Victory Capital Reports Record Fourth-Quarter Results

View all news Victory Capital Reports Record Fourth-Quarter Results February 04, 2026 Fourth-Quarter Highlights Total Client Assets of $316.6 billion Long-term gross flows of $17.1 billion Long-term net flows of ($2.1) billion GAAP operating margin of 40.9% GAAP net income per diluted share of $1.32 Adjusted EBITDA margin of 52.8% Adjusted net income with tax benefit per diluted share of $1.78 Board authorizes regular quarterly cash dividend of $0.49 Victory Capital Holdings, Inc. (NASDAQ: VCTR) (“Victory Capital” or “the Company”) today reported record financial results for the quarter and year ended December 31, 2025. “We ended 2025 with positive momentum and in a position of strength, achieving record quarterly and annual levels of gross flows, revenue, and earnings,” said David Brown, Chairman and Chief Executive Officer. “In early 2026, we achieved record high AUM and are well positioned to execute on all our growth strategies. “Our investment performance remains excellent and improved during the fourth quarter. The percentage of our AUM outperforming benchmarks over the respective 1-, 3-, 5-, and 10-year periods ended December 31, was 63%, 63%, 68%, and 78%. In addition, 65% of our rated AUM in mutual funds and ETFs was rated four or five stars overall by Morningstar. “The integration of Pioneer Investments is substantially complete, with $97 million of net expense synergies having been achieved by year end. The remaining $13 million of net expense synergies are on track to be completed during 2026. “Meaningful progress continues across key growth drivers, including achieving positive net flows from our international distribution channel, our VictoryShares ETF platform, and multiple Investment Franchises. This momentum is supported by the launching of new products and vehicles, the continued ramp-up of our international sales capabilities, our enlarged US salesforce, and investments we are making into our key distribution partners. “Capital returned to shareholders during 2025 reached a record $366 million. In the fourth quarter, we repurchased more than 800,000 shares of VCTR common stock and, combined with dividends, returned a total of $93 million to shareholders. “As our top capital deployment priority, we remain very active and disciplined in pursuing strategic acquisitions, and we also intend to continue with our meaningful share repurchases. “As always, we continue to focus on serving our clients, which is our top priority.” The table below presents AUM, and certain GAAP and non-GAAP (“adjusted”) financial results. Due to rounding, AUM values and other amounts in this press release may not add up precisely to the totals provided. (in millions except per share amounts or as otherwise noted) For the Three Months Ended For the Year Ended December 31, September 30, December 31, December 31, December 31, 2025 2025 2024 2025 2024 Assets Under Management1Ending$ 313,775 $ 310,644 $ 171,930 $ 313,775 $ 171,930 Average 312,873 303,584 175,741 268,806 169,658 AUM Long-term Flows2Long-term Gross$ 17,127 $ 16,962 $ 6,615 $ 58,821 $ 25,255 Long-term Net (2,089 ) (244 ) (1,729 ) (4,198 ) (7,090 ) AUM Money Market/Short-term FlowsMoney Market / Short-term Gross$ 345 $ 334 $ 178 $ 1,164 $ 912 Money Market / Short-term Net (22 ) (48 ) (140 ) (258 ) (287 ) AUM Total FlowsTotal Gross$ 17,472 $ 17,296 $ 6,793 $ 59,985 $ 26,167 Total Net (2,111 ) (292 ) (1,870 ) (4,456 ) (7,377 ) Consolidated Financial Results (GAAP)Revenue$ 374.1 $ 361.2 $ 232.4 $ 1,306.1 $ 893.5 AUM revenue realization (in bps) 47.4 47.2 52.5 48.6 52.6 Operating expenses 220.9 223.1 120.6 827.7 466.0 Income from operations 153.2 138.1 111.7 478.4 427.5 Operating margin 40.9 % 38.2 % 48.1 % 36.6 % 47.8 % Net income 112.8 96.5 76.9 330.1 288.9 Earnings per diluted share$ 1.32 $ 1.11 $ 1.17 $ 4.08 $ 4.38 Cash flow from operations 145.1 165.2 91.8 385.5 340.0 Adjusted Performance Results (Non-GAAP)3Adjusted EBITDA$ 197.5 $ 190.5 $ 125.5 $ 682.9 $ 475.6 Adjusted EBITDA margin 52.8 % 52.7 % 54.0 % 52.3 % 53.2 % Adjusted net income 141.3 130.9 85.0 472.6 312.9 Tax benefit of goodwill and acquired intangible assets 10.5 10.5 10.1 41.4 40.2 Adjusted net income with tax benefit 151.7 141.3 95.1 513.9 353.1 Adjusted net income with tax benefit per diluted share4$ 1.78 $ 1.63 $ 1.45 $ 6.38 $ 5.36 1Total AUM includes both discretionary assets under management and non-discretionary assets under advisement and excludes other assets. 2 Long-term AUM is defined as total AUM excluding Money Market and Short-term assets. 3 The Company reports its financial results in accordance with GAAP. Adjusted EBITDA and Adjusted Net Income are not defined by GAAP and should not be regarded as an alternative to any measurement under GAAP. Please refer to the section “Information Regarding Non-GAAP Financial Measures” at the end of this press release for an explanation of Non-GAAP financial measures and a reconciliation to the nearest GAAP financial measure. 