November
1, 2024
Prospectus
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Victory
Trivalent International Fund – Core Equity | ||||||
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Class
A
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Class
C
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Class
I
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Class
R
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Class
R6
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Class
Y
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MAICX
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—
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MICIX
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—
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MAIRX
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MICYX
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Victory
Trivalent International Small-Cap Fund | ||||||
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Class
A
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Class
C
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Class
I
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Class
R
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Class
R6
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Class
Y
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MISAX
|
MCISX
|
MISIX
|
— |
MSSIX |
MYSIX |
The Securities and
Exchange Commission has not approved or disapproved these securities or
determined whether this Prospectus is accurate or complete. Any representation
to the contrary is a criminal offense.
vcm.com
800-539-FUND (800-539-3863)
800-539-FUND (800-539-3863)
(paid directly from your investment)
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|
Class
A |
Class
I |
Class
R6 |
Class
Y |
|
Maximum
Sales Charge (Load) Imposed on Purchases
(as
a percentage of offering price) |
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|
Maximum
Deferred Sales Charge (Load)
(as
a percentage of the lower of purchase or sale price) |
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|
(expenses that you pay each year as a percentage of the value of your investment)
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Management
Fees |
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Distribution
and/or Service (12b-1) Fees |
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Other
Expenses |
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Total
Annual Fund Operating Expenses |
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Fee
Waiver/Expense Reimbursement2
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( |
( |
( |
( |
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Total
Annual Fund Operating Expenses After Fee Waiver
and/or
Expense Reimbursement2
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|
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1
2
1
Victory Trivalent
International Fund – Core Equity Summary
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1
Year |
3
Years |
5
Years |
10
Years |
|
Class
A |
$ |
$ |
$ |
$ |
|
Class
I |
$ |
$ |
$ |
$ |
|
Class
R6 |
$ |
$ |
$ |
$ |
|
Class
Y |
$ |
$ |
$ |
$ |
2
Victory Trivalent
International Fund – Core Equity Summary
3
Victory Trivalent
International Fund – Core Equity Summary
Performance
data for the classes varies based on differences in their fee and expense
structures and reflects any expense limitations in effect during the periods
shown. The Fund's
past performance (before
and after taxes) does not necessarily indicate how the Fund will perform in the
future. Updated
performance
information is available on the Fund’s website at vcm.com .
4
Victory Trivalent
International Fund – Core Equity Summary
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|
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1
Year |
5
Years |
10
Years
(or
Life
of
Class) |
|
CLASS
Y Before Taxes |
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|
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CLASS
Y After Taxes on Distributions |
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CLASS
Y After Taxes on Distributions and Sale of Fund
Shares |
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CLASS
A Before Taxes |
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CLASS
I Before Taxes |
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CLASS
R6 Before Taxes |
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Index | |||
|
MSCI
ACWI ex USA Index
reflects
no deduction for fees, expenses, or taxes |
|
|
|
1
5
Victory Trivalent
International Fund – Core Equity Summary
Management
of the Fund
Investment
Adviser
Victory
Capital Management Inc. (the “Adviser”) serves as the Fund’s investment adviser.
The portfolio managers jointly and primarily responsible for day-to-day
management of the Fund are members of the Adviser's Trivalent Investments
(“Trivalent”) investment franchise.
Portfolio
Management
|
|
Title
|
Tenure
with the Fund
|
|
Peter
S. Carpenter, CFA
|
Senior
Portfolio Manager
|
Since
2007 |
|
Jeffrey
R. Sullivan, CFA |
Senior
Portfolio Manager |
Since
2007 |
Purchase
and Sale of Fund Shares
|
Investment
Minimums |
Class
A |
Class
I |
Class
R6 |
Class
Y |
|
Minimum
Initial Investment |
$2,500 |
$2,000,000 |
None |
$1,000,000 |
|
Minimum
Subsequent Investments |
$50 |
None |
None |
None |
For Class
A shares a $1,000 minimum initial purchase amount and a $50 minimum subsequent
purchase amount apply for Individual Retirement Accounts (IRAs), gift/transfer
to minor accounts, and purchases through automatic investment
plans.
Certain
broker-dealers and other financial intermediaries (such as a bank) may establish
higher or lower minimum initial and subsequent investment amounts to which you
may be subject if you invest through them.
You may
redeem your shares on any day the Fund is open for business. Redemption requests
may be made by telephone (with prior appropriate approval) or by
mail.
When you
buy and redeem shares, the Fund will price your transaction at the
next-determined net asset value (“NAV”) after the Fund receives your request in
good order, which means that your request contains all the required
documentation, and that all documents contain required signatures or signature
guarantees from a financial institution.
Tax
Information
The Fund’s
distributions are taxable whether you receive them in cash, additional shares of
the Fund, or you reinvest them in shares of another Victory Fund, and will be
taxed as ordinary income or capital gains, unless you are investing through a
tax-deferred arrangement, such as a 401(k) plan or an individual retirement
account. Taxes may be imposed on withdrawals from tax-deferred
arrangements.
Payments
to Broker-Dealers and Other Financial Intermediaries
If you
purchase the Fund through a broker-dealer or other financial
intermediary (such as a bank), the Fund and its related companies may pay
the intermediary for the sale of Fund shares and related services for
investments in all classes except Class R6. These payments may create a conflict
of interest by influencing the financial intermediary and its financial advisor
to recommend the Fund over another investment. Ask your financial advisor or
visit your financial intermediary’s website for more
information.
6
(paid directly from your investment)
|
|
Class
A |
Class
C |
Class
I |
Class
R6 |
Class
Y |
|
Maximum
Sales Charge (Load) Imposed on
Purchases
(as
a percentage of offering price) |
|
|
|
|
|
|
Maximum
Deferred Sales Charge (Load)
(as
a percentage of the lower of purchase or
sale
price) |
|
|
|
|
|
(expenses that you pay each year as a percentage of the value of your investment)
|
Management
Fees |
|
|
|
|
|
|
Distribution
and/or Service (12b-1) Fees |
|
|
|
|
|
|
Other
Expenses |
|
|
|
|
|
|
Total
Annual Fund Operating Expenses |
|
|
|
|
|
|
Fee
Waiver/Expense Reimbursement3
|
( |
( |
( |
|
( |
|
Total
Annual Fund Operating Expenses After
Fee
Waiver and/or Expense Reimbursement3
|
|
|
|
|
|
1
2
3
7
Victory Trivalent
International Small-Cap Fund Summary
|
|
1
Year |
3
Years |
5
Years |
10
Years |
|
Class
A |
$ |
$ |
$ |
$ |
|
Class
C |
$ |
$ |
$ |
$ |
|
Class
I |
$ |
$ |
$ |
$ |
|
Class
R6 |
$ |
$ |
$ |
$ |
|
Class
Y |
$ |
$ |
$ |
$ |
|
|
1
Year |
3
Years |
5
Years |
10
Years |
|
Class
C |
$ |
$ |
$ |
$ |
8
Victory Trivalent
International Small-Cap Fund Summary
9
Victory Trivalent
International Small-Cap Fund Summary
10
Victory Trivalent
International Small-Cap Fund Summary
Performance
data for the classes varies based on differences in their fee and expense
structures and reflects any expense limitations in effect during the periods
shown. The Fund's
past performance (before
and after taxes) does not necessarily indicate how the Fund will perform in the
future. Updated
performance
information is available on the Fund’s website at vcm.com .
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
Victory Trivalent
International Small-Cap Fund Summary
|
|
1
Year |
5
Years |
10
Years |
|
CLASS
Y Before Taxes |
|
|
|
|
CLASS
Y After Taxes on Distributions |
|
|
|
|
CLASS
Y After Taxes on Distributions and Sale of Fund
Shares |
|
|
|
|
CLASS
A Before Taxes |
|
|
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|
CLASS
C Before Taxes |
|
|
|
|
CLASS
I Before Taxes |
|
|
|
|
CLASS
R6 Before Taxes |
|
|
|
|
Index | |||
|
S&P®
Developed ex-U.S. SmallCap Index
reflects
no deduction for fees, expenses, or taxes, except foreign
withholding
taxes |
|
|
|
1
Management
of the Fund
Investment
Adviser
Victory
Capital Management Inc. (the “Adviser”) serves as the Fund’s investment adviser.
The portfolio managers jointly and primarily responsible for day-to-day
management of the Fund are members of the Adviser's Trivalent Investments
(“Trivalent”) investment franchise.
Portfolio
Management
|
|
Title
|
Tenure
with the Fund
|
|
Daniel
B. LeVan, CFA
|
Chief
Investment Officer |
Since
2007 |
|
John
W. Evers, CFA |
Senior
Portfolio Manager |
Since
2007 |
Purchase
and Sale of Fund Shares
The Fund
generally is closed to new investors. See the section titled How
to Buy Shares in the
Fund's Prospectus for more information.
|
Investment
Minimums |
Class
A |
Class
C |
Class
I |
Class
R6 |
Class
Y |
|
Minimum
Initial Investment |
$2,500 |
$2,500 |
$2,000,000 |
None |
$1,000,000 |
|
Minimum
Subsequent Investments |
$50 |
$50 |
None |
None |
None |
12
Victory Trivalent
International Small-Cap Fund Summary
For Class
A and Class C shares a $1,000 minimum initial purchase amount and a $50 minimum
subsequent purchase amount apply for Individual Retirement Accounts (IRAs),
gift/transfer to minor accounts, and purchases through automatic investment
plans.
Certain
broker-dealers and other financial intermediaries (such as a bank) may establish
higher or lower minimum initial and subsequent investment amounts to which you
may be subject if you invest through them.
You may
redeem your shares on any day the Fund is open for business. Redemption requests
may be made by telephone (with prior appropriate approval) or by
mail.
When you
buy and redeem shares, the Fund will price your transaction at the
next-determined net asset value (“NAV”) after the Fund receives your request in
good order, which means that your request contains all the required
documentation, and that all documents contain required signatures or signature
guarantees from a financial institution.
Tax
Information
The Fund’s
distributions are taxable whether you receive them in cash, additional shares of
the Fund, or you reinvest them in shares of another Victory Fund, and will be
taxed as ordinary income or capital gains, unless you are investing through a
tax-deferred arrangement, such as a 401(k) plan or an individual retirement
account. Taxes may be imposed on withdrawals from tax-deferred
arrangements.
Payments
to Broker-Dealers and Other Financial Intermediaries
If you
purchase the Fund through a broker-dealer or other financial
intermediary (such as a bank), the Fund and its related companies may pay
the intermediary for the sale of Fund shares and related services for
investments in all classes except Class R6. These payments may create a conflict
of interest by influencing the financial intermediary and its financial advisor
to recommend the Fund over another investment. Ask your financial advisor or
visit your financial intermediary’s website for more
information.
13
Additional Fund
Information
|
Victory
Capital Management Inc., which we refer to as the “Adviser”
throughout
the Prospectus, manages each
Fund. |
The
Victory Trivalent International Fund — Core Equity and Victory Trivalent
International Small-Cap Fund (the “Funds”) are each managed by the Adviser,
who also manages other funds, each having distinct investment management
objectives, strategies, risks, and policies. Together, these funds are referred
to in this Prospectus as the “Victory Funds” or, more simply, the
“Funds.”
Each
Fund’s investment objective is non-fundamental. The Victory Trivalent
International Fund — Core Equity’s policy to invest under normal circumstances
at least 80% of its assets in equity securities and the Victory Trivalent
International Small-Cap Fund’s policy to invest under normal circumstances at
least 80% of its assets in securities of small-capitalization companies are
non-fundamental. The Board of Trustees (the “Board”) may change Fund
objectives or policies that are non-fundamental without shareholder approval
upon at least 60 days’ prior written notice to shareholders. For purposes
of a Fund’s 80% investment policy, “assets” means the Fund’s net assets plus the
amount of any borrowings for investment purposes, but exclusive of any
collateral held from securities lending.
The
following section describes additional information about the principal
investment strategy the Funds will use under normal market conditions to pursue
their investment objective, as well as any secondary strategies the Funds may
use, and the related risks. This Prospectus does not attempt to describe all of
the various investment techniques and types of investments that the Adviser may
use in managing the Funds. The Statement of Additional Information (“SAI”)
includes more information about the Funds, their investments, and the related
risks.
Under
adverse, unstable, or abnormal market conditions, a Fund may be unable to pursue
or achieve its investment objective and, for temporary purposes, may invest some
or all of its assets in a variety of instruments or assets, including
high-quality fixed-income securities, cash, and cash equivalents. For cash
management purposes, each Fund may hold all or a portion of its assets in cash,
short-term money market instruments, or shares of other investment companies.
These positions may reduce the benefit from any upswing in the market, cause a
Fund to fail to meet its investment objective, and increase a Fund's
expenses.
The
Adviser employs a bottom-up investment approach that emphasizes individual stock
selection. The Adviser's investment process uses a combination of quantitative
and traditional qualitative, fundamental analysis to identify attractive stocks
with low relative price multiples, high profitability, and positive trends in
earnings forecasts. The Adviser incorporates RI considerations into both its
quantitative and fundamental analysis. When evaluating a company’s business
lines and management team, the Adviser looks for companies with a strong or
positively trending RI profile, taking into account sustainable investing
factors identified from third-party research available industry information and
data, management’s disclosure, and discussions with management, among other
things, into account. RI investing principles and considerations are not a
primary or exclusive factor, but rather an additional inclusive consideration to
the Adviser's process.
The
Adviser regularly reviews the Fund’s investments and will sell a security if the
Adviser believes there has been a deterioration in the rank of the security in
accordance with the Adviser’s process, the security’s valuation has become
unattractive relative to other stocks in the universe or other available
investments are considered to be more attractive.
14
Investments
The
following describes the types of securities each Fund may purchase under normal
market conditions to achieve its principal investment strategy. The
Funds will not necessarily buy all of the securities listed
below.
Foreign
Securities
Can
include common stock and convertible preferred stock of non-U.S. companies. Also
may include American Depositary Receipts (“ADRs”) and Global Depositary Receipts
(“GDRs”), which are receipts issued by a bank or trust company and evidence
ownership of underlying securities issued by foreign companies, and
exchange-traded funds (“ETFs”) that invest in foreign
companies.
Convertible
Preferred Stock
A class of
stock that pays dividends at a specified rate, has preference over common stock
in the payment of dividends and the liquidation of assets, and is convertible
into common stock.
Additional
Fund Strategies.
The Adviser may use other types of investment strategies in pursuing each Fund's
overall investment objective. The following describes the types of securities or
techniques that the Adviser may purchase or investment techniques the Adviser
may employ that are not considered to be a part of the Funds' principal
investment strategies. Additional securities and techniques are described in the
Funds' SAI.
Derivatives
From time
to time, a Fund may invest in derivatives, which are financial contracts whose
value is based on an underlying security or asset, a currency exchange rate, an
interest rate, or a market index. Many types of instruments representing a wide
range of potential risks and rewards are derivatives, including but not limited
to futures contracts, options on futures contracts, options, swaps, and forward
currency exchange contracts. A Fund may, but is not required to, use index
futures for cash management (attempting to remain fully invested while
maintaining liquidity) or to gain exposure to an investment in a manner other
than investing in the asset directly. The Funds will not use derivatives for
speculative purposes.
Forward
Foreign Currency Exchange Contracts
Contracts
that attempt to eliminate currency exposure between the time of a securities
transaction and settlement of that transaction. A forward foreign currency
exchange contract is an agreement to buy or sell a country’s currency at a
specific price on a specific date, usually 30, 60, or 90 days in the future. In
other words, the contract guarantees an exchange rate on a given
date.
Investment
Companies
Each Fund
may invest in securities of other investment companies, including ETFs, if those
companies invest in securities consistent with the Fund's investment objective
and policies. ETFs are investment companies the shares of which are bought and
sold on a securities exchange.
Securities
Lending
To enhance
the return on its portfolio, a Fund may lend portfolio securities to brokers,
dealers, and financial institutions to realize additional income under
guidelines adopted by the Board. Each loan will be secured continuously by
collateral in the form of cash, securities issued by the U.S. government or its
agencies or instrumentalities.
15
Risk
Factors
The
following provides additional information about the Funds' principal risks and
supplements those risks discussed in each Fund's Summary section of this
Prospectus.
|
By matching
your investment objective with an acceptable level of risk,
you can
create your own customized investment
plan. |
|
|
International
Fund—Core
Equity
|
International
Small
Cap |
|
Emerging
Markets Risk |
X
|
|
|
Equity
Securities Risk |
X
|
X
|
|
Foreign
Securities Risk |
X
|
X
|
|
General
Market Risk |
X
|
X
|
|
Geographic
Focus Risk |
X
|
X
|
|
Investment
Style Risk |
X
|
X
|
|
Large-Capitalization
Stock Risk |
X |
X |
|
Large
Shareholder Risk |
X |
|
|
Liquidity
Risk |
X
|
X
|
|
Management
Risk |
X |
X |
|
Sector
Focus Risk |
|
X |
|
Smaller-Company
Stock Risk |
X |
X |
Emerging
Markets Risk — There are
greater risks involved in investing in emerging market countries than those
associated with investment in developed foreign markets. The risks of investing
in foreign securities generally are amplified for investments in emerging
markets securities. Generally, markets in emerging market countries are less
diverse and mature than those of developed countries and their political systems
are less stable. In addition, recordkeeping, accounting, financial and other
reporting may be less extensive and less frequent. There are risks also
associated with share registration, custody, and foreign investment structures.
Further, due to the smaller securities markets, limited reliable access to
capital, market manipulation concerns, lower trading volumes and less government
regulation of securities markets (including limitations on the available rights
and remedies) in emerging market countries compared to those in developed
countries, investments in emerging market securities generally are more illiquid
and volatile and subject to a higher risk of settlement disruptions than
investments in securities of issuers in developed countries. Consequently,
emerging market securities may be subject to relatively more abrupt and severe
price declines.
Equity
Securities Risk — The
market prices of equity securities, which may include common stocks and other
stock-related securities such as preferred stocks, convertible securities, and
rights and warrants may fluctuate, sometimes rapidly or unpredictably. A Fund
may continue to accept new subscriptions and to make additional investments in
equity securities even under general market conditions that a Fund’s investment
team views as unfavorable for equity securities. The value of a security may
decline for reasons that directly relate to the issuer, such as management
performance, financial leverage, and reduced demand for the issuer’s goods or
services or due to general market conditions, such as real or perceived adverse
economic conditions, changes in the general outlook for corporate earnings,
changes in interest or currency rates, or adverse investor sentiment generally.
