SCHEDULE: Truist Financial Reports Zero Beneficial Ownership in Victory Portfolios II ETFs Following Liquidation and Remediation of Prior Filing Omission

Truist Financial Corporation has filed an amended Schedule 13G, reporting 0% beneficial ownership in Victory Portfolios II Exchange Traded Funds, as the CUSIP was liquidated on October 24, 2024, and the filing addresses a prior omission from 2021.

Summary

• Truist Financial Corporation, acting as a Parent Holding Company for Truist Advisory Services, Inc., reported 0.00 shares of beneficial ownership, representing 0.0% of the class, in Victory Portfolios II Exchange Traded Funds (CUSIP 92647N881).
• This filing is Amendment No. 2 to a Schedule 13G.
• The CUSIP 92647N881 was liquidated on October 24, 2024.
• The filing was completed as part of an internal effort to remediate filings not previously submitted, specifically noting that a filing for less than 5% ownership should have been submitted in 2021.
• Victory Portfolios II's principal executive offices are located at 4900 TIEDEMAN ROAD, 4TH FLOOR, BROOKLYN, OHIO, 44144.
• Truist Financial Corporation is a North Carolina Corporation, and Truist Advisory Services, Inc. is a Delaware Corporation.

Sentiment

Score: 4

Explanation: The sentiment is neutral to slightly negative. While the liquidation is a routine event, the explicit admission of a significant delay in regulatory compliance (a filing that 'should have been submitted in 2021') introduces a negative aspect related to internal controls and compliance.

Positives

• Truist Financial Corporation is actively addressing and remediating past regulatory filing omissions, demonstrating a commitment to compliance.
• The complete liquidation of the CUSIP on October 24, 2024, indicates a full divestment of the position.

Negatives

• A filing for less than 5% ownership should have been submitted in 2021, indicating a delay in regulatory compliance.

Risks

• Potential for regulatory scrutiny or penalties due to the admitted delay in submitting the required Schedule 13G filing from 2021.

Future Outlook

The filing primarily addresses past ownership and a completed liquidation. There are no forward-looking statements or guidance provided regarding future investment strategies or financial performance.

Management Comments

• "Filing completed as part of internal effort to remediate filings not previously submitted."
• "Current ownership is less than 5% and the CUSIP was liquidated on 10/24/2024."
• "Filing of less than 5% ownership should have been submitted in 2021."

Industry Context

This filing represents a routine regulatory disclosure for institutional investors. The liquidation of an ETF position by a large financial institution like Truist Financial Corporation is a standard portfolio management activity and does not inherently reflect broader industry trends, though it could be part of a larger rebalancing strategy.

Comparison to Industry Standards

• The beneficial ownership of 0% indicates a complete divestment, which is a common and standard practice in portfolio management.
• The explicit admission that a filing 'should have been submitted in 2021' indicates a deviation from industry best practices for timely regulatory compliance, which typically requires prompt disclosure of changes in beneficial ownership.

Stakeholder Impact

• Shareholders of Truist Financial Corporation may view the remediation of past filing omissions positively as it indicates improved internal compliance, but the delay itself could raise questions about past oversight.
• Regulatory authorities may scrutinize the admitted delay in filing, potentially leading to inquiries or penalties.

Next Steps

• Truist Financial Corporation will continue to ensure compliance with SEC filing requirements for beneficial ownership.

Key Dates

Recommendation

Keywords

Truist Financial Corporation, Victory Portfolios II, Schedule 13G, Beneficial Ownership, Exchange Traded Funds, ETF, SEC Filing, Liquidation, Compliance, Investment Adviser, Parent Holding Company