4 The Company includes participating securities in its computation of adjusted earnings per diluted share, including shares of series A Non-Voting Convertible Preferred stock for the quarterly periods ended September 30, 2025 and December 31, 2025 and the year ended December 31, 2025. AUM, Flows and Investment Performance At December 31, 2025, Victory Capital had total client assets of $316.6 billion, assets under management of $313.8 billion, and other assets of $2.8 billion. Total AUM increased by $3.2 billion to $313.8 billion at December 31, 2025, compared with $310.6 billion at September 30, 2025. The increase was due to positive market action of $6.2 billion partially offset by net outflows of $2.1 billion. Total gross flows for the fourth quarter were $17.5 billion, including long-term gross flows of $17.1 billion. As of December 31, 2025, Victory Capital offered 187 investment strategies through its multiple autonomous Investment Franchises and Solutions Platform. The table below presents outperformance against benchmarks by AUM as of December 31, 2025. Percentage of AUM Outperforming BenchmarkTrailingTrailingTrailingTrailing1-Year3-Years5-Years10-Years 63% 63% 68% 78% Fourth Quarter 2025 Compared with Third Quarter 2025 On April 1, 2025, the Company completed the acquisition of Amundi US and reintroduced the brand Pioneer Investments ("Pioneer" or "Pioneer Investments") for the acquired business and investment products. Sequential results reflect the acquisition. Revenue increased 3.6% to $374.1 million in the fourth quarter, compared with $361.2 million in the third quarter, primarily due to higher average AUM over the comparable period. GAAP operating margin expanded 270 basis points in the fourth quarter to 40.9%, up from 38.2% in the third quarter primarily due to a $5.9 million decrease in restructuring and integration related costs partially offset by a $4.0 million increase in compensation related expenses. Fourth quarter GAAP net income increased 16.9% to $112.8 million, or $1.32 per diluted share, up from $96.5 million, or $1.11 per diluted share, in the prior quarter. Adjusted net income with tax benefit increased 7.4% to $151.7 million, or $1.78 per diluted share in the fourth quarter, up from $141.3 million, or $1.63 per diluted share, in the third quarter. Adjusted EBITDA increased 3.7% to $197.5 million in the fourth quarter, versus $190.5 million in the third quarter. Adjusted EBITDA margin expanded 10 basis points in the fourth quarter of 2025 to 52.8% compared with 52.7% in the prior quarter. Fourth Quarter 2025 Compared with Fourth Quarter 2024 Current year results reflect the acquisition of Amundi US, which closed on April 1, 2025. Revenue for the three months ended December 31, 2025, increased 61.0% to $374.1 million, compared with $232.4 million in the same quarter of 2024 as a result of higher average AUM over the comparable period. Operating expenses increased 83.2% to $220.9 million, compared with $120.6 million in last year’s fourth quarter reflecting variable operating expenses that rose as a result of higher average AUM and an expanded business and restructuring and integration costs related to the acquisition of Amundi US. GAAP operating margin contracted 720 basis points to 40.9% in the fourth quarter, from 48.1% in the same quarter of 2024. GAAP net income increased 46.6% to $112.8 million, or $1.32 per diluted share, in the fourth quarter compared with $76.9 million, or $1.17 per diluted share, in the same quarter of 2024. Adjusted net income with tax benefit increased 59.5% to $151.7 million, or $1.78 per diluted share, in the fourth quarter, compared with $95.1 million, or $1.45 per diluted share in the same quarter last year. Adjusted EBITDA increased 57.4% to $197.5 million, compared with $125.5 million in the same quarter of last year. Year-over-year, adjusted EBITDA margin contracted 120 basis points to 52.8% in the fourth quarter of 2025, compared with 54.0% in the same quarter last year. Year Ended December 31, 2025 Compared with Year Ended December 31, 2024 Current year results reflect the acquisition of Amundi US, which closed on April 1, 2025. Revenue for the year ended December 31, 2025, increased 46.2% to $1.3 billion, compared with $893.5 million in the same period of 2024. The increase was primarily due to higher average AUM. Operating expenses increased 77.6% to $827.7 million for the year ended December 31, 2025, compared with $466.0 million in the same period in 2024, due to higher variable operating expenses as a result of the higher average AUM, an increase in acquisition-related costs, and an increase in restructuring and integration costs related to the acquisition of Amundi US. GAAP operating margin was 36.6% for the year ended December 31, 2025, a 1,120 basis point contraction from the 47.8% recorded in the same period in 2024. GAAP net income increased 14.3% to $330.1 million, or $4.08 per diluted share, in 2025 compared with $288.9 million, or $4.38 per diluted share, in 2024. Adjusted net income with tax benefit increased 45.6% to $513.9 million for the year ended December 31, 2025, up from $353.1 million in 2024. On a per-share basis, adjusted net income with tax benefit increased 19.0% to $6.38 per diluted share for the year ended December 31, 2025 compared to $5.36 per diluted share in 2024. For the year ended December 31, 2025, adjusted EBITDA increased 43.6% to $682.9 million, compared with $475.6 million for the same period in 2024. Year-over-year, adjusted EBITDA margin contracted 90 basis points to 52.3% for the year ended December 31, 2025, compared with 53.2% in the previous year. Balance Sheet / Capital Management The total debt outstanding as of December 31, 2025 was approximately $983 million. The Company’s Board of