Milton R. Berlinski - Nov 29, 2021 Form 4 Insider Report for Victory Capital Holdings, Inc. (VCTR)

Signature
/s/ Milton Berlinski
Stock symbol
VCTR
Transactions as of
Nov 29, 2021
Transactions value $
-$4,405,210
Form type
4
Date filed
11/30/2021, 05:46 PM
Previous filing
Nov 24, 2021
Next filing
Jan 12, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VCTR Class A Common Stock Sale -$1.57M -46.1K -1.46% $34.00 3.1M Nov 29, 2021 See Footnote F1, F2, F6, F7
transaction VCTR Class A Common Stock Sale -$1.3M -38.3K -1.46% $34.00 2.58M Nov 29, 2021 See Footnote F1, F3, F6, F7
transaction VCTR Class A Common Stock Sale -$25.1K -737 -1.46% $34.00 49.6K Nov 29, 2021 See Footnote F1, F4, F6, F7
transaction VCTR Class A Common Stock Sale -$1.51M -44.4K -1.46% $34.00 2.99M Nov 29, 2021 See Footnote F1, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the sale of Class A Shares by certain of the Reporting Persons in connection with the exercise of the underwriters' greenshoe option of the previously reported secondary offering of the Issuer pursuant to an underwriting agreement, dated November 17, 2021, at a public offering price of $34.00 per Class A Share (the "Secondary Offering"). The Secondary Offering closed on November 22, 2021. The material terms of the Secondary Offering are described in the prospectus supplement, dated November 17, 2021, filed with by the Issuer with the Securities and Exchange Commission on November 18, 2021.
F2 Shares owned directly by Reverence Capital Partners Opportunities Fund I, L.P. (and together with Reverence Capital Partners Opportunities Fund I (Cayman), L.P. and Reverence Capital Partners Opportunities Fund I (AI), L.P., the "Reverence Capital Funds")
F3 Shares owned directly by Reverence Capital Partners Opportunities Fund I (Cayman), L.P.
F4 Shares owned directly by Reverence Capital Partners Opportunities Fund I (AI), L.P.
F5 Shares owned directly by RCP Lake Co-Invest, L.P. RCP Co-Invest GP LLC is the general partner of RCP Lake Co-Invest, L.P. Reverence Capital Partners LLC is the managing member of RCP Co-Invest GP LLC. Each of Reverence Capital Partners LLC and RCP Co-Invest GP LLC may be deemed to have beneficial ownership of the shares owned directly by RCP Lake Co-Invest, L.P.
F6 Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.
F7 RCP Opp Fund I GP, L.P. is the general partner of each of the Reverence Capital Funds. RCP GenPar LP is the general partner of RCP Opp Fund I GP, L.P. RCP GenPar HoldCo LLC is the general partner of RCP GenPar LP. Mr. Berlinski is the sole member of RCP GenPar HoldCo LLC. Each of Mr. Berlinski, RCP GenPar HoldCo LLC, RCP GenPar LP and RCP Opp Fund I GP, L.P. may be deemed to have beneficial ownership of the shares owned directly by the Reverence Capital Funds.