Victory Variable Insurance Funds N-CSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number:        811-08979

Victory Variable Insurance Funds

(Exact name of registrant as specified in charter)

4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio	44144
(Address of principal executive offices)	(Zip code)

Citi Fund Services Ohio, Inc., 4400 Easton Commons, Suite 200, Columbus, Ohio 43219

(Name and address of agent for service)

Registrant’s telephone number, including area code: 800-539-3863

Date of fiscal year end: December 31

Date of reporting period: June 30, 2023

Item 1. Reports to Stockholders.

June

30,

2023

Semi

Annual

Report

Victory

Variable

Insurance

Funds

Victory

500

Index

VIP

Series

vcm.com

News,

Information

And

Education

24

Hours

A

Day,

7

Days

A

Week

The

Victory

Capital

website

gives

fund

shareholders,

prospective

shareholders,

and

investment

professionals

a

convenient

way

to

access

fund

information,

get

guidance,

and

track

fund

performance

anywhere

they

can

access

the

Internet.

The

site

includes:

Detailed

performance

records

Daily

share

prices

The

latest

fund

news

Investment

resources

to

help

you

become

a

better

investor

A

section

dedicated

to

investment

professionals

Whether

you’re

a

potential

investor

searching

for

the

fund

that

matches

your

investment

philosophy,

a

seasoned

investor

interest-

ed

in

planning

tools,

or

an

investment

professional,

vcm.com

has

what

you

seek.

Visit

us

anytime.

We’re

always

open.

TABLE

OF

CONTENTS

Victory

Variable

Insurance

Funds

1

Investment

Objective

and

Portfolio

Holdings

3

Schedule

of

Portfolio

Investments

4

Financial

Statements

Statement

of

Assets

and

Liabilities

14

Statement

of

Operations

15

Statements

of

Changes

in

Net

Assets

16

Financial

Highlights

17

Notes

to

Financial

Statements

18

Supplemental

Information

25

Proxy

Voting

and

Portfolio

Holdings

Information 

25

Expense

Example

25

Liquidity

Risk

Management

Program

26

Privacy

Policy

(inside

back

cover)

2

Call

Victory

at:

800-539-FUND

(800-539-3863)

Visit

our

website

at:

vcm.com

The

Fund

is

distributed

by

Victory

Capital

Services,

Inc.

Victory

Capital

Management

Inc.

is

the

investment

adviser

to

the

Fund

and

receives

fees

from

the

Fund

for

performing

services

for

the

Fund.

This

report

is

not

authorized

for

distribution

to

prospective

investors

unless

preceded

or

accompanied

by

a

current

prospectus

of

the

Fund.

For

additional

information

about

any

Victory

Fund,

including

fees,

expenses,

and

risks,

view

our

prospectus

online

at

vcm.com

or

call

800-539-3863.

Read

it

carefully

before

you

invest

or

send

money.

The

information

in

this

report

is

based

on

data

obtained

from

recognized

services

and

sources

and

is

believed

to

be

reliable.

Any

opinions,

projections,

or

recommendations

in

this

report

are

subject

to

change

without

notice

and

are

not

intended

as

individual

investment

advice.

Past

investment

performance

of

the

Fund,

markets

or

securities

mentioned

herein

should

not

be

considered

to

be

indicative

of

future

results.

NOT

FDIC

INSURED

NO

BANK

GUARANTEE

MAY

LOSE

VALUE

3

Victory

Variable

Insurance

Funds

Victory

500

Index

VIP

Series

June

30,

2023

Investment

Objective

and

Portfolio

Holdings:

(Unaudited)

The

Fund

seeks

to

match,

before

fees

and

expenses,

the

performance of

the

stocks

composing

the

Victory

US

Large

Cap

500

Index.

Top

10

Holdings*:

June

30,

2023

(%

of

Net

Assets)

Sector

Allocation*:

June

30,

2023

(%

of

Net

Assets)

Does

not

include

futures

contracts,

money

market

instruments,

and

short-term

investments

purchased

with

cash

collateral

from

securities

loaned.

Percentages

are

of

the

net

assets

of

the

Fund

and

may

not

equal

100%.

Refer

to

the

Schedule

of

Portfolio

Investments

for

a

complete

list

of

securities.

Apple,

Inc.

8.0%

Microsoft

Corp.

6.5%

Amazon.com,

Inc.

3.1%

NVIDIA

Corp.

2.6%

Alphabet,

Inc.,

Class

A

1.9%

Tesla,

Inc.

1.8%

Meta

Platforms,

Inc.,

Class

A

1.7%

Alphabet,

Inc.,

Class

C

1.6%

UnitedHealth

Group,

Inc.

1.2%

Berkshire

Hathaway,

Inc.,

Class

B

1.2%

Schedule

of

Portfolio

Investments

June

30,

2023

Victory

Variable

Insurance

Funds

Victory

500

Index

VIP

Series

4

(Unaudited)

See

notes

to

financial

statements.

Security

Description

Shares

Value

Common

Stocks

(99.4%)

Communication

Services

(8.4%):

Activision

Blizzard,

Inc.(a)

................................................

1,778

$

149,885

Alphabet,

Inc.,

Class

C(a)

.................................................

12,549

1,518,053

Alphabet,

Inc.,

Class

A(a)

.................................................

14,395

1,723,082

AT&T,

Inc.

...........................................................

17,232

274,850

Charter

Communications,

Inc.,

Class

A(a)

.....................................

255

93,679

Comcast

Corp.,

Class

A

..................................................

10,065

418,201

Electronic

Arts,

Inc.

.....................................................

623

80,803

Fox

Corp.,

Class

A

......................................................

703

23,902

Fox

Corp.,

Class

B

......................................................

322

10,269

Liberty

Broadband

Corp.,

Class

C(a)

.........................................

283

22,671

Liberty

Media

Corp.-Liberty

Formula

One,

Class

C(a)

............................

479

36,059

Live

Nation

Entertainment,

Inc.(a)

...........................................

346

31,524

Meta

Platforms,

Inc.,

Class

A(a)

............................................

5,379

1,543,665

Netflix,

Inc.(a)

.........................................................

1,055

464,717

Omnicom

Group,

Inc.

....................................................

485

46,148

Paramount

Global,

Class

B(b)

..............................................

1,400

22,274

Pinterest,

Inc.,

Class

A(a)

.................................................

1,408

38,495

ROBLOX

Corp.,

Class

A(a)

...............................................

1,036

41,751

Sirius

XM

Holdings,

Inc.(b)

...............................................

1,598

7,239

Snap,

Inc.,

Class

A(a)

....................................................

2,342

27,729

Take-Two

Interactive

Software,

Inc.(a)

........................................

375

55,185

The

Interpublic

Group

of

Cos.,

Inc.

..........................................

930

35,879

The

Trade

Desk,

Inc.,

Class

A(a)

............................................

1,068

82,471

The

Walt

Disney

Co.(a)

..................................................

4,415

394,171

T-Mobile

U.S.,

Inc.(a)

....................................................

1,267

175,986

Verizon

Communications,

Inc.

..............................................

10,150

377,479

Warner

Bros

Discovery,

Inc.(a)

.............................................

5,341

66,976

7,763,143

Communications

Equipment

(0.8%):

Arista

Networks,

Inc.(a)

..................................................

570

92,374

Cisco

Systems,

Inc.

.....................................................

9,929

513,727

Motorola

Solutions,

Inc.

..................................................

404

118,485

724,586

Consumer

Discretionary

(10.3%):

Airbnb,

Inc.,

Class

A(a)

..................................................

929

119,061

Amazon.com,

Inc.(a)

....................................................

21,794

2,841,066

AutoZone,

Inc.(a)

.......................................................

45

112,201

Best

Buy

Co.,

Inc.

......................................................

476

39,008

Booking

Holdings,

Inc.(a)

.................................................

90

243,030

Burlington

Stores,

Inc.(a)

.................................................

158

24,868

Chipotle

Mexican

Grill,

Inc.(a)

.............................................

66

141,174

Coupang,

Inc.(a)

.......................................................

2,738

47,641

D.R.

Horton,

Inc.

.......................................................

730

88,834

Darden

Restaurants,

Inc.

..................................................

294

49,121

DoorDash,

Inc.,

Class

A(a)

................................................

574

43,865

eBay,

Inc.

............................................................

1,298

58,008

Etsy,

Inc.(a)

...........................................................

301

25,468

Expedia

Group,

Inc.(a)

...................................................

354

38,724

Ford

Motor

Co.

........................................................

9,463

143,175

General

Motors

Co.

.....................................................

3,371

129,986

Genuine

Parts

Co.

......................................................

334

56,523

Hilton

Worldwide

Holdings,

Inc.

............................................

631

91,842

Las

Vegas

Sands

Corp.(a)

.................................................

794

46,052

Lennar

Corp.,

Class

A

....................................................

601

75,311

LKQ

Corp.

...........................................................

639

37,235

Lowe's

Cos.,

Inc.

.......................................................

1,461

329,748

Lucid

Group,

Inc.(a)(b)

...................................................

1,588

10,941

Lululemon

Athletica,

Inc.(a)

...............................................

269

101,816

Marriott

International,

Inc.,

Class

A

..........................................

633

116,276

McDonald's

Corp.

......................................................

1,768

527,589

Victory

Variable

Insurance

Funds

Victory

500

Index

VIP

Series

5

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

MGM

Resorts

International

................................................

770

$

33,818

NIKE,

Inc.,

Class

B

.....................................................

2,980

328,903

NVR,

Inc.(a)

..........................................................

7

44,454

O'Reilly

Automotive,

Inc.(a)

...............................................

148

141,384

Pool

Corp.

............................................................

92

34,467

PulteGroup,

Inc.

........................................................

540

41,947

Rivian

Automotive,

Inc.,

Class

A(a)(b)

........................................

