Form 4 for VCTR Victory Capital Holdings, Inc.
Accepted 2021-11-23 00:00:00 ET · period of report 2021-11-23 · accession 0001209191-21-066670 · 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 | DEMARTINI RICHARD M | Dir | C - Cnv Deriv | — | +2,333 | 2,333 | New | — |
| DI | 2021-11-23 | 2021-11-22 | VCTR | DEMARTINI RICHARD M | Dir | J - Other | — | -102.2K | 0 | -100% | — |
| DI | 2021-11-23 | 2021-11-23 | VCTR | DEMARTINI RICHARD M | Dir | P - Purchase | $34.90 | +14.3K | 14.3K | New | +$500.5K |
| D | 2021-11-23 | 2021-11-23 | VCTR | DEMARTINI RICHARD M | Dir | C - Cnv Deriv | — | -2,333 | 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 | 2,333 | — | 2,333 | D By Spouse | — | — | (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 | 2021-11-22 | J | D | 102,239 | — | 0 | I See Footnote | — | — | (F1) Reflects a prorata distribution of shares of Class A Common Stock of the Issuer ("Class A Shares") held by DeMartini Investors, L.P. to its limited partners for no consideration. (F2) Includes Class A Shares held by DeMartini Investors, L.P., an entity controlled by the Reporting Person. These shares were received pursuant to an exempt prorata distribution from Crestview Partners II GP, L.P., of which DeMartini Investors, L.P. is a limited partner. The Reporting Person disclaims beneficial ownership of these Class A Shares to the extent of his pecuniary interest therein. |
| 3 | Common | Common Stock | 2021-11-23 | P | A | 14,341 | $34.90 | 14,341 | I | — | — | (F4) The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $34.61 to $34.95, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4. |
| 4 | Derivative | Class B Common Stock | 2021-11-23 | C | D | 2,333 | — | 0 | D | — · — to — | 2,333 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. |