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Compiled from SEC Form N-PX filings and VICTORY CAPITAL HOLDINGS INC.’s Form 8-K, filed 2024-05-08 (Item 5.07 on EDGAR). Page generated 02 October 2026.
Explore VICTORY CAPITAL HOLDINGS INC. in the interactive database Compare manager voting policies
These tallies are VICTORY CAPITAL HOLDINGS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-05-08 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Outcome |
|---|---|---|---|---|---|---|
| Elect Director: David C. Brown | 45,546,424 | 4,842,797 | 124,708 | -- | 5,393,848 | Majority: yes |
| Elect Director: Richard M. DeMartini | 28,963,486 | 21,423,937 | 126,506 | -- | 5,393,848 | Majority: yes |
| 2) To approve the ratification of the appointment of Ernst & Young LLP as the Company's auditors for the fiscal year ending December 31, 2024: | 55,484,054 | 400,382 | 23,341 | -- | -- | Majority: yes |
| 3) A non-binding advisory vote to approve the compensation of our named executive officers: | 47,486,789 | 2,976,676 | 50,464 | -- | 5,393,848 | Majority: yes |
| 4) A non-binding advisory vote on the frequency of the named executive officer compensation advisory vote: | 48,482,044 | 1,893,852 | 138,033 | -- | 5,393,848 | Majority: yes |
Source: VICTORY CAPITAL HOLDINGS INC., Form 8-K, filed with the SEC on 2024-05-08 — read the filing on EDGAR.
Each item below shows how the 246 asset managers that disclosed a VICTORY CAPITAL HOLDINGS INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of VICTORY CAPITAL HOLDINGS INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.
Combines 10 wordings of this item as funds reported it.
94% Majority: yes · of votes cast
VICTORY CAPITAL HOLDINGS INC.’s own tally for this item (“3) A non-binding advisory vote to approve the compensation of our named executive officers:”): 47,486,789 for, 2,976,676 against, per its Form 8-K filed 2024-05-08 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 64,671,237 outstanding shares: 73% for, 5% against (78% of the company cast a for/against vote).
The 238 asset managers below cast 95% of the shares they voted on this item FOR (39,526,591 for, 1,863,925 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Crestview Partners II GP, L.P. | 11,591,983 | 0 | 0 | 0 | For |
| Capital Group | 3,585,280 | 0 | 0 | 0 | For |
| Vanguard | 3,317,373 | 0 | 0 | 0 | For |
| BlackRock | 2,347,860 | 0 | 0 | 0 | For |
| Dimensional | 1,517,449 | 0 | 0 | 0 | For |
| State Street | 1,035,249 | 0 | 0 | 0 | For |
| Granahan Investment Management, LLC | 943,175 | 0 | 0 | 0 | For |
| Van Berkom & Associates Inc. | 811,434 | 0 | 0 | 0 | For |
| LSV ASSET MANAGEMENT | 732,222 | 45,000 | 0 | 0 | For |
| Fidelity | 776,286 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 750,478 | 0 | 0 | 0 | For |
| IMPAX FUNDS SERIES TRUST I | 750,000 | 0 | 0 | 0 | For |
| TimesSquare Capital Management, LLC | 743,324 | 0 | 0 | 0 | For |
| Swedbank Robur Fonder AB | 0 | 700,000 | 0 | 0 | Against |
| BAHL & GAYNOR INC | 606,675 | 0 | 0 | 0 | For |
| JPMorgan | 595,216 | 0 | 0 | 0 | For |
| Charles Schwab | 575,266 | 0 | 0 | 0 | For |
| Nuveen | 547,462 | 0 | 0 | 0 | For |
| TIAA | 545,403 | 0 | 0 | 0 | For |
| WisdomTree | 0 | 424,930 | 0 | 0 | Against |
| Goldman Sachs | 372,953 | 0 | 0 | 0 | For |
| Allianz | 2,656 | 368,910 | 0 | 0 | Against |
| Cambria ETF Trust | 329,722 | 0 | 0 | 0 | For |
| ETF Series Solutions | 313,825 | 0 | 0 | 0 | For |
| Northern Trust | 302,277 | 0 | 0 | 0 | For |
Showing the 25 largest of 238 asset managers. See all 238 in the interactive database.
Combines 8 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
VICTORY CAPITAL HOLDINGS INC.’s own tally for this item (“4) A non-binding advisory vote on the frequency of the named executive officer compensation advisory vote:”): 48,482,044 for, 1,893,852 against, per its Form 8-K filed 2024-05-08 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 64,671,237 outstanding shares: 75% for, 3% against (78% of the company cast a for/against vote).