1,434

23,890

Ross

Stores,

Inc.

.......................................................

816

91,498

Royal

Caribbean

Cruises

Ltd.(a)

............................................

537

55,708

Starbucks

Corp.

........................................................

2,694

266,868

Tesla,

Inc.(a)

..........................................................

6,500

1,701,505

The

Home

Depot,

Inc.

...................................................

2,463

765,106

The

TJX

Cos.,

Inc.

......................................................

2,793

236,818

Tractor

Supply

Co.

......................................................

266

58,813

Ulta

Beauty,

Inc.(a)

.....................................................

122

57,413

Yum

China

Holdings,

Inc.

.................................................

981

55,426

Yum!

Brands,

Inc.

......................................................

681

94,353

9,570,934

Consumer

Staples

(6.6%):

Altria

Group,

Inc.

.......................................................

4,331

196,194

Archer-Daniels-Midland

Co.

...............................................

1,311

99,059

Brown-Forman

Corp.,

Class

B

.............................................

734

49,017

Bunge

Ltd.

...........................................................

358

33,777

Campbell

Soup

Co.

.....................................................

478

21,849

Church

&

Dwight

Co.,

Inc.

................................................

590

59,136

Colgate-Palmolive

Co.

...................................................

2,007

154,619

Conagra

Brands,

Inc.

....................................................

1,140

38,441

Constellation

Brands,

Inc.,

Class

A

..........................................

401

98,698

Costco

Wholesale

Corp.

..................................................

1,072

577,143

Dollar

General

Corp.

....................................................

540

91,681

Dollar

Tree,

Inc.(a)

......................................................

535

76,773

General

Mills,

Inc.

......................................................

1,425

109,298

Hormel

Foods

Corp.

.....................................................

700

28,154

Kellogg

Co.

...........................................................

818

55,133

Keurig

Dr

Pepper,

Inc.

...................................................

2,191

68,513

Kimberly-Clark

Corp.

....................................................

816

112,657

Lamb

Weston

Holdings,

Inc.

...............................................

341

39,198

McCormick

&

Co.,

Inc.

..................................................

606

52,861

Mondelez

International,

Inc.,

Class

A

.........................................

3,295

240,337

Monster

Beverage

Corp.(a)

................................................

1,791

102,875

PepsiCo,

Inc.

..........................................................

3,329

616,597

Philip

Morris

International,

Inc.

.............................................

3,747

365,782

Sysco

Corp.

...........................................................

1,227

91,043

Target

Corp.

..........................................................

1,112

146,673

The

Clorox

Co.

........................................................

299

47,553

The

Coca-Cola

Co.

......................................................

10,347

623,096

The

Estee

Lauder

Cos.,

Inc.

...............................................

560

109,973

The

Hershey

Co.

.......................................................

355

88,644

The

J.M.

Smucker

Co.

...................................................

250

36,918

The

Kraft

Heinz

Co.

.....................................................

2,665

94,608

The

Kroger

Co.

........................................................

1,713

80,511

The

Procter

&

Gamble

Co.

................................................

5,702

865,221

Tyson

Foods,

Inc.,

Class

A

................................................

676

34,503

Walgreens

Boots

Alliance,

Inc.

.............................................

1,730

49,288

Walmart,

Inc.

..........................................................

3,389

532,683

6,088,506

Electronic

Equipment,

Instruments

&

Components

(0.5%):

Amphenol

Corp.,

Class

A

.................................................

1,423

120,884

CDW

Corp.

...........................................................

327

60,005

Corning,

Inc.

..........................................................

1,841

64,509

Keysight

Technologies,

Inc.(a)

.............................................

427

71,501

Teledyne

Technologies,

Inc.(a)

.............................................

112

46,044

Victory

Variable

Insurance

Funds

Victory

500

Index

VIP

Series

6

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Trimble,

Inc.(a)

........................................................

597

$

31,605

Zebra

Technologies

Corp.(a)

...............................................

123

36,387

430,935

Energy

(4.2%):

Baker

Hughes

Co.

......................................................

2,419

76,465

Cheniere

Energy,

Inc.

....................................................

583

88,826

Chevron

Corp.

.........................................................

4,608

725,069

ConocoPhillips

........................................................

2,946

305,235

Coterra

Energy,

Inc.

.....................................................

1,820

46,046

Devon

Energy

Corp.

.....................................................

1,565

75,652

Diamondback

Energy,

Inc.

................................................

422

55,434

EOG

Resources,

Inc.

....................................................

1,420

162,505

Exxon

Mobil

Corp.

.....................................................

9,953

1,067,459

Halliburton

Co.

........................................................

2,185

72,083

Hess

Corp.

............................................................

671

91,222

Kinder

Morgan,

Inc.

.....................................................

4,727

81,399

Marathon

Oil

Corp.

.....................................................

1,522

35,036

Marathon

Petroleum

Corp.

................................................

1,077

125,578

Occidental

Petroleum

Corp.

...............................................

2,197

129,184

ONEOK,

Inc.

..........................................................

1,069

65,979

Phillips

66

............................................................

1,142

108,924

Pioneer

Natural

Resources

Co.

.............................................

562

116,435

Schlumberger

NV

......................................................

3,427

168,334

Targa

Resources

Corp.

...................................................

537

40,866

Texas

Pacific

Land

Corp.

.................................................

19

25,014

The

Williams

Cos.,

Inc.

..................................................

2,945

96,095

Valero

Energy

Corp.

.....................................................

897

105,218

3,864,058

Financials

(12.6%):

Aflac,

Inc.

............................................................

1,332

92,974

American

Express

Co.

...................................................

1,799

313,386

American

International

Group,

Inc.

..........................................

1,782

102,536

Ameriprise

Financial,

Inc.

.................................................

254

84,369

Aon

PLC,

Class

A

......................................................

491

169,493

Apollo

Global

Management,

Inc.

............................................

954

73,277

Arch

Capital

Group

Ltd.(a)

................................................

867

64,895

Ares

Management

Corp.,

Class

A

...........................................

335

32,277

Arthur

J.

Gallagher

&

Co.

.................................................

507

111,322

Bank

of

America

Corp.

...................................................

19,344

554,979

Berkshire

Hathaway,

Inc.,

Class

B(a)

.........................................

3,147

1,073,127

Berkshire

Hathaway,

Inc.,

Class

A(a)

.........................................

1

517,810

BlackRock,

Inc.

........................................................

356

246,046

Blackstone,

Inc.

........................................................

1,679

156,097

Block,

Inc.(a)

..........................................................

1,286

85,609

Brown

&

Brown,

Inc.

....................................................

575

39,583

Capital

One

Financial

Corp.

...............................................

912

99,745

Cboe

Global

Markets,

Inc.

................................................

256

35,331

Cincinnati

Financial

Corp.

................................................

372

36,203

Citigroup,

Inc.

.........................................................

4,698

216,296

Citizens

Financial

Group,

Inc.

..............................................

1,158

30,201

CME

Group,

Inc.

.......................................................

861

159,535

Discover

Financial

Services

...............................................

627

73,265

Everest

Re

Group

Ltd.

...................................................

70

23,930

FactSet

Research

Systems,

Inc.

.............................................

92

36,860

Fidelity

National

Information

Services,

Inc.

....................................

1,420

77,674

Fifth

Third

Bancorp

.....................................................

1,642

43,037

First

Horizon

Corp.

.....................................................

1,272

14,335

Fiserv,

Inc.(a)

..........................................................

1,503

189,603

FleetCor

Technologies,

Inc.(a)

..............................................

168

42,181

Franklin

Resources,

Inc.

..................................................

701

18,724

Global

Payments,

Inc.

....................................................

630

62,068

Huntington

Bancshares,

Inc.

...............................................

3,438

37,062

Victory

Variable

Insurance

Funds

Victory

500

Index

VIP

Series

7

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Intercontinental

Exchange,

Inc.

.............................................

1,337

$

151,188

JPMorgan

Chase

&

Co.

..................................................

7,042

1,024,188

KeyCorp

.............................................................

2,255

20,836

KKR

&

Co.,

Inc.

.......................................................

1,561

87,416

Loews

Corp.

..........................................................

471

27,968

LPL

Financial

Holdings,

Inc.

...............................................

188

40,877

M&T

Bank

Corp.

.......................................................

401

49,628

Markel

Group,

Inc.(a)

....................................................

32

44,262

MarketAxess

Holdings,

Inc.

...............................................

89

23,266

Marsh

&

McLennan

Cos.,

Inc.

.............................................

1,195

224,756

Mastercard,

Inc.,

Class

A

.................................................

2,034

799,972

MetLife,

Inc.

..........................................................

1,572

88,865

Moody's

Corp.

.........................................................

443

154,040

Morgan

Stanley

........................................................

3,145

268,583

MSCI,

Inc.

...........................................................

187

87,757

Nasdaq,

Inc.

..........................................................

815

40,628

Northern

Trust

Corp.

....................................................

494

36,625

NU

Holdings

Ltd.,

Class

A(a)

..............................................

4,888

38,566

PayPal

Holdings,

Inc.(a)

..................................................

2,707

180,638

Principal

Financial

Group,

Inc.

.............................................

582

44,139

Prudential

Financial,

Inc.

.................................................

889

78,428

Raymond

James

Financial,

Inc.

.............................................

468

48,564

Regions

Financial

Corp.

..................................................

2,258

40,238

S&P

Global,

Inc.

.......................................................

778

311,892

State

Street

Corp.

.......................................................

824

60,300

Synchrony

Financial

.....................................................

1,046

35,480

T.

Rowe

Price

Group,

Inc.

.................................................

531

59,483

The

Allstate

Corp.

......................................................

630

68,695

The

Bank

of

New

York

Mellon

Corp.

.........................................

