Form 4 for VCTR Victory Capital Holdings, Inc.
Accepted 2021-11-23 00:00:00 ET · period of report 2021-11-23 · accession 0001209191-21-066661 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2021-11-23 | 2021-11-23 | VCTR | HAWKES JAMES B | Dir | C - Cnv Deriv | — | +411.1K | 413.1K | +20,556% | — |
| DI | 2021-11-23 | 2021-11-23 | VCTR | HAWKES JAMES B | Dir | C - Cnv Deriv | — | +292.7K | 382.7K | +325% | — |
| D | 2021-11-23 | 2021-11-23 | VCTR | HAWKES JAMES B | Dir | C - Cnv Deriv | — | -411.1K | 0 | -100% | — |
| DI | 2021-11-23 | 2021-11-23 | VCTR | HAWKES JAMES B | Dir | C - Cnv Deriv | — | -292.7K | 0 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2021-11-23 | C | A | 411,111 | — | 413,111 | D | — | — | (F3) On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware. |
| 2 | Common | Common Stock | 2021-11-23 | C | A | 292,685 | — | 382,685 | I See Footnote | — | — | (F3) On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware. |
| 3 | Derivative | Class B Common Stock | 2021-11-23 | C | D | 411,111 | — | 0 | D See Footnote | — · — to — | 411,111 Class A Common Stock | (F3) On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware. (F4) These securities are held directly by Hawkes Family LLC, which is controlled by Mr. Hawkes. Mr. Hawkes disclaims beneficial ownership of the shares held by Hawkes Family LLC except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that Mr. Hawkes is the beneficial owner of the shares held by Hawkes Family LLC. |
| 4 | Derivative | Class B Common Stock | 2021-11-23 | C | D | 292,685 | — | 0 | I | — · — to — | 292,685 Class A Common Stock | (F3) On November 19, 2021, Victory Capital Holdings, Inc., the Company, held a special meeting of stockholders at which the stockholders approved an amendment to the Companys certificate of incorporation to convert all outstanding shares of Class B Common Stock into an equal number of shares of Class A Common Stock on a one-for-one basis, the Conversion. The Conversion was effective on November 23, 2021, upon the Companys filing of its amended and restated certificate of incorporation with the Secretary of State of the State of Delaware. |