance, Victory Capital Management Inc. (since 2019); Accounting/Financial Director, USAA (December 2013-June 2019); Assistant Treasurer, USAA ETF Trust (September 2018-June 2019)
Erin G. Wagner, Born February 1974	Secretary	2019	Deputy General Counsel, the Adviser (since 2013)
Charles Booth, Born April 1960	Anti-Money Laundering Compliance Officer and Identity Theft Officer	2019	Director, Regulatory Administration and CCO Support Services, Citi Fund Services Ohio, Inc. (since 2007)
Colin Kinney, Born October 1973	Chief Compliance Officer	2021	Chief Compliance Officer, USAA Mutual Funds Trust (since 2021); Chief Compliance Officer Victory Funds (since 2017); Chief Risk Officer, the Adviser (2009-2017); Chief Compliance Officer, the Adviser (since 2013)
Sean Fox, Born September 1976	Deputy Chief Compliance Officer	2021	Deputy Chief Compliance Officer, USAA Mutual Funds Trust (since 2021); Sr. Compliance Officer, the Adviser (2019-2021); Compliance Officer, the Adviser (2015-2019)

46

USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

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Proxy Voting and Portfolio Holdings Information

Proxy Voting:

Information regarding the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling (800) 235-8396. The information is also included in the Fund's Statement of Additional Information, which is available on the SEC's website at www.sec.gov.

Information relating to how the Fund voted proxies relating to portfolio securities held during the most recent 12 months ended June 30 is available on the SEC's website at www.sec.gov.

Availability of Schedules of Portfolio Investments:

The Trust files a complete list of Schedules of Portfolio Investments with the SEC for the first and third quarter of each fiscal year on Form N-PORT. Form N-PORT is available on the SEC's website at www.sec.gov.

Expense Examples

As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2021, through December 31, 2021.

The Actual Expense figures in the table below provide information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled "Actual Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

The Hypothetical Expense figures in the table below provide information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in shareholder reports of other funds.

Please note the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the hypothetical expenses in the table are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value 12/31/21		Actual Expenses Paid During Period 7/1/21- 12/31/21*		Hypothetical Expenses Paid During Period 7/1/21- 12/31/21*		Annualized Expense Ratio During Period 7/1/21- 12/31/21
Fund Shares	$	1,000.00	$	1,003.20	$	1,022.13	$	3.08	$	3.11		0.61	%
Institutional Shares		1,000.00		1,003.40		1,022.33		2.88		2.91		0.57	%
Class A		1,000.00		1,002.00		1,020.92		4.29		4.33		0.85	%
R6 Shares		1,000.00		1,003.60		1,022.53		2.68		2.70		0.53	%

*  Expenses are equal to the average account value multiplied by the Fund's annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

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December 31, 2021

  (Unaudited)

Considerations of the Board in Continuing the Investment Advisory Agreement

USAA Ultra Short-Term Bond Fund (the "Fund")

At a meeting of the Board of Trustees (the "Board") of USAA Mutual Funds Trust (the "Trust") held on December 9-10, 2021, the Board, including the Trustees who are not "interested persons" (as that term is defined in the Investment Company Act of 1940, as amended) of the Trust (the "Independent Trustees"), approved for an annual period the continuance of the Investment Advisory Agreement (the "Advisory Agreement") between the Trust and Victory Capital Management Inc. (the "Adviser") with respect to the Fund. Prior to the December 9-10, 2021 meeting at which the Advisory Agreement was approved, the Independent Trustees also discussed and considered information regarding the proposed continuation of the Advisory Agreement at a meeting held on November 19, 2021.