The 236 asset managers below cast 100% of the shares they voted on this item FOR (11,777,736 for, 0 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Crestview Partners II GP, L.P. | 11,591,983 | 0 | 0 | 0 | For |
| Capital Group | 0 | 0 | 0 | 0 | One Year |
| Vanguard | 0 | 0 | 0 | 0 | One Year |
| BlackRock | 0 | 0 | 0 | 0 | One Year |
| Dimensional | 0 | 0 | 0 | 0 | Three Years |
| JPMorgan | 1,000 | 0 | 0 | 0 | One Year |
| State Street | 0 | 0 | 0 | 0 | One Year |
| Granahan Investment Management, LLC | 0 | 0 | 0 | 0 | 1 Year |
| Van Berkom & Associates Inc. | 0 | 0 | 0 | 0 | 1 Year |
| LSV ASSET MANAGEMENT | 0 | 0 | 0 | 0 | 1 Year |
| Fidelity | 0 | 0 | 0 | 0 | One Year |
| GEODE CAPITAL MANAGEMENT, LLC | 0 | 0 | 0 | 0 | One Year |
| IMPAX FUNDS SERIES TRUST I | 0 | 0 | 0 | 0 | 1 Year |
| TimesSquare Capital Management, LLC | 0 | 0 | 0 | 0 | One Year |
| Swedbank Robur Fonder AB | 0 | 0 | 0 | 0 | One Year |
| BAHL & GAYNOR INC | 0 | 0 | 0 | 0 | 1 Year |
| Charles Schwab | 0 | 0 | 0 | 0 | 1 Year |
| Nuveen | 0 | 0 | 0 | 0 | One Year |
| TIAA | 0 | 0 | 0 | 0 | One Year |
| WisdomTree | 0 | 0 | 0 | 0 | One Year |
| Goldman Sachs | 0 | 0 | 0 | 0 | One Year |
| Allianz | 0 | 0 | 0 | 0 | One Year |
| Cambria ETF Trust | 0 | 0 | 0 | 0 | 3 Years |
| ETF Series Solutions | 0 | 0 | 0 | 0 | 1 Year |
| Northern Trust | 0 | 0 | 0 | 0 | 1 Year |
Showing the 25 largest of 236 asset managers. See all 236 in the interactive database.
Combines 5 wordings of this item as funds reported it.
90% Majority: yes · of votes cast
VICTORY CAPITAL HOLDINGS INC.’s own tally for this item (“Elect Director: David C. Brown”): 45,546,424 for, 4,842,797 against, per its Form 8-K filed 2024-05-08 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 64,671,237 outstanding shares: 70% for, 7% against (78% of the company cast a for/against vote).
The 80 asset managers below cast 90% of the shares they voted on this item FOR (13,309,611 for, 1,457,492 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,239,711 | 0 | 0 | 0 | For |
| Capital Group | 1,792,640 | 0 | 0 | 0 | For |
| Dimensional | 0 | 1,303,769 | 0 | 0 | Against |
| BlackRock | 1,243,421 | 0 | 0 | 0 | For |
| Fidelity | 769,186 | 3,260 | 0 | 0 | For |
| IMPAX FUNDS SERIES TRUST I | 750,000 | 0 | 0 | 0 | For |
| TimesSquare Capital Management, LLC | 743,324 | 0 | 0 | 0 | For |
| TIAA | 545,403 | 0 | 0 | 0 | For |
| JPMorgan | 529,209 | 0 | 0 | 0 | For |
| WisdomTree | 424,930 | 0 | 0 | 0 | For |
| Cambria ETF Trust | 329,722 | 0 | 0 | 0 | For |
| ETF Series Solutions | 307,104 | 6,721 | 0 | 0 | For |
| Charles Schwab | 287,633 | 0 | 0 | 0 | For |
| State Street | 196,995 | 37 | 0 | 0 | For |
| World Funds Trust | 154,048 | 0 | 0 | 0 | For |
| First Trust | 131,197 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 130,267 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 129,800 | 0 | 0 | 0 | For |
| Keeley Funds, Inc. | 127,324 | 0 | 0 | 0 | For |
| Jackson National | 111,973 | 12,015 | 0 | 0 | For |
| Voya | 0 | 122,482 | 0 | 0 | Against |
| Invesco | 113,537 | 0 | 0 | 0 | For |
| GuideStone | 96,387 | 0 | 0 | 0 | For |
| SEI | 96,089 | 0 | 0 | 0 | For |
| Prudential/PGIM | 89,174 | 0 | 0 | 0 | For |
Showing the 25 largest of 80 asset managers. See all 80 in the interactive database.
Combines 6 wordings of this item as funds reported it.
57% Majority: yes · of votes cast
VICTORY CAPITAL HOLDINGS INC.’s own tally for this item (“Elect Director: Richard M. DeMartini”): 28,963,486 for, 21,423,937 against, per its Form 8-K filed 2024-05-08 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 64,671,237 outstanding shares: 45% for, 33% against (78% of the company cast a for/against vote).
