Form 4: Victory Capital Holdings Director Alan Rappaport Acquires Shares in Lieu of Fees

Director Alan Rappaport acquired 1,204 shares of Victory Capital Holdings, Inc. (VCTR) common stock in lieu of cash director fees.

Summary

• On April 10, 2024, Alan Rappaport, a director of Victory Capital Holdings, Inc., acquired 1,204 shares of common stock.
• The shares were issued in lieu of quarterly director fees payable in cash, totaling $25,000 at the company's election and $21,250 at Mr. Rappaport's election.
• The fees also include compensation for service as chairperson of the Compensation Committee ($3,750) and as a member of the Audit Committee ($2,500).
• The price per share was $43.58, based on the closing price of the company's shares on April 10, 2024.
• Following the transaction, Mr. Rappaport directly owns 148,055 shares and indirectly owns 298,861 shares through ADR Partners.
• Mr. Rappaport disclaims beneficial ownership of the shares held by ADR Partners except to the extent of his pecuniary interest.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. A director taking shares in lieu of cash can be seen as a positive signal, indicating confidence in the company's future performance. However, it's a routine transaction and doesn't necessarily indicate a major shift in the company's prospects.

Positives

• Director's confidence in the company is demonstrated by accepting shares in lieu of cash.
• The company preserves cash by issuing shares instead of paying director fees.

Industry Context

Directors accepting shares in lieu of cash compensation is a common practice, reflecting alignment of interests with shareholders and conserving company cash. This is often seen in companies looking to manage expenses or signal confidence in future growth.

Comparison to Industry Standards

• Many financial services firms compensate directors with a mix of cash and equity.
• The specific ratio varies depending on company size, profitability, and strategic goals.
• Comparing Victory Capital's director compensation structure to peers like BlackRock, Franklin Resources, or T. Rowe Price would provide further context.

Stakeholder Impact

• Shareholders: The transaction slightly increases the alignment of interests between the director and shareholders.
• Company: The company conserves cash by issuing shares instead of paying cash fees.

Key Dates