In advance of the foregoing meetings, the Trustees received and considered a variety of information relating to the Advisory Agreement and the Adviser, and were given the opportunity to ask questions and request additional information from management. The information provided to the Board included, among other things: (i) a separate report prepared by an independent third party of mutual fund data, which provided a statistical analysis comparing the Fund's investment performance, expenses, and fees to comparable investment companies; (ii) information concerning the services rendered to the Fund, as well as information regarding the Adviser's revenues and costs of providing services to the Fund and compensation paid to affiliates of the Adviser; and (iii) information about the Adviser's operations and personnel. Prior to voting, the Independent Trustees reviewed the proposed continuance of the Advisory Agreement with management and with experienced independent counsel retained by the Independent Trustees ("Independent Counsel") and received materials from such Independent Counsel discussing the legal standards for their consideration of the proposed continuation of the Advisory Agreement with respect to the Fund. The Independent Trustees also reviewed the proposed continuation of the Advisory Agreement with respect to the Fund in private sessions with Independent Counsel at which no representatives of management were present.

At each regularly scheduled meeting of the Board and its committees, the Board receives and reviews, among other things, information concerning the Fund's performance and related services provided by the Adviser. At the meeting at which the renewal of the Advisory Agreement is considered, particular focus is given to information concerning Fund performance, fees and total expenses as compared to comparable investment companies, and the Adviser's profitability with respect to the Fund. However, the Board noted that the evaluation process with respect to the Adviser is an ongoing one. In this regard, the Board's and its committees' consideration of the Advisory Agreement included information previously received at such meetings. The Board also recognized that the contractual arrangements for the Fund have been reviewed by the Board and discussed with the Adviser in prior years and that the Board's conclusions may be based, in part, on its consideration of these same arrangements in prior years.

Advisory Agreement

After full consideration of a variety of factors, the Board, including the Independent Trustees, voted to approve the Advisory Agreement. In approving the Advisory Agreement, the Trustees did not identify any single factor as controlling, and each Trustee may have attributed different weights to various factors. Throughout their deliberations, the Independent Trustees were represented and assisted by Independent Counsel.

Nature, Extent, and Quality of Services — In considering the nature, extent, and quality of the services provided by the Adviser under the Advisory Agreement, the Board reviewed information provided by the Adviser relating to its operations and personnel. The Board also took into account its knowledge of the Adviser's management and the quality of the performance of the Adviser's duties through Board meetings, discussions, and reports during the preceding year. The Board considered the fees paid to the Adviser and the services provided to the Fund by the Adviser under the Advisory Agreement, as well as other services provided by the Adviser and its affiliates under other agreements, and the personnel who provide these services. In addition to the investment advisory services provided to the Fund, the Adviser and its affiliates provide administrative services, shareholder services, oversight of Fund accounting, marketing services, assistance in meeting legal and regulatory requirements, and other services necessary for the operation of the Fund and the Trust.

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USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

The Board considered the scope of services provided by, and the undertakings required of, the Adviser in connection with those services, including, among other things, maintaining (i) its own and the Fund's compliance programs, (ii) risk management programs, (iii) liquidity risk management programs, and (iv) cybersecurity programs, each of which had expanded over time as a result of regulatory, market, and other developments. The Board also considered the significant risks assumed by the Adviser in connection with the services provided to the Fund, including investment, operational, enterprise, litigation, regulatory and compliance risks.

The Board considered the Adviser's management style and the performance of the Adviser's duties under the Advisory Agreement. The Board considered the level and depth of knowledge of the Adviser, including the professional experience and qualifications of its senior and investment personnel, as well as current staffing levels. The allocation of the Fund's brokerage, including the Adviser's process for monitoring "best execution," also was considered. The Adviser's role in coordinating the activities of the Fund's other service providers was also considered. The Board also considered the Adviser's risk management processes. The Board considered the Adviser's financial condition and that it had the financial wherewithal to continue to provide the same scope and high quality of services under the Advisory Agreement. In reviewing the Advisory Agreement, the Board focused on the experience, resources, and strengths of the Adviser and its affiliates in managing the Fund, as well as the other funds in the Trust.

The Board also reviewed the compliance and administrative services provided to the Fund by the Adviser and its affiliates, including the Adviser's oversight of the Fund's day-to-day operations and oversight of Fund accounting. The Trustees, guided also by information obtained from their experiences as Trustees of the Trust, also focused on the quality of the Adviser's compliance and administrative staff.