Directors approved a regular quarterly cash dividend of $0.49 per share. The dividend is payable on March 25, 2026, to shareholders of record on March 10, 2026. Conference Call, Webcast and Slide Presentation The Company will host a conference call tomorrow morning, February 5, at 8:00 a.m. ET to discuss the results. Analysts and investors may participate in the question-and-answer session. To participate in the conference call, please call 1-800-715-9871 (domestic) or 1-646-307-1963 (international), shortly before 8:00 a.m. ET and reference the Victory Capital Conference Call. A live, listen-only webcast will also be available via the investor relations section of the Company’s website at https://ir.vcm.com. Prior to the call, a supplemental slide presentation that will be used during the conference call will be available on the Events and Presentations page of the Company’s investor relations website. For anyone who is unable to join the live event, an archive of the webcast will be available for replay shortly after the call concludes. About Victory Capital Victory Capital (NASDAQ: VCTR) is a diversified global asset management firm with $316.6 billion in total client assets, as of December 31, 2025. We serve institutional, intermediary, and individual clients through our Investment Franchises and Solutions Platform, which manage specialized investment strategies across traditional and alternative asset classes. Our differentiated approach combines the power of investment autonomy with the support of a robust, fully integrated operational and distribution platform. Clients have access to focused, top-tier investment talent equipped with comprehensive resources designed to deliver competitive long-term performance. Victory Capital is headquartered in San Antonio, Texas. To learn more, visit www.vcm.com or follow us on Facebook, Twitter (X), and LinkedIn. FORWARD-LOOKING STATEMENTS This document may contain forward-looking statements within the meaning of applicable U.S. federal and non-U.S. securities laws. These statements may include, without limitation, any statements preceded by, followed by or including words such as “target,” “believe,” “expect,” “aim,” “intend,” “may,” “anticipate,” “assume,” “budget,” “continue,” “estimate,” “future,” “objective,” “outlook,” “plan,” “potential,” “predict,” “project,” “will,” “can have,” “likely,” “should,” “would,” “could” and other words and terms of similar meaning or the negative thereof and include, but are not limited to, statements regarding the outlook for Victory Capital’s future business and financial performance. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond Victory Capital's control and could cause Victory Capital's actual results, performance or achievements to be materially different from the expected results, performance or achievements expressed or implied by such forward looking statements. Although it is not possible to identify all of these risks and factors, they include, among others, the following: reductions in the assets under management (“AUM”) based on investment performance, client withdrawals, difficult market conditions and other factors such as the ongoing conflicts and potential military conflicts in Ukraine, Venezuela, China/Taiwan, and/or the Middle East, a pandemic, tariffs or trade restrictions; the nature of the Company’s contracts and investment advisory agreements; the Company's ability to maintain historical returns and sustain our historical growth; the Company's dependence on third parties to market our strategies and provide products or services for the operation of our business; the Company's ability to retain key investment professionals or members of our senior management team; the Company's reliance on the technology systems supporting our operations; the Company's ability to successfully acquire and integrate new companies; risks associated with expected benefits of the Amundi US transaction and the related impact on the Company’s business; the concentration of the Company’s investments in long only small- and mid-cap equity and U.S. clients; risks and uncertainties associated with non-U.S. investments; the Company's efforts to establish and develop new teams and strategies; the ability of the Company’s investment teams to identify appropriate investment opportunities; the Company's ability to limit employee misconduct; the Company's ability to meet the guidelines set by our clients; the Company's exposure to potential litigation (including administrative or tax proceedings) or regulatory actions; the Company's ability to implement effective information and cyber security policies, procedures and capabilities; the Company's substantial indebtedness; the potential impairment of the Company’s goodwill and intangible assets; disruption to the operations of third parties whose functions are integral to the Company’s ETF platform; the Company's determination that we are not required to register as an “investment company” under the Investment Company Act of 1940; the fluctuation of the Company’s expenses; the Company's ability to respond to recent trends in the investment management industry; the level of regulation on investment management firms and the Company’s ability to respond to regulatory developments; the competitiveness of the investment management industry; and other risks and factors included, but not limited to, those