Victory Capital Holdings, Inc. Class A Common Stock · NASDAQ:VCTR
Victory Capital Holdings, Inc. Class A Common Stock — Victory Capital Management — Q3 2026 Earnings Presentation
38 slides from Victory Capital Holdings, Inc. Class A Common Stock's earnings presentation, November 2026
Slide 1: Q3 2026 Earnings Presentation
Q3 2026 Earnings Earnings Presentation November 5, 2026
Slide 2: Forward Looking Statements
Forward Looking Statements This presentation may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other applicable U.S. federal and non-U.S. securities laws. Forward-looking statements can be identified by words such as “anticipate,” “
Slide 3: Important Disclosures
Important Disclosures Important Additional Information and Where to Find It This communication may be deemed to be solicitation material in respect of the proposed acquisition of First Eagle Investments by the Company (the “transaction”). In connection with the transaction, the Company filed a defin
Slide 4: Agenda
Agenda Chairman and CEO Remarks Financial Results Appendix 4
Slide 5: Chairman and CEO Remarks
Chairman and CEO Remarks David C. Brown Chairman and Chief Executive Officer
Slide 6: Excellent Quarter with Continued Flow Momentum
Excellent Quarter with Continued Flow Momentum Operating Highlights vs Q2 2026 vs Q3 2025 Total client assets of $355.5Bn ↑ 3% ↑ 13% Long-term gross flows of $30.5Bn ↑ 38% ↑ 80% Long-term net inflows of $11.7Bn ↑ $7.5Bn ↑ $11.9Bn Third Financial Highlights Quarter 2026 Adjusted EBITDA of $21
Slide 7: Commitment to Long-Term Investment Performance
Commitment to Long-Term Investment Performance 56 Total Mutual Funds and ETFs with 4 or 5 Star overall ratings 62% Rated Mutual Funds and ETFs AUM with 4 or 5 Star overall ratings AUM outperforming benchmarks Strategies outperforming benchmarks 77% 69% 69% 64% 66% 63% 63% 60% 1-year period 3-year pe
Slide 8: Diversified Investment Platform
Diversified Investment Platform Complementary and differentiated investment processes, styles, and asset classes designed to serve clients through varying market cycles Money Market | 1% Alternative Investments | 1% Global / Non-U.S. Equity | 11% Solutions | 33% Fixed Income | 25% $355.5Bn U.S. Equi
Slide 9: Continued Growth of our VictoryShares ETF Platform
Continued Growth of our VictoryShares ETF Platform 25 $27.7Bn 73% 33bps 7 ETFs AUM Of rated AUM 4 or 5 Average fee rate Investment themes Star Overall Rating by Morningstar Continued Momentum +$3.9Bn Net Flows in Q3 2026 $30 Annualized organic growth rate of 67% ETF AUM ($Bn) +$6.4Bn Net Flows
Slide 10: International Growth Continues
International Growth Continues $65.8Bn 62 35 23 AUM Countries with clients Countries with over Sub-advised $100MM AUM UCITS Strategic Distribution Agreement AUM by Region 15-year exclusive distribution agreement +46% with Amundi Canada | 6% ■ ■ Other | 2% Victory Capital is Amundi's exclusive pr
Slide 11: First Eagle Adds Scale, Diversification and Distribution Reach
First Eagle Adds Scale, Diversification and Distribution Reach $222Bn 92% 3 Years of rated AUM achieved a of consecutive AUM Added from 4 or 5 Star Overall Rating positive Net Flows, First Eagle by Morningstar plus YTD 2026 Complementary Fit Pro Forma Asset Mix Wider product set: Adds a differenti
Slide 12: Our Journey to $1 Trillion AUM
Our Journey to $1 Trillion AUM A History of Step-Change Growth Through Disciplined Acquisitions Pro Forma 3,111% growth in Pro Forma AUM Announced Aug 2026 $578Bn 2025 +$222Bn AUM 2021 AUM +$114Bn ~62% of AUM AUM 2019 +$19Bn ~68% of AUM Expected to close 2016 AUM by end of Q1 2027 +$81Bn ~12% of AUM
Slide 13: Long-Term Growth & Capital Allocation Strategy
Long-Term Growth & Capital Allocation Strategy 8 $1.6Bn $1.0Bn Strategic Acquisitions Closed Returned to Shareholders Since Share Repurchases Since IPO Since 2013 IPO Shareholder Value Capital Returned to Shareholders ($MM) Acquirer of choice Platform improves with every acquisition $450.0 Evo