Expenses and Performance — In connection with its consideration of the Advisory Agreement, the Board evaluated the Fund's advisory fees and total expense ratio as compared to other open-end investment companies deemed to be comparable to the Fund as determined by the independent third party in its report. The Fund's expenses were compared to (i) a group of investment companies chosen by the independent third party to be comparable to the Fund based upon certain factors, including fund type, comparability of investment objective and classification, sales load type, asset size, and expense components (the "expense group") and (ii) a larger group of investment companies with the same investment classification/objective as the Fund regardless of asset size, excluding outliers (the "expense universe"). Among other data, the Board noted that the Fund's net management fee rate — which includes advisory and administrative services and the effects of any performance adjustment¹, as well as any fee waivers and reimbursements — was above the median of its expense group and its expense universe. The data indicated that the Fund's total expenses, including after any reimbursements, were above the median of its expense group and its expense universe. The Board also took into account the Adviser's current undertakings to maintain expense limitations for the Fund. The Board took into account the various other services provided to the Fund by the Adviser and its affiliates, and noted the high quality of services received by the Fund.

In considering the Fund's performance, the Board noted that it reviews at its regularly scheduled meetings information about the Fund's performance results. The Trustees also reviewed various comparative data provided to them in connection with their consideration of the renewal of the Advisory Agreement, including, among other information, a comparison of the Fund's average annual total returns relative to its Lipper index and other mutual funds deemed to be in its peer group by the independent third party in its report (the "performance universe"). The Fund's performance universe consisted of the Fund and all retail and institutional open-end investment companies with the same classification/objective as the Fund regardless of asset size or primary channel of distribution. This comparison indicated that, among other data, the Fund's performance was above the average of its performance universe and its Lipper index for the one-, three-, five- and ten-year periods ended September 30, 2021.

Compensation and Profitability — The Board took into consideration the level and method of computing the management fee. The information considered by the Board included operating profit margin information for the Adviser's business as a whole. The Board also received and considered profitability information related to the management revenues from the Fund. This information included a review of the methodology used in the allocation of certain costs to the Fund. In considering the profitability data with respect to the Fund, the Trustees

¹  The Adviser previously agreed that no performance adjustment (positive or negative) would be made to the amount payable to the Adviser from July 1, 2019, through June 30, 2020.

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USAA Mutual Funds Trust Supplemental Information — continued
December 31, 2021

  (Unaudited)

noted that the Adviser reimbursed or waived a portion of its management fees to the Fund. The Trustees reviewed the profitability of the Adviser's relationship with the Fund before tax expenses. The Board was also provided with a profitability analysis of other publicly traded asset managers prepared by an independent information service. In reviewing the overall profitability of the management fee to the Adviser, the Board also considered the fact that the Adviser and its affiliates provide shareholder servicing and administrative services to the Fund for which they receive compensation. The Board also considered the possible direct and indirect benefits to the Adviser from its relationship with the Trust, including that the Adviser may derive reputational and other benefits from its association with the Fund. The Trustees recognized that the Adviser should be entitled to earn a reasonable level of profits in exchange for the level of services it provides to the Fund and the entrepreneurial and other risks that it assumes as Adviser.

Economies of Scale — The Board considered whether there should be changes in the management fee rate or structure in order to enable the Fund to participate in any economies of scale. The Board also considered the fee waiver and expense reimbursement arrangements by the Adviser. The Board took into account management's discussion of the Fund's current advisory fee structure. The Board also considered the effect of the change in size, if any, of each of the Fund's classes on its performance and fees, noting that the Fund may realize other economies of scale if assets increase proportionally more than expenses. The Board determined that the current investment management fee structure was reasonable.

Conclusions — The Board reached the following conclusions regarding the Fund's Advisory Agreement with the Adviser: (i) the Adviser has demonstrated that it possesses the capability and resources to perform the duties required of it under the Advisory Agreement; (ii) the Adviser maintains an appropriate compliance program; (iii) the overall performance of the Fund is reasonable in relation to the performance of funds with similar investment objectives and to relevant indices; (iv) the Fund's advisory expenses are reasonable in relation to those of similar funds and to the services to be provided by the Adviser and its affiliates; and (v) the Adviser's and its affiliates' level of profitability from their relationship with the Fund is reasonable in light of the nature and high quality of services provided by the Adviser and the type of fund. Based on its conclusions, the Board determined that continuation of the Advisory Agreement would be in the best interests of the Fund and its shareholders.