Unlike debt securities, which have preference to a company’s assets in case of
liquidation, common stock, are entitled to the residual value after the company
meets its other obligations. Unlike common stock, preferred stock generally pays
a fixed dividend from a company’s earnings and may have a preference over common
stock on the distribution of a company’s assets in the event of bankruptcy or
liquidation. Preferred stockholders’ liquidation rights are subordinate to the
company’s debt holders and creditors. If interest rates rise, the fixed dividend
on preferred stocks may be less attractive and the price of preferred stocks may
decline. Convertible securities generally offer lower interest or dividend
yields than non-convertible securities of similar quality. Convertible
securities may gain or lose value due to changes in the issuer’s operating
results, financial condition, credit rating, and changes in interest rates, and
other general economic, industry, and market conditions. Rights and
16
Risk
Factors
warrants
can provide a greater potential for profit or loss than an equivalent investment
in the underlying security. Prices of warrants and rights do not
necessarily move in tandem with the prices of the underlying securities and
therefore are highly volatile and speculative investments.
Foreign
Securities Risk — Foreign
investments involve certain special risks. For example, compared to U.S.
companies, there generally is less publicly available information about foreign
companies and there may be less governmental regulation and supervision of
foreign stock exchanges, brokers, and listed companies. Foreign issuers may not
be subject to the uniform accounting, auditing, and financial reporting
standards and practices prevalent in the United States. Certain of these risks
may also apply to some extent to U.S. investments that are denominated in
foreign currencies and to investments in U.S. companies that have significant
foreign operations. Investments in depositary receipts (such as American
Depositary Receipts and Global Depositary Receipts) may also involve additional
risks associated with the non-uniform terms that apply to depositary receipt
programs, credit exposure to the depository bank and to the sponsors and other
parties with whom the depository bank establishes the programs, currency risk
and the risk of an illiquid market for depositary receipts.
◼
Political
Risk — Foreign
securities markets may be more volatile than their counterparts in the United
States. Investments in foreign countries could be affected by factors not
present in the United States, including expropriation, confiscation of property,
and difficulties in enforcing contracts. Foreign settlement procedures may also
involve additional risks, and foreign issuers can be impacted by changes to
trade policies and trade disputes. These factors can make foreign investments
more volatile than U.S. investments.
◼
Currency
Risk —
Fluctuations in the exchange rates between the U.S. dollar and foreign
currencies may negatively affect an investment. Adverse changes in exchange
rates, currency exchange control regulations, and restrictions or prohibitions
on the repatriation of foreign currencies may erode or reverse any gains
produced by investments denominated in foreign currencies and may widen any
losses.
◼
Legal
Risk — Legal
remedies for investors in foreign countries may be more limited than the legal
remedies available in the United States.
General
Market Risk — Stock
market risk refers to the fact that the prices of equity securities and other
exchange traded investments typically fluctuate more than the values of debt and
other types of securities, typically in response to changes in the particular
company’s financial condition and factors affecting the market in general. Over
time, the stock market tends to move in cycles, with periods when stock prices
rise, and periods when stock prices decline. A slower-growth or recessionary
economic environment could have an adverse effect on stock prices. Consequently,
a broad-based market drop may also cause a stock’s price to fall. Portfolio
securities may also decline in value due to factors affecting securities markets
generally, such as real or perceived adverse economic, political, or regulatory
conditions, inflation, changes in interest or currency rates or adverse investor
sentiment, or due to factors affecting particular industries represented in the
securities markets, such as competitive conditions. Changes in the financial
condition of a single issuer can impact a market as a whole, and adverse market
conditions may be prolonged and may not have the same impact on all types of
securities. In addition, the markets may not favor a particular kind of
security, including equity securities. Values of securities may fall due to
factors affecting a particular issuer, industry, or the securities market as a
whole.
Market
turmoil may be reflected in perceptions of economic uncertainty, price
volatility in the equity and debt markets, and fluctuating trading liquidity. In
response, governments may adopt a variety of fiscal and monetary policy changes,
including but not limited to, direct capital infusions into companies, new
monetary programs, and changes in interest rates. These policies may not be
successful and any unexpected or quick reversal of these policies could increase
volatility in the equity
17
Risk
Factors
and debt
markets. Market conditions and economic risks could have a significant effect on
domestic and international economies and could add significantly to the risks of
increased volatility and decreased liquidity for a Fund's
portfolio.
◼
Geopolitical/Natural
Disaster Risk — Global
economies and financial markets are increasingly interconnected, which increases
the possibilities that conditions in one country or region might adversely
affect issuers in another country or region. Geopolitical and other risks,
including war, economic sanctions, currency controls or other actions by
countries or international bodies, terrorism, trade disputes, embargoes,
political or economic dysfunction within some nations, public health crises and
related geopolitical events, as well as environmental disasters such as
earthquakes, fires, and floods, may add to instability in world economies and
markets generally. Changes in trade policies and international trade agreements
could affect the economies of many countries in unpredictable ways. Epidemics
and/or pandemics, such as COVID-19, may result in, among other things, closing
borders, disruptions to health care service preparation and delivery,
quarantines, cancellations, disruptions to supply chains and consumer activity,
as well as general concern and uncertainty. The impact may last for extended
periods.
◼
Information
Technology and Operational Risk — Markets
and market participants are increasingly reliant upon both publicly available
and proprietary information data systems. Data imprecision, software or other
technology malfunctions, programming inaccuracies, unauthorized use or access,
and similar circumstances may impair the performance of these systems and may
have an adverse impact upon a single issuer, a group of issuers, or the market
at large. The information technology and other operational systems upon which a
Fund’s service providers rely may be subject to cyber-attack or other
technological disruptions, and could otherwise disrupt the ability of these
service providers to perform essential tasks for a Fund. In certain cases, an
exchange or market may close or issue trading halts on either specific
securities or even the entire market, which may result in a Fund being, among
other things, unable to buy or sell certain securities or financial instruments
or accurately price its investments.
Geographic
Focus Risk — A Fund
may invest a substantial portion of its assets within one or more countries or
geographic regions. When a Fund focuses its investments in a country or
countries, it is particularly susceptible to the impact of market, economic,
political, regulatory, and other factors affecting those countries.
Additionally, a Fund’s performance may be more volatile when the Fund’s
investments are focused in a country or countries.
Investment
Style Risk —
Different types of investment styles, for example growth or value, tend to
perform differently and shift into and out of favor with investors depending on
changes in market and economic sentiment and conditions. “Value” investments, as
a category, or entire industries or sectors associated with such investments,
may lose favor with investors as compared to those that are more “growth”
oriented. As a result, a Fund's performance may at times be worse than the
performance of other mutual funds that invest more broadly or that have
different investment styles.
Large-Capitalization
Stock Risk —
Large-sized companies tend to compete in mature product markets and do not
typically experience the level of sustained growth of smaller companies and
companies competing in less mature product markets. Large-sized companies may be
unable to respond as quickly as smaller companies to competitive challenges or
changes in business, product, financial, or other market conditions. For these
and other reasons, investments in large-capitalization companies may
underperform other stock funds such as funds that focus on the stocks of small-
and medium-sized companies.
Large
Shareholder Risk — The
Fund, like all investment companies, pool the investments of many investors.
Actions by one shareholder or multiple shareholders may have an impact on the
Fund and, therefore, indirectly on other shareholders. For example, significant
levels of new investments in the
18
Risk
Factors
Fund by
shareholders may cause the Fund to have more cash than would otherwise be the
case, which might have a positive or negative impact on Fund performance.
Similarly, redemption activity might cause the Fund to sell portfolio
securities, which may increase transaction costs and might generate a capital
gain or loss, or cause it to borrow funds on a short-term basis to cover
redemptions, which would cause the Fund to incur costs that, in effect, would be
borne by all shareholders and not just the redeeming shareholders. Shareholder
purchase and redemption activity also may affect the per share amount of the
Funds' distributions of its net investment income and net realized capital
gains, if any, thereby affecting the tax burden on the Funds' shareholders
subject to federal income tax, and/or accelerate the realization of taxable
income and cause the Fund to make taxable distributions to its shareholders
earlier than the Fund otherwise would have. In addition, under certain
circumstances, non-redeeming shareholders may be treated as receiving a
disproportionately large taxable distribution during or with respect to such tax
year. To the extent a larger shareholder is permitted to invest in the Fund, the
Fund may experience large inflows or outflows of cash from time to time. This
activity could magnify these adverse effects on the Fund.
Liquidity
Risk —
Liquidity risk exists when particular investments cannot be disposed of quickly
in the normal course of business. Market values for illiquid securities may not
be readily available, and there can be no assurance that any fair value assigned
to an illiquid investment at any time will accurately reflect the price a Fund
might receive upon the sale of that investment. The ability of a Fund to dispose
of illiquid securities or other instruments at advantageous prices may be
greatly limited, and the Fund may have to continue to hold such securities or
instruments during periods when the Adviser would otherwise have sold them (in
order, for example, to meet redemption requests or to take advantage of other
investment opportunities). Adverse market or economic conditions independent of
any specific adverse changes in the conditions of a particular issuer, including
rising interest rates, may adversely affect the liquidity of a Fund’s
investments. Some securities held by a Fund may be restricted as to resale, and
there is often no ready market for such securities. In addition, a Fund, by
itself or together with other accounts managed by the Adviser, may hold a
position in an investment that is large relative to the typical trading volume
for that holding, which can make it difficult for a Fund to dispose of the
position at an advantageous time or price. It may also be the case that other
market participants may be attempting to liquidate a position at the same time
as a Fund is attempting to liquidate the same investment, causing increased
supply in the market, and contributing to liquidity risk and downward pricing
pressure. In such cases the sale proceeds received by a Fund may be
substantially less than if a Fund had been able to sell the securities in
more-orderly transactions, and the sale price may be substantially lower than
the price previously used by the Fund to value the securities for purposes of
determining a Fund’s net asset value.
Management
Risk — The
investment process used by the investment team may produce incorrect judgments
about the value of a particular asset or the team may implement its investment
strategy in a way that may not produce the desired results.
Smaller-Capitalization
Stock Risk — Small-
or mid-sized companies often have more limited managerial and financial
resources than larger, more established companies and, therefore, may be more
susceptible to market downturns or changing economic conditions. In addition,
such companies may have been recently organized and have little or no track
record of success. Also, the Adviser may not have had an opportunity to evaluate
such newer companies’ performance in adverse or fluctuating market conditions.
The securities of smaller-sized companies may trade less frequently and in
smaller volume than more widely held securities. Prices of small- or mid-sized
companies tend to be more volatile than those of larger companies and small- or
mid-sized issuers may be subject to greater degrees of changes in their earnings
and prospects. Since smaller-company stocks typically have narrower markets and
are traded in lower volumes than larger-company stocks, they may be often more
difficult to purchase and sell.
19
Risk
Factors
Sector
Focus Risk — To the
extent a Fund focuses in one or more sectors, market or economic factors
impacting those sectors could have a significant effect on the value of the
Fund’s investments. Additionally, a Fund’s performance may be more volatile when
the Fund’s investments are focused in a particular sector.
◼
Industrials
Sector Risk — Stock
prices of issuers in the industrials sector are affected by supply and demand
both for their specific product or service and for industrials sector products
in general. Government regulation, world events and economic conditions will
also affect the performance of investments in such issuers. Aerospace and
defense companies, a component of the industrials sector, can be significantly
affected by government spending policies because companies involved in this
industry rely to a significant extent on U.S. and other government demand for
their products and services. Thus, the financial condition of, and investor
interest in, aerospace and defense companies are heavily influenced by
government defense spending policies, which typically are under pressure from
efforts to control government spending budgets. Transportation companies,
another component of the industrials sector, are subject to cyclical performance
and, therefore, investment in such companies may experience occasional sharp
price movements which may result from changes in the economy, fuel prices, labor
agreements, and insurance costs.
Additional
Risk Factors.
The Adviser may use several types of investment strategies in pursuing each
Fund's overall investment objective. The following risks are those that the
Adviser does not consider to be principal risks of the Funds. Additional risks
are included in the Funds' SAI.
Derivatives
Risk —
Derivatives, such as forward currency contracts, futures contracts and
options on futures contracts, are subject to the risk that small price movements
can result in substantial gains or losses. Derivatives also entail exposure to
counterparty risk, the risk of mispricing or improper valuation and the risk
that changes in value of the derivative may not correlate perfectly with the
relevant securities, assets, or indices. The use of derivatives may cause the
Fund to incur losses greater than those that would have occurred had derivatives
not been used.
Investment
Company Risk — A Fund's
ability to achieve its investment objective may be directly related to the
ability of other investment companies (including ETFs) held by the Fund to meet
their investment objectives. In addition, shareholders of the Fund will
indirectly bear the fees and expenses of the underlying investment companies.
Lack of liquidity in an ETF could result in an ETF being more volatile than the
underlying portfolio of securities.
Securities
Lending Risk — The
risk in lending portfolio securities, as with other extensions of credit,
consists of the possibility of loss to a Fund due to (1) the inability of the
borrower to return the securities, (2) a delay in receiving additional
collateral to adequately cover any fluctuations in the value of securities on
loan, (3) a delay in recovery of the securities, or (4) the loss of rights in
the collateral should the borrower fail financially. These events could trigger
adverse tax consequences for a Fund. In addition, a Fund is responsible for any
loss that might result from its investment of the borrower’s collateral. In
determining whether to lend securities, the Adviser or a Fund’s securities
lending agent will consider relevant facts and circumstances, including the
creditworthiness of the borrower.
|
An
investment in a
Fund is not a
complete
investment
program. |
20
Organization and
Management of the Funds
The Funds'
Board has the overall responsibility for overseeing the management of each
Fund.
The
Investment Adviser
The
Adviser serves as the investment adviser to each of the Victory Funds pursuant
to an investment advisory agreement and oversees the operations of the Funds
according to investment policies and procedures adopted by the Board. The
Adviser is a New York corporation that is registered as an investment adviser
with the Securities and Exchange Commission (“SEC”). As of September 30, 2024,
the Adviser managed and advised assets totaling in excess of $176.1 billion for
individual and institutional clients. The Adviser’s principal address is 15935
La Cantera Parkway, San Antonio, TX 78256.
A
discussion regarding the basis of the Board’s approval of the Funds' Advisory
Agreement is available in the Funds' most recent Form N-CSRS filing report to
shareholders for the period ended December 31.
The
Adviser is a diversified global asset manager comprised of multiple investment
teams, referred to as investment franchises, each of which utilizes an
independent approach to investing. Trivalent Investments (“Trivalent”) is the
investment franchise responsible for management of the Funds.
Advisory
fees to be paid annually, before waivers, will be equal to the
following:
|
Fund
|
Advisory
Fee
|
|
Victory
Trivalent International Fund – Core Equity
|
0.80%
|
|
Victory
Trivalent International Small Cap Fund
|
0.92% |
See “Fund
Fees and Expenses” for information about any contractual agreement by the
Adviser to waive fees and/or reimburse expenses with respect to a Fund. From
time to time, the Adviser also may voluntarily waive fees and/or reimburse
expenses in amounts exceeding those required to be waived or reimbursed under
any contractual agreement that may be in place with respect to a
Fund.
Portfolio
Management
Daniel
B. LeVan is a
Senior Portfolio Manager and the Chief Investment Officer of Trivalent and has
been with the Adviser since 2014 when the Adviser acquired Munder Capital
Management. From 2007-2014, Mr. LeVan was a Senior Portfolio Manager of Munder
Capital Management. He has been the Lead Portfolio Manager, with final
investment authority, for the Victory
Trivalent International Small-Cap Fund since its
inception. Mr. LeVan is a CFA charterholder.
Peter
S. Carpenter is a
Senior Portfolio Manager of Trivalent and has been with the Adviser since 2014.
From 2007-2014, Mr. Carpenter was a Senior Portfolio Manager of Munder Capital
Management. He has been the Lead Portfolio Manager, with final investment
authority, for the Victory
Trivalent International Fund—Core Equity since
inception. Mr. Carpenter is a CFA charterholder.
John
W. Evers is a
Senior Portfolio Manager of Trivalent and has been with the Adviser since 2014.
From 2007-2014, Mr. Evers was a Senior Portfolio Manager of Munder Capital
Management. He has been the Lead Portfolio Manager, with final investment
authority, and a portfolio manager of the Victory
Trivalent International Small-Cap Fund since
each Fund’s inception. Mr. Evers is a CFA
charterholder.
21
Organization and
Management of the Funds
Jeffrey
R. Sullivan is a
Senior Portfolio Manager of Trivalent and has been with the Adviser or an
affiliate since 2014. From 2007-2014, Mr. Sullivan was a Senior Portfolio
Manager of Munder Capital Management. He has been a portfolio manager of the
Victory
Trivalent International Fund—Core Equity since its
inception. Mr. Sullivan is a CFA charterholder.
The
Funds' SAI provides additional information about the portfolio managers' method
of compensation, other accounts they manage, and any ownership interests they
may have in the Funds.
22
Investing with the
Victory Funds
|
All you need
to get started is to fill out an
application. |
If you are
looking for a convenient way to open an account or to add money to an existing
account, we can help. The sections that follow will serve as a guide to your
investment with the Victory Funds. These sections describe many of the share
classes currently offered by the Victory Funds. The section Choosing
a Share Class will help
you decide which share class it may be to your advantage to
buy.
Keep in
mind that Class I, Class R, Class R6, and Class Y shares are available for
purchase only by eligible shareholders. In addition, not all Victory Funds offer
each class of shares described below, and therefore, certain classes may be
discussed that are not necessarily offered by a Fund. The classes of shares that
are offered by a Fund are those listed on the cover page designated with a
ticker symbol. A Fund may also offer other share classes in different
prospectuses. The Victory Funds may offer additional classes of shares in the
future.
This
section of the Prospectus also describes how to open an account, how to access
information about your account, and how to buy, exchange, and sell shares of a
Victory Fund. Note, this information may vary if you invest through a third
party such as a brokerage firm and will be dependent on that firm's policies and
practices. Consult your Investment Professional for specific
details.
We want to
make it simple for you to do business with us. If you have questions about any
of this information, please call your Investment Professional or one of our
customer service representatives at 800-539-FUND (800-539-3863). They will be
happy to assist you.
|
An
Investment Professional is an investment consultant, salesperson,
financial planner,
investment
adviser, or trust officer who provides you with investment
information.
Your
Investment Professional also can help you decide which share class is best
for you.