listed under the caption “Risk Factors” in Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the Securities and Exchange Commission (the “SEC”) on February 28, 2025, which is accessible on the SEC’s website at www.sec.gov. In light of these risks, uncertainties and other factors, the forward-looking statements contained in this press release might not prove to be accurate. All forward-looking statements speak only as of the date made and Victory Capital undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Victory Capital Holdings, Inc. and Subsidiaries Unaudited Consolidated Statements of Operations (in thousands except per share data and percentages) For the Three Months Ended For the Year Ended December 31, September 30, December 31, December 31, December 31, 2025 2025 2024 2025 2024 RevenueInvestment management fees$ 301,353 $ 288,509 $ 183,826 $ 1,045,469 $ 704,583 Fund administration and distribution fees 72,769 72,686 48,545 260,662 188,894 Total revenue 374,122 361,195 232,371 1,306,131 893,477 ExpensesPersonnel compensation and benefits 100,954 96,983 58,857 362,991 217,214 Distribution and other asset-based expenses 68,315 66,160 36,924 231,991 146,489 General and administrative 22,147 23,463 14,268 83,319 56,694 Depreciation and amortization 21,593 22,032 7,514 72,851 30,176 Change in value of consideration payable for acquisition of business 3,064 3,841 294 11,403 2,694 Acquisition-related costs 570 379 2,135 35,479 11,285 Restructuring and integration costs 4,304 10,211 634 29,674 1,411 Total operating expenses 220,947 223,069 120,626 827,708 465,963 Income from operations 153,175 138,126 111,745 478,423 427,514 Operating margin 40.9 % 38.2 % 48.1 % 36.6 % 47.8 % Other income (expense)Interest income and other income (expense) 3,713 4,875 1,768 15,298 10,441 Interest expense and other financing costs (15,229 ) (13,113 ) (14,657 ) (54,787 ) (63,836 ) Loss on debt extinguishment — (614 ) (263 ) (614 ) (363 ) Total other expense, net (11,516 ) (8,852 ) (13,152 ) (40,103 ) (53,758 ) Income before income taxes 141,659 129,274 98,593 438,320 373,756 Income tax expense (28,847 ) (32,733 ) (21,654 ) (108,258 ) (84,892 ) Net income$ 112,812 $ 96,541 $ 76,939 $ 330,062 $ 288,864 Preferred stock dividends (9,769 ) (9,696 ) — (29,138 ) — Income attributable to Preferred stockholders (16,848 ) (12,528 ) — (30,773 ) — Net income attributable to common shareholders$ 86,195 $ 74,317 $ 76,939 $ 270,151 $ 288,864 Earnings per share of common stockBasic$ 1.33 $ 1.12 $ 1.19 $ 4.13 $ 4.47 Diluted 1.32 1.11 1.17 4.08 4.38 Weighted average number of shares outstandingBasic 64,584 66,206 64,428 65,439 64,607 Diluted 65,329 66,964 65,519 66,376 65,928 Dividends declared per share$ 0.49 $ 0.49 $ 0.44 $ 1.94 $ 1.555 Victory Capital Holdings, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Measures1 (unaudited; in thousands except per share data and percentages) For the Three Months Ended For the Year Ended December 31, September 30, December 31, December 31, December 31, 2025 2025 2024 2025 2024 Net income (GAAP)$ 112,812 $ 96,541 $ 76,939 $ 330,062 $ 288,864 Income tax expense (28,847 ) (32,733 ) (21,654 ) (108,258 ) (84,892 ) Income before income taxes$ 141,659 $ 129,274 $ 98,593 $ 438,320 $ 373,756 Interest expense 15,367 12,136 13,971 52,224 60,799 Depreciation 2,519 3,295 2,228 11,218 8,959 Other business taxes 1,101 637 376 3,353 1,525 Amortization of acquisition-related intangible assets 19,074 18,737 5,286 61,633 21,217 Stock-based compensation 2,143 2,022 1,007 7,325 4,246 Acquisition, restructuring and exit costs 15,439 21,400 3,063 104,150 1,735 Debt issuance costs 174 2,950 981 4,628 3,385 Adjusted EBITDA$ 197,476 $ 190,451 $ 125,505 $ 682,851 $ 475,622 Adjusted EBITDA margin 52.8 % 52.7 % 54.0 % 52.3 % 53.2 % Net income (GAAP)$ 112,812 $ 96,541 $ 76,939 $ 330,062 $ 288,864 Adjustment to reflect the operating performance of the CompanyOther business taxes 1,101 637 376 3,353 1,525 Amortization of acquisition-related intangible assets 19,074 18,737 5,286 61,633 21,217 Stock-based compensation 2,143 2,022 1,007 7,325 4,246 Acquisition, restructuring and exit costs 15,439 21,400 3,063 104,150 1,735 Debt issuance costs 174 2,950 981 4,628 3,385 Tax effect of above adjustments (9,482 ) (11,437 ) (2,679 ) (38,576 ) (8,028 ) Adjusted net income$ 141,261 $ 130,850 $ 84,973 $ 472,575 $ 312,944 Adjusted net income per diluted share2$ 1.66 $ 1.51 $ 1.30 $ 5.87 $ 4.75 Weighted average number of shares outstanding - diluted (GAAP) 65,329 66,964 65,519 66,376 65,928 Weighted average number of shares outstanding - diluted (Non-GAAP)2 85,219 86,751 65,519 80,524 65,928 Tax benefit of goodwill and acquired intangible assets$ 10,487 $ 10,487 $ 10,141 $ 41,370 $ 40,171 Tax benefit of goodwill and acquired intangible assets per diluted share2$ 0.12 $ 0.12 $ 0.15 $ 0.51 $ 0.61 Adjusted net income with tax benefit$ 151,748 $ 141,337 $ 95,114 $ 513,945 $ 353,115 Adjusted net income with tax benefit per diluted share2$ 1.78 $ 1.63 $ 1.45 $ 6.38 $ 5.36 1 The Company reports its financial results in accordance with GAAP. Adjusted EBITDA and Adjusted Net Income are not defined by GAAP and should not be regarded as an alternative to any measurement under GAAP. Please refer to the section “Information Regarding Non-GAAP Financial Measures” at the end of this press release for an explanation of Non-GAAP financial measures and a reconciliation to the nearest GAAP financial measure. 