50

Privacy Policy

Protecting the Privacy of Information

The Trust respects your right to privacy. We also know that you expect us to conduct and process your business in an accurate and efficient manner. To do so, we must collect and maintain certain personal information about you. This is the information we collect from you on applications or other forms, and from the transactions you make with us or third parties. It may include your name, address, social security number, account transactions and balances, and information about investment goals and risk tolerance.

We do not disclose any information about you or about former customers to anyone except as permitted or required by law. Specifically, we may disclose the information we collect to companies that perform services on our behalf, such as the transfer agent that processes shareholder accounts and printers and mailers that assist us in the distribution of investor materials. We may also disclose this information to companies that perform marketing services on our behalf. This allows us to continue to offer you Victory investment products and services that meet your investing needs, and to effect transactions that you request or authorize. These companies will use this information only in connection with the services for which we hired them. They are not permitted to use or share this information for any other purpose.

To protect your personal information internally, we permit access only by authorized employees and maintain physical, electronic, and procedural safeguards to guard your personal information.*

*  You may have received communications regarding information about privacy policies from other financial institutions which gave you the opportunity to "opt-out" of certain information sharing with companies which are not affiliated with that financial institution. The Trust does not share information with other companies for purposes of marketing solicitations for products other than the Trust. Therefore, the Trust does not provide opt-out options to their shareholders.

P.O. Box 182593
Columbus, Ohio 43218-2593

Visit our website at:	Call
www.vcm.com	(800) 235-8396

94420-0222

Item 2. Code of Ethics.

(a)

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. This code of ethics in included as an Exhibit.

(b)

During the period covered by the report, with respect to the registrant’s code of ethics that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions; on July 1, 2019, the Board of Trustees of USAA Mutual Funds Trust approved a Code of Ethics ("Sarbanes Code") applicable solely to its senior financial officers, including its principal executive officer (President), as defined under the Sarbanes-Oxley Act of 2002 and implementing regulations of the Securities and Exchange Commission. A copy of the Sarbanes Code is attached as an Exhibit to this Form N-CSR.

No waivers (explicit or implicit) have been granted from a provision of the Sarbanes Code.

Item 3. Audit Committee Financial Expert.

(a)(1) The registrant’s board of directors has determined that the registrant has at least one audit committee financial expert serving on its audit committee.

(a)(2) The audit committee financial experts are Dr. Barbara B. Ostdiek, Ph.D. and Dawn M. Hawley, who are “independent” for purposes of this Item 3 of Form N-CSR.

Dr. Ostdiek has served as an Associate Professor of Management at Rice University since 2001. Dr. Ostdiek also has served as an Academic Director at El Paso Corporation Finance Center since 2002. Ms. Hawley was Chief Financial Officer, Director of Financial Planning and Analysis for AIM Management Group Inc. from October 1987 through January 2006 and was Manager of Finance at Menil Foundation, Inc. from May 2007 through June 2011. Each of Dr. Ostdiek and Ms. Hawley is an independent trustee who serves as a member of the Audit and Compliance Committee, Investments Committee, Product Management and Distribution Committee, and the Corporate Governance Committee of the Board of Trustees of USAA Mutual Funds Trust.

Item 4. Principal Accountant Fees and Services.

	2021		2020
(a) Audit Fees (1)	$	163,506	$	212,800
(b) Audit-Related Fees (2)		-		17,985
(c) Tax Fees (3)		5,421		1,788
(d) All Other Fees (4)		-		-

(1) Audit fees include amounts related to the audit of the Registrant’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings. Audit fees billed were for professional services provided by Ernst & Young LLP for statutory and regulatory filings.

(2) For the fiscal years ended December 31, 2021 there were no audit-related fees billed by Ernst & Young LLP to the Registrant.

(3) Represents the aggregate tax fee billed for professional services rendered by Ernst & Young LLP for assistance with foreign tax compliance services.

