Victory Capital touts “landmark” 2025 at annual meeting, shareholders approve directors, pay and auditor

Key Points

• Victory Capital called 2025 a "landmark year", reporting record results with $1.3 billion in revenue, record earnings and $317 billion in assets under management, and saying it successfully closed and integrated an Amundi transaction that added Pioneer Investments and expanded its reach to clients in more than 60 countries.
• At the 2026 annual meeting shareholders approved three proposals: election of Céline Boyer‑Chammard, Mary Jackson and Alan H. Rappaport as Class 2 directors (each receiving at least 83.8% of votes present), ratification of Deloitte & Touche as auditor (≈78.1% of shares outstanding), and a non‑binding say‑on‑pay advisory vote (≈63.3% of shares outstanding); a quorum represented 78.2% of common shares.

Victory Capital NASDAQ: VCTR used its 2026 annual meeting of stockholders to highlight what Chairman and Chief Executive Officer David Brown called a “landmark year” in 2025, while also completing three routine items of shareholder business, including the election of directors and approval of a non-binding executive compensation vote.

Management highlights 2025 results and Amundi partnership

Brown opened the meeting by thanking clients, stockholders, and employees and pointing to several milestones from 2025. He said the company surpassed $1 billion in annual revenue for the first time, reaching $1.3 billion for the full year, delivered record earnings, and ended the year with $317 billion in total client assets.

Brown also highlighted the company’s strategic partnership with Amundi, saying Victory Capital “successfully closed and integrated” the transaction, which brought Pioneer Investments onto the firm’s platform. Brown described the development as “a truly transformational milestone” that “globalized our business,” expanded the firm’s reach to clients in “more than 60 countries,” and strengthened its long-term growth trajectory.

Board composition and meeting attendance

Brown noted that Victory Capital’s board is comprised of nine members: Céline Boyer-Chammard, Dominique Carrel-Billiard, Lawrence Davanzo, Robert Delaney Jr., Richard DeMartini, Karin Hirtler-Garvey, Mary Jackson, Alan Rappaport, and Brown. He said the group brings experience across asset management, finance, and global business.

President, Chief Financial Officer, and Chief Administrative Officer Michael Policarpo introduced representatives of the company’s outside independent auditor, Deloitte & Touche LLP, identifying Lead Partner Paul Kraft and Audit Partner Jill Quinby as attending. Policarpo also included a forward-looking statement caution, directing investors to risk factors discussed in the company’s Form 10-K and other SEC filings.

During the formal proceedings, Broadridge Financial Solutions’ affidavit confirming distribution of meeting notices and proxy materials was presented for filing in the company’s records, along with the list of registered stockholders as of March 10, 2026 (the record date).

According to a report delivered during the meeting, a quorum was present, with 49,866,261 shares, or 78.2% of the company’s common shares, represented in person or by proxy.

Stockholders approve three proposals

Stockholders voted on three proposals described in the proxy statement. Director of Finance Patrick Grecco made the motions for each item, with Brown seconding and calling for the close of voting.

• Proposal 1 (director elections): Stockholders elected Céline Boyer-Chammard, Mary Jackson, and Alan H. Rappaport as Class 2 directors, each to serve a three-year term expiring at the 2029 annual meeting. Each nominee received not less than 35,555,117 votes, or 83.8% of the shares present at the meeting.
• Proposal 2 (auditor ratification): Stockholders ratified the Audit Committee’s selection of Deloitte & Touche LLP as the company’s independent registered public accounting firm for the fiscal year ending Dec. 31, 2026. The proposal received not less than 49,793,793 votes, representing 78.1% of total shares outstanding and 99.9% of the shares present at the meeting.
• Proposal 3 (say-on-pay): Stockholders approved a non-binding advisory vote on compensation for the company’s named executive officers. The proposal received not less than 40,403,212 votes, representing 63.3% of total shares outstanding and 95.1% of the shares present at the meeting.

No stockholder questions; meeting adjourned

After the formal business concluded, Brown opened the floor for stockholder questions submitted through the virtual meeting portal. The operator reported that there were no questions pertaining to the matters at hand.

Brown thanked stockholders for their support and adjourned the meeting, with the operator concluding the event.

About Victory Capital NASDAQ: VCTR

Victory Capital NASDAQ: VCTR is a global investment management firm that provides a broad range of strategies across equities, fixed income, multi-asset and alternative investments. Serving institutional, intermediary and retail clients, the company delivers tailored solutions through active, research-driven portfolio management. Its product lineup includes traditional mutual funds, separately managed accounts, sub-advisory services and specialized strategies such as ESG-focused and municipal bond portfolios.

Founded in 1988, Victory Capital has expanded its capabilities via both organic growth and strategic acquisitions, integrating experienced investment teams to enhance its offerings in areas like smart beta, global equity and fixed income.

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