2 The Company includes participating securities in its computation of adjusted earnings per diluted share, including shares of series A Non-Voting Convertible Preferred stock for the quarterly periods ended September 30, 2025 and December 31, 2025 and the year ended December 31, 2025. Victory Capital Holdings, Inc. and Subsidiaries Unaudited Consolidated Balance Sheets (In thousands, except for shares and per share amounts) December 31, 2025 December 31, 2024 AssetsCash and cash equivalents$ 163,690 $ 126,731 Investment management fees receivable 150,512 83,307 Fund administration and distribution fees receivable 25,861 16,014 Other receivables 4,768 1,346 Prepaid expenses 16,071 8,634 Investments in proprietary funds, at fair value 636 605 Deferred compensation plan investments, at fair value 98,758 34,608 Property and equipment, net 23,833 11,874 Goodwill 1,235,940 981,805 Other intangible assets, net 2,477,617 1,260,614 Other assets 50,164 22,053 Total assets$ 4,247,850 $ 2,547,591 Liabilities and stockholders' equityAccounts payable and accrued expenses$ 72,387 $ 57,951 Accrued compensation and benefits 86,355 51,648 Consideration payable for acquisition of business 87,564 139,894 Deferred compensation plan liability 80,636 34,608 Deferred tax liability, net 479,792 157,120 Other liabilities 46,373 20,871 Long-term debt(1) 970,014 963,862 Total liabilities 1,823,121 1,425,954 Stockholders' equity:Common stock; $0.01 par value per share: 2025 - 600,000,000 shares authorized, 87,866,675 shares issued and 64,149,525 shares outstanding; 2024 - 600,000,000 shares authorized, 83,947,949 shares issued and 63,653,212 shares outstanding 879 839 Preferred stock, $0.01 par value per share: 2025 - 100,000,000 shares authorized, 19,936,821 shares issued and outstanding; 2024 - 100,000,000 shares authorized, no shares issued and outstanding 199 — Additional paid-in capital 2,102,938 752,371 Treasury stock, at cost: 2025 - 23,717,150 shares; 2024 - 20,294,737 shares (786,008 ) (574,856 ) Accumulated other comprehensive income 9,020 18,683 Retained earnings 1,097,701 924,600 Total stockholders' equity 2,424,729 1,121,637 Total liabilities and stockholders’ equity$ 4,247,850 $ 2,547,591 1 Balances at December 31, 2025 and 2024 are shown net of unamortized loan discount and debt issuance costs in the amount of $12.5 million and $8.3 million, respectively. The gross amount of the debt outstanding was $982.5 million and $972.2 million as of December 31, 2025 and 2024, respectively. Victory Capital Holdings, Inc. and Subsidiaries Total Client Assets (unaudited; in millions) For the Three Months Ended December 31, September 30, December 31, 2025 2025 2024 Beginning AUM$ 310,644 $ 298,563 $ 176,113 Beginning other assets1 2,726 3,050 4,981 Beginning total client assets 313,370 301,613 181,094 AUM net cash flows (2,111 ) (292 ) (1,870 ) Other assets net cash flows — (502 ) (675 ) Total client assets net cash flows (2,111 ) (794 ) (2,545 ) AUM market appreciation (depreciation) 6,152 14,515 (2,237 ) Other assets market appreciation (depreciation) 120 177 (141 ) Total client assets market appreciation (depreciation) 6,273 14,692 (2,378 ) AUM realizations and distributions (287 ) — — Acquired & divested assets / Net transfers4 (624 ) (2,141 ) (76 ) Ending AUM 313,775 310,644 171,930 Ending other assets 2,846 2,726 4,165 Ending total client assets 316,621 313,370 176,096 Average total client assets2 315,662 306,457 180,104 For the Year Ended December 31, December 31, 2025 2024 Beginning AUM$ 171,930 $ 161,322 Beginning other assets1 4,165 5,289 Beginning total client assets 176,096 166,611 AUM net cash flows (4,456 ) (7,377 ) Other assets net cash flows (1,948 ) (1,627 ) Total client assets net cash flows (6,404 ) (9,004 ) AUM market appreciation (depreciation) 37,742 18,100 Other assets market appreciation (depreciation) 629 504 Total client assets market appreciation (depreciation) 38,371 18,604 AUM realizations and distributions (311 ) (2 ) Acquired & divested assets / Net transfers4 108,869 (113 ) Ending AUM 313,775 171,930 Ending other assets 2,846 4,165 Ending total client assets 316,621 176,096 Average total client assets3 272,134 174,542 1 Includes low-fee (2 to 4 bps) institutional assets, previously reported in the Solutions asset class within the by asset class table and in Separate Accounts and Other Pooled Vehicles within the by vehicle table. These assets are included as part of Victory’s Regulatory Assets Under Management reported in Form ADV Part 1. 2 For the three-month periods ending December 31, 2025, September 30, 2025 and December 31, 2024 total client assets revenue realization was 47.0 basis points, 46.8 basis points and 51.3 basis points, respectively. 3 For the year ended December 31, 2025 and 2024 total client assets revenue realization was 48.0 basis points and 51.2 basis points, respectively. 