(4) For the fiscal years ended December 31, 2021 and December 31, 2020, there were no other fees billed by Ernst & Young LLP to the Registrant.

(e)(1) All audit and non-audit services to be performed for the Registrant by Ernst & Young LLP must be pre-approved by the Audit and Compliance Committee. The Audit and Compliance Committee Charter also permits the Chair of the Audit and Compliance Committee to pre-approve any permissible non-audit service that must be commenced prior to a scheduled meeting of the Audit and Compliance Committee. All non-audit services were pre-approved by the Audit and Compliance Committee or its Chair, consistent with the Audit and Compliance Committee's preapproval procedures.

(e)(2) There were no services performed under Rule 2.01 (c)(7)(i)(C).

(f) Not applicable.

(g) Aggregate non-audit fees for services rendered to the:

	Registrant		Adviser
2021	$	5,421	$	124,184
2020	$	1,788	$	135,938

(h) The aggregate non-audit fees related to fees billed by Ernst & Young LLP for services rendered to the Registrant; the investment adviser, and the Funds' transfer agent, Victory Capital Transfer Agency Inc., which includes aggregate fees accrued or paid to Ernst & Young LLP for professional services rendered related to the annual study of internal controls of the transfer agent for fiscal years listed above. All services were preapproved by the Audit Committee.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a)         Not applicable. 

(b)         Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

The Corporate Governance Committee selects and nominates candidates for membership on the Board as independent trustees. The Corporate Governance Committee has adopted procedures to consider Board candidates suggested by shareholders. The procedures are initiated by the receipt of nominations submitted by a fund shareholder sent to Board member(s) at the address specified in fund disclosure documents or as received by the Adviser or a fund officer. Any recommendations for a nomination by a shareholder, to be considered by the Board, must include at least the following information: name; date of birth; contact information; education; business profession and other expertise; affiliations; experience relating to serving on the Board; and references. The Corporate Governance Committee gives shareholder recommendations the same consideration as any other candidate.

Item 11. Controls and Procedures.

(a)The registrant’s principal executive officer and principal financial officer have concluded, based on their evaluation of the registrant's disclosure controls and procedures as conducted within 90 days of the filing date of this report, that these disclosure controls and procedures are adequately designed and are operating effectively to ensure that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.

(b)There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940 (17 CFR 270.30a-3(d)) that occurred during the period covered by this report that have materially affected or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

(a)(1)	Not applicable.
(a)(2)	Not applicable.
(a)(3)	Not applicable.
(a)(4)	Not applicable.
(b)	Not applicable.

Item 13. Exhibits.

(a)(1)	The code of ethics that is the subject of the disclosure required by Item 2 is attached hereto.
(a)(2)	Certifications pursuant to Rule 30a-2(a) are attached hereto.
(a)(3)	Not applicable.
(a)(4)	Not applicable
(b)	Certifications pursuant to Rule 30a-2(b) are furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant) USAA Mutual Fund Trust

By (Signature and Title)*	/s/ James K. De Vries
	James K. De Vries, Principal Financial Officer

Date March 3, 2022

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*	/s/ Christopher K. Dyer
	Christopher K. Dyer, Principal Executive Officer

Date March 2, 2022

By (Signature and Title)*	/s/ James, K. De Vries
	James K. De Vries, Principal Financial Officer

Date March 3, 2022

EX-99.CODEETH

Exhibit 99.CODEETH

USAA MUTUAL FUNDS TRUST

CODE OF CONDUCT
FOR PRINCIPAL EXECUTIVE OFFICER
AND PRINCIPAL FINANCIAL OFFICER

I. Covered Officers/Purpose of the Code

A.       This Code of Conduct (the “Code”) applies to the Principal Executive Officer and Principal Financial Officer of USAA Mutual Funds Trust (the Trust or the Funds) as detailed in in Exhibit A, for the purpose of promoting:

1. Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

2. Full, fair, accurate, timely and understandable disclosure in reports and documents that a registrant files with, or submits to, the Securities and Exchange Commission (“SEC”) and in other public communications made by the Trust;

3. Compliance with applicable laws and governmental rules and regulations;

4. The prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and

5. Accountability for adherence to the Code.

B.       Each Covered Officer should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as apparent conflicts of interest.

