On June 7, 2024, Victory Capital Holdings, Inc. entered into the Fifth Amendment to Credit Agreement (the ? Fifth Amendment ?), among the Company, the other loan parties party thereto, the lenders party thereto, Barclays Bank PLC, as administrative agent and RBC Capital Markets, as lead arranger and bookrunner, which amends the Credit Agreement dated as of July 1, 2019 (as amended by the First Amendment to Credit Agreement dated as of January 17, 2020, the Second Amendment to Credit Agreement dated as of February 18, 2021, the Third Amendment to Credit Agreement dated as of December 31, 2021 and the Fourth Amendment to Credit Agreement dated as of September 23, 2022, the ? Existing Credit Agreement ?), among the Company, the other loan parties party thereto from time to time, Barclays Bank PLC, as administrative agent and collateral agent, and the lenders party thereto from time to time.

Pursuant to the Existing Credit Agreement, the Company obtained a $100,000,000 senior secured first lien revolving credit facility (the ? Revolving Facility ?). The Fifth Amendment extended the maturity date of the Revolving Facility from July 1, 2024 to March 31, 2026 and decreased the drawn interest rate margin by 0.50% per annum.

The Revolving Facility otherwise remains subject to substantially the same terms as those set in the Existing Credit Agreement. The foregoing description of the Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Fifth Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.