1,944

86,547

The

Carlyle

Group,

Inc.

..................................................

484

15,464

The

Charles

Schwab

Corp.

................................................

4,070

230,688

The

Goldman

Sachs

Group,

Inc.

............................................

803

259,000

The

Hartford

Financial

Services

Group,

Inc.

....................................

757

54,519

The

PNC

Financial

Services

Group,

Inc.

......................................

969

122,045

The

Progressive

Corp.

...................................................

1,415

187,304

The

Travelers

Cos.,

Inc.

..................................................

561

97,423

Truist

Financial

Corp.

....................................................

3,207

97,332

U.S.

Bancorp

..........................................................

3,700

122,248

Visa,

Inc.,

Class

A

......................................................

3,934

934,246

Wells

Fargo

&

Co.

......................................................

9,169

391,333

WR

Berkley

Corp.

......................................................

505

30,078

11,679,335

Health

Care

(13.3%):

Abbott

Laboratories

.....................................................

4,158

453,305

AbbVie,

Inc.

..........................................................

4,276

576,106

Agilent

Technologies,

Inc.

.................................................

716

86,099

Align

Technology,

Inc.(a)

.................................................

173

61,180

Alnylam

Pharmaceuticals,

Inc.(a)

...........................................

297

56,412

AmerisourceBergen

Corp.

.................................................

406

78,127

Amgen,

Inc.

...........................................................

1,291

286,628

Avantor,

Inc.(a)

........................................................

1,581

32,474

Baxter

International,

Inc.

.................................................

1,220

55,583

Becton

Dickinson

&

Co.

..................................................

686

181,111

Biogen,

Inc.(a)

.........................................................

349

99,413

BioMarin

Pharmaceutical,

Inc.(a)

...........................................

440

38,139

Bio-Rad

Laboratories,

Inc.,

Class

A(a)

........................................

50

18,956

Boston

Scientific

Corp.(a)

.................................................

3,427

185,366

Bristol-Myers

Squibb

Co.

.................................................

5,072

324,354

Cardinal

Health,

Inc.

....................................................

616

58,255

Catalent,

Inc.(a)

........................................................

418

18,124

Centene

Corp.(a)

.......................................................

1,319

88,967

CVS

Health

Corp.

......................................................

3,103

214,510

Danaher

Corp.

.........................................................

1,602

384,480

Victory

Variable

Insurance

Funds

Victory

500

Index

VIP

Series

8

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Dexcom,

Inc.(a)

........................................................

915

$

117,587

Edwards

Lifesciences

Corp.(a)

.............................................

1,455

137,250

Elevance

Health,

Inc.

....................................................

574

255,022

Eli

Lilly

&

Co.

.........................................................

2,044

958,595

GE

HealthCare

Technologies,

Inc.

...........................................

878

71,329

Gilead

Sciences,

Inc.

....................................................

3,014

232,289

HCA

Healthcare,

Inc.

....................................................

495

150,223

Hologic,

Inc.(a)

........................................................

590

47,772

Horizon

Therapeutics

PLC(a)

..............................................

546

56,156

Humana,

Inc.

..........................................................

302

135,033

ICON

PLC(a)

.........................................................

197

49,289

IDEXX

Laboratories,

Inc.(a)

...............................................

198

99,442

Illumina,

Inc.(a)

........................................................

382

71,621

Incyte

Corp.(a)

.........................................................

533

33,179

Insulet

Corp.(a)

........................................................

166

47,864

Intuitive

Surgical,

Inc.(a)

.................................................

838

286,546

IQVIA

Holdings,

Inc.(a)

..................................................

444

99,798

Johnson

&

Johnson

.....................................................

6,294

1,041,783

Laboratory

Corp.

of

America

Holdings

........................................

213

51,403

McKesson

Corp.

.......................................................

331

141,440

Medtronic

PLC

........................................................

3,215

283,242

Merck

&

Co.,

Inc.

......................................................

6,128

707,110

Mettler-Toledo

International,

Inc.(a)

.........................................

52

68,205

Moderna,

Inc.(a)

.......................................................

808

98,172

Molina

Healthcare,

Inc.(a)

................................................

140

42,174

Pfizer,

Inc.

............................................................

13,566

497,601

Quest

Diagnostics,

Inc.

...................................................

266

37,389

Regeneron

Pharmaceuticals,

Inc.(a)

..........................................

248

178,198

ResMed,

Inc.

..........................................................

352

76,912

Revvity,

Inc.

..........................................................

305

36,231

Royalty

Pharma

PLC,

Class

A

..............................................

900

27,666

Seagen,

Inc.(a)

.........................................................

442

85,067

STERIS

PLC

..........................................................

238

53,545

Stryker

Corp.

..........................................................

851

259,632

The

Cigna

Group

.......................................................

704

197,542

The

Cooper

Cos.,

Inc.

....................................................

118

45,245

Thermo

Fisher

Scientific,

Inc.

..............................................

932

486,271

UnitedHealth

Group,

Inc.

.................................................

2,255

1,083,843

Veeva

Systems,

Inc.,

Class

A(a)

.............................................

337

66,635

Vertex

Pharmaceuticals,

Inc.(a)

.............................................

621

218,536

Viatris,

Inc.

...........................................................

2,892

28,862

Waters

Corp.(a)

........................................................

144

38,382

West

Pharmaceutical

Services,

Inc.

..........................................

179

68,462

Zimmer

Biomet

Holdings,

Inc.

.............................................

508

73,965

Zoetis,

Inc.

...........................................................

1,120

192,875

12,332,972

Industrials

(8.6%):

3M

Co.

..............................................................

1,330

133,120

AMETEK,

Inc.

........................................................

556

90,005

Automatic

Data

Processing,

Inc.

............................................

991

217,812

Axon

Enterprise,

Inc.(a)

..................................................

165

32,195

Booz

Allen

Hamilton

Holding

Corp.

.........................................

313

34,931

Broadridge

Financial

Solutions,

Inc.

.........................................

282

46,708

Carlisle

Cos.,

Inc.

.......................................................

122

31,297

Carrier

Global

Corp.

.....................................................

2,016

100,215

Caterpillar,

Inc.

........................................................

1,248

307,070

Cintas

Corp.

..........................................................

209

103,890

Copart,

Inc.(a)

.........................................................

1,036

94,494

CoStar

Group,

Inc.(a)

....................................................

973

86,597

CSX

Corp.

............................................................

4,985

169,989

Cummins,

Inc.

.........................................................

335

82,129

Deere

&

Co.

..........................................................

716

290,116

Delta

Air

Lines,

Inc.(a)

...................................................

1,550

73,687

Victory

Variable

Insurance

Funds

Victory

500

Index

VIP

Series

9

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Dover

Corp.

...........................................................

334

$

49,315

Eaton

Corp.

PLC

.......................................................

962

193,458

Emerson

Electric

Co.

....................................................

1,381

124,829

Equifax,

Inc.

..........................................................

296

69,649

Expeditors

International

of

Washington,

Inc.

....................................

369

44,697

Fastenal

Co.

...........................................................

1,380

81,406

FedEx

Corp.

..........................................................

561

139,072

Fortive

Corp.

..........................................................

853

63,779

General

Dynamics

Corp.

..................................................

657

141,354

General

Electric

Co.

.....................................................

2,606

286,269

HEICO

Corp.,

Class

A

...................................................

179

25,167

HEICO

Corp.

..........................................................

101

17,871

Honeywell

International,

Inc.

..............................................

1,615

335,113

Howmet

Aerospace,

Inc.

..................................................

986

48,866

Hubbell,

Inc.

..........................................................

130

43,103

IDEX

Corp.

...........................................................

182

39,177

Illinois

Tool

Works,

Inc.

..................................................

737

184,368

Ingersoll

Rand,

Inc.

.....................................................

979

63,987

J.B.

Hunt

Transport

Services,

Inc.

...........................................

198

35,844

Jacobs

Solutions,

Inc.

....................................................

303

36,024

Johnson

Controls

International

PLC

..........................................

1,644

112,022

L3Harris

Technologies,

Inc.

...............................................

460

90,054

Leidos

Holdings,

Inc.

....................................................

311

27,517

Lockheed

Martin

Corp.

...................................................

617

284,055

Nordson

Corp.

.........................................................

123

30,526

Norfolk

Southern

Corp.

..................................................

551

124,945

Northrop

Grumman

Corp.

.................................................

370

168,646

Old

Dominion

Freight

Line,

Inc.

............................................

230

85,043

Otis

Worldwide

Corp.

....................................................

1,003

89,277

PACCAR,

Inc.

.........................................................

1,236

103,391

Parker-Hannifin

Corp.

...................................................

307

119,742

Paychex,

Inc.

..........................................................

775

86,699

Paycom

Software,

Inc.

...................................................

124

39,834

Quanta

Services,

Inc.

....................................................

345

67,775

Raytheon

Technologies

Corp.

..............................................

3,541

346,876

Republic

Services,

Inc.

...................................................

496

75,972

Rockwell

Automation,

Inc.

................................................

277

91,258

Rollins,

Inc.

...........................................................

595

25,484

Snap-on,

Inc.

..........................................................

126

36,312

Southwest

Airlines

Co.

...................................................

1,436

51,998

SS&C

Technologies

Holdings,

Inc.

..........................................

530

32,118

Stanley

Black

&

Decker,

Inc.

..............................................

366

34,298

Textron,

Inc.

..........................................................

491

33,206

The

Boeing

Co.(a)

......................................................

1,446

305,337

Trane

Technologies

PLC

..................................................

554

105,958

TransDigm

Group,

Inc.

...................................................

128

114,454

TransUnion

...........................................................

462

36,188

Uber

Technologies,

Inc.(a)

................................................

4,579

197,675

Union

Pacific

Corp.

.....................................................