Investment
Professionals and other financial intermediaries may charge fees for their
services. |
23
Share
Price
|
The
daily NAV is useful to you as a shareholder because the NAV,
multiplied by
the number of Fund shares you own, gives you the value of your
investment. |
Each
Victory Fund calculates its share price, called its net asset value (“NAV”),
each business day as of the close of regular trading on the New York Stock
Exchange, Inc. (“NYSE”), which is normally 4:00 p.m. Eastern Time. The NAV takes
into account the expenses and fees of a Fund, including management,
administration, and distribution fees (if any), which are accrued daily. In the
event of an emergency or other disruption in trading on the NYSE, a Fund’s share
price will be determined based upon the close of the NYSE. You may buy,
exchange, and sell your shares on any business day at a price that is based on
the NAV that is next calculated after you place your order. A business day is a
day on which the NYSE is open. The NYSE is closed on weekends, most national
holidays, and Good Friday.
To the
extent a Fund’s investments include securities that are traded primarily in
foreign markets, the value of those securities may change on days when
shareholders are unable to purchase and redeem a Fund’s shares, such as on
weekends or other days when the Fund does not price its
shares.
Each Fund
prices its investments based on market value when market quotations are readily
available. When these quotations are not readily available, the Adviser will
price a Fund’s investments at fair value in accordance with applicable
regulatory requirements. A security will be fair valued when:
◼
Trading in
the security has been halted;
◼
The market
quotation for the security is clearly erroneous due to a clerical
error;
◼
The
security’s liquidity decreases such that, in the Adviser's opinion, the market
quotation has become stale; or
◼
An event
occurs after the close of the trading market (but before the Fund’s NAV is
calculated) that, in the Adviser’s opinion, materially affects the value of the
security.
The use of
fair value pricing may minimize arbitrage opportunities that attempt to exploit
the differences between a security's market quotation and its fair value. The
use of fair value pricing may not, however, always reflect a security’s actual
market value in light of subsequent relevant information, and the security’s
opening price on the next trading day may be different from the fair value price
assigned to the security.
Each
Victory Fund calculates the NAV of each share class by adding up the total value
of the investments and other assets of that class, subtracting its liabilities,
and then dividing that figure by the number of outstanding shares of the
class.
|
NAV= |
Total
Assets - Liabilities |
|
Number of
Shares Outstanding |
A Fund's
NAV is available by calling 800-539-FUND (800-539-3863) or by visiting the
Funds' website at vcm.com.
24
Choosing a Share
Class
CLASS
A
◼
Front-end
sales charge, as described in this section. There are several ways to reduce or
eliminate this charge as discussed under Sales
Charge Reductions and Waivers for Class A Shares.
◼
A
contingent deferred sales charge (“CDSC”) may be imposed if you sell your shares
within 18 months of purchase. The CDSC may be waived or reduced in certain
circumstances as discussed under CDSC
Reductions for Class A and Class C Shares.
◼
Class A
shares also pay ongoing distribution and/or service (12b-1)
fees.
◼
Lower
annual expenses than Class C or Class R shares.
CLASS
C
◼
No
front-end sales charge. All your money goes to work for you right
away.
◼
A CDSC may
be imposed if you sell your shares within 12 months of purchase. The CDSC may be
waived or reduced in certain circumstances as discussed under CDSC
Reductions for Class A and Class C Shares.
◼
Class C
shares also pay ongoing distribution and/or service (12b-1)
fees.
◼
Higher
annual expenses than all other classes of shares.
CLASS
I
◼
No
front-end sales charge or CDSC. All your money goes to work for you right
away.
◼
Class I
shares do not pay any ongoing distribution and/or service (12b-1)
fees.
◼
Class I
shares are only available to certain investors.
◼
Typically
lower annual expenses than all other classes of shares except Class R6
shares.
CLASS
R
◼
No
front-end sales charge or CDSC. All your money goes to work for you right
away.
◼
Class R
shares pay ongoing distribution and/or service (12b-1) fees.
◼
Class R
shares are only available to certain investors.
◼
Higher
annual expenses than all classes except Class C shares.
CLASS
R6
◼
No
front-end sales charge or CDSC. All your money goes to work for you right
away.
◼
Class R6
shares do not pay any ongoing distribution and/or service (12b-1)
fees.
◼
Class R6
shares are only available to certain investors.
◼
Typically
lower annual expenses than all other classes of shares.
CLASS
Y
◼
No
front-end sales charge or CDSC. All your money goes to work for you right
away.
◼
Class Y
shares do not pay any ongoing distribution and/or service (12b-1)
fees.
◼
Class Y
shares are only available to certain investors.
◼
Typically
lower annual expenses than Classes A, C, and R shares.
25
Choosing a Share
Class
Share
Classes
When you
purchase shares of a Fund, you must choose a share class. The Victory Funds
offer Class A, Class C, Class I, Class R, Class R6, and Class Y shares. Each
share class represents an interest in the same portfolio of securities, but the
classes differ in the sales charges, if any, and expenses that apply to your
investment, allowing you and your Investment Professional to choose the class
that best suits your investment needs.
Deciding
which share class best suits your investment needs depends on a number of
factors that you should discuss with your Investment Professional, including:
how long you expect to hold your investment, how much you intend to invest, and
the total expenses associated with each share class.
The Funds
reserve the right to change the eligibility criteria for purchasing a particular
share class. For example, a class of shares may be available to purchase only by
retirement plans or by institutional investors. The Funds may also waive any
applicable eligibility criteria or investment minimums at its
discretion.
A Fund or
any class may be closed at any time for failure to achieve an economical level
of assets or for other reasons. Certain financial intermediaries who hold shares
on behalf of their customers impose fees when the amount of shares of a
particular class falls below a minimum threshold. To the extent that the amount
of shares falls below that threshold, the Funds reserve the right to liquidate
the shares held in accounts maintained by the financial
intermediary.
Calculation
of Sales Charges for Class A Shares
|
For
historical expense information, see the “Financial Highlights”
at the end of
this Prospectus. |
Class A
shares are sold at their public offering price, which is the NAV plus any
applicable initial sales charge, also referred to as the “front-end sales load.”
The sales charge may be reduced or eliminated for larger purchases, as detailed
below or as described under Sales
Charge Reductions and Waivers for Class A Shares. The
investment levels required to obtain a reduced sales charge are commonly
referred to as “breakpoints.”
All Class
A purchases are subject to the terms described herein except for those purchases
made through an intermediary specified in Appendix
A - Variations in Sales Charge Reductions and Waivers Available Through Certain
Intermediaries.
In order
to obtain a breakpoint discount, you must inform the Victory Funds or your
Investment Professional at the time you purchase shares of the existence of the
other Victory accounts or purchases of Victory Funds that are eligible to be
linked for the purpose of calculating the initial sales charge. The Fund or your
Investment Professional may ask you for records or other information about other
Victory Funds held in your Victory accounts and any linked accounts, such as
accounts opened with a different financial intermediary.
The
current sales charge rates and breakpoint levels for Class A shares of the Funds
are listed below:
|
Your
Investment in the Fund
|
Sales
Charge
as
a % of
Offering
Price
|
Sales
Charge
as
a % of
Your
Investment
|
|
Up
to $49,999
|
5.75%
|
6.10%
|
|
$50,000
up to $99,999
|
4.50%
|
4.71%
|
|
$100,000
up to $249,999
|
3.50%
|
3.63%
|
|
$250,000
up to $499,999
|
2.50%
|
2.56%
|
26
Choosing a Share
Class
|
Your
Investment in the Fund |
Sales
Charge
as
a % of
Offering
Price
|
Sales
Charge
as
a % of
Your
Investment
|
|
$500,000
up to $999,999
|
2.00%
|
2.04%
|
|
$1,000,000
and above1
|
0.00%
|
0.00% |
1 A contingent
deferred sales charge (“CDSC”) of 0.75% may be imposed on certain redemptions of
Class A shares purchased without an initial sales charge if any of those shares
are redeemed within 18 months of purchase. This charge will be based on either
the cost of the shares or NAV at the time of redemption, whichever is lower. No
CDSC is imposed on shares representing reinvested distributions. You may be
eligible for a reduction or waiver of this CDSC
under certain circumstances. See CDSC Reductions for Class A and Class C
Shares and Appendix
A - Variations in Sales Charge Reductions and Waivers Available Through Certain
Intermediaries for
details.
Sales
Charge Reductions and Waivers for Class A Shares
|
There
are several ways you can combine multiple purchases of Class A shares of
the Victory
Funds to take
advantage of reduced sales charges or, in some cases, eliminate sales
charges. |
There are
a number of ways you can reduce or eliminate your sales charges, which we
describe below. In order to obtain a Class A sales charge reduction or waiver,
you must provide your financial intermediary or the Funds' transfer agent, at
the time of purchase, with current information regarding shares of any Victory
Funds held in other accounts. This information must include account statements
or other records (including written representations from the intermediary
holding the shares) that indicate any accounts (e.g., retirement accounts)
established (i) with the Victory Funds and your Investment Professional; (ii)
with other financial intermediaries; and (iii) in the name of immediate family
household members (spouse or domestic partner and children under 21) with regard
to Rights of Accumulation.
The
availability of a sales charge reduction or waiver discussed below will depend
upon whether you purchase your shares directly from the Funds or through a
financial intermediary. If you are eligible for a sales charge reduction because
you own shares of other Victory Funds, you must notify the Funds or your
financial intermediary at the time of purchase of any relationship or other
facts qualifying you for sales charge reductions or waivers. Some intermediaries
impose different policies for sales charge waivers and reductions. These
variations are described in Appendix A — Variations in Sales Charge Reductions
and Waivers Available Through Certain Intermediaries. Except as described with
respect to the intermediaries specified in Appendix A, all Class A shares are
subject to the terms stated below. In order to obtain waivers and discounts that
are not available through your intermediary, you must purchase Fund shares
directly from the Funds or through another intermediary.
You can
find additional information regarding sales charges and their reductions, free
of charge, at vcm.com/policies, by clicking on Victory
Funds Pricing Policies.
You may
reduce or eliminate the sales charge applicable to Class A shares in a number of
ways:
◼
Breakpoint -
Purchase a sufficient amount to reach a breakpoint (see Calculation
of Sales Charges for Class A Shares
above);
◼
Letter
of Intent - If you
anticipate purchasing $50,000 or more of Class A shares of the Fund, including
any purchase of other Victory Funds of any share class (except money market
funds and any assets held in group retirement plans), within a 13-month period,
you may qualify for a sales charge breakpoint as though you were investing the
total amount in one lump sum. In order to qualify for the reduced sales charge,
you must submit a non-binding Letter of Intent (the “Letter”) within 90 days of
the start of the purchases. Each investment you make after signing the Letter
will be entitled to the sales charge applicable to the total investment
indicated in the Letter. You must start with a minimum initial investment of at
least 5.00% of the total amount you intend to purchase. A portion of the shares
purchased under the Letter will be held in escrow until the total investment has
been completed. In the event you do not complete your commitment set forth
27
Choosing a Share
Class
in the
Letter in the time period specified, sufficient escrowed shares will be redeemed
to pay any applicable front-end sales charges;
◼
Right
of Accumulation - Whereas
a Letter of Intent allows you to qualify for a discount by combining your
current purchase amount with purchases you intend to make in the near future, a
Right of Accumulation allows you to reduce the initial sales charge on a Class A
investment by combining the amount of your current purchase with the current
market value of prior investments made by you, your spouse (including domestic
partner), and your children under age 21 in any class of shares of any Victory
Fund (except money market funds and any assets held in group retirement plans).
The value of eligible existing holdings will be calculated by using the greater
of the current value or the original investment amount. To ensure that you
receive a reduced price using the Fund’s Right of Accumulation, you or your
Investment Professional must inform the Funds that the Right applies each time
shares are purchased and provide sufficient information to permit confirmation
of qualification;
◼
Reinstatement
Privilege - You may
reinvest at NAV all or part of your redemption proceeds within 90 days of a
redemption of Class A shares of a Fund;
◼
Waiver - The
Victory Funds will completely waive the sales charge for Class A shares in the
following cases:
◼
Purchases
of at least $250,000 for certain Funds or $1 million for
others;
◼
Purchases
by certain individuals associated with the Victory Funds or service providers
(see “Eligibility of Individuals Associated with the Victory Funds and Fund
Service Providers”);
◼
Purchases
by registered broker-dealers, financial intermediaries or their agents or
affiliates who have agreements with the Funds' distributor (the “Distributor”),
if the shares are purchased for their own account, purchased for retirement
plans of their employees or sold to registered representatives or full-time
employees (or their immediate families), provided that such purchase is for one
of the foregoing types of accounts;
◼
Purchases
for trust or other advisory accounts established with a financial institution
and fee-based investment products or accounts;
◼
Reinvestment
of proceeds from a liquidation distribution of Class A shares of a Victory Fund
held in a deferred compensation plan, agency, trust, or custody
account;
◼
Purchases
by retirement plans, including Section 401 and 457 plans sponsored by a Section
501(c)(3) organization and certain non-qualified deferred compensation
arrangements that operate in a similar manner to qualified plans. Investors
nonetheless may be charged a fee if they effect transactions in Class A shares
through a broker or agent;
◼
Purchases
by participants in no transaction fee programs offered by certain broker-dealers
(sometimes referred to as “supermarkets”);
◼
Purchases
by certain financial intermediaries who offer shares to self-directed investment
brokerage accounts that may or may not charge a transaction fee to its
customers;
◼
Shareholders
investing directly with the Fund who do not have a third-party financial
intermediary or registered representative assigned, or who invest directly in
certain products sponsored by the Adviser or its affiliates;
◼
Purchases
by CMS Energy employees participating in a Victory prototype Roth IRA plan by
way of payroll deduction from CMS Energy; and
◼
Individuals
who reinvest the proceeds of redemptions from Class I, Class R6, or Class Y
shares of a Victory Fund within 60 days of redemption.
You should
inform the Fund or your Investment Professional at the time of purchase of the
sales charge waiver category which you believe applies.
28
Choosing a Share
Class
CDSC
for Class A Shares
A CDSC of
0.75% may be imposed on certain redemptions of Class A shares purchased without
an initial sales charge if any of those shares are redeemed within 18 months of
purchase. This charge will be based on either the cost of the shares or NAV at
the time of redemption, whichever is lower. No CDSC is imposed on shares
representing reinvested distributions.
More
information is available in CDSC
Reductions and Waivers for Class A and Class C Shares and
Appendix
A – Variations in Sales Charge Reductions and Waivers Available Through Certain
Intermediaries. All
Class A purchases are subject to the terms described herein except for those
purchases made through the intermediaries specified in Appendix
A.
CDSC
for Class C Shares
You will
pay a 1.00% CDSC on any Class C shares you sell within 12 months of purchase.
The CDSC is based on the current value of the shares being sold or their NAV
when purchased, whichever is less. There is no CDSC on shares you acquire by
reinvesting your dividends or capital gains distributions. You may be eligible
for reduction or waiver of this CDSC under certain circumstances. There is no
CDSC imposed when you exchange your shares for Class C shares of another Victory
Fund; however, your exchange is subject to the same CDSC schedule that applied
to your original purchase.
An
investor may, within 90 days of a redemption of Class C shares, reinvest all or
part of the redemption proceeds in the Class C shares of any Victory Fund at the
NAV next computed after receipt by the transfer agent of the reinvestment order.
Class C share proceeds reinvested do not result in a refund of any CDSC paid by
the shareholder, but the reinvested shares will be treated as CDSC exempt upon
reinvestment. The shareholder must ask the Distributor for such privilege at the
time of reinvestment.
To keep
your CDSC as low as possible, each time you sell shares we will first sell
shares in your account that are not subject to a CDSC. If there are not enough
of these to meet your sale, we will sell the shares in the order they were
purchased.
More
information is available in CDSC
Reductions and Waivers for Class A and Class C Shares and
Appendix
A – Variations in Sales Charge Reductions and Waivers Available Through Certain
Intermediaries.
CDSC
Reductions and Waivers for Class A and Class C Shares
No CDSC is
imposed on redemptions of Class A and Class C shares in the following
circumstances:
◼
To the
extent that the shares redeemed:
◼
are no
longer subject to the holding period for such shares;
◼
resulted
from reinvestment of distributions; or
◼
were
exchanged for shares of another Victory Fund as allowed by the Prospectus,
provided that the shares acquired in such exchange or subsequent exchanges will
continue to remain subject to the CDSC, if applicable, calculated from the
original date of purchase until the applicable holding period expires. In
determining whether the CDSC applies to each redemption, shares not subject to a
CDSC are redeemed first;
◼
Following
the death or post-purchase disability of:
◼
a
registered shareholder on an account; or
◼
a settlor
of a living trust, of shares held in the account at the time of death or initial
determination of post-purchase disability;
◼
Distributions
from individual retirement accounts, Section 403(b), Section 457 and Section 401
qualified plans, where redemptions result from:
29
Choosing a Share
Class
◼
required
minimum distributions with respect to that portion of such contributions that
does not exceed 12% annually;
◼
tax free
returns of excess contributions or returns of excess deferral
amounts;
◼
distributions
on the death or disability of the account holder;
◼
distributions
for the purpose of a loan or hardship withdrawal from a participant plan
balance; or
◼
distributions
as a result of separation of service;
◼
Distributions
as a result of a Qualified Domestic Relations Order or Domestic Relations Order
required by a court settlement;
◼
In
instances where the investor’s dealer or institution waived its commission in
connection with the purchase and notifies the Distributor prior to the time of
investment;
◼
When the
redemption is made as part of a Systematic Withdrawal Plan (including
dividends), up to an annual amount of 12% of the account value on a per fund
basis, at the time the withdrawal plan is established; or
◼
Participant-initiated
distributions from employee benefit plans or participant-initiated exchanges
among investment choices in employee benefit plans.
Eligibility
Requirements to Purchase Class I Shares
Class I
shares may only be purchased by:
◼
Institutional
and individual retail investors with a minimum investment in Class I shares of
$2,000,000 who purchase through certain broker-dealers or directly from the
transfer agent;
◼
Investors
who purchase through advisory programs with an approved financial intermediary
in which the financial intermediary typically charges the investor a fee based
upon the value of the account (“Advisory Programs”). Such transactions may be
subject to additional rules or requirements of the applicable Advisory
Program;
◼
Retirement
plans, including Section 401 and 457 plans, Section 403 plans sponsored by a
Section 501(c)(3) organization and certain non-qualified deferred compensation
arrangements that operate in a similar manner to qualified plans; or
◼
Brokers
(and their sales representatives) where those brokers have agreements with the
Distributor to sell shares of a Fund.