Slide 14: Financial Results
Financial Results Michael D. Policarpo President, Chief Financial Officer and Chief Administrative Officer
Slide 15: Robust Financial Results
Robust Financial Results Revenue of $396.6MM GAAP Operating Income of $137.7MM GAAP Net Income of $1.11 per diluted share Q3 2026 Financial Adjusted EBITDA of $212.1MM Results Adjusted EBITDA margin of 53.5% Adjusted Net Income with tax benefit of $163.2MM Adjusted Net Income with tax
Slide 16: Record Total Client Assets
Record Total Client Assets Total Client Assets at Period End ($Bn) Well-diversified distribution U.S. Intermediary U.S. Institutional U.S. Direct International channels, client base, and geographies 346.1 355.5 U.S. Intermediary 316.6 313.1 U.S. Institutional U.S. Direct International Cl
Slide 17: Record Long-Term AUM Flows
Record Long-Term AUM Flows $30.5Bn $11.7Bn Long-Term AUM Flows ($Bn) Gross long-term Net long-term flows flows Gross Flows Gross Redemptions Net Flows 13.8% +78% Annualized organic growth +38% Positive net flows at multiple Investment Franchises and 30.5 Solutions Platform Pioneer Investments 22
Slide 18: Revenue on Record Average AUM
Revenue on Record Average AUM Total Revenue ($MM) Average fee rate of 46.3 bps 435.4 year to date, in line with full- 388.0 396.6 year guidance of 46 to 47 bps, 374.1 including annual fees Revenue of $396.6MM and realization of 44.8 bps include annual fees recognized in Q3, which were lower than
Slide 19: Remain Disciplined with Expenses
Remain Disciplined with Expenses Cash compensation within expected Total Expenses ($MM) range Compensation Other Operating Non-Operating Variable cost structure: more than two- Cash compensation, % of revenue thirds of total expenses are variable 272.7 240.1 248.1 Acquisition-related expenses
Slide 20: Non-GAAP Metrics
Non-GAAP Metrics $MM (except per-share data) Adjusted net income with tax benefit per diluted share up 21% ANI Tax Benefit ANI with tax benefit per diluted share YoY Adjusted net income with tax $2.21 benefit up 16% YoY $1.98 $1.78 $1.82 Adjusted EBITDA up 11% YoY 182.9 163.2 151.7 153.2 Opera
Slide 21: Disciplined Capital Management
Disciplined Capital Management Balance Sheet Items Sep 30, 2026 Debt ($MM) Leverage Ratio Cash / Cash Equivalents ($MM) 208 983 980 978 975 1.1 1.0 1.0 0.9 Debt ($MM) 975 Stockholders' Equity ($MM) 2,423 Fully Diluted Shares Outstanding (MM) 82.5 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Net Debt / Adjusted EBITDA 0.
Slide 22: Appendix
J VictoryC Appendix
Slide 23: Strong History of Adjusted EPS Growth
Strong History of Adjusted EPS Growth $2.50 +21% +395% $2.00 Compound annual growth Quarterly EPS since IPO Adjusted EPS with Tax Benefit $1.50 $1.00 $0.50 $0.00 23
Slide 24: Shareholder Value Creation since IPO
Shareholder Value Creation since IPO $0.80 Cash Dividends Per Share November 3, 2026 +973% $0.70 Stock Price $115.75 $0.60 Cash Dividends Per Share $0.50 Total shareholder return since IPO $0.40 $0.30 $0.20 IPO: Feb 7, 2018 $0.10 $13.00 $0.00 Weighted Average Diluted Shares Outstanding (MM) 90 82.5
Slide 25: Growth of Adjusted EBITDA & Margin Expansion
Growth of Adjusted EBITDA & Margin Expansion $250 $200 +433% Quarterly Adjusted EBITDA Adjusted EBITDA ($MM) $150 $100 +1,560 bps Adjusted EBITDA $50 margin expansion $0 25
Slide 26: Ongoing and Future Cash-Tax Benefits
Ongoing and Future Cash-Tax Benefits Section 338(h)(10) Election • Stepped up cost basis of acquired indefinite lived intangible assets is deductible for corporate income tax purposes over 15 years o $1.4Bn in total future tax amortization o $350MM in future cash tax savings, assuming 25% tax rate o
Slide 27: Notes and Disclosures
Notes and Disclosures 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, restruct