1,479

302,633

United

Airlines

Holdings,

Inc.(a)

............................................

783

42,963

United

Parcel

Service,

Inc.,

Class

B

..........................................

1,764

316,197

United

Rentals,

Inc.

.....................................................

166

73,931

Verisk

Analytics,

Inc.

....................................................

370

83,631

W.W.

Grainger,

Inc.

.....................................................

109

85,956

Waste

Management,

Inc.

..................................................

947

164,229

Westinghouse

Air

Brake

Technologies

Corp.

....................................

435

47,706

Xylem,

Inc.

...........................................................

577

64,982

8,016,491

IT

Services

(1.3%):

Accenture

PLC,

Class

A

..................................................

1,591

490,951

Cloudflare,

Inc.,

Class

A(a)

................................................

674

44,059

Cognizant

Technology

Solutions

Corp.,

Class

A

.................................

1,231

80,360

EPAM

Systems,

Inc.(a)

...................................................

135

30,341

Victory

Variable

Insurance

Funds

Victory

500

Index

VIP

Series

10

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Gartner,

Inc.(a)

........................................................

172

$

60,253

International

Business

Machines

Corp.

........................................

2,185

292,375

MongoDB,

Inc.(a)

......................................................

161

66,169

Snowflake,

Inc.,

Class

A(a)

................................................

668

117,555

VeriSign,

Inc.(a)

........................................................

251

56,719

1,238,782

Materials

(2.3%):

Air

Products

and

Chemicals,

Inc.

............................................

526

157,553

Albemarle

Corp.

.......................................................

283

63,134

Avery

Dennison

Corp.

...................................................

191

32,814

Ball

Corp.

............................................................

752

43,774

Celanese

Corp.

.........................................................

262

30,340

CF

Industries

Holdings,

Inc.

...............................................

468

32,489

Corteva,

Inc.

..........................................................

1,723

98,728

Dow,

Inc.

............................................................

1,704

90,755

DuPont

de

Nemours,

Inc.

.................................................

1,201

85,799

Ecolab,

Inc.

...........................................................

612

114,254

FMC

Corp.

...........................................................

299

31,198

Freeport-McMoRan,

Inc.

.................................................

3,389

135,560

International

Flavors

&

Fragrances,

Inc.

.......................................

616

49,027

International

Paper

Co.

...................................................

838

26,657

Linde

PLC

............................................................

1,174

447,388

Lyondellbasell

Industries

NV,

Class

A

........................................

622

57,118

Martin

Marietta

Materials,

Inc.

.............................................

149

68,792

Newmont

Corp.

........................................................

1,918

81,822

Nucor

Corp.

...........................................................

605

99,208

PPG

Industries,

Inc.

.....................................................

568

84,234

Reliance

Steel

&

Aluminum

Co.

............................................

141

38,294

Southern

Copper

Corp.

...................................................

206

14,778

Steel

Dynamics,

Inc.

.....................................................

390

42,483

The

Mosaic

Co.

........................................................

813

28,455

The

Sherwin-Williams

Co.

................................................

575

152,674

Vulcan

Materials

Co.

....................................................

321

72,366

Westlake

Corp.

........................................................

80

9,558

2,189,252

Real

Estate

(2.3%):

Alexandria

Real

Estate

Equities,

Inc.

.........................................

414

46,985

American

Tower

Corp.

...................................................

1,114

216,049

AvalonBay

Communities,

Inc.

..............................................

338

63,973

CBRE

Group,

Inc.,

Class

A(a)

..............................................

741

59,806

Crown

Castle,

Inc.

......................................................

1,036

118,042

Digital

Realty

Trust,

Inc.

..................................................

704

80,164

Equinix,

Inc.

..........................................................

224

175,603

Equity

LifeStyle

Properties,

Inc.

............................................

427

28,562

Equity

Residential

......................................................

895

59,043

Essex

Property

Trust,

Inc.

.................................................

155

36,317

Extra

Space

Storage,

Inc.

.................................................

317

47,185

Gaming

and

Leisure

Properties,

Inc.

.........................................

602

29,173

Healthpeak

Properties,

Inc.

................................................

1,321

26,552

Invitation

Homes,

Inc.

...................................................

1,478

50,843

Iron

Mountain,

Inc.

.....................................................

696

39,547

Kimco

Realty

Corp.

.....................................................

1,465

28,890

Mid-America

Apartment

Communities,

Inc.

....................................

279

42,369

Prologis,

Inc.

..........................................................

2,232

273,710

Public

Storage

.........................................................

374

109,163

Realty

Income

Corp.

....................................................

1,596

95,425

SBA

Communications

Corp.

...............................................

258

59,794

Simon

Property

Group,

Inc.

...............................................

782

90,305

Sun

Communities,

Inc.

...................................................

293

38,225

UDR,

Inc.

............................................................

788

33,853

Ventas,

Inc.

...........................................................

957

45,237

VICI

Properties,

Inc.

....................................................

2,426

76,249

Victory

Variable

Insurance

Funds

Victory

500

Index

VIP

Series

11

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Welltower,

Inc.

.........................................................

1,186

$

95,936

Weyerhaeuser

Co.

......................................................

1,770

59,313

WP

Carey,

Inc.

.........................................................

504

34,050

2,160,363

Semiconductors

&

Semiconductor

Equipment

(7.0%):

Advanced

Micro

Devices,

Inc.(a)

............................................

3,858

439,465

Analog

Devices,

Inc.

....................................................

1,223

238,253

Applied

Materials,

Inc.

...................................................

2,038

294,572

Broadcom,

Inc.

........................................................

990

858,756

Enphase

Energy,

Inc.(a)

..................................................

320

53,593

Entegris,

Inc.

..........................................................

357

39,563

First

Solar,

Inc.(a)

......................................................

242

46,002

GLOBALFOUNDRIES,

Inc.(a)

............................................

184

11,883

Intel

Corp.

............................................................

9,998

334,333

KLA

Corp.

...........................................................

335

162,482

Lam

Research

Corp.

.....................................................

323

207,644

Marvell

Technology,

Inc.

.................................................

2,062

123,266

Microchip

Technology,

Inc.

................................................

1,297

116,198

Micron

Technology,

Inc.

..................................................

2,637

166,421

Monolithic

Power

Systems,

Inc.

............................................

107

57,804

NVIDIA

Corp.

.........................................................

5,708

2,414,598

ON

Semiconductor

Corp.(a)

...............................................

1,034

97,796

QUALCOMM,

Inc.

.....................................................

2,695

320,813

Skyworks

Solutions,

Inc.

.................................................

384

42,505

Teradyne,

Inc.

.........................................................

376

41,860

Texas

Instruments,

Inc.

...................................................

2,190

394,244

6,462,051

Software

(10.6%):

Adobe,

Inc.(a)

.........................................................

1,095

535,444

ANSYS,

Inc.(a)

........................................................

208

68,696

Aspen

Technology,

Inc.(a)

.................................................

154

25,812

Atlassian

Corp.,

Class

A(a)

................................................

359

60,244

Autodesk,

Inc.(a)

.......................................................

521

106,602

Cadence

Design

Systems,

Inc.(a)

............................................

653

153,142

Crowdstrike

Holdings,

Inc.,

Class

A(a)

.......................................

512

75,197

Datadog,

Inc.,

Class

A(a)

.................................................

621

61,094

DocuSign,

Inc.(a)

.......................................................

481

24,574

Dynatrace,

Inc.(a)

......................................................

517

26,610

Fair

Isaac

Corp.(a)

......................................................

59

47,743

Fortinet,

Inc.(a)

........................................................

1,718

129,864

Gen

Digital,

Inc.

.......................................................

1,406

26,081

HubSpot,

Inc.(a)

.......................................................

113

60,126

Intuit,

Inc.

............................................................

659

301,947

Microsoft

Corp.

........................................................

17,631

6,004,061

Oracle

Corp.

..........................................................

3,714

442,300

Palantir

Technologies,

Inc.,

Class

A(a)

........................................

4,162

63,804

Palo

Alto

Networks,

Inc.(a)

................................................

717

183,201

PTC,

Inc.(a)

...........................................................

266

37,852

Roper

Technologies,

Inc.

..................................................

256

123,085

Salesforce,

Inc.(a)

......................................................

2,344

495,193

ServiceNow,

Inc.(a)

.....................................................

486

273,117

Splunk,

Inc.(a)

.........................................................

360

38,192

Synopsys,

Inc.(a)

.......................................................

365

158,925

Tyler

Technologies,

Inc.(a)

................................................

100

41,647

VMware,

Inc.,

Class

A(a)

.................................................

514

73,857

Workday,

Inc.,

Class

A(a)

.................................................

483

109,105

Zoom

Video

Communications,

Inc.,

Class

A(a)

..................................

522

35,433

Zscaler,

Inc.(a)

.........................................................

206

30,138

9,813,086

Technology

Hardware,

Storage

&

Peripherals

(8.2%):

Apple,

Inc.

...........................................................

38,239

7,417,219

Victory

Variable

Insurance

Funds

Victory

500

Index

VIP

Series

12

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Hewlett

Packard

Enterprise

Co.

.............................................

3,098

$

52,046

HP,

Inc.

..............................................................

2,374

72,906

NetApp,

Inc.

..........................................................

521

39,804

Seagate

Technology

Holdings

PLC

..........................................

494

30,564

Western

Digital

Corp.(a)

..................................................

756

28,675

7,641,214

Utilities

(2.4%):

Alliant

Energy

Corp.

....................................................

607

31,855

Ameren

Corp.

.........................................................

627

51,207

American

Electric

Power

Co.,

Inc.

...........................................

1,242

104,576

American

Water

Works

Co.,

Inc.

............................................

440

62,810

Atmos

Energy

Corp.

.....................................................

346

40,254

Avangrid,

Inc.