A Fund may
allow a lower initial investment if, in the opinion of the Distributor, the
investor has the adequate intent and availability of assets to reach a future
level of investment of $2,000,000.
Eligibility
Requirements to Purchase Class R Shares
Class R
shares may only be purchased by:
◼
Retirement
plans, including Section 401 and 457 plans, Section 403 plans sponsored by a
Section 501(c)(3) organization and certain non-qualified deferred compensation
arrangements that operate in a similar manner to qualified plans; or
◼
Investors
who purchase through Advisory Programs with an approved financial
intermediary.
Eligibility
Requirements to Purchase Class R6 Shares
Class R6
shares may only be purchased by:
◼
Registered
investment companies;
◼
Retirement
plans, including Section 401 and 457 plans, Section 403 plans sponsored by a
Section 501(c)(3) organization, employer sponsored benefit plans (including
health savings
30
Choosing a Share
Class
accounts)
and certain non-qualified deferred compensation arrangements that operate in a
similar manner to qualified plans;
◼
Endowments
and foundations; or
◼
Investors
who purchase through Advisory Programs with an approved financial
intermediary.
Eligibility
Requirements to Purchase Class Y Shares
Class Y
shares may only be purchased by:
◼
Institutional
and individual retail investors with a minimum investment in Class Y shares of
$1,000,000 who purchase through certain broker-dealers or directly from the
transfer agent;
◼
Clients of
state-registered or federally registered investment advisors (RIAs), where such
RIAs trade through institutional trading platforms approved by a Fund, who
invest at least $2,500;
◼
Brokerage
platforms of firms that have agreements with the Distributor to offer such
shares solely when acting as an agent for the investor. An investor transacting
in Class Y shares through these programs may be required to pay a commission
and/or other forms of compensation to the broker;
◼
Pension,
profit sharing, employee benefit and other similar plans and trusts that invest
in a Fund;
◼
Investors
who purchase through Advisory Programs with an approved financial
intermediary;
◼
Investment
advisory clients of the Adviser; or
◼
Investment
advisors, consultants, broker-dealers and other financial intermediaries
investing for their own accounts or for the accounts of their immediate family
members.
A Fund may
allow a lower initial investment if, in the opinion of the Distributor, the
investor has the adequate intent and availability of assets to reach a future
level of investment of $1,000,000.
Eligibility
of Individuals Associated with the Victory Funds and Fund Service
Providers
Current
and retired Victory Fund trustees and the officers, directors, trustees,
employees, and family members of employees of the Adviser or Affiliated
Providers are eligible to purchase the lowest expense share class offered by a
Fund. In the case of Class A shares, such purchases are not subject to a
front-end sales charge. “Affiliated Providers” are affiliates of the Adviser and
organizations that provide services to Victory Portfolios (the
“Trust”).
|
A Fund
reserves the right to change the criteria for eligible investors
and
the
investment minimums. |
31
Information About
Fees
Distribution
and Service Plans
In
accordance with Rule 12b-1 under the Investment Company Act of 1940, the Trust
has adopted Distribution and Service Plans for Class A, Class C, and Class R
shares.
Under the
Class A Distribution and Service Plan, a Fund will pay to the Distributor a
monthly fee at an annual rate of up to 0.25% of its average daily net assets of
Class A shares. Under the Class R Distribution and Service Plan, a Fund will pay
to the Distributor a monthly fee at an annual rate of up to 0.50% of its average
daily net assets of Class R shares. The fee is paid for general distribution
services, for selling Class A and Class R shares of the Fund and, as applicable,
for providing personal services to shareholders of the Fund. Distribution
and selling services are provided by the Distributor or by agents of the
Distributor and include those services intended to result in the sale of Fund
shares. Personal services to shareholders are generally provided by
broker-dealers or other intermediaries and consist of responding to inquiries,
providing information to shareholders about their Fund accounts, establishing
and maintaining accounts and records, providing dividend and distribution
payments, arranging for bank wires, assisting in transactions and changing
account information.
Under the
Class C Distribution and Service Plan, a Fund will pay to the Distributor a
monthly fee at an annual rate of 1.00% of the average daily net assets of its
Class C shares. Of this amount, 0.75% of the Fund’s Class C shares average daily
net assets will be paid for general distribution services and for selling Class
C shares. The Fund will pay 0.25% of its Class C shares average daily net assets
to compensate financial institutions that provide personal services to Class C
shareholders of the Fund. Distribution and selling services are provided by the
Distributor or by agents of the Distributor and include those services intended
to result in the sale of the Fund’s Class C shares. Personal services to
shareholders are generally provided by broker-dealers or other financial
intermediaries and consist of responding to inquiries, providing information to
shareholders about their Fund accounts, establishing and maintaining accounts
and records, providing dividend and distribution payments, arranging for bank
wires, assisting in transactions, and changing account
information.
Because
Rule 12b-1 fees are paid out of a Fund’s assets and on an ongoing basis, over
time these fees will increase the cost of your investment and may cost you more
than paying other types of sales charges.
32
Information About
Fees
Other
Payments to Financial Intermediaries
Except
with respect to Class R6 shares, if you purchase Fund shares through an
Investment Professional, a broker-dealer, or other financial intermediary, the
Fund may pay for sub-transfer agent, recordkeeping and/or similar administrative
services. In addition, the Adviser (and its affiliates) may make substantial
payments out of its own resources, including the profits from the advisory fees
the Adviser receives from the Funds, to affiliated and unaffiliated dealers or
other Investment Professionals and service providers for distribution,
administrative and/or shareholder servicing activities. The Adviser also may
reimburse the Distributor (or the Distributor's affiliates) for making these
payments. Some of these distribution-related payments may be made to dealers or
other Investment Professionals for marketing, promotional or related expenses;
these payments are often referred to as “revenue sharing.” The Adviser (and
its affiliates) also may pay fixed fees for the listing of a Fund on a
broker-dealer’s or financial intermediary’s system. Such payments are not
considered to be revenue sharing payments.
In some
circumstances, these types of payments may create an incentive for a dealer or
Investment Professional or its representatives to recommend or offer shares of
the Victory Funds to its customers. You should ask your dealer or Investment
Professional for more details about any such payments it
receives.
No
compensation, administrative payments, sub-transfer agency payments or service
payments are paid to broker-dealers or other financial intermediaries from Fund
assets, or from the resources of the Adviser or its affiliates on sales of or
investments in Class R6 shares.
33
How to Buy
Shares
Closed
to New Investors
The
Trivalent International Small-Cap Fund is generally closed to new investors. The
Fund will continue to be available for investment (by direct purchase or
exchange) by the following:
◼
existing
shareholders,
◼
investors
that purchase shares through certain financial
intermediaries,
◼
retirement
plans, and
◼
current
and retired Fund trustees, officers, employees of the Adviser and Affiliated
Providers, and their family members.
The
Victory Funds may impose additional limitations on the purchase of shares at any
time in their discretion, and may waive or eliminate any limitation at any time
without notice. Contact the Victory Funds for more
information.
Opening
an Account
If you
would like to open an account, you will first need to complete an Account
Application.
You can
obtain an Account Application by calling Victory Funds Customer Service at
800-539-FUND (800-539-3863). You can also download an Account Application by
visiting the Victory Funds’ website, VictoryFunds.com, and clicking on the
Victory Funds Account Application link. Send the completed Account Application,
along with a check made payable to the Victory Funds, at the following
address:
Victory
Funds
P.O. Box 182593
Columbus, OH 43218-2593
P.O. Box 182593
Columbus, OH 43218-2593
You can
also obtain an Account Application by contacting your Investment Professional.
When you invest through an Investment Professional, the procedures for buying,
selling, and exchanging shares and the account features and policies may differ.
In addition to any limitations described in this Prospectus, an Investment
Professional or other intermediary may also place other limits on your ability
to use the services of a Fund. Sometimes an Investment Professional will charge
you for its services. This fee will be in addition to, and unrelated to, the
fees and expenses charged by the Funds.
Mutual
funds must obtain and verify information that identifies investors opening new
accounts. If the Funds are unable to collect the required information, you may
not be able to open your account. Additional details about the Funds' Customer
Identification Program are available in the section “Important Fund
Policies.”
If you
participate in a retirement plan that offers one of the Victory Funds as an
option, please consult your employer for information on how to purchase shares
of the Victory Funds through the plan, including any restrictions or limitations
that may apply.
Paying
for Your Initial Purchase
If you
wish to make an investment directly into the Victory Funds, make your check
payable to the “Victory Funds.” All checks must be drawn on U.S. banks. If your
check is returned as uncollectible for any reason, you will be charged for any
resulting fees and/or losses. The Fund does not accept cash, money orders,
traveler’s checks, credit card convenience checks, or third-party checks.
Additionally, bank starter checks are not accepted for the shareholder’s initial
investment into the Funds. All payments must be denominated in U.S.
dollars.
34
How to Buy
Shares
Minimum
Investments
If you
would like to buy Class A or Class C shares, the minimum investment required to
open an account is $2,500 ($1,000 for IRA accounts), with additional investments
of at least $50. If you would like to buy Class I, Class R, Class R6, or Class Y
shares, you must be an Eligible Investor, as discussed in the section
Choosing
a Share Class — Eligibility Requirements to Purchase. Eligible
Investors may be subject to a minimum investment amount as detailed in that
section.
For Class
C shares, individual purchases of $1,000,000 and above will be made
automatically in Class A shares.
If your
account falls below the minimum investment amount, we may ask you to reestablish
the minimum investment. If you do not do so within 60 days, we may close your
account and send you the value of your account.
The
minimum investment required to open an account may be waived or lowered for
employees and immediate family members of the employees, of the Adviser, the
Administrator, and their affiliates. In addition, the minimum investment
required may be waived when a Fund is purchased through an Advisory Program,
within qualified retirement plans or in other similar circumstances. Although
the Funds may sometimes waive the minimum investment, when they do so, they
always reserve the right to reject initial investments under the minimum at
their discretion.
There is
no minimum investment required to open an account or for additional investments
in Victory Simple IRAs.
A Fund
reserves the right to change the criteria for eligible investors and the
investment minimums.
Purchasing
Additional Shares
Once you
have an existing account, you can make additional investments at any time in any
amount (subject to any minimums) in the following ways:
◼
By
Mail
To ensure
that your additional investment is properly credited to your account, use the
Investment Stub attached to your confirmation statement and send it with your
check to the address indicated.
◼
By
Telephone
If you
have an existing account that has been set up to receive electronic transfers,
you can buy additional shares by calling Victory Funds Customer Service at
800-539-FUND (800-539-3863) between 8:00 a.m. and 6:00 p.m. (Eastern Time),
Monday through Friday.
◼
By
Exchange
You may
purchase shares of a Fund using the proceeds from the simultaneous redemption of
shares of another Victory Fund if it is eligible for an exchange with your Fund.
You may initiate an exchange online (if you are a registered user of
VictoryFunds.com), by telephone, or by mail. See the section “Exchanging
Shares.”
◼
Via
the Internet
If you are
a registered user, you may request a purchase of shares through our website at
VictoryFunds.com. Your account must be set up for Automated Clearing House
(“ACH”) payment in order to execute online purchases.
35
How to Buy
Shares
◼
By
ACH
Your
account must be set up for ACH payment in order to execute purchases online or
by telephone. It takes about 15 days to set up an ACH account and only domestic
member banks may be used. After your account is set up, your purchase amount can
be transferred by ACH. Currently, the Funds do not charge a fee for ACH
transfers but they reserve the right to charge for this service in the future.
Your originating bank may charge a fee for ACH transfers.
◼
By
Wire
You may
buy Fund shares by bank wire transfer of same day funds. Please call Victory
Funds Customer Service at 800-539-FUND (800-539-3863) between 8:00 a.m. and 6:00
p.m. (Eastern Time), Monday through Friday for wiring instructions. Any
commercial bank can transfer same-day funds by wire.
Although
the transfer agent does not currently charge you for receiving same-day funds,
it reserves the right to charge for this service in the future. Your bank may
charge you for wiring same-day funds. You cannot buy shares for tax-qualified
retirement plans by wire transfer.
◼
By
Systematic Investment Plan
To enroll
in the Systematic Investment Plan, you should check this box on the Account
Application or on the Account Maintenance Form. We will need your bank
information and the amount ($50 or more) and frequency of your investment. You
can select monthly, quarterly, semi annual, or annual investments. You should
attach a voided personal check so the proper information can be obtained. You
must first meet the minimum investment requirement before we will make automatic
withdrawals from your bank account and invest it in shares of a
Fund.
Other
Purchase Rules You Should Know
The Funds
reserve the right to refuse a purchase order for any reason, including if they
believe that doing so would be in the best interest of a Fund or its
shareholders. The Funds also reserve the right, without notice, to increase or
decrease the minimum amount required to open, convert shares to, or maintain a
Fund account, or to add to an existing Fund account.
|
Keep these
addresses handy for purchases, exchanges, or
redemptions. |
|
BY
REGULAR U.S. MAIL |
Victory
Funds
P.O.
Box 182593
Columbus,
OH 43218-2593 |
|
BY
OVERNIGHT MAIL |
Use
the following address ONLY for overnight packages:
Victory
Funds
c/o
FIS TA Operations
4249
Easton Way, Suite 400
Columbus,
OH 43219
PHONE:
800-539-FUND (800-539-3863) |
|
BY
WIRE |
Call
800-539-FUND (800-539-3863) BEFORE wiring money to notify the
Fund
that you intend to purchase shares by wire and to verify wire
instructions. |
|
BY
TELEPHONE |
800-539-FUND
(800-539-3863) |
|
ON
THE INTERNET |
VictoryFunds.com |
36
How to Exchange
Shares
|
There may be
limits on the ability to exchange between certain Victory
Funds.
You can
obtain a list of Victory Funds available for exchange by
calling
800-539-FUND
(800-539-3863) or by visiting
VictoryFunds.com |
The shares
of any class of a Fund may be exchanged for the shares of any other class
offered by the Fund or the same class of any other class of any Victory Fund,
either through your Investment Professional or directly through the Fund,
subject to the conditions described below:
◼
Exchanges
are subject to any CDSC, minimum investment limitation or eligibility
requirements described in the applicable Prospectus and SAI. You may be required
to provide sufficient information to establish eligibility to exchange into a
new share class.
◼
To
exchange with another Victory Fund, the other Victory Fund must be eligible for
exchange with your Fund.
◼
Shares of
the Victory Fund selected for exchange must be available for sale in your state
of residence.
If you
have questions about these, or any of the Funds' other exchange policies, please
consult Victory Customer Service or your Investment Professional before
requesting an exchange.
Before
exchanging, you should read the Prospectus of the other Victory Fund you wish to
exchange into, which may be subject to different risks, fees, and
expenses.
Class
C Share Conversion
Class C
shares of the Fund will convert automatically to Class A shares in the month
following the eight-year anniversary date of the purchase of the Class C shares.
Your financial intermediary may have a conversion schedule that is shorter than
eight years. Class C conversions will be effected at the relative NAV of each
such class without the imposition of any sales charge, fee, or other
charge.
You may be
able to voluntarily convert your Class C shares before the stated anniversary to
a different share class of the same Fund that has a lower total annual operating
expense ratio provided certain conditions are met. This voluntary conversion
feature is intended for shares held through a financial intermediary offering a
fee-based or wrap fee program that has an agreement with the Adviser or the
Distributor specific for this purpose. Generally, Class C shares are not
eligible for conversion until the applicable CDSC period has expired. Please
contact your financial intermediary for additional
information.
Processing
Your Voluntary Exchange/Conversion
If your
exchange or conversion request is received and accepted by the Funds, an
Investment Professional or other intermediary by the close of trading as
described in the section titled, “Share Price,” then your request will be
processed the same day. If received after the close of trading, your request
will be processed on the next business day. Please contact your financial
intermediary regarding the tax consequences of any exchange or
conversion.
Exchanges
will occur at the respective NAVs of the Funds' share classes involved in the
exchange next calculated after receipt and acceptance of your exchange request
in good order, plus any applicable sales charge described in the Prospectus.
Share class conversions will be based on the respective NAV of each class as of
the trade date of the conversion. Consequently, you may receive fewer shares or
more shares than originally owned, depending on that day’s
NAVs.
37
How to Exchange
Shares
Requesting
an Exchange
You can
exchange shares of the Funds by telephone, by mail, or via the Internet. You
cannot exchange into an account with a different registration or tax
identification number.
◼
By
Telephone
Unless you
indicate otherwise on the account application, Victory Customer Service will be
authorized to accept exchange instructions received by
telephone.
◼
By
Mail
Send a
letter of instruction signed by all registered owners or their legal
representatives to the Victory Funds.
◼
Via
the Internet
You may
also exchange shares via the Internet at VictoryFunds.com if you are a
registered user.
Other
Exchange Rules You Should Know
The Funds
may refuse any exchange purchase request if the Adviser determines that the
request is associated with a market timing strategy. The Funds may terminate or
modify the exchange privilege at any time upon 60 days’ notice to
shareholders.
An
exchange of Fund shares for shares of another Victory Fund constitutes a sale
for tax purposes unless the exchange is made within an IRA or other tax-deferred
account.
For
information on how to exchange shares of a Fund that were purchased through your
employer’s retirement plan, including any restrictions and charges that the plan
may impose, please consult your employer.
38
How to Sell
Shares
|
There are a
number of convenient ways to sell your
shares. |
If your
redemption request is received in good order by the close of trading on the
NYSE, your redemption will be processed the same day. Your redemption will not
be processed until the next business day if it is received after the close of
trading on the NYSE. You cannot redeem your shares at
VictoryFunds.com.
|
BY
TELEPHONE |
The
easiest way to redeem shares is by calling 800-539-FUND (800-539-3863). When you
fill out your original application, be sure to check the box marked “Telephone
Authorization.” You have the following options for receiving your redemption
proceeds:
◼
Mail a
check to the address of record;
◼
Wire funds
to a previously designated domestic financial institution;
◼
Mail a
check to a previously designated alternate address; or
◼
Electronically
transfer your redemption via ACH to a previously designated domestic financial
institution.
Victory
Funds’ transfer agent records all telephone calls for your protection and takes
measures to verify the identity of the caller. If the transfer agent properly
acts on telephone instructions and follows reasonable procedures to ensure
against unauthorized transactions, none of the Trust, its servicing agents, the
Adviser, or the transfer agent will be responsible for any losses. If the
transfer agent does not follow these procedures, it may be liable to you for
losses resulting from unauthorized instructions.