The 80 asset managers below cast 23% of the shares they voted on this item FOR (3,408,996 for, 11,358,107 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 0 | 3,239,711 | 0 | 0 | Against |
| Capital Group | 1,792,640 | 0 | 0 | 0 | For |
| Dimensional | 0 | 1,303,769 | 0 | 0 | Against |
| BlackRock | 0 | 1,243,421 | 0 | 0 | Against |
| Fidelity | 710,580 | 61,866 | 0 | 0 | For |
| IMPAX FUNDS SERIES TRUST I | 0 | 750,000 | 0 | 0 | Against |
| TimesSquare Capital Management, LLC | 0 | 743,324 | 0 | 0 | Against |
| TIAA | 0 | 545,403 | 0 | 0 | Against |
| JPMorgan | 0 | 529,209 | 0 | 0 | Against |
| WisdomTree | 0 | 424,930 | 0 | 0 | Against |
| Cambria ETF Trust | 329,722 | 0 | 0 | 0 | For |
| ETF Series Solutions | 307,104 | 6,721 | 0 | 0 | For |
| Charles Schwab | 0 | 287,633 | 0 | 0 | Against |
| State Street | 177 | 196,855 | 0 | 0 | Against |
| World Funds Trust | 154,048 | 0 | 0 | 0 | For |
| First Trust | 0 | 131,197 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 0 | 130,267 | 0 | 0 | Against |
| BRIDGEWAY FUNDS INC | 0 | 129,800 | 0 | 0 | Against |
| Keeley Funds, Inc. | 0 | 127,324 | 0 | 0 | Against |
| Jackson National | 0 | 123,988 | 0 | 0 | Against |
| Voya | 0 | 122,482 | 0 | 0 | Against |
| Invesco | 0 | 113,537 | 0 | 0 | Against |
| GuideStone | 0 | 96,387 | 0 | 0 | Against |
| SEI | 0 | 96,089 | 0 | 0 | Against |
| Prudential/PGIM | 39,194 | 49,980 | 0 | 0 | Against |
Showing the 25 largest of 80 asset managers. See all 80 in the interactive database.
Combines 4 wordings of this item as funds reported it.
99.2% Majority: yes · of votes cast
VICTORY CAPITAL HOLDINGS INC.’s own tally for this item (“2) To approve the ratification of the appointment of Ernst & Young LLP as the Company's auditors for the fiscal year ending December 31, 2024:”): 55,484,054 for, 400,382 against, per its Form 8-K filed 2024-05-08 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 64,671,237 outstanding shares: 86% for, 0.7% against (86% of the company cast a for/against vote).
The 80 asset managers below cast 99.9% of the shares they voted on this item FOR (14,760,220 for, 6,883 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,239,711 | 0 | 0 | 0 | For |
| Capital Group | 1,792,640 | 0 | 0 | 0 | For |
| Dimensional | 1,303,769 | 0 | 0 | 0 | For |
| BlackRock | 1,243,421 | 0 | 0 | 0 | For |
| Fidelity | 772,446 | 0 | 0 | 0 | For |
| IMPAX FUNDS SERIES TRUST I | 750,000 | 0 | 0 | 0 | For |
| TimesSquare Capital Management, LLC | 743,324 | 0 | 0 | 0 | For |
| TIAA | 545,403 | 0 | 0 | 0 | For |
| JPMorgan | 529,209 | 0 | 0 | 0 | For |
| WisdomTree | 424,930 | 0 | 0 | 0 | For |
| Cambria ETF Trust | 329,722 | 0 | 0 | 0 | For |
| ETF Series Solutions | 307,104 | 6,721 | 0 | 0 | For |
| Charles Schwab | 287,633 | 0 | 0 | 0 | For |
| State Street | 196,987 | 45 | 0 | 0 | For |
| World Funds Trust | 154,048 | 0 | 0 | 0 | For |
| First Trust | 131,197 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 130,267 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 129,800 | 0 | 0 | 0 | For |
| Keeley Funds, Inc. | 127,324 | 0 | 0 | 0 | For |
| Jackson National | 123,988 | 0 | 0 | 0 | For |
| Voya | 122,482 | 0 | 0 | 0 | For |
| Invesco | 113,537 | 0 | 0 | 0 | For |
| GuideStone | 96,387 | 0 | 0 | 0 | For |
| SEI | 96,089 | 0 | 0 | 0 | For |
| Prudential/PGIM | 89,174 | 0 | 0 | 0 | For |
Showing the 25 largest of 80 asset managers. See all 80 in the interactive database.
Combines 3 wordings of this item as funds reported it.