.........................................................

168

6,330

CenterPoint

Energy,

Inc.

..................................................

1,522

44,366

CMS

Energy

Corp.

......................................................

697

40,949

Consolidated

Edison,

Inc.

.................................................

858

77,563

Constellation

Energy

Corp.

................................................

791

72,416

Dominion

Energy,

Inc.

...................................................

2,018

104,512

DTE

Energy

Co.

.......................................................

492

54,130

Duke

Energy

Corp.

......................................................

1,861

167,006

Edison

International

.....................................................

923

64,102

Entergy

Corp.

.........................................................

511

49,756

Evergy,

Inc.

...........................................................

549

32,073

Eversource

Energy

......................................................

842

59,715

Exelon

Corp.

..........................................................

2,403

97,898

FirstEnergy

Corp.

.......................................................

1,383

53,771

NextEra

Energy,

Inc.

....................................................

4,755

352,821

PG&E

Corp.(a)

........................................................

4,227

73,043

PPL

Corp.

............................................................

1,780

47,099

Public

Service

Enterprise

Group,

Inc.

.........................................

1,206

75,508

Sempra

Energy

........................................................

760

110,648

The

AES

Corp.

........................................................

1,614

33,458

The

Southern

Co.

.......................................................

2,632

184,898

WEC

Energy

Group,

Inc.

.................................................

762

67,239

Xcel

Energy,

Inc.

.......................................................

1,323

82,251

2,242,254

Total

Common

Stocks

(Cost

$25,389,274)

92,217,962

Collateral

for

Securities

Loaned

(0.1%)^

Goldman

Sachs

Financial

Square

Government

Fund,

Institutional

Shares,

5.02%(c)

........

16,274

16,274

HSBC

U.S.

Government

Money

Market

Fund,

Institutional

Shares,

5.02%(c)

............

16,274

16,274

Invesco

Government

&

Agency

Portfolio,

Institutional

Shares,

5.08%(c)

...............

16,274

16,274

Morgan

Stanley

Institutional

Liquidity

Government

Portfolio,

Institutional

Shares,

5.04%(c)

.

16,274

16,274

Total

Collateral

for

Securities

Loaned

(Cost

$65,096)

65,096

Total

Investments

(Cost

$25,454,370)

—

99.5%

92,283,058

Other

assets

in

excess

of

liabilities

—

0.5%

467,437

NET

ASSETS

-

100.00%

$

92,750,495

^

Purchased

with

cash

collateral

from

securities

on

loan.

(a)

Non-income

producing

security.

(b)

All

or

a

portion

of

this

security

is

on

loan.

(c)

Rate

disclosed

is

the

daily

yield

on

June

30,

2023.

PLC—Public

Limited

Company

Victory

Variable

Insurance

Funds

Victory

500

Index

VIP

Series

13

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Futures

Contracts

Purchased

Number

of

Contracts

Expiration

Date

Notional

Amount

Value

Unrealized

Appreciation

(Depreciation)

E-Mini

S&P

500

Futures

..............

2

9/15/23

$

434,915

$

448,825

$

13,910

Total

unrealized

appreciation

$

13,910

Total

unrealized

depreciation

—

Total

net

unrealized

appreciation

(depreciation)

$

13,910

Statement

of

Assets

and

Liabilities

June

30,

2023

14

See

notes

to

financial

statements.

Victory

Variable

Insurance

Funds

(Unaudited)

Victory

500

Index

VIP

Series

Assets:

Investments,

at

value

(Cost

$25,454,370)

$

92,283,058‌(a)

Cash

358,773‌

Deposit

with

broker

for

futures

contracts

196,334‌

Receivables:

Interest

and

dividends

56,679‌

Variation

margin

on

open

futures

contracts

7,408‌

From

Adviser

19,430‌

Prepaid

expenses

536‌

Total

Assets

92,922,218‌

Liabilities:

Payables:

Collateral

received

on

loaned

securities

65,096‌

Capital

shares

redeemed

54,252‌

Accrued

expenses

and

other

payables:

Investment

advisory

fees

18,671‌

Administration

fees

4,681‌

Custodian

fees

1,231‌

Transfer

agent

fees

1,182‌

Compliance

fees

63‌

Other

accrued

expenses

26,547‌

Total

Liabilities

171,723‌

Commitments

and

contingencies

(Note

4

)

Net

Assets:

Capital

16,406,978‌

Total

accumulated

earnings/(loss)

76,343,517‌

Net

Assets

$

92,750,495‌

Shares

(unlimited

shares

authorized

with

a

par

value

of

$0.001

per

share):

5,815,632‌

Net

asset

value:

$

15.95‌

(a)

Includes

$63,044

of

securities

on

loan.

Statement

of

Operations

For

the

Six

Months

Ended

June

30,

2023

15

See

notes

to

financial

statements.

Victory

Variable

Insurance

Funds

(Unaudited)

Victory

500

Index

VIP

Series

Investment

Income:

Dividends

$

717,692

Interest

8,528

Securities

lending

(net

of

fees)

1,235

Total

Income

727,455

Expenses:

Investment

advisory

fees

108,573

Administration

fees

23,943

Sub-Administration

fees

9,662

Custodian

fees

2,388

Transfer

agent

fees

2,296

Trustees'

fees

3,774

Compliance

fees

390

Legal

and

audit

fees

8,194

Licensing

fees

16,875

Other

expenses

3,461

Total

Expenses

179,556

Expenses

waived/reimbursed

by

Adviser

(57,892)

Net

Expenses

121,664

Net

Investment

Income

(Loss)

605,791

Realized/Unrealized

Gains

(Losses)

from

Investments:

Net

realized

gains

(losses)

from

investment

securities

2,691,004

Net

realized

gains

(losses)

from

futures

contracts

65,553

Net

change

in

unrealized

appreciation/depreciation

on

investment

securities

10,510,721

Net

change

in

unrealized

appreciation/depreciation

on

futures

contracts

22,761

Net

realized/unrealized

gains

(losses)

on

investments

13,290,039

Change

in

net

assets

resulting

from

operations

$

13,895,830

16

Victory

Variable

Insurance

Funds

Statements

of

Changes

in

Net

Assets

See

notes

to

financial

statements.

Victory

500

Index

VIP

Series

Six

Months

Ended

June

30,

2023

(Unaudited)

Year

Ended

December

31,

2022

From

Investment

Activities:

Operations:

Net

Investment

Income

(Loss)

$

605,791

$

1,176,898

Net

realized

gains

(losses)

2,756,557

7,261,930

Net

change

in

unrealized

appreciation/depreciation

10,533,482

(

30,071,646

)

Change

in

net

assets

resulting

from

operations

13,895,830

(

21,632,818

)

Change

in

net

assets

resulting

from

distributions

to

shareholders

—

(

12,957,882

)

Change

in

net

assets

resulting

from

capital

transactions

(

4,762,331

)

2,163,457

Change

in

net

assets

9,133,499

(

32,427,243

)

Net

Assets:

Beginning

of

period

83,616,996

116,044,239

End

of

period

$

92,750,495

$

83,616,996

Capital

Transactions:

Proceeds

from

shares

issued

$

1,706,766

$

4,620,680

Distributions

reinvested

—

12,957,882

Cost

of

shares

redeemed

(

6,469,097

)

(

15,415,105

)

Change

in

net

assets

resulting

from

capital

transactions

$

(

4,762,331

)

$

2,163,457

Share

Transactions:

Issued

115,985

272,884

Reinvested

—

905,256

Redeemed

(

441,531

)

(

899,695

)

Change

in

Shares

(

325,546

)

278,445

Victory

Variable

Insurance

Funds

Financial

Highlights

For

a

Share

Outstanding

Throughout

Each

Period

17

See

notes

to

financial

statements.

Victory

500

Index

VIP

Series

Six

Months

Ended

June

30,

2023

(Unaudited)

Year

Ended

December

31,

2022

Year

Ended

December

31,

2021

Year

Ended

December

31,

2020

Year

Ended

December

31,

2019

Year

Ended

December

31,

2018

Net

Asset

Value,

Beginning

of

Period

$13.62

$19.79

$17.71

$19.35

$16.92

$19.06

Investment

Activities:

Net

investment

income

(loss)(a)

0.10

0.21

0.21

0.28

0.34

0.32

Net

realized

and

unrealized

gains

(losses)

2.23

(3.95)

4.59

3.53

4.88

(1.21)

Total

from

Investment

Activities

2.33

(3.74)

4.80

3.81

5.22

(0.89)

Distributions

to

Shareholders

from:

Net

investment

income

—

(0.19)

(0.23)

(0.32)

(0.37)

(0.02)

Net

realized

gains

—

(2.24)

(2.49)

(5.13)

(2.42)

(1.23)

Total

Distributions

—

(2.43)

(2.72)

(5.45)

(2.79)

(1.25)

Net

Asset

Value,

End

of

Period

$15.95

$13.62

$19.79

$17.71

$19.35

$16.92

Total

Return(b)(c)(d)

17.11%

(19.36)%

27.43%

20.13%

31.04%

(4.65)%

Ratios

to

Average

Net

Assets:

Net

Expenses(e)(f)

0.28%

0.28%

0.28%

0.28%

0.28%

0.28%

Net

Investment

Income

(Loss)(e)

1.39%

1.26%

1.04%

1.46%

1.71%

1.65%

Gross

Expenses(e)(f)

0.41%

0.41%

0.48%

0.58%

0.52%

0.38%

Supplemental

Data:

Net

Assets

at

end

of

period

(000's)

$92,750

$83,617

$116,044

$103,571

$100,139

$106,432

Portfolio

Turnover(b)

3%

7%

9%

13%

3%

3%

(a)

Per

share

net

investment

income

(loss)

has

been

calculated

using

the

average

daily

shares

method.