If there
is an unusual amount of market activity and you cannot reach the transfer agent
or your Investment Professional by telephone, consider placing your order by
mail.
|
BY
MAIL |
Use the
regular U.S. mail or overnight mail address to redeem shares. You can use the
same mailing addresses listed for purchases. Send us a letter of instruction
indicating your Fund account number, amount of redemption, and where to send the
proceeds. A Medallion signature guarantee is required for the following
redemption requests:
◼
Your
account registration has changed within the last 15 business
days;
◼
The check
is not being mailed to the address on your account;
◼
The check
is not being made payable to the owner of the account;
◼
The
redemption proceeds are being transferred to another Victory Fund account with a
different registration; or
◼
The check
or wire is being sent to a different bank account than was previously
designated.
You can
get a Medallion signature guarantee from a financial institution — such as a
commercial bank, broker-dealer, credit union, clearing agency, or savings bank —
that is a member of a Medallion signature guarantee program.
|
BY
WIRE |
If you
want to receive your proceeds by wire, you must establish a Fund account that
will accommodate wire transactions. If you call before the close of trading on
the NYSE, your funds will be wired on the next business day.
|
BY
ACH |
You may
transfer your proceeds by ACH to a domestic bank. Normally, your redemption will
be processed on the same day if your request is received before the close of
trading on the NYSE. If your request is received after the close of trading it
will be processed on the next business day.
39
How to Sell
Shares
Systematic
Withdrawal Plan
If you
check this box on the Account Application or on the Account Maintenance Form, we
will send monthly, quarterly, semi-annual, or annual payments to the person you
designate. The minimum withdrawal is $25, and you must have a balance of $5,000
or more at the time you establish the Systematic Withdrawal Plan. If the payment
is to be sent to an account of yours, we will need a voided check to activate
this feature. If the payment is to be made to an address different from your
account address, we will need a Medallion signature guaranteed letter of
instruction. You should be aware that each withdrawal may be a taxable
transaction. Also, each withdrawal reduces your account balance, and eventually
your account balance may be depleted. However, you cannot automatically close
your account using the Systematic Withdrawal Plan. If your balance falls below
the initial purchase minimum, we may ask you to bring the account back to the
minimum balance. If you decide not to increase your account to the minimum
balance, your account may be closed and the proceeds mailed to
you.
Additional
Information About Redemptions
◼
Redemption
proceeds from the sale of Fund shares purchased by a check or through ACH will
be held until the purchase check or ACH has cleared, which will take up to 10
business days.
◼
We
typically expect to send the proceeds from your share redemption within one
business day after we execute your order, but we may take up to seven business
days to send redemption proceeds, regardless of payment type. When you sell
shares through your financial intermediary, you can ask the intermediary to tell
you when you can expect to receive the proceeds of your
redemption.
◼
A Fund may
suspend your right to redeem your shares in the following
circumstances:
◼
During
non-routine closings of the NYSE;
◼
When the
SEC determines either that trading on the NYSE is restricted or that an
emergency prevents the sale or valuation of the Fund’s securities;
or
◼
When the
SEC orders a suspension to protect the Fund’s shareholders.
◼
A Fund
typically uses cash and cash equivalents held in its portfolio or sells
portfolio assets to meet redemption requests. In unusual circumstances or under
stressed market conditions, the Fund may use other methods to raise cash to meet
redemption requests. For example, the Fund may draw funds from a line of credit
or borrow available cash held by other Victory Funds under an “interfund lending
program” in reliance on an exemptive order from the SEC.
◼
A Fund
will pay redemptions by any one shareholder during any 90-day period in cash up
to the lesser of $250,000 or 1.00% of the Fund’s net assets. The Funds reserve
the right to pay the remaining portion “in kind,” that is, in portfolio
securities rather than cash. Securities received pursuant to an in-kind
redemption are subject to market risk until sold and may be subject to brokerage
and other fees.
◼
If you
choose to have your redemption proceeds mailed to you and either the U.S. Postal
Service is unable to deliver the redemption check to you or the check remains
outstanding for more than six months, the Funds reserve the right to reinvest
the check in shares of the Fund at its then current NAV until you give the Fund
different instructions. No interest will accrue on amounts represented by
uncashed redemption checks.
40
Distributions and
Taxes
|
Buying
a dividend. You should
check the Funds' distribution schedule before you invest.
If you buy
shares of a Fund shortly before it makes a distribution,
some of your
investment may come back to you as a taxable
distribution. |
As a
shareholder, you are entitled to your share of net income and capital gains on a
Fund's investments. Each Fund passes its earnings along to investors in the form
of dividends. Dividends paid by a Fund represent the net income from dividends
and interest earned on investments after expenses. Each Fund will distribute
short-term gains, as necessary; and if the Fund makes a long-term capital gain
distribution, it is normally paid once a year.
Ordinarily,
each Fund declares and pays dividends annually. However, a Fund may not always
pay a dividend or distribution for a given period. Each class of shares declares
and pays dividends separately.
Distributions
can be received in one of the following ways. Please check with your Investment
Professional if you are unsure of which option is right for you.
|
Your
choice of distribution should be set up on the original Account
Application.
If you would
like to change the option you selected, please call 800-539-FUND
(800-539-3863). |
Reinvestment
Option
You can
have distributions automatically reinvested in additional shares of your Fund.
If you do not indicate another choice on your Account Application, you will be
assigned this option automatically.
Cash
Option
If you
elect to receive your distributions by check, and the distribution amount is $25
or less, the amount will automatically be reinvested in the same Fund.
Otherwise, a check will be mailed to you no later than seven days after the
dividend payment date. If you choose to have your distribution proceeds mailed
to you and either the U.S. Postal Service is unable to deliver the distribution
check to you or the check remains outstanding for at least six months, the
distribution option on your account will default to the reinvestment option as
described above. Each Fund reserves the right to reinvest the check in shares of
the Fund at its then current NAV until you give the Fund different instructions.
No interest will accrue on amounts represented by uncashed distribution
checks.
Income
Earned Option
You can
automatically reinvest your dividends in additional Fund shares and have your
capital gains paid in cash, or reinvest capital gains and have your dividends
paid in cash.
Directed
Distributions Option
In most
cases, you can automatically reinvest distributions in shares of another Victory
Fund. If you reinvest your distributions in a different Victory Fund, you may
pay a sales charge on the amount of reinvested distributions.
Directed
Bank Account Option
In most
cases, you can automatically transfer distributions to your bank checking or
savings account. Under normal circumstances, the transfer agent will transfer
your distributions within seven days of the dividend payment date. The bank
account must have a registration identical to that of your Fund
account.
41
Distributions and
Taxes
Important
Information About Taxes
|
The
tax information in this Prospectus is provided as general information.
You
should review
the more detailed discussion of federal income tax
considerations
in the SAI
and consult your tax adviser regarding the federal, state, local,
or
foreign tax
consequences resulting from your investment in a
Fund. |
Each Fund
expects to pay no federal income tax on the earnings and capital gains it
distributes to shareholders.
◼
Qualified
dividend income received from a Fund by noncorporate shareholders will be taxed
at long-term capital gain rates to the extent attributable to qualified dividend
income received by the Fund, subject to certain holding period requirements.
Nonqualified dividends, dividends received by corporate shareholders and
dividends from a Fund’s short-term capital gains are taxable as ordinary income.
Dividends from a Fund’s long-term capital gains are taxable as long-term capital
gains.
◼
You will
pay tax on dividends from a Fund whether you receive them in cash, additional
shares of the Fund or you reinvest them in shares of another Victory
Fund.
◼
Dividends
from a Fund that are attributable to interest on certain U.S. government
obligations, if any, may be exempt from certain state and local income taxes.
The extent to which ordinary dividends are attributable to these U.S. government
obligations will be provided on the tax statements you receive from a
Fund.
◼
An
exchange of a Fund’s shares for shares of another Victory Fund will be treated
as a sale. When you sell or exchange shares of a Fund, you generally will
recognize any gain or loss.
◼
An
exchange of one class of a Fund’s shares for shares of another class of the same
Fund generally constitutes a nontaxable exchange.
◼
Distributions
from a Fund and gains from the disposition of your shares may also be subject to
state and local income tax.
◼
An
additional 3.8% Medicare tax will be imposed on certain net investment income
(which includes dividends and gain recognized on a disposition of shares) of
certain U.S. individuals, estates, and trusts.
◼
Certain
dividends paid to you in January will be taxable as if they had been paid to you
the previous December.
◼
Tax
statements will be mailed from each Fund by mid-February showing the amounts and
tax status of distributions made to you in the prior calendar
year.
◼
Because
your tax treatment depends on your purchase price and tax position, you should
keep your regular account statements for use in determining your
tax.
◼
A Fund is
generally required by law to provide you and the Internal Revenue Service with
certain cost basis information related to the sale or redemption of any of your
shares in the Fund acquired on or after January 1, 2012 (including distributions
that are reinvested in additional shares of the Fund).
◼
A Fund may
be required to withhold tax from dividends and redemption proceeds if you fail
to give your correct social security or taxpayer identification number, fail to
make required certifications, or the Fund is notified by the Internal Revenue
Service that backup withholding is required.
◼
If you are
a nonresident alien individual, foreign trust or estate, foreign corporation, or
foreign partnership, a Fund’s ordinary income dividends may be subject to a 30%
U.S. withholding tax. See the section titled “TAXES—Foreign Shareholders” in the
SAI for details.
42
Distributions and
Taxes
◼
Under the
“Foreign Account Tax Compliance Act,” unless certain foreign entities comply
with certain IRS requirements that generally require them to report information
regarding U.S. persons investing in, or holding accounts with, such entities, a
30% U.S. withholding tax may apply to dividends paid by a Fund to such entities.
See the section titled “TAXES—Foreign Shareholders” in the SAI for
details.
◼
The Funds
may provide estimated capital gain distribution information through the website
at vcm.com.
◼
Dividends
and interest received by a Fund and capital gains recognized by a Fund may give
rise to withholding and other taxes imposed by foreign countries. Tax
conventions between certain countries and the United States may reduce or
eliminate such taxes. You may be able to claim a credit or take a deduction for
foreign taxes paid by a Fund if certain requirements are met.
IRA
Distribution Withholding Disclosure
We
generally must withhold federal income tax at a rate of 10% of the taxable
portion of your distribution, and if you live in a state that requires state
income tax withholding, at your state’s tax rate. However, you may elect not to
have withholding apply or to have income tax withheld at a higher rate. Any
withholding election that you make will apply to any subsequent distribution
unless and until you change or revoke the election. If you wish to make a
withholding election, or change or revoke a prior withholding election, call
800-539-FUND (800-539-3863), and form W-4P (OMB No. 1545-0074 withholding
certificate for pension or annuity payments) will be sent
electronically.
If you do
not have a withholding election in place by the date of a distribution, federal
income tax will be withheld from the taxable portion of your distribution at a
rate of 10%. If you must pay estimated taxes, you may be subject to estimated
tax penalties if your estimated tax payments are not sufficient and sufficient
tax is not withheld from your distribution.
For more
specific information, please consult your tax adviser.
43
Important Fund
Policies
Customer
Identification Program
To help
the government fight the funding of terrorism and money laundering activities,
federal law requires all financial institutions to obtain, verify, and record
information that identifies each person who opens a new account, and to
determine whether such person’s name appears on government lists of known or
suspected terrorists and terrorist organizations.
As a
result, the Victory Funds must obtain the following information for each person
who opens a new account:
◼
Name;
◼
Date of
birth (for individuals);
◼
Residential
or business street address (although post office boxes are still permitted for
mailing); and
◼
Social
security number, taxpayer identification number, or other identifying
number.
You may
also be asked for a copy of your driver’s license, passport, or other
identifying document in order to verify your identity. In addition, it may be
necessary to verify your identity by cross-referencing your identification
information with a consumer report or other electronic database. Additional
information may be required to open accounts for corporations and other
entities. Federal law prohibits the Victory Funds and other financial
institutions from opening a new account unless they receive the minimum
identifying information listed above. After an account is opened, the Victory
Funds may restrict your ability to purchase additional shares until your
identity is verified. The Victory Funds may close your account or take other
appropriate action if it is unable to verify your identity within a reasonable
time. If your account is closed for this reason, your shares will be redeemed at
the NAV next calculated after the account is closed.
Account
Maintenance Information
For the
following non-financial transactions, the Victory Funds require proof that your
signature authorizing a transaction is authentic. This verification can be
provided in all cases by either a Signature Validation Program (“SVP”) stamp or
a Medallion signature guarantee (“MSG”). In some instances a Notary Public stamp
is an acceptable alternative. As with an MSG, an SVP stamp can also be obtained
from a financial institution that is a member of the SVP program.
|
|
Notary
Public |
SVP |
MSG |
|
Change
of name
|
x |
x |
x |
|
Add/change
banking instructions
|
|
x |
x |
|
Add/change
beneficiaries
|
x |
x |
x |
|
Add/change
authorized account traders
|
|
x |
x |
|
Adding
a Power of Attorney |
x |
x |
x |
|
Add/change
Trustee
|
x |
x |
x |
|
Uniform
Transfers to Minors Act/Uniform Gifts to Minors Act custodian
change
|
x |
x |
x |
Market
Timing
The
Victory Funds discourage frequent purchases and redemptions of Fund shares
(market timing). Market timing allows investors to take advantage of market
inefficiencies, sometimes to the disadvantage of other shareholders. Market
timing increases Fund expenses to all shareholders by increasing portfolio
turnover. In addition, market timing could potentially dilute share value for
all other shareholders by requiring the Fund to hold more cash than it normally
would.
44
Important Fund
Policies
The Board
has adopted policies and procedures with respect to market timing. In order to
prevent or minimize market timing, the Funds (or the Adviser, as appropriate)
will:
◼
Employ
“fair value” pricing, as described in this Prospectus under Share Price, to
minimize the discrepancies between a security’s market quotation and its
perceived market value, which often gives rise to market timing activity;
and
◼
Monitor
for suspected market timing based on “short-term transaction” activity, that is,
a purchase or redemption of a Fund and, as applicable, a subsequent redemption
or purchase of the same Fund, or an exchange of all or part of that same
Fund.
In
monitoring for market timing activity, we consider, among other things, the
frequency of your trades and whether you acquired your Fund shares directly
through the transfer agent or whether you combined your trades with a group of
shareholders in an omnibus account or otherwise placed your order through a
securities dealer or other financial intermediary.
Frequent
trading by a shareholder is generally a characteristic of market timing.
Therefore, any account in which Fund shares are acquired directly through the
transfer agent, or where the Fund can adequately identify the shareholder, with
a history of three short-term transactions within 90 days or less is suspected
of market timing and the shareholder’s trading privileges (other than redemption
of Fund shares) will be suspended.
We may
make exceptions to the “short-term transaction” policy for certain types of
transactions if, in the opinion of the Adviser, under the oversight of the
Board, the transactions do not represent short-term or excessive trading or are
not abusive or harmful to the Funds, such as, but not limited to, systematic
transactions, required minimum retirement distributions, transactions initiated
by the Funds or administrator, and transactions by certain qualified
funds-of-funds.
If you
acquired shares through an omnibus account or otherwise placed your order
through a securities dealer, or other financial intermediary (such as investment
advisers, broker-dealers, third-party administrators, or insurance companies),
and market timing is suspected, different purchase and exchange limitations may
apply. We may rely upon a financial intermediary’s policy to deter short-term or
excessive trading (i) if we believe that the financial intermediary’s policy is
reasonably designed to detect and deter transactions that are not in the best
interests of the Funds, or (ii) if we receive an undertaking from the financial
intermediary to enforce short-term or excessive trading policies on behalf of
the Funds that provide a substantially similar level of protection for the Funds
against such transactions. If you hold your Fund shares through a financial
intermediary, you are advised to consult the intermediary to determine what
purchase and exchange limitations apply to your account.
We reserve
the right to reject or cancel a purchase or exchange order for any reason
without prior notice. We will deny your request to purchase or exchange your
shares if we believe that the transaction is part of a market timing
strategy.
The Funds'
market timing policies and procedures may be modified or terminated at any time
under the oversight of the Board.
45
Important Fund
Policies
Portfolio
Holdings Disclosure
A
description of each Fund's policies and procedures with respect to the
disclosure of the Funds' portfolio securities is available in the Funds' SAI,
which is available upon request and on the Funds' website at
VictoryFunds.com.
Performance
The
Victory Funds may advertise the performance of a Fund by comparing it to other
mutual funds with similar objectives and policies. Performance information also
may appear in various publications. Any fees charged by Investment Professionals
may not be reflected in these performance calculations.
Advertising
information may include the average annual total return of the Funds calculated
on a compounded basis for specified periods of time. Total return information
will be calculated according to rules established by the SEC. Such information
may include performance rankings and similar information from independent
organizations and publications.
Statements
and Reports
You will
receive a periodic statement reflecting any transactions that affect the balance
or registration of Fund shares in your account. You will receive a confirmation
after any purchase, exchange, or redemption. If your account has been set up by
an Investment Professional, Fund activity will be detailed in that account’s
statements. Share certificates are not issued. Twice a year, you will receive a
financial report of the Fund. By February 15th of each year, you will be mailed
an IRS form reporting distributions for the previous year, which also will be
filed with the IRS.
Shareholder
Communications
In order
to eliminate duplicate mailings to an address at which two or more shareholders
with the same last name reside, the Victory Funds may send only one copy of any
shareholder reports, proxy statements, prospectuses and their supplements,
unless you have instructed us to the contrary. You may request that the Victory
Funds send these documents to each shareholder individually by calling the
Victory Funds at 800-539-FUND (800-539-3863), and they will be delivered
promptly.
While this
Prospectus and the SAI of the Trust describe pertinent information about the
Trust and the Funds, neither this Prospectus nor the SAI represents a contract
between the Trust or the Funds and any shareholder.
46
Financial
Highlights
The
following financial highlights tables reflect historical information about
shares of the Funds and are intended to help you understand each Fund's
financial performance for the past five years, or, if shorter, the period of its
operations. Certain information shows the results of an investment in one share
of a Fund. To the extent a Fund invests in other funds, the Total Annual
Operating Expenses included in a Fund's Fees and Expenses Table may not
correlate to the ratio of expenses to average net assets in the financial
highlights below. The total returns in the table represent the rate that an
investor would have earned (or lost) on an investment in each Fund (assuming
reinvestment of all dividends and distributions).