4 Three months ended September 30, 2025 includes the impact of approximately $1 billion of divested assets from the closure of three Investment Franchises in the third quarter. The year ended December 31, 2025 includes the impact of Pioneer Investments as of April 1, 2025, increasing the Company’s AUM by $114.6 billion, partially offset by assets divested due to the closure of four Investment Franchises. Victory Capital Holdings, Inc. and Subsidiaries Total Assets Under Management1 (unaudited; in millions) For the Three Months Ended December 31, September 30, December 31, 2025 2025 2024 Beginning assets under management$ 310,644 $ 298,563 $ 176,113 Gross client cash inflows 17,472 17,296 6,793 Gross client cash outflows (19,583 ) (17,588 ) (8,663 ) Net client cash flows (2,111 ) (292 ) (1,870 ) Market appreciation (depreciation) 6,152 14,515 (2,237 ) Realizations and distributions (287 ) — — Acquired & divested assets / Net transfers2 (624 ) (2,141 ) (76 ) Ending assets under management 313,775 310,644 171,930 Average assets under management 312,873 303,584 175,741 For the Year Ended December 31, December 31, 2025 2024 Beginning assets under management$ 171,930 $ 161,322 Gross client cash inflows 59,985 26,167 Gross client cash outflows (64,441 ) (33,545 ) Net client cash flows (4,456 ) (7,377 ) Market appreciation (depreciation) 37,742 18,100 Realizations and distributions (311 ) (2 ) Acquired assets / Net transfers2 108,869 (113 ) Ending assets under management 313,775 171,930 Average assets under management 268,806 169,658 1 Total AUM includes both discretionary assets under management and non-discretionary assets under advisement and excludes other assets. 2 Three months ended September 30 includes the impact of approximately $1 billion of divested assets from the closure of three Investment Franchises in the third quarter. The year ended December 31, 2025 includes the impact of Pioneer Investments, partially offset by assets divested due to the closure of four Investment Franchises. Victory Capital Holdings, Inc. and Subsidiaries Other Assets (Institutional)1 (unaudited; in millions) For the Three Months December 31, September 30, December 31, 2025 2025 2024 Beginning other assets (institutional)$ 2,726 $ 3,050 $ 4,981 Gross client cash inflows — — — Gross client cash outflows — (502 ) (675 ) Net client cash flows — (502 ) (675 ) Market appreciation (depreciation) 120 177 (141 ) Realizations and distributions — — — Acquired & divested assets / Net transfers — — — Ending other assets (institutional) 2,846 2,726 4,165 Average other assets (institutional)2 2,788 2,873 4,363 For the Year Ended December 31, December 31, 2025 2024 Beginning other assets (institutional)$ 4,165 $ 5,289 Gross client cash inflows — 467 Gross client cash outflows (1,949 ) (2,094 ) Net client cash flows (1,948 ) (1,627 ) Market appreciation (depreciation) 629 504 Realizations and distributions — — Acquired & divested assets / Net transfers — — Ending other assets (institutional) 2,846 4,165 Average other assets (institutional)3 3,328 4,883 1 Includes low-fee (2 to 4 bps) institutional assets, previously reported in the Solutions asset class within the by asset class table and in Separate Accounts and Other Pooled Vehicles within the by vehicle table. These assets are included as part of Victory’s Regulatory Assets Under Management reported in Form ADV Part 1. 2 For the three-month periods ending December 31, 2025, September 30, 2025 and December 31, 2024 total other assets (institutional) revenue realization was 3.5 basis points, 3.3 basis points and 3.2 basis points, respectively. 3 For the year ended December 31, 2025 and 2024 total other assets (institutional) revenue realization was 3.3 basis points and 3.4 basis points, respectively. Victory Capital Holdings, Inc. and Subsidiaries Assets Under Management by Asset Class (unaudited; in millions) For the Three Months Ended By Asset Class Global / U.S. Mid U.S. Small Fixed U.S. Large Non-U.S. Alternative Total Money Market / Total Cap Equity Cap Equity Income Cap Equity Equity Solutions Investments Long-term Short-term AUM1 December 31, 2025Beginning assets under management$ 31,877 $ 12,722 $ 80,386 $ 63,061 $ 28,960 $ 86,963 $ 3,016 $ 306,985 $ 3,660 $ 310,644 Gross client cash inflows 846 266 5,555 3,347 1,848 5,043 221 17,127 345 17,472 Gross client cash outflows (2,539 ) (1,913 ) (5,723 ) (4,376 ) (1,578 ) (2,902 ) (185 ) (19,216 ) (367 ) (19,583 ) Net client cash flows (1,694 ) (1,647 ) (169 ) (1,028 ) 271 2,142 36 (2,089 ) (22 ) (2,111 ) Market appreciation (depreciation) (11 ) 185 759 1,536 1,482 2,148 9 6,109 43 6,152 Realizations and distributions — — (287 ) — — — — (287 ) — (287 ) Acquired assets / Net transfers (180 ) (81 ) (145 ) (189 ) (33 ) (24 ) (24 ) (676 ) 52 (624 ) Ending assets under management$ 29,993 $ 11,179 $ 80,544 $ 63,380 $ 30,680 $ 91,228 $ 3,038 $ 310,042 $ 3,733 $ 313,775 September 30, 2025Beginning assets under management$ 31,833 $ 13,140 $ 79,752 $ 61,654 $ 25,576 $ 79,988 $ 2,986 $ 294,930 $ 3,632 $ 298,563 Gross client cash inflows 819 307 5,816 1,960 2,923 4,921 216 16,962 334 17,296 Gross client cash outflows (2,229 ) (1,494 ) (5,491 ) (3,930 ) (930 ) (2,962 ) (169 ) (17,206 ) (382 ) (17,588 ) Net client cash flows (1,410 ) (1,187 ) 325 (1,970 ) 1,993 1,958 47 (244 ) (48 ) (292 ) Market appreciation (depreciation) 1,469 977 1,247 4,003 1,695 5,112 (25 ) 14,478 37 14,515 Realizations and distributions — — — — — — — — — — Acquired assets / Net transfers2 (14 ) (209 ) (939 ) (626 ) (304 ) (95 ) 7 (2,180 ) 38 (2,141 ) Ending assets under management$ 31,877 $ 12,722 $ 80,386 $ 63,061 $ 28,960 $ 86,963 $ 3,016 $ 306,985 $ 3,660 $ 310,644 December 31, 2024Beginning assets under management$ 32,333 $ 15,591 $ 25,081 $ 14,239 $ 19,752 $ 62,544 $ 3,178 $ 172,720 $ 3,393 $ 176,113 Gross client cash inflows 1,163 393 987 75 1,535 2,291 170 6,615 178 6,793 Gross client cash outflows (1,881 ) (1,215 ) (1,391 ) (413 ) (1,023 ) (2,037 ) (384 ) (8,344 ) (319 ) (8,663 ) Net client cash flows (718 ) (822 ) (404 ) (338 ) 513 254 (214 ) (1,729 ) (140 ) (1,870 ) Market appreciation (depreciation) (1,008 ) 21 (342 ) 279 (1,143 ) (100 ) 13 (2,279 ) 43 (2,237 ) Realizations and distributions — — — — — — — — — — Acquired assets / Net transfers (24 ) (6 ) 66 (32 ) (26 ) (105 ) 3 (125 ) 48 (76 ) Ending assets under management$ 30,584 $ 14,785 $ 24,402 $ 14,148 $ 19,095 $ 62,593 $ 2,980 $ 168,586 $ 3,344 $ 171,930 1 Total AUM includes both discretionary assets under management and non-discretionary assets under advisement and excludes other assets. 