II. Covered Officers Should Handle Ethically Any Actual or Apparent Conflicts of Interest

A. Overview. A “conflict of interest” occurs when a Covered Officer’s private interest interferes with the interests of, or his or her service to, the Trust. For example, a conflict of interest would arise if a Covered Officer, or a member of his family, receives improper personal benefits as a result of his or her position with the Trust.

Certain conflicts of interest that could arise out of the relationships between Covered Officers and the Trust already are subject to conflict of interest provisions in the Investment Company Act of 1940 (“Investment Company Act”) and the Investment Advisers Act of 1940 (“Investment Advisers Act”). For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Trust because of their status as “affiliated persons” of the Trust. The Trust and its investment adviser’s compliance program and procedures are designed to prevent, or identify and correct, violations of these provisions. This Code does not, and is not intended to, repeat or replace these programs and procedures, and such conflicts fall outside of the parameters of this Code.

Although typically not presenting an opportunity for improper personal benefit, conflicts may arise or result from the contractual relationship between the Trust and the investment adviser and the administrator, whose officers or employees also serve as Covered Officers. As a result, this Code recognizes that the Covered Officers will, in the normal course of their duties (whether formally for the Trust or for the adviser or the administrator, or for both), be involved in establishing policies and implementing decisions that will have different effects on the adviser, the administrator and the Trust. The participation of the Covered Officers in such activities is inherent in the contractual relationship between the adviser, the administrator and the Trust and is consistent with the performance by the Covered Officers of their duties as officers of the Trust. Thus, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, such activities will be deemed to have been handled ethically. In addition, it is recognized by the Trust’s Board of Trustees (the “Board”) that the Covered Officers may also be officers or employees of one or more other investment companies covered by this or other codes.

Other conflicts of interest are covered by the Code, even if such conflicts of interest are not subject to provisions in the Investment Company Act or the Investment Advisers Act. Section C describes the types of conflicts of interest that are covered under this Code, but Covered Officers should keep in mind that these examples are not exhaustive. The overarching principle is that the personal interest of a Covered Officer should not be placed improperly before the interest of the Company.

B. Obligations of Covered Officers. Each Covered Officer must:

1. Not use his personal influence or personal relationships improperly to influence investment decisions or financial reporting by the Trust whereby the Covered Officer would benefit personally to the detriment of the Trust;

2. Not cause the Trust to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than the benefit of the Trust;

3. Report at least annually outside business affiliations or other relationships (e.g., officer, director, governor, trustee, part-time employment) other than his or her relationship to the Trust, the investment adviser and the administrator.

C.       Conflicts of interest. When a Covered Person becomes aware of a situation that could involve a conflict of interest, or that could reasonably be considered an appearance of a conflict of interest, the Covered Person should disclose this matter to the Chief Compliance Officer. For purposes of this Code, the Chief Compliance Officer shall be the Chief Compliance Officer of the Trust. Examples of these include:

1. Service as a director on the board of any public or private company;

2. The receipt, as an officer of the Trust, of any gift in excess of $100;

2

3. The receipt of any entertainment from any company with which the Trust has current or prospective business dealings, unless such entertainment is business-related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety;

4. Any ownership interest in, or any consulting or employment relationship with, any of the Trust’s service providers, other than their investment adviser, principal underwriter, administrator or any affiliated person thereof;

5. A direct or indirect financial interest in commissions, transaction charges or spreads paid by the Trust for effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Covered Officer’s employment, such as compensation or equity ownership.

D.       Conflicts of interest not specifically enumerated. It is impractical to attempt to list in this Code all possible situations that could result in a conflict of interest. If a proposed transaction, interest, personal activity, or investment raises any concerns, questions or doubts, a Covered Officer should consult with the Chief Compliance Officer before engaging in such transaction or investment or pursuing such interest or activity. The Chief Compliance Officer shall review the facts and circumstances of the actual or potential conflict of interest in accordance with Section IV of these Procedures.