The
information presented has been audited by Cohen & Company, Ltd., the Funds'
independent registered public accounting firm, whose report, along with the
Funds' financial statements, are included in the Funds' most recent N-CSR filing
to shareholders, which is available upon request.
47
Victory
Trivalent International Fund-Core Equity
|
|
Class
A | ||||
|
For
a Share Outstanding Throughout Each
Period |
Year
Ended
6/30/24 |
Year
Ended
6/30/23 |
Year
Ended
6/30/22 |
Year
Ended
6/30/21 |
Year
Ended
6/30/20 |
|
Net
Asset Value, Beginning of Period |
$7.32 |
$6.51 |
$8.35 |
$6.49 |
$6.87 |
|
Investment
Activities: |
|
|
|
|
|
|
Net
investment income (loss)(a) |
0.16 |
0.15 |
0.17 |
0.18 |
0.12 |
|
Net
realized and unrealized gains (losses) |
0.97 |
0.81 |
(1.73) |
1.77 |
(0.44) |
|
Total
from Investment Activities |
1.13 |
0.96 |
(1.56) |
1.95 |
(0.32) |
|
Distributions
to Shareholders from: |
|
|
|
|
|
|
Net
investment income |
(0.26) |
(0.15) |
(0.28) |
(0.09) |
(0.06) |
|
Total
Distributions |
(0.26) |
(0.15) |
(0.28) |
(0.09) |
(0.06) |
|
Net
Asset Value, End of Period |
$8.19 |
$7.32 |
$6.51 |
$8.35 |
$6.49 |
|
Total
Return (excludes sales charge)(b) |
15.87% |
15.09% |
(19.33)% |
30.28% |
(4.72)% |
|
Ratios
to Average Net Assets: |
|
|
|
|
|
|
Net
Expenses(c) |
0.95% |
0.95% |
0.95% |
0.95% |
0.95% |
|
Net
Investment Income (Loss) |
2.04% |
2.28% |
2.18% |
2.32% |
1.73% |
|
Gross
Expenses(c) |
1.79% |
1.79% |
1.77% |
1.76% |
1.84% |
|
Supplemental
Data: |
|
|
|
|
|
|
Net
Assets at end of period (000's) |
$4,003 |
$3,765 |
$4,147 |
$5,379 |
$4,550 |
|
Portfolio
Turnover(d) |
38% |
49% |
55% |
47% |
49% |
(a)
Per share net
investment income (loss) has been calculated using the average daily shares
method.
(b)
Assumes
reinvestment of all net investment income and realized capital gain
distributions, if any, during the period. Includes adjustments in accordance
with U.S. Generally Accepted Accounting Principles and could differ from the
reported return.
(c)
Does not include
acquired fund fees and expenses, if any.
(d)
Portfolio turnover
is calculated on the basis of the Fund as a whole without distinguishing between
the classes of shares.
48
Victory Trivalent
International Fund-Core Equity (Continued)
|
|
Class
I | ||||
|
For
a Share Outstanding Throughout Each
Period |
Year
Ended
6/30/24 |
Year
Ended
6/30/23 |
Year
Ended
6/30/22 |
Year
Ended
6/30/21 |
Year
Ended
6/30/20 |
|
Net
Asset Value, Beginning of Period |
$7.37 |
$6.55 |
$8.40 |
$6.53 |
$6.90 |
|
Investment
Activities: |
|
|
|
|
|
|
Net
investment income (loss)(a) |
0.18 |
0.17 |
0.20 |
0.21 |
0.14 |
|
Net
realized and unrealized gains (losses) |
0.99 |
0.82 |
(1.74) |
1.78 |
(0.43) |
|
Total
from Investment Activities |
1.17 |
0.99 |
(1.54) |
1.99 |
(0.29) |
|
Distributions
to Shareholders from: |
|
|
|
|
|
|
Net
investment income |
(0.29) |
(0.17) |
(0.31) |
(0.12) |
(0.08) |
|
Total
Distributions |
(0.29) |
(0.17) |
(0.31) |
(0.12) |
(0.08) |
|
Net
Asset Value, End of Period |
$8.25 |
$7.37 |
$6.55 |
$8.40 |
$6.53 |
|
Total
Return(b) |
16.27% |
15.40% |
(19.03)% |
30.65% |
(4.36)% |
|
Ratios
to Average Net Assets: |
|
|
|
|
|
|
Net
Expenses(c) |
0.60% |
0.60% |
0.60% |
0.60% |
0.60% |
|
Net
Investment Income (Loss) |
2.40% |
2.57% |
2.57% |
2.69% |
2.12% |
|
Gross
Expenses(c) |
1.42% |
1.37% |
1.62% |
1.42% |
1.54% |
|
Supplemental
Data: |
|
|
|
|
|
|
Net
Assets at end of period (000's) |
$3,651 |
$3,381 |
$2,834 |
$3,303 |
$2,579 |
|
Portfolio
Turnover(d) |
38% |
49% |
55% |
47% |
49% |
(a)
Per share net
investment income (loss) has been calculated using the average daily shares
method.
(b)
Assumes
reinvestment of all net investment income and realized capital gain
distributions, if any, during the period. Includes adjustments in accordance
with U.S. Generally Accepted Accounting Principles and could differ from the
reported return.
(c)
Does not include
acquired fund fees and expenses, if any.
(d)
Portfolio turnover
is calculated on the basis of the Fund as a whole without distinguishing between
the classes of shares.
49
Victory Trivalent
International Fund-Core Equity (Continued)
|
|
Class
R6 | ||||
|
For
a Share Outstanding Throughout Each
Period |
Year
Ended
6/30/24 |
Year
Ended
6/30/23 |
Year
Ended
6/30/22 |
Year
Ended
6/30/21 |
Year
Ended
6/30/20 |
|
Net
Asset Value, Beginning of Period |
$7.42 |
$6.60 |
$8.45 |
$6.57 |
$6.92 |
|
Investment
Activities: |
|
|
|
|
|
|
Net
investment income (loss)(a) |
0.19 |
0.18 |
0.21 |
0.21 |
0.14 |
|
Net
realized and unrealized gains (losses) |
0.98 |
0.82 |
(1.75) |
1.78 |
(0.43) |
|
Total
from Investment Activities |
1.17 |
1.00 |
(1.54) |
1.99 |
(0.29) |
|
Distributions
to Shareholders from: |
|
|
|
|
|
|
Net
investment income |
(0.29) |
(0.18) |
(0.31) |
(0.11) |
(0.06) |
|
Total
Distributions |
(0.29) |
(0.18) |
(0.31) |
(0.11) |
(0.06) |
|
Net
Asset Value, End of Period |
$8.30 |
$7.42 |
$6.60 |
$8.45 |
$6.57 |
|
Total
Return(b) |
16.21% |
15.50% |
(18.93)% |
30.57% |
(4.34)% |
|
Ratios
to Average Net Assets: |
|
|
|
|
|
|
Net
Expenses(c) |
0.55% |
0.55% |
0.55% |
0.55% |
0.55% |
|
Net
Investment Income (Loss) |
2.46% |
2.68% |
2.60% |
2.75% |
2.06% |
|
Gross
Expenses(c) |
0.98% |
0.98% |
0.96% |
1.00% |
1.01% |
|
Supplemental
Data: |
|
|
|
|
|
|
Net
Assets at end of period (000's) |
$205,050 |
$180,222 |
$172,965 |
$204,691 |
$119,275 |
|
Portfolio
Turnover(d) |
38% |
49% |
55% |
47% |
49% |
(a)
Per share net
investment income (loss) has been calculated using the average daily shares
method.
(b)
Assumes
reinvestment of all net investment income and realized capital gain
distributions, if any, during the period. Includes adjustments in accordance
with U.S. Generally Accepted Accounting Principles and could differ from the
reported return.
(c)
Does not include
acquired fund fees and expenses, if any.
(d)
Portfolio turnover
is calculated on the basis of the Fund as a whole without distinguishing between
the classes of shares.
50
Victory Trivalent
International Fund-Core Equity (Continued)
|
|
Class
Y | ||||
|
For
a Share Outstanding Throughout Each
Period |
Year
Ended
6/30/24 |
Year
Ended
6/30/23 |
Year
Ended
6/30/22 |
Year
Ended
6/30/21 |
Year
Ended
6/30/20 |
|
Net
Asset Value, Beginning of Period |
$7.31 |
$6.50 |
$8.34 |
$6.48 |
$6.87 |
|
Investment
Activities: |
|
|
|
|
|
|
Net
investment income (loss)(a) |
0.17 |
0.17 |
0.19 |
0.20 |
0.13 |
|
Net
realized and unrealized gains (losses) |
0.98 |
0.81 |
(1.73) |
1.77 |
(0.44) |
|
Total
from Investment Activities |
1.15 |
0.98 |
(1.54) |
1.97 |
(0.31) |
|
Distributions
to Shareholders from: |
|
|
|
|
|
|
Net
investment income |
(0.28) |
(0.17) |
(0.30) |
(0.11) |
(0.08) |
|
Total
Distributions |
(0.28) |
(0.17) |
(0.30) |
(0.11) |
(0.08) |
|
Net
Asset Value, End of Period |
$8.18 |
$7.31 |
$6.50 |
$8.34 |
$6.48 |
|
Total
Return(b) |
16.16% |
15.22% |
(19.16)% |
30.62% |
(4.60)% |
|
Ratios
to Average Net Assets: |
|
|
|
|
|
|
Net
Expenses(c) |
0.70% |
0.70% |
0.70% |
0.70% |
0.70% |
|
Net
Investment Income (Loss) |
2.25% |
2.58% |
2.42% |
2.59% |
1.95% |
|
Gross
Expenses(c) |
1.17% |
1.16% |
1.21% |
1.19% |
1.32% |
|
Supplemental
Data: |
|
|
|
|
|
|
Net
Assets at end of period (000's) |
$7,238 |
$7,614 |
$6,614 |
$8,574 |
$6,532 |
|
Portfolio
Turnover(d) |
38% |
49% |
55% |
47% |
49% |
(a)
Per share net
investment income (loss) has been calculated using the average daily shares
method.
(b)
Assumes
reinvestment of all net investment income and realized capital gain
distributions, if any, during the period. Includes adjustments in accordance
with U.S. Generally Accepted Accounting Principles and could differ from the
reported return.
(c)
Does not include
acquired fund fees and expenses, if any.
(d)
Portfolio turnover
is calculated on the basis of the Fund as a whole without distinguishing between
the classes of shares.
51
Victory
Trivalent International Small-Cap Fund
|
|
Class
A | ||||
|
For
a Share Outstanding Throughout Each
Period |
Year
Ended
6/30/24 |
Year
Ended
6/30/23 |
Year
Ended
6/30/22 |
Year
Ended
6/30/21 |
Year
Ended
6/30/20 |
|
Net
Asset Value, Beginning of Period |
$13.96 |
$12.43 |
$18.04 |
$12.83 |
$13.02 |
|
Investment
Activities: |
|
|
|
|
|
|
Net
investment income (loss)(a) |
0.17 |
0.20 |
0.18 |
0.14 |
0.06 |
|
Net
realized and unrealized gains (losses) |
1.13 |
1.42 |
(4.40) |
5.07 |
(0.02) |
|
Total
from Investment Activities |
1.30 |
1.62 |
(4.22) |
5.21 |
0.04 |
|
Distributions
to Shareholders from: |
|
|
|
|
|
|
Net
investment income |
(0.22) |
(0.09) |
(0.23) |
— |
(0.23) |
|
Net
realized gains |
— |
— |
(1.16) |
— |
— |
|
Total
Distributions |
(0.22) |
(0.09) |
(1.39) |
— |
(0.23) |
|
Net
Asset Value, End of Period |
$15.04 |
$13.96 |
$12.43 |
$18.04 |
$12.83 |
|
Total
Return (excludes sales charge)(b) |
9.42% |
13.11% |
(25.22)% |
40.61% |
0.15% |
|
Ratios
to Average Net Assets: |
|
|
|
|
|
|
Net
Expenses(c) |
1.35% |
1.35% |
1.35% |
1.35% |
1.35% |
|
Net
Investment Income (Loss) |
1.21% |
1.55% |
1.09% |
0.91% |
0.47% |
|
Gross
Expenses(c) |
1.69% |
1.65% |
1.63% |
1.63% |
1.63% |
|
Supplemental
Data: |
|
|
|
|
|
|
Net
Assets at end of period (000's) |
$62,195 |
$71,343 |
$64,968 |
$93,832 |
$108,115 |
|
Portfolio
Turnover(d) |
45% |
54% |
68% |
64% |
52% |
(a)
Per share net
investment income (loss) has been calculated using the average daily shares
method.
(b)
Assumes
reinvestment of all net investment income and realized capital gain
distributions, if any, during the period. Includes adjustments in accordance
with U.S. Generally Accepted Accounting Principles and could differ from the
reported return.
(c)
Does not include
acquired fund fees and expenses, if any.
(d)
Portfolio turnover
is calculated on the basis of the Fund as a whole without distinguishing between
the classes of shares.
52
Victory Trivalent
International Small-Cap Fund (Continued)
|
|
Class
C | ||||
|
For
a Share Outstanding Throughout Each
Period |
Year
Ended
6/30/24 |
Year
Ended
6/30/23 |
Year
Ended
6/30/22 |
Year
Ended
6/30/21 |
Year
Ended
6/30/20 |
|
Net
Asset Value, Beginning of Period |
$13.46 |
$11.98 |
$17.46 |
$12.51 |
$12.71 |
|
Investment
Activities: |
|
|
|
|
|
|
Net
investment income (loss)(a) |
0.05 |
0.08 |
0.05 |
0.04 |
(0.03) |
|
Net
realized and unrealized gains (losses) |
1.09 |
1.40 |
(4.26) |
4.91 |
(0.03) |
|
Total
from Investment Activities |
1.14 |
1.48 |
(4.21) |
4.95 |
(0.06) |
|
Distributions
to Shareholders from: |
|
|
|
|
|
|
Net
investment income |
(0.07) |
— |
(0.11) |
— |
(0.14) |
|
Net
realized gains |
— |
— |
(1.16) |
— |
— |
|
Total
Distributions |
(0.07) |
— |
(1.27) |
— |
(0.14) |
|
Net
Asset Value, End of Period |
$14.53 |
$13.46 |
$11.98 |
$17.46 |
$12.51 |
|
Total
Return (excludes contingent deferred sales
charge)(b) |
8.52% |
12.35% |
(25.84)% |
39.57% |
(0.65)% |
|
Ratios
to Average Net Assets: |
|
|
|
|
|
|
Net
Expenses(c) |
2.10% |
2.10% |
2.10% |
2.10% |
2.10% |
|
Net
Investment Income (Loss) |
0.39% |
0.64% |
0.30% |
0.26% |
(0.28)% |
|
Gross
Expenses(c) |
2.91% |
2.57% |
2.49% |
2.41% |
2.42% |
|
Supplemental
Data: |
|
|
|
|
|
|
Net
Assets at end of period (000's) |
$1,427 |
$2,204 |
$3,283 |
$4,945 |
$4,327 |
|
Portfolio
Turnover(d) |
45% |
54% |
68% |
64% |
52% |
(a)
Per share net
investment income (loss) has been calculated using the average daily shares
method.
(b)
Assumes
reinvestment of all net investment income and realized capital gain
distributions, if any, during the period. Includes adjustments in accordance
with U.S. Generally Accepted Accounting Principles and could differ from the
reported return.
(c)
Does not include
acquired fund fees and expenses, if any.
(d)
Portfolio turnover
is calculated on the basis of the Fund as a whole without distinguishing between
the classes of shares.
53
Victory Trivalent
International Small-Cap Fund (Continued)
|
|
Class
I | ||||
|
For
a Share Outstanding
Throughout
Each Period |
Year
Ended
6/30/24 |
Year
Ended
6/30/23 |
Year
Ended
6/30/22 |
Year
Ended
6/30/21 |
Year
Ended
6/30/20 |
|
Net
Asset Value, Beginning of Period |
$14.09 |
$12.54 |
$18.19 |
$12.94 |
$13.13 |
|
Investment
Activities: |
|
|
|
|
|
|
Net
investment income (loss)(a) |
0.26 |
0.25 |
0.26 |
0.25 |
0.11 |
|
Net
realized and unrealized gains
(losses) |
1.11 |
1.44 |
(4.46) |
5.07 |
(0.02) |
|
Total
from Investment Activities |
1.37 |
1.69 |
(4.20) |
5.32 |
0.09 |
|
Distributions
to Shareholders from: |
|
|
|
|
|
|
Net
investment income |
(0.28) |
(0.14) |
(0.29) |
(0.07) |
(0.28) |
|
Net
realized gains |
— |
— |
(1.16) |
— |
— |
|
Total
Distributions |
(0.28) |
(0.14) |
(1.45) |
(0.07) |
(0.28) |
|
Net
Asset Value, End of Period |
$15.18 |
$14.09 |
$12.54 |
$18.19 |
$12.94 |
|
Total
Return(b) |
9.80% |
13.62% |
(24.96)% |
41.16% |
0.54% |
|
Ratios
to Average Net Assets: |
|
|
|
|
|
|
Net
Expenses(c) |
0.95% |
0.95% |
0.95% |
0.95% |
0.95% |
|
Net
Investment Income (Loss) |
1.77% |
1.95% |
1.56% |
1.52% |
0.88% |
|
Gross
Expenses(c) |
1.19% |
1.21% |
1.16% |
1.17% |
1.18% |
|
Supplemental
Data: |
|
|
|
|
|
|
Net
Assets at end of period (000's) |
$2,749,212 |
$1,909,343 |
$1,655,788 |
$2,003,337 |
$1,014,425 |
|
Portfolio
Turnover(d) |
45% |
54% |
68% |
64% |
52% |
(a)
Per share net
investment income (loss) has been calculated using the average daily shares
method.
(b)
Assumes
reinvestment of all net investment income and realized capital gain
distributions, if any, during the period. Includes adjustments in accordance
with U.S. Generally Accepted Accounting Principles and could differ from the
reported return.
(c)
Does not include
acquired fund fees and expenses, if any.
(d)
Portfolio turnover
is calculated on the basis of the Fund as a whole without distinguishing between
the classes of shares.