Slide 28: Notes and Disclosures
Notes and Disclosures Information Regarding Non-GAAP Financial Measures (cont.) 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 asset
Slide 29: Consolidated Reconciliations of Adjusted EBITDA
Consolidated Reconciliations of Adjusted EBITDA For the three months ended, (in thousands except percentages) 9/30/2025 12/31/2025 3/31/2026 6/30/2026 9/30/2026 GAAP Net income $ 96,541 $ 112,812 $ 112,140 $ 139,404 $ 91,301 GAAP Income tax expense (32,733) (28,847) (35,720) (47,846) (32,639) GAAP i
Slide 30: Historical Reconciliations of Adjusted EBITDA
Historical Reconciliations of Adjusted EBITDA For the three months ended, (in thousands except percentages) 3/31/2018 6/30/2018 9/30/2018 12/31/2018 3/31/2019 6/30/2019 9/30/2019 12/31/2019 3/31/2020 6/30/2020 9/30/2020 GAAP Net income $ 10,524 $ 18,675 $ 20,590 $ 13,915 $ 14,527 $ 14,383 $ 25,992 $
Slide 31: Consolidated Reconciliations of Adjusted Net Income
Consolidated Reconciliations of Adjusted Net Income For the three months ended, (in thousands, except per-share data) 9/30/2025 12/31/2025 3/31/2026 6/30/2026 9/30/2026 GAAP Net Income $ 96,541 $ 112,812 $ 112,140 $ 139,404 $ 91,301 Other business taxes 637 1,101 (555) 431 481 GAAP amortization of a
Slide 32: Historical Reconciliations of Adjusted Net Income
Historical Reconciliations of Adjusted Net Income 3/31/2018 6/30/2018 9/30/2018 12/31/2018 3/31/2019 6/30/2019 9/30/2019 12/31/2019 3/31/2020 6/30/2020 9/30/2020 GAAP Net Income $ 10,524 $ 18,675 $ 20,590 $ 13,915 $ 14,527 $ 14,383 $ 25,992 $ 37,589 $ 57,166 $ 44,720 $ 55,741 Other business taxes 37
Slide 33: Detailed Reconciliation of Q3 2026 Adjusted Net Income
Detailed Reconciliation of Q3 2026 Adjusted Net Income Three months ended September 30, 2026 (in thousands, except per-share amounts) Adjustments GAAP Amortization Tax Benefit of Other of Acquisition- Acquisition, Goodwill and U.S. GAAP Business Related Stock-Based Restructuring and Debt Issuance To
Slide 34: Detailed Reconciliation of Q2 2026 Adjusted Net Income
Detailed Reconciliation of Q2 2026 Adjusted Net Income Three months ended June 30, 2026 (in thousands, except per-share amounts) Adjustments GAAP Amortization Tax Benefit of Other of Acquisition- Acquisition, Goodwill and U.S. GAAP Business Related Stock-Based Restructuring and Debt Issuance Total N
Slide 35: Detailed Reconciliation of Q1 2026 Adjusted Net Income
Detailed Reconciliation of Q1 2026 Adjusted Net Income Three months ended March 31, 2026 (in thousands, except per-share amounts) Adjustments GAAP Amortization Tax Benefit of Other of Acquisition- Acquisition, Goodwill and U.S. GAAP Business Related Stock-Based Restructuring and Debt Issuance Total
Slide 36: Detailed Reconciliation of Q4 2025 Adjusted Net Income
Detailed Reconciliation of Q4 2025 Adjusted Net Income Three months ended December 31, 2025 (in thousands, except per-share amounts) Adjustments GAAP Amortization of Tax Benefit of Other Acquisition- Acquisition, Goodwill and U.S. GAAP Business Related Stock-Based Restructuring and Debt Issuance Tot
Slide 37: Detailed Reconciliation of Q3 2025 Adjusted Net Income
Detailed Reconciliation of Q3 2025 Adjusted Net Income Three months ended September 30, 2025 (in thousands, except per-share amounts) Adjustments GAAP Amortization Tax Benefit of Other of Acquisition- Acquisition, Goodwill and U.S. GAAP Business Related Stock-Based Restructuring and Debt Issuance To
Slide 38: Notes and Disclosures
Notes and Disclosures Investing involves risk, including the potential loss of principal. There are no assurances that any fund or strategy will achieve its stated objective. All data in this presentation, unless otherwise noted, is as of September 30, 2026. Past performance does not guarantee futur
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