(b)

Not

annualized

for

periods

less

than

one

year.

(c)

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.

(d)

Total

returns

do

not

reflect

the

effects

of

charges

deducted

pursuant

to

the

terms

of

The

Guardian

Insurance

&

Annuity

Company,

Inc.'s

variable

contracts.

Inclusion

of

such

charges

would

reduce

the

total

returns

for

all

periods

shown.

(e)

Annualized

for

periods

less

than

one

year.

(f)

Does

not

include

acquired

fund

fees

and

expenses,

if

any.

Notes

to

Financial

Statements

June

30,

2023

Victory

Variable

Insurance

Funds

18

(Unaudited)

1.

Organization:

Victory

Variable

Insurance

Funds

(the

“Trust”)

is

organized

as

a

Delaware

statutory

trust

and the

Trust

is

registered

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“1940

Act”),

as

an

open-end

investment

company.

The

Trust

is

comprised

of six

funds

and

is

authorized

to

issue

an

unlimited

number

of

shares,

which

are

units

of

beneficial

interest

with

a

par

value

of

$0.001

per

share.

The

accompanying

financial

statements

are

those

of Victory

500

Index

VIP

Series

(the

“Fund”),

a

series

of

the

Trust.

The

Fund offers

a

single

class

of

shares:

Class

I.

The

Fund’s

shares

are

only

available

for

purchase

by

certain

separate

accounts

of

insurance

companies

as

investments

for

certain

variable

annuity

plans

and

variable

life

insurance

contracts

issued

by

those

insurance

companies.

The

Fund

is

classified

as

diversified

under

the

1940

Act.

Victory

Capital

Management

Inc.

(“VCM”

or

the

“Adviser”)

is

an

indirect

wholly

owned

subsidiary

of

Victory

Capital

Holdings,

Inc.,

a

publicly

traded

Delaware

corporation,

and

a

wholly

owned

direct

subsidiary

of

Victory

Capital

Operating,

LLC.

Under

the

Trust’s

organizational

documents,

its

officers

and

trustees

are

indemnified

against

certain

liabilities

arising

out

of

the

performance

of

their

duties

to

the

Fund.

In

addition,

in

the

normal

course

of

business,

the

Fund

enters

into

contracts

with

its

vendors

and

others

that

provide

for

general

indemnifications.

The

Fund’s

maximum

exposure

under

these

arrangements

is

unknown,

as

this

would

involve

future

claims

that

may

be

made

against

the

Fund.

However,

based

on

experience,

the

Fund

expects

that

risk

of

loss

to

be

remote.

2.

Significant

Accounting

Policies:

The

following

is

a

summary

of

significant

accounting

policies

followed

by

the

Fund

in

the

preparation

of

its

financial

statements.

The

policies

are

in

conformity

with

U.S.

Generally

Accepted

Accounting

Principles

(“GAAP”).

The

preparation

of

financial

statements

in

accordance

with

GAAP

requires

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities

and

disclosure

of

contingent

assets

and

liabilities

at

the

date

of

the

financial

statements

and

the

reported

amounts

of

income

and

expenses

for

the

period.

Actual

results

could

differ

from

those

estimates.

The

Fund

follows

the

specialized

accounting

and

reporting

requirements

under

GAAP

that

are

applicable

to

investment

companies

under

Accounting

Standards

Codification

Topic

946.

Investment

Valuation: 

The

Fund

records

investments

at

fair

value.

Fair

value

is

defined

as

the

price

that

would

be

received

to sell

an asset

or

paid

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

at

the

measurement

date.

The

valuation

techniques

described

below

maximize

the

use

of

observable

inputs

and

minimize

the

use

of

unobservable

inputs

in

determining

fair

value.

The

inputs

used

for

valuing

the

Fund’s

investments

are

summarized

in

the

three

broad

levels

listed

below:

Level

1

—

quoted

prices

(unadjusted)

in

active

markets

for

identical

securities

Level

2

—

other

significant

observable

inputs

(including

quoted

prices

for

similar

securities,

interest

rates,

or

credit

spreads, applicable

to

those

securities,

etc.)

Level

3

—

significant

unobservable

inputs

(including

the

Adviser’s

assumptions

in

determining

the

fair

value of

investments)

Changes

in

valuation

techniques

may

result

in

transfers

in

or

out

of

an

assigned

level

within

the

disclosure

hierarchy.

The

inputs

or

methodologies

used

for

valuation

techniques

are

not

necessarily

an

indication

of

the

risks

associated

with

entering

into

those

investments.

The Adviser,

appointed

as

the

valuation

designee

by the

Trust’s

Board

of

Trustees

(the

“Board”),

has

established

the

Pricing

and

Liquidity

Committee

(the

“Committee”),

and

subject

to

Board

oversight,

the

Committee

administers

and

oversees

the

Fund’s

valuation

policies

and

procedures,

which

were

approved

by

the

Board.

Portfolio

securities

listed

or

traded

on

securities

exchanges,

including

Exchange-Traded

Funds

(“ETFs”),

and

American

Depositary

Receipts,

are

valued

at

the

closing

price

on

the

exchange

or

system

where

the

security

is

principally

traded,

if

available,

or

at

the

Nasdaq

Official

Closing

Price.

If

there

have

been

no

sales

for

that

day

on

the

exchange

or

system,

then

a

security

is

valued

at

the

last

available

bid

quotation

on

the

exchange

or

system

where

the

security

is

principally

traded.

In

each

of

these

situations,

valuations

are

typically

categorized

as

Level

1

in

the

fair

value

hierarchy.

Investments

in

open-end

investment

companies,

other

than

ETFs, are

valued

at their

net

asset

value

(“NAV”).

These

valuations

are

typically

categorized

as

Level

1 in

the

fair

value

hierarchy.

Futures

contracts

are

valued

at

the

settlement

price

established

each

day

by

the

board

of

trade

or

an

exchange

on

which

they

are

traded.

These

valuations

are

typically

categorized

as

Level

1

in

the

fair

value

hierarchy.

In

the

event

that

price

quotations

or

valuations

are

not

readily

available,

investments

are

valued

at

fair

value

in

accordance

with

procedures

established

by

and

under

the

general

supervision

and

responsibility

of

the

Board.

These

valuations

are

typically

categorized

as

Level

2

or

Level

3

in

the

fair

value

hierarchy,

based

on

the

observability

of

inputs

used

to

determine

the

fair

value.

The

effect

of

fair

value

pricing

is

that

securities

may

not

be

priced

on

the

basis

of

quotations

from

the

primary

market

in

which

they

are

traded

and

the

actual

price

realized

from

the

sale

of

a

security

may

differ

materially

from

the

fair

value

price.

Valuing

these

securities

at

fair

value

is

intended

to

cause

the

Fund’s

NAV to

be

more

reliable

than

it

otherwise

would

be.

A

summary

of

the

valuations

as

of

June

30,

2023, based

upon

the

three

levels

defined

above,

is

included

in

the

table

below

while

the

breakdown,

by

category,

of

investments

is

disclosed

on

the

Schedule

of

Portfolio

Investments:

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

19

(Unaudited)

As

of June

30,

2023,

there

were

no

transfers

into/out

of

Level

3.

Investment

Companies:

Open-End

Funds:

The

Fund

may

invest

in

portfolios

of

open-end

investment

companies.

These

investment

companies

value

securities

in

their

portfolios

for

which

market

quotations

are

readily

available

at

their

market

values

(generally

the

last

reported

sale

price)

and

all

other

securities

and

assets

at

their

fair

value

by

the

methods

established

by

the

board

of

directors

of

the

underlying

funds.

Derivative

Instruments:

Futures

Contracts:

The

Fund

may

enter

into

contracts

for

the

future

delivery

of

securities

or

foreign

currencies

and

futures

contracts

based

on

a

specific

security,

class

of

securities,

foreign

currency

or

an

index,

and

purchase

or

sell

options

on

any

such

futures

contracts.

A

futures

contract

on

a

securities

index

is

an

agreement

obligating

either

party

to

pay,

and

entitling

the

other

party

to

receive,

while

the

contract

is

outstanding,

cash

payments

based

on

the

level

of

a

specified

securities

index.

No

physical

delivery

of

the

underlying

asset

is

made.

The

Fund

may

enter

into

futures

contracts

in

an

effort

to

hedge

against

market

risks.

The

acquisition

of

put

and

call

options

on

futures

contracts

will

give

the

Fund

the

right

(but

not

the

obligation),

for

a

specified

price,

to

sell

or

to

purchase

the

underlying

futures

contract,

upon

exercise

of

the

option,

at

any

time

during

the

option

period.

Futures

transactions

involve

brokerage

costs

and a

good

faith

margin

deposit,

known

as

initial

margin,

of

cash

or

government

securities

with

a

broker

or

custodian

is

required

to

initiate

and

maintain

open

positions

in

futures

contracts.

Subsequent

payments,

known

as

variation

margin,

are

made

or

received

by

the

Fund

based

on

the

change

in

the

market

value

of

the

position

and

are

recorded

as

unrealized

appreciation

or

depreciation

until

the

contract

is

closed

out,

at

which

time

the

gain

or

loss

is

realized.

The

Fund

may

lose

the

expected

benefit

of

futures

transactions

if

interest

rates,

exchange

rates

or

securities

prices

change

in

an

unanticipated

manner.

Such

unanticipated

changes

may

also

result

in

lower

overall

performance

than

if

the

Fund

had

not

entered

into

any

futures

transactions.

In

addition,

the

value

of

the

Fund’s

futures

positions

may

not

prove

to

be

perfectly

or

even

highly

correlated

with

the

value

of

its

portfolio

securities

or

foreign

currencies,

limiting

the

Fund’s

ability

to

hedge

effectively

against

interest

rate,

exchange

rate

and/or

market

risk

and

giving

rise

to

additional

risks.