2 Three months ended September 30, 2025 includes the impact of approximately $1 billion of divested assets from the closure of three Investment Franchises. Victory Capital Holdings, Inc. and Subsidiaries Assets Under Management by Asset Class (unaudited; in millions) For the Year EndedBy Asset ClassGlobal /U.S. MidU.S. SmallFixedU.S. LargeNon-U.S.AlternativeTotalMoney Market /TotalCap EquityCap EquityIncomeCap EquityEquitySolutionsInvestmentsLong-termShort-termAUM1December 31, 2025Beginning assets under management$ 30,584 $ 14,785 $ 24,402 $ 14,148 $ 19,095 $ 62,593 $ 2,980 $ 168,586 $ 3,344 $ 171,930 Gross client cash inflows 3,622 1,475 18,314 7,646 8,428 18,421 916 58,821 1,164 59,985 Gross client cash outflows (8,121 ) (4,994 ) (18,771 ) (12,137 ) (7,131 ) (10,925 ) (939 ) (63,019 ) (1,422 ) (64,441 ) Net client cash flows (4,500 ) (3,518 ) (458 ) (4,491 ) 1,297 7,496 (23 ) (4,198 ) (258 ) (4,456 ) Market appreciation (depreciation) 1,737 353 3,506 12,367 6,836 12,677 119 37,595 146 37,742 Realizations and distributions — — (287 ) — — — (24 ) (311 ) — (311 ) Acquired assets / Net transfers2 2,172 (440 ) 53,381 41,356 3,452 8,463 (15 ) 108,368 500 108,869 Ending assets under management$ 29,993 $ 11,179 $ 80,544 $ 63,380 $ 30,680 $ 91,228 $ 3,038 $ 310,042 $ 3,733 $ 313,775 December 31, 2024Beginning assets under management$ 30,604 $ 15,959 $ 24,355 $ 12,635 $ 16,772 $ 54,296 $ 3,431 $ 158,051 $ 3,271 $ 161,322 Gross client cash inflows 4,516 2,043 4,912 284 3,762 8,634 1,105 25,255 912 26,167 Gross client cash outflows (7,685 ) (4,195 ) (5,905 ) (1,540 ) (2,893 ) (8,509 ) (1,618 ) (32,345 ) (1,200 ) (33,545 ) Net client cash flows (3,169 ) (2,152 ) (993 ) (1,256 ) 869 125 (513 ) (7,090 ) (287 ) (7,377 ) Market appreciation (depreciation) 3,189 1,035 924 2,873 1,570 8,290 47 17,929 172 18,100 Realizations and distributions — — — — — — (2 ) (2 ) — (2 ) Acquired assets / Net transfers (40 ) (58 ) 116 (104 ) (115 ) (118 ) 17 (301 ) 188 (113 ) Ending assets under management$ 30,584 $ 14,785 $ 24,402 $ 14,148 $ 19,095 $ 62,593 $ 2,980 $ 168,586 $ 3,344 $ 171,930 1 Total AUM includes both discretionary assets under management and non-discretionary assets under advisement and excludes other assets. 2 The year ended December 31, 2025 includes the impact of Pioneer Investments as of April 1, 2025, increasing the Company’s AUM by $114.6 billion, partially offset by assets divested due to the closure of four Investment Franchises. Victory Capital Holdings, Inc. and Subsidiaries Assets Under Management by Region (unaudited; in millions) As of December 31, 2025 2024 (in millions) Amount % of total Amount % of total U.S. $ 258,975 83 % $ 165,706 96 % Non-U.S. 54,799 17 % 6,224 4 % Total AUM1&2 $ 313,775 100 % $ 171,930 100 % 1 Total AUM includes both discretionary assets under management and non-discretionary assets under advisement and excludes other assets. 2 Includes the impact of Pioneer Investments, partially offset by assets divested due to the closure of four Investment Franchises. Victory Capital Holdings, Inc. and Subsidiaries Assets Under Management by Vehicle (unaudited; in millions) For the Three Months Ended By Vehicle Separate Accounts Mutual and Other Funds1 ETFs2 Vehicles3 Total AUM4 December 31, 2025Beginning assets under management$ 172,923 $ 13,786 $ 123,935 $ 310,644 Gross client cash inflows 7,422 1,274 8,776 17,472 Gross client cash outflows (11,115 ) (246 ) (8,222 ) (19,583 ) Net client cash flows (3,693 ) 1,027 555 (2,111 ) Market appreciation (depreciation) 3,211 233 2,709 6,152 Realizations and distributions — — (287 ) (287 ) Acquired assets / Net transfers5 (238 ) 2 (389 ) (624 ) Ending assets under management$ 172,203 $ 15,049 $ 126,523 $ 313,775 September 30, 2025Beginning assets under management$ 167,973 $ 11,975 $ 118,615 $ 298,563 Gross client cash inflows 7,088 1,573 8,635 17,296 Gross client cash outflows (9,081 ) (320 ) (8,187 ) (17,588 ) Net client cash flows (1,993 ) 1,252 449 (292 ) Market appreciation (depreciation) 8,218 560 5,737 14,515 Realizations and distributions — — — — Acquired assets / Net transfers6 (1,276 ) — (866 ) (2,141 ) Ending assets under management$ 172,923 $ 13,786 $ 123,935 $ 310,644 December 31, 2024Beginning assets under management$ 117,044 $ 6,694 $ 52,375 $ 176,113 Gross client cash inflows 3,545 1,167 2,082 6,793 Gross client cash outflows (5,865 ) (130 ) (2,667 ) (8,663 ) Net client cash flows (2,320 ) 1,036 (586 ) (1,870 ) Market appreciation (depreciation) (1,063 ) (146 ) (1,028 ) (2,237 ) Realizations and distributions — — — — Acquired assets / Net transfers (15 ) (76 ) 15 (76 ) Ending assets under management$ 113,645 $ 7,508 $ 50,777 $ 171,930 1 Includes institutional and retail share classes, money market and VIP funds. 