X0101 24F-2NT LIVE 0000908695 XXXXXXXX 033-65572 false false N-1A VICTORY PORTFOLIOS III 15935 LA CANTERA PKWY BUILDING TWO SAN ANTONIO TX X1 78256 Victory Cornerstone Moderately Conservative Fund (Formerly USAA Cornerstone Moderately Conservative Fund) S000037225 Victory Cornerstone Moderately Conservative Fund C000114651 Victory Cornerstone Aggressive Fund (Formerly USAA Cornerstone Aggressive Fund) S000037226 Victory Cornerstone Aggressive Fund C000114652 Victory Cornerstone Conservative Fund (Formerly USAA Cornerstone Conservative Fund) S000037224 Victory Cornerstone Conservative Fund C000114650 Victory Cornerstone Equity Fund (Formerly USAA Cornerstone Equity Fund) S000037227 Victory Cornerstone Equity Fund C000114653 Victory Cornerstone Moderate Fund (Formerly USAA Cornerstone Moderate Fund) S000012905 Victory Cornerstone Moderate Fund C000034874 Victory Cornerstone Moderately Aggressive Fund (Formerly USAA Cornerstone Moderately Aggressive Fund) S000012926 Victory Cornerstone Moderately Aggressive Fund C000034896 Victory Growth and Tax Strategy Fund (Formerly USAA Growth and Tax Strategy Fund) S000012897 Victory Growth and Tax Strategy Fund Shares C000034866 Victory Growth and Tax Strategy Fund Class C C000220605 Victory Growth and Tax Strategy Fund Institutional Shares C000220606 Victory Growth and Tax Strategy Fund Class A C000220607 Victory Precious Metals and Minerals Fund (Formerly USAA Precious Metals and Minerals Fund) S000012910 Victory Precious Metals and Minerals Fund Shares C000034879 Victory Precious Metals and Minerals Fund Institutional Shares C000066842 Victory Precious Metals and Minerals Fund Class A C000220623 Victory International Fund (Formerly USAA International Fund) S000012903 Victory International Fund Shares C000034872 Victory International Fund Institutional Shares C000066841 Victory International Fund Class R6 C000204424 Victory International Fund Class A C000220615 Victory Sustainable World Fund (Formerly USAA Sustainable World Fund) S000012923 Victory Sustainable World Fund Shares C000034893 Victory Sustainable World Fund Institutional Shares C000159208 Victory Sustainable World Fund Class A C000220633 Victory Government Securities Fund (Formerly USAA Government Securities Fund) S000012929 Victory Government Securities Fund Shares C000034899 Victory Government Securities Fund Institutional Shares C000159210 Victory Government Securities Fund Class R6 C000175754 Victory Treasury Money Market Trust (Formerly USAA Treasury Money Market Trust) S000012919 Victory Treasury Money Market Trust C000034889 Victory Emerging Markets Fund (Formerly USAA Emerging Markets Fund) S000012927 Victory Emerging Markets Fund Shares C000034897 Victory Emerging Markets Fund Institutional Shares C000066846 Victory California Bond Fund (Formerly USAA California Bond Fund) S000012916 Victory California Bond Fund Shares C000034886 Victory California Bond Fund Class A C000220628 Victory California Bond Fund Institutional Shares C000220629 Victory Global Equity Income Fund (Formerly USAA Global Equity Income Fund) S000050252 Victory Global Equity Income Fund Shares C000158652 Victory New York Bond Fund (Formerly USAA New York Bond Fund) S000012908 Victory New York Bond Fund Shares C000034877 Victory New York Bond Fund Class A C000220621 Victory New York Bond Fund Institutional Shares C000220622 Victory Target Managed Allocation Fund (Formerly USAA Target Managed Allocation Fund) S000050251 Victory Target Managed Allocation Fund C000158651 Victory Tax Exempt Intermediate-Term Fund (Formerly USAA Tax Exempt Intermediate-Term Fund) S000012901 Victory Tax Exempt Intermediate-Term Fund Shares C000034870 Victory Tax Exempt Intermediate-Term Fund Class A C000220611 Victory Tax Exempt Intermediate-Term Fund Institutional Shares C000220612 Victory Tax Exempt Long-Term Fund (Formerly USAA Tax Exempt Long-Term Fund) S000012904 Victory Tax Exempt Long-Term Fund Shares C000034873 Victory Tax Exempt Long-Term Fund Class A C000220616 Victory Tax Exempt Long-Term Fund Institutional Shares C000220617 Victory Tax Exempt Money Market Fund (Formerly USAA Tax Exempt Money Market Fund) S000012917 Victory Tax Exempt Money Market Fund C000034887 Victory Tax Exempt Short-Term Fund (Formerly USAA Tax Exempt Short-Term Fund) S000012912 Victory Tax Exempt Short-Term Fund Shares C000034881 Victory Tax Exempt Short-Term Fund Class A C000220625 Victory Tax Exempt Short-Term Fund Institutional Shares C000220626 Victory Virginia Bond Fund (Formerly USAA Virginia Bond Fund) S000012921 Victory Virginia Bond Fund Shares C000034891 Victory Virginia Bond Fund Class A C000220631 Victory Virginia Bond Fund Institutional Shares C000220632 811-07852 033-65572 02/29/2024 2550872105.00 4017086367.00 9294334359.00 13311420726.00 0.00 (10760548621.00) 0.000147600 0.00 0.00 0.00 N/A /s/ Allan Shaer Allan Shaer, Treasurer and Principal Financial Officer 05/23/2024