There

is

no

assurance

of

liquidity

in

the

secondary

market

for

purposes

of

closing

out

futures

positions.

The

collateral

held

by

the

Fund

is

reflected

on

the

Statement

of

Assets

and

Liabilities

under

Deposit

with

broker

for

futures

contracts.

Management

has

determined

that

no

offsetting

requirements

exist

as

a

result

of

their

conclusion

that

the

Fund

is

not

subject

to

master

netting

agreements

for

futures

contracts. During

the six

months ended

June

30,

2023,

the

Fund

entered

into

futures

contracts

primarily

for

the

strategy

of

hedging

or

other

purposes,

including

but

not

limited

to,

providing

liquidity

and

equitizing

cash.

Level

1

Level

2

Level

3

Total

Common

Stocks

............................

$

92,217,962

$

—

$

—

$

92,217,962

Collateral

for

Securities

Loaned

................

65,096

—

—

65,096

Total

....................................

$

92,283,058

$

—

$

—

$

92,283,058

Other

Financial

Investments:*

Assets:

Futures

Contracts

...........................

13,910

—

—

13,910

Total

....................................

$

13,910

$

—

$

—

$

13,910

*

Futures

Contracts

are

valued

at

the

unrealized

appreciation

(depreciation)

on

the

investment.

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

20

(Unaudited)

Summary

of

Derivative

Instruments:

The

following

table

summarizes

the

fair

values

of

derivative

instruments

on

the

Statement

of

Assets

and

Liabilities,

categorized

by

risk

exposure,

as

of

June

30,

2023:

The

following

table

presents the

effect

of

derivative

instruments

on

the

Statement

of

Operations,

categorized

by

risk

exposure,

for

the period

ended

June

30,

2023:

All

open

derivative

positions

at

period end

are

reflected

on

the

Fund’s

Schedule

of

Portfolio

Investments.

The

underlying

face

value

of

open

derivative

positions

relative

to

the

Fund’s

net

assets

at

period

end

is

generally

representative

of

the

notional

amount

of

open

positions

to

net

assets

throughout

the

period.

Investment

Transactions

and

Related

Income:

Changes

in

holdings

of

investments

are

accounted

for

no

later

than

one

business

day

following

the

trade

date.

For

financial

reporting

purposes,

however,

investment

transactions

are

accounted

for

on

trade

date

or

the

last

business

day

of

the

reporting

period.

Interest

income

is

determined

on

the

basis

of

coupon

interest

accrued

using

the

effective

interest

method

which

adjusts,

where

applicable,

the

amortization

of

premiums

or

accretion

of

discounts. Dividend

income

is

recorded

on

the

ex-dividend

date.

Non-cash

dividends

included

in

income,

if

any,

are

recorded

at

the

fair

value

of

the

securities

received. Gains

or

losses

realized

on

sales

of

securities

are

recorded

on

the

identified

cost

basis.

Securities

Lending:

The

Fund,

through

a

Securities

Lending

Agreement

with

Citibank,

N.A.

(“Citibank”),

may

lend

its

securities

to

qualified

financial

institutions,

such

as

certain

broker-dealers

and

banks,

to

earn

additional

income,

net

of

income

retained

by

Citibank.

Borrowers

are

required

to

initially

secure

their

loans

for

collateral

in

the

amount

of

at

least

102%

of

the

value

of

U.S.

securities

loaned

or

at

least

105%

of

the

value

of

non-U.S.

securities

loaned,

marked-to-market

daily.

Any

collateral

shortfalls

associated

with

increases

in

the

valuation

of

the

securities

loaned

are

generally

cured

the

next

business

day.

The

collateral

can

be

received

in

the

form

of

cash

collateral

and/or

non-cash

collateral.

Non-cash

collateral

can

include

U.S.

Government

Securities

and

other

securities

as

permitted

by

Securities

and

Exchange

Commission

(“SEC”)

guidelines.

The

cash

collateral

is

invested

in

short-term

instruments

or

cash

equivalents,

primarily

open-end

investment

companies,

as

noted

on

the

Fund’s

Schedule

of

Portfolio

Investments.

The

Fund

effectively

does

not

have

control

of

the

non-cash

collateral

and

therefore

it

is

not

disclosed

on

the

Fund’s

Schedule

of

Portfolio

Investments.

Collateral

requirements

are

determined

daily

based

on

the

value

of

the

Fund’s

securities

on

loan

as

of

the

end

of

the

prior

business

day.

During

the

time

portfolio

securities

are

on

loan,

the

borrower

will

pay

the

Fund

any

dividends

or

interest

paid

on

such

securities

plus

any

fee

negotiated

between

the

parties

to

the

lending

agreement.

The

Fund

also

earns

a

return

from

the

collateral.

The

Fund

pays

Citibank

various

fees

in

connection

with

the

investment

of

cash

collateral

and

fees

based

on

the

investment

income

received

from

securities

lending

activities.

Securities

lending

income

(net

of

these

fees)

is

disclosed

on

the

Statement

of

Operations.

Loans

are

terminable

upon

demand

and

the

borrower

must

return

the

loaned

securities

within

the

lesser

of

one

standard

settlement

period

or

five

business

days.

Although

risk

is

Assets

Variation

Margin

Receivable

on

Open

Futures

Contracts*

Equity

Risk

Exposure:

13,910

Victory

500

Index

VIP

Series

...........................................................................

$

13,910

*

Includes

cumulative

appreciation

(depreciation)

of

futures

contracts

as

reported

on

the

Schedule

of

Portfolio

Investments.

Only

current

day’s

variation

margin

for

futures

contracts

is

reported

within

the

Statement

of

Assets

and

Liabilities.

Net

Realized

Gains

(Losses)

on

Derivatives

Recognized

as

a

Result

from

Operations

Net

Change

in

Unrealized

Appreciation/

Depreciation

on

Derivatives

Recognized

as

a

Result

of

Operations

Net

Realized

Gains

(Losses)

from

Futures

Contracts

Net

Change

in

Unrealized

Appreciation/

Depreciation

on

Futures

Contracts

Equity

Risk

Exposure:

65553.00

22761.00

Victory

500

Index

VIP

Series

.........................................................

$

65,553

$

22,761

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

21

(Unaudited)

mitigated

by

the

collateral,

the

Fund

could

experience

a

delay

in

recovering

its

securities

and

possible

loss

of

income

or

value

if

the

borrower

fails

to

return

them.

In

addition,

there

is

a

risk

that

the

value

of

the

short-term

investments

will

be

less

than

the

amount

of

cash

collateral

required

to

be

returned

to

the

borrower.

The

Fund’s

agreement

with

Citibank

does

not

include

master

netting

provisions.

Non-cash

collateral

received

by

the

Fund

may

not

be

sold

or

repledged,

except

to

satisfy

borrower

default.

The

following

table

is

a

summary

of

the

Fund’s

securities

lending

transactions

as

of

June

30,

2023. 

Federal

Income

Taxes:

The

Fund

intends

to

continue

to

qualify

as

a

regulated

investment

company

by

complying

with

the

provisions

available

to

certain

investment

companies,

as

defined

in

applicable

sections

of

the

Internal

Revenue

Code,

and

to

make

distributions

of

net

investment

income

and

net

realized

gains

sufficient

to

relieve

it

from

all,

or

substantially

all,

federal

income

taxes.

Accordingly,

no

provision

for

federal

income

taxes

is

required

in

the

financial

statements.

The

Fund

has

a

tax

year

end

of December

31.

For

the

six

months

ended

June

30,

2023,

the

Fund

did

not

incur

any

income

tax,

interest,

or

penalties,

and

has

recorded

no

liability

for

net

unrecognized

tax

benefits

relating

to

uncertain

tax

positions.

Management

of

the

Fund

has

reviewed

tax

positions

taken

in

tax

years

that

remain

subject

to

examination

by

all

major

tax

jurisdictions,

including

federal

(i.e.,

the

last

four

tax

years,

which

includes

the

current

fiscal

tax

year

end).

Management

believes

that

there

is

no

tax

liability

resulting

from

unrecognized

tax

benefits

related

to

uncertain

tax

positions

taken.

Allocations:

Expenses

directly

attributable

to the

Fund

are

charged

to the

Fund,

while

expenses

that

are

attributable

to

more

than

one

fund

in

the

Trust,

or

jointly

with

an

affiliated

trust,

are

allocated

among

the

respective

funds

in

the

Trust

and/or

an

affiliated

trust

based

upon

net

assets

or

another

appropriate

basis.

3.

Purchases

and

Sales:

Purchases

and sales

of

securities

(excluding

securities

maturing

less

than

one

year

from

acquisition)

for

the

six

months

ended

June

30,

2023,

were

as

follows:

4.

Fees

and

Transactions

with

Affiliates

and

Related

Parties:

Investment

Advisory

Fees: 

Investment

advisory

services

are

provided

to

the

Fund

by

the

Adviser,

which

is

a

New

York

corporation

registered

as

an

investment

adviser

with

the

SEC.

Under

the

terms

of

the

Investment

Advisory

Agreement,

the

Adviser

is

entitled

to

receive

fees

accrued

daily

and

paid

monthly

at

an

annualized

rate

of

0.25%

of

the

Fund’s

average

daily

net

assets.

Amounts

incurred

and

paid

to

VCM

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Investment

advisory

fees.

Administration

and

Servicing

Fees:

VCM

also

serves

as

the

Fund’s

administrator

and

fund

accountant.

Under

the

Fund

Administration,

Servicing

and

Fund

Accounting

Agreement,

VCM

is

paid

an

administration

fee

based

on

a

percentage

of

the

average

daily

net

assets

of

the

Trust,

Victory

Portfolios

and

Victory

Portfolios

II.