2 Represents only ETF assets held by third parties. Excludes ETF assets held by other Victory Capital products. 3 Includes collective trust funds, wrap program accounts, UMAs, UCITS, private funds and non-U.S. domiciled pooled vehicles. 4 Total AUM includes both discretionary assets under management and non-discretionary assets under advisement and excludes other assets. 5 Three months ended December 31, 2025 includes the impact of divested assets from one Investment Franchise closure in the fourth quarter. 6 Three months ended September 30, 2025 includes the impact of approximately $1 billion of divested assets from the closure of three Investment Franchises in the third quarter. Victory Capital Holdings, Inc. and Subsidiaries Assets Under Management by Vehicle (unaudited; in millions) For the Year Ended By Vehicle Separate Accounts Mutual and Other Funds1 ETFs2 Vehicles3 Total AUM4 December 31, 2025Beginning assets under management$ 113,645 $ 7,508 $ 50,777 $ 171,930 Gross client cash inflows 24,768 7,476 27,741 59,985 Gross client cash outflows (36,240 ) (1,082 ) (27,119 ) (64,441 ) Net client cash flows (11,472 ) 6,394 622 (4,456 ) Market appreciation (depreciation) 20,651 1,062 16,029 37,742 Realizations and distributions — — (311 ) (311 ) Acquired assets / Net transfers5 49,379 85 59,405 108,869 Ending assets under management$ 172,203 $ 15,049 $ 126,523 $ 313,775 December 31, 2024Beginning assets under management$ 108,802 $ 4,970 $ 47,551 $ 161,322 Gross client cash inflows 14,954 3,089 8,124 26,167 Gross client cash outflows (22,408 ) (915 ) (10,222 ) (33,545 ) Net client cash flows (7,454 ) 2,174 (2,097 ) (7,377 ) Market appreciation (depreciation) 12,561 404 5,136 18,100 Realizations and distributions — — (2 ) (2 ) Acquired assets / Net transfers (263 ) (40 ) 189 (113 ) Ending assets under management$ 113,645 $ 7,508 $ 50,777 $ 171,930 1 Includes institutional and retail share classes, money market and VIP funds. 2 Represents only ETF assets held by third parties. Excludes ETF assets held by other Victory Capital products. 3 Includes collective trust funds, wrap program accounts, UMAs, UCITS, private funds and non-U.S. domiciled pooled vehicles. 4 Total AUM includes both discretionary assets under management and non-discretionary assets under advisement and excludes other assets. 5 The year ended December 31, 2025 includes the impact of Pioneer Investments as of April 1, 2025, increasing the Company’s AUM by $114.6 billion, partially offset by assets divested due to the closure of four Investment Franchises. Information Regarding Non-GAAP Financial Measures Victory Capital uses non-GAAP financial measures referred to as Adjusted EBITDA and Adjusted Net Income to measure the operating profitability of the Company. These measures eliminate the impact of one-time acquisition, restructuring and integration costs and demonstrate the ongoing operating earnings metrics of the Company. The Company has included these non-GAAP measures to provide investors with the same financial metrics used by management to assess the operating performance of the Company. Adjusted EBITDA Adjustments made to GAAP Net Income to calculate Adjusted EBITDA, as applicable, are: Adding back income tax expense;Adding back interest paid on debt and other financing costs, net of interest income;Adding back depreciation on property and equipment;Adding back other business taxes;Adding back amortization expense on acquisition-related intangible assets;Adding back stock-based compensation expense associated with equity awards issued from pools created in connection with the management-led buyout and various acquisitions and as a result of equity grants related to the IPO;Adding back direct incremental costs of acquisitions, including restructuring costs;Adding back debt issuance cost expense;Adjusting for earnings/losses on equity method investments. Adjusted Net Income Adjustments made to GAAP Net Income to calculate Adjusted Net Income, as applicable, are: Adding back other business taxes;Adding back amortization expense on acquisition-related intangible assets;Adding back stock-based compensation expense associated with equity awards issued from pools created in connection with the management-led buyout and various acquisitions and as a result of any equity grants related to the IPO;Adding back direct incremental costs of acquisitions, including restructuring costs;Adding back debt issuance cost expense;Subtracting an estimate of income tax expense applied to the sum of the adjustments above. Tax Benefit of Goodwill and Acquired Intangible Assets Due to Victory Capital’s acquisitive nature, tax deductions allowed on acquired intangible assets and goodwill provide it with additional significant supplemental economic benefit. The tax benefit of goodwill and intangible assets represent the tax benefits associated with deductions allowed for intangible assets and goodwill generated from prior acquisitions in which the Company received a step-up in basis for tax purposes. Acquired intangible assets and goodwill may be amortized for tax purposes, generally over a 15-year period. The tax benefit from amortization on these assets is included to show the full economic benefit of deductions for all acquired intangible assets with a step-up in tax basis. Source: Victory Capital Holdings, Inc. Multimedia Files: View all news