54
Victory Trivalent
International Small-Cap Fund (Continued)
|
|
Class
R6 | ||||
|
For
a Share Outstanding Throughout Each
Period |
Year
Ended
6/30/24 |
Year
Ended
6/30/23 |
Year
Ended
6/30/22 |
Year
Ended
6/30/21 |
Year
Ended
6/30/20 |
|
Net
Asset Value, Beginning of Period |
$14.15 |
$12.59 |
$18.26 |
$13.00 |
$13.19 |
|
Investment
Activities: |
|
|
|
|
|
|
Net
investment income (loss)(a) |
0.23 |
0.24 |
0.25 |
0.23 |
0.12 |
|
Net
realized and unrealized gains (losses) |
1.14 |
1.45 |
(4.48) |
5.09 |
(0.04) |
|
Total
from Investment Activities |
1.37 |
1.69 |
(4.23) |
5.32 |
0.08 |
|
Distributions
to Shareholders from: |
|
|
|
|
|
|
Net
investment income |
(0.27) |
(0.13) |
(0.28) |
(0.06) |
(0.27) |
|
Net
realized gains |
— |
— |
(1.16) |
— |
— |
|
Total
Distributions |
(0.27) |
(0.13) |
(1.44) |
(0.06) |
(0.27) |
|
Net
Asset Value, End of Period |
$15.25 |
$14.15 |
$12.59 |
$18.26 |
$13.00 |
|
Total
Return(b) |
9.76% |
13.55% |
(25.02)% |
41.06% |
0.36% |
|
Ratios
to Average Net Assets: |
|
|
|
|
|
|
Net
Expenses(c) |
1.03% |
1.03% |
1.03% |
1.03% |
1.06% |
|
Net
Investment Income (Loss) |
1.60% |
1.84% |
1.52% |
1.43% |
0.94% |
|
Gross
Expenses(c) |
1.03% |
1.03% |
1.03% |
1.03% |
1.06% |
|
Supplemental
Data: |
|
|
|
|
|
|
Net
Assets at end of period (000's) |
$126,582 |
$121,147 |
$123,487 |
$133,486 |
$73,480 |
|
Portfolio
Turnover(d) |
45% |
54% |
68% |
64% |
52% |
(a)
Per share net
investment income (loss) has been calculated using the average daily shares
method.
(b)
Assumes
reinvestment of all net investment income and realized capital gain
distributions, if any, during the period. Includes adjustments in accordance
with U.S. Generally Accepted Accounting Principles and could differ from the
reported return.
(c)
Does not include
acquired fund fees and expenses, if any.
(d)
Portfolio turnover
is calculated on the basis of the Fund as a whole without distinguishing between
the classes of shares.
55
Victory Trivalent
International Small-Cap Fund (Continued)
|
|
Class
Y | ||||
|
For
a Share Outstanding Throughout Each
Period |
Year
Ended
6/30/24 |
Year
Ended
6/30/23 |
Year
Ended
6/30/22 |
Year
Ended
6/30/21 |
Year
Ended
6/30/20 |
|
Net
Asset Value, Beginning of Period |
$14.01 |
$12.47 |
$18.10 |
$12.88 |
$13.07 |
|
Investment
Activities: |
|
|
|
|
|
|
Net
investment income (loss)(a) |
0.19 |
0.23 |
0.22 |
0.22 |
0.10 |
|
Net
realized and unrealized gains (losses) |
1.15 |
1.43 |
(4.42) |
5.05 |
(0.03) |
|
Total
from Investment Activities |
1.34 |
1.66 |
(4.20) |
5.27 |
0.07 |
|
Distributions
to Shareholders from: |
|
|
|
|
|
|
Net
investment income |
(0.26) |
(0.12) |
(0.27) |
(0.05) |
(0.26) |
|
Net
realized gains |
— |
— |
(1.16) |
— |
— |
|
Total
Distributions |
(0.26) |
(0.12) |
(1.43) |
(0.05) |
(0.26) |
|
Net
Asset Value, End of Period |
$15.09 |
$14.01 |
$12.47 |
$18.10 |
$12.88 |
|
Total
Return(b) |
9.64% |
13.43% |
(25.07)% |
40.96% |
0.41% |
|
Ratios
to Average Net Assets: |
|
|
|
|
|
|
Net
Expenses(c) |
1.10% |
1.10% |
1.10% |
1.10% |
1.10% |
|
Net
Investment Income (Loss) |
1.31% |
1.78% |
1.33% |
1.35% |
0.75% |
|
Gross
Expenses(c) |
1.15% |
1.14% |
1.12% |
1.13% |
1.19% |
|
Supplemental
Data: |
|
|
|
|
|
|
Net
Assets at end of period (000's) |
$522,111 |
$794,375 |
$703,026 |
$1,099,890 |
$663,638 |
|
Portfolio
Turnover(d) |
45% |
54% |
68% |
64% |
52% |
(a)
Per share net
investment income (loss) has been calculated using the average daily shares
method.
(b)
Assumes
reinvestment of all net investment income and realized capital gain
distributions, if any, during the period. Includes adjustments in accordance
with U.S. Generally Accepted Accounting Principles and could differ from the
reported return.
(c)
Does not include
acquired fund fees and expenses, if any.
(d)
Portfolio turnover
is calculated on the basis of the Fund as a whole without distinguishing between
the classes of shares.
56
Appendix A —
Variations in Sales Charge Reductions and Waivers Available Through Certain
Intermediaries
The
availability of certain initial and contingent deferred sales charge reductions
and waivers may depend on the particular financial intermediary or type of
account through which you purchase or hold Fund shares. The following
information about variations in sales charge reductions and waivers is
applicable only to investors who purchase Fund shares through a Merrill Lynch,
Ameriprise Financial, Morgan Stanley Wealth Management, Raymond James, Janney
Montgomery Scott LLC, Edward D. Jones & Co., Oppenheimer & Co. Inc.,
Stifel, Nicolaus & Company, Incorporated, Robert W. Baird & Co., or J.P.
Morgan Securities LLC platform or account.
In all
instances, it is your responsibility to notify the Fund or your financial
intermediary at the time of purchase of any relationship or other facts
qualifying you for sales charge reductions or waivers. For reductions and
waivers unavailable through a particular intermediary, shareholders will have to
purchase Fund shares directly from the Fund or through another intermediary to
receive those reductions and waivers.
Merrill
Lynch (“Merrill”)
Purchases
or sales of front-end (i.e., Class A) or level-load (i.e., Class C) mutual fund
shares through a Merrill platform or account will be eligible only for the
following sales load waivers (front-end, contingent deferred, or back-end
waivers) and discounts, which differ from those disclosed elsewhere in this
Fund’s prospectus. Purchasers will have to buy mutual fund shares directly from
the mutual fund company or through another intermediary to be eligible for
waivers or discounts not listed below.
It is the
client’s responsibility to notify Merrill at the time of purchase or sale of any
relationship or other facts that qualify the transaction for a waiver or
discount. A Merrill representative may ask for reasonable documentation of such
facts and Merrill may condition the granting of a waiver or discount on the
timely receipt of such documentation.
Additional
information on waivers and discounts is available in the Merrill Sales Load
Waiver and Discounts Supplement (the “Merrill SLWD Supplement”) and in the
Mutual Fund Investing at Merrill pamphlet at ml.com/funds. Clients are
encouraged to review these documents and speak with their financial advisor to
determine whether a transaction is eligible for a waiver or
discount.
Front-end
Load Waivers Available at Merrill
◼
Shares of
mutual funds available for purchase by employer-sponsored retirement, deferred
compensation, and employee benefit plans (including health savings accounts) and
trusts used to fund those plans provided the shares are not held in a
commission-based brokerage account and shares are held for the benefit of the
plan. For purposes of this provision, employer-sponsored retirement plans do not
include SEP IRAs, Simple IRAs, SAR-SEPs or Keogh plans
◼
Shares
purchased through a Merrill investment advisory program
◼
Brokerage
class shares exchanged from advisory class shares due to the holdings moving
from a Merrill investment advisory program to a Merrill brokerage
account
◼
Shares
purchased through the Merrill Edge Self-Directed platform
◼
Shares
purchased through the systematic reinvestment of capital gains distributions and
dividend reinvestment when purchasing shares of the same mutual fund in the same
account
◼
Shares
exchanged from level-load shares to front-end load shares of the same mutual
fund in accordance with the description in the Merrill SLWD
Supplement
◼
Shares
purchased by eligible employees of Merrill or its affiliates and their family
members who
57
Appendix
A — Variations in Sales Charge Reductions and Waivers Available
Through Certain Intermediaries
purchase
shares in accounts within the employee’s Merrill Household (as defined in the
Merrill SLWD Supplement)
◼
Shares
purchased by eligible persons associated with the fund as defined in this
prospectus (e.g., the fund’s officers or trustees)
◼
Shares
purchased from the proceeds of a mutual fund redemption in front-end load shares
provided (1) the repurchase is in a mutual fund within the same fund
family; (2) the repurchase occurs within 90 calendar days from the redemption
trade date, and (3) the redemption and purchase occur in the same account
(known as Rights of Reinstatement). Automated transactions (i.e., systematic
purchases and withdrawals) and purchases made after shares are automatically
sold to pay Merrill’s account maintenance fees are not eligible for Rights of
Reinstatement
Contingent
Deferred Sales Charge (“CDSC”) Waivers on Front-end, Back-end, and Level Load
Shares Available at Merrill
◼
Shares
sold due to the client’s death or disability (as defined by Internal Revenue
Code Section 22e(3))
◼
Shares
sold pursuant to a systematic withdrawal program subject to Merrill’s maximum
systematic withdrawal limits as described in the Merrill SLWD
Supplement
◼
Shares
sold due to return of excess contributions from an IRA
account
◼
Shares
sold as part of a required minimum distribution for IRA and retirement accounts
due to the investor reaching the qualified age based on applicable IRS
regulation
◼
Front-end
or level-load shares held in commission-based, non-taxable retirement brokerage
accounts (e.g., traditional, Roth, rollover, SEP IRAs, Simple IRAs, SAR-SEPs or
Keogh plans) that are transferred to fee-based accounts or platforms and
exchanged for a lower cost share class of the same mutual
fund
Front-end
Load Discounts Available at Merrill: Breakpoints, Rights of Accumulation &
Letters of Intent
◼
Breakpoint
discounts, as described in this prospectus, where the sales load is at or below
the maximum sales load that Merrill permits to be assessed to a front-end load
purchase, as described in the Merrill SLWD Supplement
◼
Rights of
Accumulation (ROA), as described in the Merrill SLWD Supplement, which entitle
clients to breakpoint discounts based on the aggregated holdings of mutual fund
family assets held in accounts in their Merrill Household
◼
Letters of
Intent (LOI), which allow for breakpoint discounts on eligible new purchases
based on anticipated future eligible purchases within a fund family at Merrill,
in accounts within your Merrill Household, as further described in the Merrill
SLWD Supplement
Ameriprise
Financial
Shareholders
purchasing Fund shares through an Ameriprise Financial platform or account are
eligible for the following front-end sales charge waivers and discounts, which
may differ from those disclosed elsewhere in the Fund’s Prospectus or
SAI.
Class
A Shares Front-End Sales Charge Waivers Available at Ameriprise
Financial:
The
following information applies to Class A shares purchases if you have an account
with or otherwise purchase Fund shares through Ameriprise Financial:
Shareholders
purchasing Fund shares through an Ameriprise Financial brokerage account are
eligible for the following front-end sales charge waivers, which may differ from
those disclosed elsewhere in this Fund’s prospectus or SAI:
◼
Employer-sponsored
retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b)
58
Appendix
A — Variations in Sales Charge Reductions and Waivers Available
Through Certain Intermediaries
plans,
profit sharing and money purchase pension plans and defined benefit plans). For
purposes of this provision, employer-sponsored retirement plans do not include
SEP IRAs, Simple IRAs or SAR-SEPs.
◼
Shares
purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same Fund (but not any other fund
within the same fund family).
◼
Shares
exchanged from Class C shares of the same fund in the month of or following the
7-year anniversary of the purchase date. To the extent that this prospectus
elsewhere provides for a waiver with respect to exchanges of Class C shares or
conversion of Class C shares following a shorter holding period, that waiver
will apply.
◼
Employees
and registered representatives of Ameriprise Financial or its affiliates and
their immediate family members.
◼
Shares
purchased by or through qualified accounts (including IRAs, Coverdell Education
Savings Accounts, 401(k)s, 403(b) TSCAs subject to ERISA and defined benefit
plans) that are held by a covered family member, defined as an Ameriprise
financial advisor and/or the advisor’s spouse, advisor’s lineal ascendant
(mother, father, grandmother, grandfather, great grandmother, great
grandfather), advisor’s lineal descendant (son, step-son, daughter,
step-daughter, grandson, granddaughter, great grandson, great granddaughter) or
any spouse of a covered family member who is a lineal descendant.
◼
Shares
purchased from the proceeds of redemptions within the same fund family, provided
(1) the repurchase occurs within 90 days following the redemption, (2) the
redemption and purchase occur in the same account, and (3) redeemed shares were
subject to a front-end or deferred sales load (known as Rights of
Reinstatement).
Morgan
Stanley Wealth Management
Shareholders
purchasing Fund shares through a Morgan Stanley Wealth Management transactional
brokerage account are eligible only for the following front-end sales charge
waivers with respect to Class A shares, which may differ from and may be more
limited than those disclosed elsewhere in the Fund's Prospectus or
SAI.
Front-end
Sales Charge Waivers on Class A Shares available at Morgan Stanley
◼
Employer-sponsored
retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b)
plans, profit sharing and money purchase pension plans and defined benefit
plans). For purposes of this provision, employer-sponsored retirement plans do
not include SEP IRAs, Simple IRAs, SAR-SEPs or Keogh plans
◼
Morgan
Stanley employee and employee-related accounts according to Morgan Stanley's
account linking rules
◼
Shares
purchased through reinvestment of dividends and capital gains distributions when
purchasing shares of the same fund
◼
Shares
purchased through a Morgan Stanley self-directed brokerage account
◼
Class C
(i.e., level-load) shares that are no longer subject to a contingent deferred
sales charge and are converted to Class A shares of the same fund pursuant to
Morgan Stanley Wealth Management’s share class conversion program
◼
Shares
purchased from the proceeds of redemptions within the same fund family, provided
(i) the repurchase occurs within 90 days following the redemption, (ii) the
redemption and purchase occur in the same account, and (iii) redeemed shares
were subject to a front-end or deferred sales charge
59
Appendix
A — Variations in Sales Charge Reductions and Waivers Available
Through Certain Intermediaries
Raymond
James & Associates, Inc., Raymond James Financial Services, Inc. and each
entity’s affiliates (“Raymond James”)
Shareholders
purchasing fund shares through a Raymond James platform or account, or through
an introducing broker-dealer or independent registered investment adviser for
which Raymond James provides trade execution, clearance, and/or custody
services, will be eligible only for the following load waivers (front-end sales
charge waivers and contingent deferred, or back-end, sales charge waivers) and
discounts, which may differ from those disclosed elsewhere in this Fund's
Prospectus or SAI.
Front-End
Sales Charge Waivers on Class A Shares available at Raymond James
◼
Shares
purchased in an investment advisory program
◼
Shares
purchased within the same fund family through a systematic reinvestment of
capital gains and dividend distributions
◼
Employees
and registered representatives of Raymond James or its affiliates and their
family members as designated by Raymond James
◼
Shares
purchased from the proceeds of redemptions within the same fund family, provided
(1) the repurchase occurs within 90 days following the redemption, (2) the
redemption and purchase occur in the same account, and (3) redeemed shares were
subject to a front-end or deferred sales load (known as Rights of
Reinstatement)
◼
A
shareholder in the Fund's Class C shares will have their shares converted at net
asset value to Class A shares (or the appropriate share class) of the Fund if
the shares are no longer subject to a CDSC and the conversion is in line with
the policies and procedures of Raymond James
CDSC
Waivers on Classes A and C Shares available at Raymond James
◼
Death or
disability of the shareholder
◼
Shares
sold as part of a systematic withdrawal plan as described in the Fund's
Prospectus
◼
Return of
excess contributions from an IRA Account
◼
Shares
sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable IRS
regulations as described in the Fund's prospectus
◼
Shares
sold to pay Raymond James fees but only if the transaction is initiated by
Raymond James
◼
Shares
acquired through a Right of Reinstatement
Front-End
Load Discounts Available at Raymond James: Breakpoints, Rights of Accumulation,
and/or Letters of Intent
◼
Breakpoints
as described in this Prospectus
◼
Rights of
Accumulation which entitle shareholders to breakpoint discounts will be
automatically calculated based on the aggregated holding of fund family assets
held by accounts within the purchaser's household at Raymond James. Eligible
fund family assets not held at Raymond James may be included in the calculation
of rights of accumulation only if the shareholder notifies his or her financial
advisor about such assets
◼
Letters of
intent which allow for breakpoint discounts based on anticipated purchases
within a fund family, over a 13-month time period. Eligible fund family assets
not held at Raymond James may be included in the calculation of letters of
intent only if the shareholder notifies his or her financial advisor about such
assets
60
Appendix
A — Variations in Sales Charge Reductions and Waivers Available
Through Certain Intermediaries
Janney
Montgomery Scott LLC (“Janney”)
Shareholders
purchasing fund shares through a Janney brokerage account will be eligible only
for the following load waivers (front-end sales charge waivers and CDSC, or
back-end, sales charge waivers) and discounts, which may differ from those
disclosed elsewhere in this Fund's Prospectus or SAI.