III. Disclosure and Compliance

A.       Each Covered Officer should familiarize himself or herself with the disclosure requirements generally applicable to the Trust.

B.       Each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the Trust to others, whether within or outside the Trust, including to the Trust’s Trustees and auditors, and to governmental regulators and self-regulatory organizations.

C.       Each Covered Officer should, to the extent appropriate within his or her area of responsibility, consult with other officers and employees of the Trust, the adviser and the administrator with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Trust file with, or submit to, the SEC and in other public communications made by the Trust.

D.       It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules and regulations.

IV. Reporting and Accountability

A. Responsibilities and conduct. Each Covered Officer must:

1. Upon adoption of the Code (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing to the appropriate Board that he or she has received, read, and understands the Code;

3

2. Annually thereafter affirm to the appropriate Board that he or she has complied with the requirements of the Code;

3. Not retaliate against any other Covered Officer or any employee of the Trust or their affiliated persons for reports of potential violations that are made in good faith; and

4. Notify the Chief Compliance Officer promptly if he or she knows of any violation of this Code. Failure to do so is itself a violation of this Code.

B.       Chief Compliance Officer. The Chief Compliance Officer is responsible for applying this Code to specific situations in which questions are presented under it and has the authority to interpret this Code in any particular situation. Based on its review, the Chief Compliance Officer shall advise the Covered Officer that the proposed transaction, investment, interest or activity: (i) would not violate this Code; (ii) would not violate this Code only if conducted in a particular manner and/or subject to certain conditions or safeguards; or (iii) would violate the Code and is, therefore, prohibited.

C.       Waivers. A Covered Officer may request a waiver from a provision of this Code if there is a reasonable likelihood that a contemplated action would not involve an actual conflict of interest that this Code is designed to prevent. The Audit and Compliance Committee of the Board (the “Committee”) shall review and act upon any request for a waiver from any provision of the Code. The Committee shall disclose any waiver from a provision of the Code to the extent required by SEC rules or any other policy of the Trust or VCM.

D.       Enforcing the Code of Conduct. The Trust will adhere to the following procedures in investigating and enforcing this Code:

1. The Chief Compliance Officer will take all appropriate action to investigate any potential violations reported to him or her;

2. If, after such investigation, the Chief Compliance Officer believes that no violation has occurred, no further action is required;

3. Any matter that the Chief Compliance Officer believes is a violation shall be reported to the Committee; and

4. If the Committee concurs that a violation has occurred, it will inform the Board and make a recommendation of appropriate courses of action. The Board will consider and take appropriate action regarding the violation. The Board may among other things, notify VCM, the Trust’s administrator, or their Boards of Directors; recommend the assessment of a monetary penalty against the Covered Person; issue a formal written reprimand to, or recommend the dismissal of, the Covered Officer; require additional training by the violator; or recommend modifications to the Trust’s policies and procedures.

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V. Other Policies and Procedures

This Code shall be the sole code of conduct adopted by the Trust for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies relating to that section. Insofar as other policies or procedures of the Trust, the Trust’s investment adviser, principal underwriter, or other service providers govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, they are superseded by this Code to the extent that they overlap or conflict with the provisions of this Code. The Codes of Ethics under Rule 17j-1 under the Investment Company Act, and any insider trading policies are separate policies of the Trust, VCM, any sub-adviser or the principal underwriter that apply to the Covered Officers and others, and are not part of this Code.

VI. Amendments

Any amendments to this Code, other than amendments to Exhibit A, must be approved or ratified by a majority vote of the Board, including a majority of the Trustees who are not “interested persons” (as defined in the Investment Company Act) (the “Independent Trustees”). Any changes to this Code will, to the extent required, will be disclosed as provided by SEC rules.

VII. Confidentiality

All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than officers and Trustees of the Trust, the Trust’s investment adviser, administrator or sub-administrator, counsel to the Trust or counsel to the Independent Trustees.

VIII. Internal Use

The Code is intended solely for the internal use by the Trust and does not constitute an admission, by or on behalf of the Trust, as to any fact, circumstance, or legal conclusion.

