Statement of Changes in Beneficial Ownership (4)
14 Januar 2020 - 12:42AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Gupta Nina |
2. Issuer Name and Ticker or Trading Symbol
Victory Capital Holdings, Inc.
[
VCTR
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Legal Officer |
(Last)
(First)
(Middle)
C/O VICTORY CAPITAL HOLDINGS, INC., 4900 TIEDEMAN ROAD 4TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/31/2019 |
(Street)
BROOKLYN, OH 44144
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security (Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code (Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Stock Option (right to buy) | $8.09 | 8/31/2019 | | A | | 3284 | | 8/31/2019 | 7/29/2026 | Class B Common Stock | 3284 | $0.00 | 70442 (1) | D | |
Stock Option (right to buy) | $13.52 | 8/31/2019 | | A | | 832 | | 8/31/2019 | 3/10/2027 | Class B Common Stock | 832 | $0.00 | 17856 (2) | D | |
Stock Option (right to buy) | $13.52 | 8/31/2019 | | A | | 666 | | 8/31/2019 | 7/31/2027 | Class B Common Stock | 666 | $0.00 | 14286 (3) | D | |
Stock Option (right to buy) | $14.27 | 8/31/2019 | | A | | 2336 | | 8/31/2019 | 1/1/2028 | Class B Common Stock | 2336 | $0.00 | 15184 (4) | D | |
Stock Option (right to buy) | $8.09 | 9/22/2019 | | A | | 2555 | | 9/22/2019 | 7/29/2026 | Class B Common Stock | 2555 | $0.00 | 72997 (1) | D | |
Stock Option (right to buy) | $13.52 | 9/22/2019 | | A | | 647 | | 9/22/2019 | 3/10/2027 | Class B Common Stock | 647 | $0.00 | 18503 (2) | D | |
Stock Option (right to buy) | $13.52 | 9/22/2019 | | A | | 517 | | 9/22/2019 | 7/31/2027 | Class B Common Stock | 517 | $0.00 | 14803 (3) | D | |
Stock Option (right to buy) | $14.27 | 9/22/2019 | | A | | 2335 | | 9/22/2019 | 1/1/2028 | Class B Common Stock | 2335 | $0.00 | 17519 (4) | D | |
Explanation of Responses: |
(1) | On July 29, 2016, the reporting person was granted an option to purchase 72,997 shares of Class B Common Stock (after giving effect to Victory Capital Holdings, Inc.'s (the "Company's") 175.194 for 1 stock split on February 5, 2018 (the "Stock Split")). 9,123 of the shares vest based on the satisfaction of certain performance criteria, which were met for 3,284 shares as previously reported on April 30, 2018, an additional 3,248 shares on August 31, 2019 and an additional 2,556 shares on September 22, 2019, when the Company determined that the performance criteria related to such shares had been satisfied. As previously reported on the reporting person's Form 3 filed with the Securities and Exchange Commission on February 7, 2018, as amended May 2, 2018 (the "Form 3"), 63,874 of the shares have vested or will vest based on the passage of time. |
(2) | On March 10, 2017, the reporting person was granted an option to purchase 18,503 shares of Class B Common Stock (after giving effect to the Stock Split). 2,311 of the shares vest based on the satisfaction of certain performance criteria, which were met for 832 shares as previously reported on April 30, 2018, and additional 832 shares on August 31, 2019 and an additional 647 shares on September 22, 2019, when the Company determined that the performance criteria related to such shares had been satisfied. As previously reported on the Form 3, 16,192 of the shares have vested or will vest based on the passage of time. |
(3) | On July 31, 2017, the reporting person was granted an option to purchase 14,803 shares of Class B Common Stock (after giving effect to the Stock Split). 1,849 of the shares vest based on the satisfaction of certain performance criteria, which were met for 666 shares as previously reported on April 30, 2018, an additional 666 shares on August 31, 2019 and an additional 517 shares on September 22, 2019, when the Company determined that the performance criteria related to such shares had been satisfied. As previously reported on the Form 3, 12,954 of the shares have vested or will vest based on the passage of time. |
(4) | On January 1, 2018, the reporting person was granted an option to purchase 17,519 shares of Class B Common Stock (after giving effect to the Stock Split). 7,007 of the shares vest based on the satisfaction of certain performance criteria, which were met for 2,336 shares as previously reported on April 30, 2018, 2,336 shares on August 31, 2019 and an additional 2,335 shares on September 22, 2019 when the Company determined that the performance criteria related to such shares had been satisfied. As previously reported on the Form 3, 10,512 of the shares have vested or will vest based on the passage of time. |
Reporting Owners
|
Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Gupta Nina C/O VICTORY CAPITAL HOLDINGS, INC. 4900 TIEDEMAN ROAD 4TH FLOOR BROOKLYN, OH 44144 |
|
| Chief Legal Officer |
|
Signatures
|
/s/ Nina Gupta, | | 1/13/2020 |
**Signature of Reporting Person | Date |
Victory Capital (NASDAQ:VCTR)
Historical Stock Chart
Von Aug 2024 bis Sep 2024
Victory Capital (NASDAQ:VCTR)
Historical Stock Chart
Von Sep 2023 bis Sep 2024