99.6% fund support · no official result
The 80 asset managers below cast 99.6% of the shares they voted on this item FOR (14,713,632 for, 53,182 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,239,711 | 0 | 0 | 0 | For |
| Capital Group | 1,792,640 | 0 | 0 | 0 | For |
| Dimensional | 1,303,769 | 0 | 0 | 0 | For |
| BlackRock | 1,243,421 | 0 | 0 | 0 | For |
| Fidelity | 772,446 | 0 | 0 | 0 | For |
| IMPAX FUNDS SERIES TRUST I | 750,000 | 0 | 0 | 0 | For |
| TimesSquare Capital Management, LLC | 743,324 | 0 | 0 | 0 | For |
| TIAA | 545,403 | 0 | 0 | 0 | For |
| JPMorgan | 529,209 | 0 | 0 | 0 | For |
| WisdomTree | 424,930 | 0 | 0 | 0 | For |
| Cambria ETF Trust | 329,722 | 0 | 0 | 0 | For |
| ETF Series Solutions | 313,825 | 0 | 0 | 0 | For |
| Charles Schwab | 287,633 | 0 | 0 | 0 | For |
| State Street | 196,987 | 45 | 0 | 0 | For |
| World Funds Trust | 154,048 | 0 | 0 | 0 | For |
| First Trust | 131,197 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 130,267 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 129,800 | 0 | 0 | 0 | For |
| Keeley Funds, Inc. | 127,324 | 0 | 0 | 0 | For |
| Jackson National | 123,988 | 0 | 0 | 0 | For |
| Voya | 122,482 | 0 | 0 | 0 | For |
| Invesco | 113,537 | 0 | 0 | 0 | For |
| GuideStone | 96,387 | 0 | 0 | 0 | For |
| SEI | 96,089 | 0 | 0 | 0 | For |
| Prudential/PGIM | 89,174 | 0 | 0 | 0 | For |
Showing the 25 largest of 80 asset managers. See all 80 in the interactive database.
100% fund support · no official result
The 5 asset managers below cast 100% of the shares they voted on this item FOR (768,879 for, 0 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| JPMorgan | 648,943 | 0 | 0 | 0 | For |
| APG Asset Management US Inc. | 114,154 | 0 | 0 | 0 | For |
| Virtus | 3,903 | 0 | 0 | 0 | For |
| Empirical Financial Services, LLC d.b.a. Empirical Wealth Ma | 1,289 | 0 | 0 | 0 | For |
| ALGERT GLOBAL LLC | 590 | 0 | 0 | 0 | For |
100% fund support · no official result
The 2 asset managers below cast 100% of the shares they voted on this item FOR (4,493 for, 0 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Virtus | 3,903 | 0 | 0 | 0 | For |
| ALGERT GLOBAL LLC | 590 | 0 | 0 | 0 | For |
Ranked by the number of VICTORY CAPITAL HOLDINGS INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 64,671,237 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Crestview Partners II GP, L.P. | 17.92% |
| 2 | Capital Group | 5.54% |
| 3 | Vanguard | 5.13% |
| 4 | BlackRock | 3.63% |
| 5 | Dimensional | 2.35% |
| 6 | State Street | 1.60% |
| 7 | Granahan Investment Management, LLC | 1.46% |
| 8 | Van Berkom & Associates Inc. | 1.25% |
| 9 | LSV ASSET MANAGEMENT | 1.20% |
| 10 | Fidelity | 1.20% |
Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).
| Holder | % outstanding | Disclosure |
|---|---|---|
| Crestview GP | 17.96% | DEF14A |
| Employee Shareholders Committee | 13.55% | DEF14A |
| BlackRock | 10.74% | 13F |
| Vanguard Group | 7.33% | 13F |
| David C. Brown | 2.98% | DEF14A |
| Dimensional Fund Advisors | 2.47% | 13F |
| Goldman Sachs | 2.42% | 13F |
| Michael D. Policarpo | 1.57% | DEF14A |
| State Street | 1.44% | 13F |
| Geode Capital | 1.16% | 13F |
Percentages above are of 64,671,237 shares outstanding, as reported by VICTORY CAPITAL HOLDINGS INC. on its Form 10-Q dated 2024-03-31 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from VICTORY CAPITAL HOLDINGS INC.’s 10-Q dated 2024-03-31. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.
At VICTORY CAPITAL HOLDINGS INC.'s shareholder meeting held 2024-05-08, in the 2023-2024 proxy season, 246 asset managers reported how they voted in their SEC Form N-PX filings, covering 2,045 separate fund positions. Their filings are grouped here into 8 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — A non-binding advisory vote to approve the compensation of our named executive officers. — FOR was 94% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: VICTORY CAPITAL HOLDINGS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2024-05-08.
VICTORY CAPITAL HOLDINGS INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.