Adopted:	July 1, 2019 (USAA Mutual Funds)
Amended:	N/A

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Exhibit A

Persons Covered by this Code of Conduct

USAA Mutual Funds Trust

Principal Executive Officer: Christopher K. Dyer, President

Principal Financial Officer: James De Vries, Treasurer

As of July 1, 2019

Exhibit B

Acknowledgement

Pursuant to the requirements of the Code of Conduct adopted by USAA Mutual Funds Trust (the Trust or the Funds), I hereby acknowledge and affirm that I have received, read and understand the Code and agree to adhere to and abide by the letter and spirit of its provisions.

Signature:	/s/ Christopher K. Dyer
Print Name:	Christopher K. Dyer
Date:	July 1, 2019

Exhibit B

Acknowledgement

Pursuant to the requirements of the Code of Conduct adopted by USAA Mutual Funds Trust (the Trust or the Funds), I hereby acknowledge and affirm that I have received, read and understand the Code and agree to adhere to and abide by the letter and spirit of its provisions.

Signature:	/s/ James De Vries
Print Name:	James De Vries
Date:	July 1, 2019

Exhibit C

Annual Certification

Pursuant to the requirements of the Code of Conduct adopted by USAA Mutual Funds Trust (the Trust or the Funds), I hereby acknowledge and affirm that since the date of the last annual certification given pursuant to the Code, I have complied with all requirements of the Code.

Signature:	/s/ Christopher K. Dyer
Print Name:	Christopher K. Dyer
Date:	July 1, 2019

Exhibit C

Annual Certification

Pursuant to the requirements of the Code of Conduct adopted by USAA Mutual Funds Trust (the Trust or the Funds), I hereby acknowledge and affirm that since the date of the last annual certification given pursuant to the Code, I have complied with all requirements of the Code.

Signature:	/s/ James De Vries
Print Name:	James De Vries
Date:	July 1, 2019

EX-99.CERT

Exhibit 99.CERT

CERTIFICATIONS

I, Christopher K. Dyer, certify that:

1.	I have reviewed this report on Form N-CSR of USAA Mutual Funds Trust (the “registrant”);
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and
d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

March 2, 2022	/s/ Christopher K. Dyer
Date	Christopher K. Dyer
	Principal Executive Officer

CERTIFICATIONS

I, James K. De Vries, certify that:

1.	I have reviewed this report on Form N-CSR of USAA Mutual Funds Trust (the “registrant”);
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)	Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and
d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

March 3, 2022	/s/ James K. De Vries
Date	James K. De Vries
	Principal Financial Officer

EX-99.906CERT

Exhibit 99.906CERT

This certification is provided pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. § 1350, and accompanies the report on Form N-CSR for the period ended December 31, 2021 of USAA Mutual Funds Trust (the “Registrant”).

I, Christopher K. Dyer, the Principal Executive Officer of the Registrant, certify that, to the best of my knowledge:

1. the Form N-CSR fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a) or 78o(d)); and

2. the information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

March 2, 2022

Date

/s/ Christopher K. Dyer

Christopher K. Dyer

Principal Executive Officer

This certification is being furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and is not being filed as part of Form N-CSR or as a separate disclosure document. A signed original of this written statement required by Section 906 has been provided to the Registrant and will be retained by the Registrant and furnished to the Securities and Exchange Commission or its staff upon request.

This certification is provided pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. § 1350, and accompanies the report on Form N-CSR for the period ended December 31, 2021 of USAA Mutual Fund Trust (the “Registrant”).

I, James K. De Vries, the Principal Financial Officer of the Registrant, certify that, to the best of my knowledge:

1. the Form N-CSR fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a) or 78o(d)); and

2. the information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

March 3, 2022

Date

/s/ James K. De Vries

James K. De Vries

Principal Financial Officer

This certification is being furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and is not being filed as part of Form N-CSR or as a separate disclosure document. A signed original of this written statement required by Section 906 has been provided to the Registrant and will be retained by the Registrant and furnished to the Securities and Exchange Commission or its staff upon request.