Front-End
Sales Charge Waivers on Class A shares available at Janney
◼
Shares
purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same fund (but not any other fund
within the fund family)
◼
Shares
purchased by employees and registered representatives of Janney or its
affiliates and their family members as designated by Janney
◼
Shares
purchased from the proceeds of redemptions within the same fund family, provided
(1) the repurchase occurs within ninety (90) days following the redemption, (2)
the redemption and purchase occur in the same account, and (3) redeemed shares
were subject to a front-end or deferred sales load (known as Right of
Reinstatement)
◼
Employer-sponsored
retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b)
plans, profit sharing and money purchase pension plans and defined benefit
plans). For purposes of this provision, employer-sponsored retirement plans do
not include SEP IRAs, Simple IRAs, SAR-SEPs or Keogh plans
◼
Shares
acquired through a Right of Reinstatement
◼
Class C
shares that are no longer subject to a CDSC and are converted to Class A shares
of the same fund pursuant to Janney’s policies and procedures
CDSC
Waivers on Class A and C shares available at Janney
◼
Shares
sold upon the death or disability of the shareholder
◼
Shares
sold as part of a systematic withdrawal plan as described in the Fund’s
Prospectus
◼
Shares
purchased in connection with a return of excess contributions from an IRA
account
◼
Shares
sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable Internal
Revenue Service regulations as described in a Fund’s
Prospectus
◼
Shares
sold to pay Janney fees but only if the transaction is initiated by
Janney
◼
Shares
acquired through a Right of Reinstatement
◼
Shares
exchanged into the same share class of a different fund
Front-End
Load Discounts available at Janney: Breakpoints, Rights of Accumulation and/or
letters of intent1
◼
Breakpoints
as described in this Prospectus
◼
Rights of
accumulation (“ROA”), which entitle shareholders to breakpoint discounts, will
be automatically calculated based on the aggregated holding of fund family
assets held by accounts within the purchaser’s household at Janney. Eligible
fund family assets not held at Janney may be included in the ROA calculation
only if the shareholder notifies his or her financial advisor about such
assets
◼
Letters of
intent (LOI) which allow for breakpoint discounts based on anticipated purchases
within a fund family, over a 13-month time period. Eligible fund family assets
not held at Janney may be included in the calculation of letters of intent only
if the shareholder notifies his or her financial advisor about such
assets
1 Also referred to
as an “initial sales charge”
61
Appendix
A — Variations in Sales Charge Reductions and Waivers Available
Through Certain Intermediaries
Edward
D. Jones & Co (“Edward Jones”)
The
following information supersedes prior information with respect to transactions
and positions held in fund shares through an Edward Jones system. Clients of
Edward Jones (also referred to as “shareholders”) purchasing fund shares on the
Edward Jones commission and fee-based platforms are eligible only for the
following sales charge discounts (also referred to as “breakpoints”) and
waivers, which can differ from discounts and waivers described elsewhere in the
mutual fund prospectus or SAI or through another broker-dealer. In all
instances, it is the shareholder’s responsibility to inform Edward Jones at the
time of purchase of any relationship, holdings of the Victory Funds, or other
facts qualifying the purchaser for discounts or waivers. Edward Jones can ask
for documentation of such circumstance. Shareholders should contact Edward Jones
if they have questions regarding their eligibility for these discounts and
waivers.
Breakpoints
◼
Breakpoint
pricing, otherwise known as volume pricing, at dollar thresholds as described in
the prospectus.
Rights
of Accumulation (“ROA”)
◼
The
applicable sales charge on a purchase of Class A shares is determined by taking
into account all share classes (except certain money market funds and any assets
held in group retirement plans) of the Victory Funds held by the shareholder or
in an account grouped by Edward Jones with other accounts for the purpose of
providing certain pricing considerations (“pricing groups”). If grouping assets
as a shareholder, this includes all share classes held on the Edward Jones
platform and/or held on another platform. The inclusion of eligible fund family
assets in the ROA calculation is dependent on the shareholder notifying Edward
Jones of such assets at the time of calculation. Money market funds are included
only if such shares were sold with a sales charge at the time of purchase or
acquired in exchange for shares purchased with a sales
charge.
◼
The
employer maintaining a SEP IRA plan and/or SIMPLE IRA plan may elect to
establish or change ROA for the IRA accounts associated with the plan to a
plan-level grouping as opposed to including all share classes at a shareholder
or pricing group level.
◼
ROA is
determined by calculating the higher of cost minus redemptions or market value
(current shares x NAV).
Letter
of Intent (“LOI”)
◼
Through a
LOI, shareholders can receive the sales charge and breakpoint discounts for
purchases shareholders intend to make over a 13-month period from the date
Edward Jones receives the LOI. The LOI is determined by calculating the higher
of cost or market value of qualifying holdings at LOI initiation in combination
with the value that the shareholder intends to buy over a 13-month period to
calculate the front-end sales charge and any breakpoint discounts. Each purchase
the shareholder makes during that 13-month period will receive the sales charge
and breakpoint discount that applies to the total amount. The inclusion of
eligible fund family assets in the LOI calculation is dependent on the
shareholder notifying Edward Jones of such assets at the time of calculation.
Purchases made before the LOI is received by Edward Jones are not adjusted under
the LOI and will not reduce the sales charge previously paid. Sales charges will
be adjusted if the LOI is not met.
◼
If the
employer maintaining a SEP IRA plan and/or SIMPLE IRA plan has elected to
establish or change ROA for the IRA accounts associated with the plan to a
plan-level grouping, LOIs will also be at the plan-level and may only be
established by the employer.
62
Appendix
A — Variations in Sales Charge Reductions and Waivers Available
Through Certain Intermediaries
Sales
Charge Waivers
Sales
charges are waived for the following shareholders and in the following
situations:
◼
Associates
of Edward Jones and its affiliates and other accounts in the same pricing group
(as determined by Edward Jones under its policies and procedures) as the
associate. This waiver will continue for the remainder of the associate's life
if the associate retires from Edward Jones in good-standing and remains in good
standing pursuant to Edward Jones' policies and procedures.
◼
Shares
purchased in an Edward Jones fee-based program.
◼
Shares
purchased through reinvestment of capital gains distributions and dividend
reinvestment.
◼
Shares
purchased from the proceeds of redeemed shares of the same fund family so long
as the following conditions are met: the proceeds are from the sale of shares
within 60 days of the purchase, the sale and purchase are made from a share
class that charges a front load and one of the following (“Right of
Reinstatement”):
◼
The
redemption and repurchase occur in the same account.
◼
The
redemption proceeds are used to process an: IRA contribution, excess
contributions, conversion, recharacterizing of contributions, or distribution,
and the repurchase is done in an account within the same Edward Jones grouping
for ROA.
◼
The Right
of Reinstatement excludes systematic or automatic transactions including, but
not limited to, purchases made through payroll deductions, liquidations to cover
account fees, and reinvestments from non-mutual fund
products.
◼
Shares
exchanged into Class A shares from another share class so long as the exchange
is into the same fund and was initiated at the discretion of Edward Jones.
Edward Jones is responsible for any remaining CDSC due to the fund company, if
applicable. Any future purchases are subject to the applicable sales charge as
disclosed in the prospectus.
◼
Exchanges
from Class C shares to Class A shares of the same fund, generally, in the 84th
month following the anniversary of the purchase date or earlier at the
discretion of Edward Jones.
◼
Purchases
of Class 529-A shares through a rollover from either another education savings
plan or a security used for qualified distributions.
◼
Purchases
of Class 529-A shares made for recontribution of refunded
amounts.
Contingent
Deferred Sales Charge (“CDSC”) Waivers
If the
shareholder purchases shares that are subject to a CDSC and those shares are
redeemed before the CDSC is expired, the shareholder is responsible to pay the
CDSC except in the following conditions:
◼
The death
or disability of the shareholder.
◼
Systematic
withdrawals with up to 10% per year of account value.
◼
Return of
excess contributions from an Individual Retirement Account
(IRA).
◼
Shares
redeemed as part of a required minimum distribution for IRA and retirement
accounts if the redemption is taken in or after the year the shareholder reaches
qualified age based on applicable IRS regulations.
◼
Shares
redeemed to pay Edward Jones fees or costs in such cases where the transaction
is initiated by Edward Jones.
◼
Shares
exchanged in an Edward Jones fee-based program.
◼
Shares
acquired through NAV reinstatement.
◼
Shares
redeemed at the discretion of Edward Jones for Minimum Balances, as described
below.
63
Appendix
A — Variations in Sales Charge Reductions and Waivers Available
Through Certain Intermediaries
Other
Important Information Regarding Transactions Through Edward Jones
Minimum
Purchase Amounts
◼
Initial
purchase minimum: $250
◼
Subsequent
purchase minimum: none
Minimum
Balances
◼
Edward
Jones has the right to redeem at its discretion fund holdings with a balance of
$250 or less. The following are examples of accounts that are not included in
this policy:
◼
A
fee-based account held on an Edward Jones platform
◼
A 529
account held on an Edward Jones platform
◼
An account
with an active systematic investment plan or LOI
Exchanging
Share Classes
◼
At any
time it deems necessary, Edward Jones has the authority to exchange at NAV a
shareholder's holdings in a fund to Class A shares of the same
fund.
Oppenheimer
& Co. Inc. (“OPCO”)
Shareholders
purchasing Fund shares through an OPCO platform or account are eligible only for
the following load waivers (front-end sales charge waivers and contingent
deferred, or back-end, sales charge waivers) and discounts, which may differ
from those disclosed elsewhere in this Fund’s Prospectus or
SAI.
Front-End
Sales Charge Waivers on Class A Shares available at OPCO
◼
Employer-sponsored
retirement, deferred compensation and employee benefit plans (including health
savings accounts) and trusts used to fund those plans, provided that the shares
are not held in a commission-based brokerage account and shares are held for the
benefit of the plan
◼
Shares
purchased by or through a 529 Plan
◼
Shares
purchased through an OPCO affiliated investment advisory program
◼
Shares
purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same fund (but not any other fund
within the fund family)
◼
Shares
purchased from the proceeds of redemptions within the same fund family, provided
(1) the repurchase occurs within 90 days following the redemption, (2) the
redemption and purchase occur in the same account, and (3) redeemed shares were
subject to a front-end or deferred sales load (known as Rights of
Restatement)
◼
A
shareholder in the Fund’s Class C shares will have their shares converted at net
asset value to Class A shares (or the appropriate share class) of the Fund if
the shares are no longer subject to a CDSC and the conversion is in line with
the policies and procedures of OPCO
◼
Employees
and registered representatives of OPCO or its affiliates and their family
members
◼
Directors
or Trustees of the Fund, and employees of the Fund’s investment adviser or any
of its affiliates, as described in this Prospectus
CDSC
Waivers on A and C Shares available at OPCO
◼
Death or
disability of the shareholder
◼
Shares
sold as part of a systematic withdrawal plan as described in the Fund's
Prospectus
◼
Return of
excess contributions from an IRA Account
◼
Shares
sold as part of a required minimum distribution for IRA and retirement accounts
due to
64
Appendix
A — Variations in Sales Charge Reductions and Waivers Available
Through Certain Intermediaries
the
shareholder reaching the qualified age based on applicable IRS regulations as
described in the prospectus
◼
Shares
sold to pay OPCO fees but only if the transaction is initiated by
OPCO
◼
Shares
acquired through a Right of Reinstatement
Front-end
load Discounts Available at OPCO: Breakpoints, Rights of Accumulation &
Letters of Intent
◼
Breakpoints
as described in this Prospectus
◼
Rights of
Accumulation (“ROA”) which entitle shareholders to breakpoint discounts will be
automatically calculated based on the aggregated holding of fund family assets
held by accounts within the purchaser’s household at OPCO. Eligible fund family
assets not held at OPCO may be included in the ROA calculation only if the
shareholder notifies his or her financial advisor about such
assets
Waivers
Specific to Stifel, Nicolaus & Company, Incorporated
(“Stifel”)
Shareholders
purchasing Fund shares through a Stifel platform or account or who own shares
for which Stifel or an affiliate is the broker-dealer of record are eligible for
the following additional sales charge waiver.
Front-end
Sales Load Waiver on Class A Shares
◼
Class C
shares that have been held for more than seven (7) years will be converted to
Class A shares of the same Fund pursuant to Stifel’s policies and procedures All
other sales charge waivers and reductions described elsewhere in the Fund’s
Prospectus or SAI still apply.
Robert
W. Baird & Co. (“Baird”)
Shareholders
purchasing fund shares through a Baird platform or account will only be eligible
for the following sales charge waivers (front-end sales charge waivers and CDSC
waivers) and discounts, which may differ from those disclosed elsewhere in this
Prospectus or the SAI.
Front-End
Sales Charge Waivers on Class A Shares available at Baird
◼
Shares
purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same fund
◼
Shares
purchase by employees and registers representatives of Baird or its affiliate
and their family members as designated by Baird
◼
Shares
purchased using the proceeds of redemptions from a Victory Fund, provided (1)
the repurchase occurs within 90 days following the redemption, (2) the
redemption and purchase occur in the same accounts, and (3) redeemed shares were
subject to a front-end or deferred sales charge (known as Rights of
Reinstatement)
◼
A
shareholder in the Funds Investor C Shares will have their share converted at
net asset value to Investor A shares of the same fund if the shares are no
longer subject to CDSC and the conversion is in line with the policies and
procedures of Baird
◼
Employer-sponsored
retirement plans or charitable accounts in a transactional brokerage account at
Baird, including 401(k) plans, 457 plans, employer-sponsored 403(b) plans,
profit sharing and money purchase pension plans and defined benefit plans. For
purposes of this provision, employer-sponsored retirement plans do not include
SEP IRAs, Simple IRAs or SAR-SEPs
CDSC
Waivers on Classes A and C Shares available at Baird
◼
Shares
sold due to death or disability of the shareholder
◼
Shares
sold as part of a systematic withdrawal plan as described in the Fund’s
Prospectus
65
Appendix
A — Variations in Sales Charge Reductions and Waivers Available
Through Certain Intermediaries
◼
Shares
bought due to returns of excess contributions from an IRA
Account
◼
Shares
sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable Internal
Revenue Service regulations as described in the Fund’s
Prospectus
◼
Shares
sold to pay Baird fees but only if the transaction is initiated by
Baird
◼
Shares
acquired through a Right of Reinstatement
Front-End
Load Discounts Available at Baird: Breakpoints, Rights of Accumulation, and/or
Letters of Intent
◼
Breakpoints
as described in this Prospectus
◼
Rights of
accumulations which entitles shareholders to breakpoint discounts will be
automatically calculated based on the aggregated holding of Victory Funds assets
held by accounts within the purchaser’s household at Baird. Eligible Victory
Funds assets not held at Baird may be included in the rights of accumulations
calculation only if the shareholder notifies his or her financial advisor about
such assets
◼
Letters of
Intent (LOI) allow for breakpoint discounts based on anticipated purchases of
the Victory Funds through Baird, over a 13-month period of
time
J.P.
Morgan Securities LLC
If you
purchase or hold fund shares through an applicable J.P. Morgan Securities LLC
brokerage account, you will be eligible for the following sales charge waivers
(front-end sales charge waivers and contingent deferred sales charge (“CDSC”),
or back-end sales charge, waivers), share class conversion policy and discounts,
which may differ from those disclosed elsewhere in this fund’s prospectus or
Statement of Additional Information.
Front-End
Sales Charge Waivers on Class A Shares available at J.P. Morgan Securities
LLC
◼
Shares
exchanged from Class C (i.e. level-load) shares that are no longer subject to a
CDSC and are exchanged into Class A shares of the same fund pursuant to J.P.
Morgan Securities LLC’s share class exchange policy.
◼
Qualified
employer-sponsored defined contribution and defined benefit retirement plans,
nonqualified deferred compensation plans, other employee benefit plans and
trusts used to fund those plans. For purposes of this provision, such
plans do not include SEP IRAs, SIMPLE IRAs, SAR-SEPs or 501(c)(3)
accounts.
◼
Shares of
funds purchased through J.P. Morgan Securities LLC Self-Directed Investing
accounts.
◼
Shares
purchased through rights of reinstatement.
◼
Shares
purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same fund (but not any other fund
within the fund family).
◼
Shares
purchased by employees and registered representatives of J.P. Morgan Securities
LLC or its affiliates and their spouse or financial dependent as defined by J.P.
Morgan Securities LLC.
Class
C to Class A Share Conversion
◼
A
shareholder in the fund’s Class C shares will have their shares converted to
Class A shares (or the appropriate share class) of the same fund if the shares
are no longer subject to a CDSC and the conversion is consistent with J.P.
Morgan Securities LLC’s policies and procedures.
CDSC
Waivers on Class A and C Shares available at J.P. Morgan Securities
LLC
◼
Shares
sold upon the death or disability of the shareholder.
◼
Shares
sold as part of a systematic withdrawal plan as described in the fund’s
prospectus.
66
Appendix
A — Variations in Sales Charge Reductions and Waivers Available
Through Certain Intermediaries
◼
Shares
purchased in connection with a return of excess contributions from an IRA
account.
◼
Shares
sold as part of a required minimum distribution for IRA and retirement accounts
pursuant to the Internal Revenue Code.
◼
Shares
acquired through a right of reinstatement.
Front-end
load Discounts Available at J.P. Morgan Securities LLC: Breakpoints, Rights of
Accumulation & Letters of Intent
◼
Breakpoints
as described in the Prospectus.
◼
Rights of
Accumulation (“ROA”) which entitle shareholders to breakpoint discounts as
described in the fund’s prospectus will be automatically calculated based on the
aggregated holding of fund family assets held by accounts within the purchaser’s
household at J.P. Morgan Securities LLC. Eligible fund family assets not held at
J.P. Morgan Securities LLC (including 529 program holdings, where applicable)
may be included in the ROA calculation only if the shareholder notifies their
financial advisor about such assets.
Letters
of Intent (“LOI”), which allow for breakpoint discounts based on anticipated
purchases within a fund family, through J.P. Morgan Securities LLC, over a
13-month period of time (if applicable).
67
VF-TRI-PRO
(11/24)
By
mail:
Victory Funds
P.O. Box 182593
Columbus, OH 43218-2593
Victory Funds
P.O. Box 182593
Columbus, OH 43218-2593
P.O. Box 182593
Columbus, OH 43218-2593
Columbus, OH 43218-2593
Statement
of Additional Information (“SAI”): The SAI contains
more information about the Funds' operations, investment restrictions, policies
and practices. The SAI is incorporated by reference into this Prospectus, which
means that it is legally part of this Prospectus, even if you do not request a
copy.
Annual/Semi
Annual Reports and Form N-CSR/Form N-CSRS: Annual and semi
annual reports contain more information about the Funds' investments and the
market conditions and investment strategies that significantly affected the
Funds' performance during the most recent fiscal period. The Funds' Form N-CSR
and Form N-CSRS filings contain the Funds' annual and semi-annual financial
statements.
How
to Obtain Information: You may obtain a
free copy of the SAI, annual and semi annual reports and other information such
as Fund financial statements and ask questions about the Funds or your accounts,
online at VictorySharesLiterature.com, by contacting the Funds at the following
address or telephone number, or by contacting your financial
intermediary.
By
telephone:
Call Victory Funds at
800-539-FUND (800-539-3863)
Call Victory Funds at
800-539-FUND (800-539-3863)
You also can get
information about the Funds (including the SAI, other reports and other
information such as Fund financial statements) from the Securities and Exchange
Commission (SEC) on the SEC’s Edgar database at sec.gov, or after paying a
duplicating fee, by electronic request sent to the following e-mail address:
[email protected].
Investment Company
Act File Number 811-4852