The

tiered

rates

at

which

VCM

is

paid

by

the

Funds

are

shown

in

the

table

below:

Amounts

incurred

for

the

six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Administration

fees.

Citi

Fund

Services

Ohio,

Inc.

(“Citi”),

an

affiliate

of

Citibank,

acts

as

sub-administrator

and

sub-fund

accountant

to

the

Fund

pursuant

to

the

Sub-Administration

and

Sub-Fund

Accounting

Services

Agreement

between

VCM

and

Citi.

VCM

pays

Citi

a

fee

for

providing

these

services.

The Fund

reimburses

VCM

and

Citi

for

out-of-pocket

expenses

incurred

in

providing

these

services

and

certain

other

expenses

specifically

allocated

to

the

Fund.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Sub-Administration

fees.

Value

of

Securities

on

Loan

Non-Cash

Collateral

Cash

Collateral

Victory

500

Index

VIP

Series

........................................

$

63,044

$

—

$

65,096

Excluding

U.S.

Government

Securities

Purchases

Sales

Victory

500

Index

VIP

Series

..........................................................

$

2,620,260

$

6,538,967

Net

Assets

Up

to

$15

billion

$15

billion

—

$30

billion

Over

$30

billion

0.08%,

plus

0.05%,

plus

0.04%

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

22

(Unaudited)

The

Fund

(as

part

of

the

Trust)

has

entered

into

an

agreement

with

the

Adviser

to

provide

compliance

services,

pursuant

to

which

the

Adviser

furnishes

its

compliance

personnel,

including

the

services

of

the

Chief

Compliance

Officer

(“CCO”),

and

other

resources

reasonably

necessary

to

provide

the

Trust

with

compliance

oversight

services

related

to

the

design,

administration,

and

oversight

of

a

compliance

program

for

the

Trust

in

accordance

with

Rule

38a-1

under

the

1940

Act.

The

CCO

is

an

employee

of

the

Adviser,

which

pays

the

compensation

of

the

CCO

and

support

staff.

The

funds

in

the

Trust,

Victory

Portfolios,

Victory

Portfolios

II

and

Victory

Portfolios

III (collectively,

the

“Victory

Funds

Complex”),

in

aggregate,

compensate

the

Adviser

for

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Compliance

fees.

Transfer

Agency

Fees:

FIS

Investor

Services,

LLC

(“FIS”)

serves

as

the

Fund’s

transfer

agent.

Under

the

Transfer

Agent

Agreement,

the

Trust

pays

FIS

a

fee

for

its

services

and

reimburses

FIS

for

all

of

their

reasonable

out-of-pocket

expenses

incurred

in

providing

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Transfer

agent

fees.

Distributor/Underwriting

Services:

Victory

Capital

Services,

Inc.

(the

“Distributor”),

an

affiliate

of

the

Adviser,

serves

as

Distributor

for

the

continuous

offering

of

the

shares

of

the

Fund

pursuant

to

a

Distribution

Agreement

between

the

Distributor

and

the

Trust,

and

receives

no

fee

or

other

compensation

for

these

services.

Other

Fees:

Citibank

serves

as

the

Fund’s

custodian.

The

Fund

pays

Citibank

a

fee

for

providing

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Custodian

fees.

Sidley

Austin

LLP

provides

legal

services

to

the

Trust.

The

Adviser

has

entered

into

an

expense

limitation

agreement

with the

Fund

until

at

least

April

30,

2024.

Under

the

terms

of

the

agreement,

the

Adviser

has

agreed

to

waive

fees

or

reimburse

certain

expenses

to

the

extent

that

ordinary

operating

expenses

incurred

in

any

fiscal

year

exceed

the

expense

limit

for the

Fund.

Such

excess

amounts

will

be

the

liability

of

the

Adviser.

Acquired

fund

fees

and

expenses,

interest,

taxes,

brokerage

commissions,

other

expenditures which

are

capitalized

in

accordance

with

GAAP,

and

other

extraordinary

expenses

not

incurred

in

the

ordinary

course

of the

Fund’s

business

are

excluded

from

the

expense

limits.

As

of

June

30,

2023,

the

expense

limit

(excluding

voluntary

waivers) is

0.28%.

Under

the

terms

of

the

expense

limitation

agreement, the

Fund

has

agreed

to

repay

fees

and

expenses

that

were

waived

or

reimbursed

by

the

Adviser

for

a

period

of

up

to

three

years

(thirty-six

(36)

months)

after

the

waiver

or

reimbursement

took

place,

subject

to

the

lesser

of

any

operating

expense

limits

in

effect

at

the

time

of:

(a)

the

original

waiver

or

expense

reimbursement;

or

(b)

the

recoupment,

after

giving

effect

to

the

recoupment

amount.

The

Fund

has

not

recorded

any

amounts

available

to

be

repaid

as

a

commitment

and

contingency

liability

due

to

an

assessment

that

such

repayments

are

not

probable

at

June

30,

2023.

As

of June

30,

2023,

the

following amounts

are

available

to

be

repaid

to

the

Adviser.

The

Adviser

may

voluntarily

waive

or

reimburse

additional

fees

to

assist

the

Fund

in

maintaining

competitive

expense

ratios.

Voluntary

waivers

and

reimbursements

applicable

to

the

Fund are

not

available

to

be

recouped

at

a

future

time.

There

were

no

voluntary

waivers

or

reimbursements

for

the six

months

ended

June

30,

2023.

The

Fund

has

adopted

a

Deferred

Compensation

Agreement

(the

“Agreement”)

for

its

Trustees

and

any

Advisory

Trustees

who

receive

compensation

from

the

Fund.

Under

the

terms

of

the

Agreement,

a

Trustee

or

Advisory

Trustee

may

elect

to

defer

all

or

a

portion

of

their

compensation.

Amounts

deferred

may

be

allocated

to

investment

options

that

are

specified

in

the

Agreement

as

selected

by

the

Trustee

or

Advisory

Trustee,

including

certain

Victory

Funds,

in

which

their

deferred

accounts

are

deemed

invested.

Deferred

compensation

liability

under

the

Agreement

constitutes

a

general

unsecured

obligation

for

an

applicable

Victory

Fund.

For

the six

months

ended

June

30,

2023,

no

material

amounts

have

been

deferred,

and,

therefore,

have

not

been

included

in

the

Fund's

Statement

of

Assets

and

Liabilities.

Certain

officers

and/or

interested

trustees

of

the

Fund

are

also

officers

and/or

employees

of

the

Adviser,

administrator,

fund

accountant,

sub-

administrator,

sub-fund

accountant,

custodian,

legal

counsel,

and

Distributor.

5.

Risks:

The

Fund

may

be

subject

to

other

risks

in

addition

to

these

identified

risks.

Equity

Risk

—

The

value

of

the

equity

securities

in

which

the

Fund

invests

may

decline

in

response

to

developments

affecting

individual

companies

and/or

general

economic

conditions

in

the

United

States

or

abroad.

A

company’s

earnings

or

dividends

may

not

increase

as

expected

(or

may

decline)

because

of

poor

management,

competitive

pressures,

reliance

on

particular

suppliers

or

geographical

regions,

labor

problems

or

shortages,

corporate

restructurings,

fraudulent

disclosures,

man-made

or

natural

disasters,

military

confrontations

or

wars,

terrorism,

public

health

crises,

or

other

events,

conditions

and

factors.

Price

changes

may

be

temporary

or

last

for

extended

periods.

Expires

2023

Expires

2024

Expires

2025

Expires

2026

Total

Victory

500

Index

VIP

Series

..................................

$

161,111

$

220,169

$

124,202

$

57,892

$

563,374

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

23

(Unaudited)

Large-Capitalization

Stock

Risk

—

The

securities

of

large-sized

companies

may

underperform

the

securities

of

smaller-sized

companies

or

the

market

as

a

whole.

The

growth

rate

of

larger,

more

established

companies

may

lag

those

of

smaller

companies,

especially

during

periods

of

economic

expansion.

Passive

Investment

Risk/Index

Risk

—

The

Fund

is

designed

to

track

the

Index

and

is

not

actively

managed.

The

Fund

will

not

buy

or

sell

shares

of

an

equity

security

due

to

current

or

projected

performance

of

a

security,

industry,

or

sector,

unless

that

security

is

added

to

or

removed,

respectively,

from

the

Index.

The

Fund

does

not,

therefore,

seek

returns

in

excess

of

the

Index,

and

does

not

attempt

to

take

defensive

positions

or

hedge

against

potential

risks

unless

such

defensive

positions

are

also

taken

by

the

Index.

Derivatives

Risk

--

The

use

of

derivative

instruments,

such

as

futures

contracts

and

credit

default

swaps,

exposes

the

Fund

to

additional

risks

and

transaction

costs.

Risks

of

derivative

instruments

include:

(1)

the

risk

that

interest

rates,

securities

prices,

asset

values,

and

currency

markets

will

not

move

in

the

direction

that

a

portfolio

manager

anticipates;

(2)

imperfect

correlation

between

the

price

of

derivative

instruments

and

movements

in

the

prices

of

the

securities,

assets,

interest

rates

or

currencies

being

hedged;

(3)

the

fact

that

skills

needed

to

use

these

strategies

are

different

than

those

needed

to

select

portfolio

securities;

(4)

the

possible

absence

of

a

liquid

secondary

market

for

any

particular

instrument

and

possible

exchange

imposed

price

fluctuation

limits,

either

of

which

may

make

it

difficult

or

impossible

to

close

out

a

position

when

desired;

(5)

the

risk

that

adverse

price

movements

in

an

instrument

can

result

in

a

loss

substantially

greater

than

the

Fund’s

initial

investment

in

that

instrument

(in

some

cases,

the

potential

loss

is

unlimited);

(6)

particularly

in

the

case

of

privately-negotiated

instruments,

the

risk

that

the

counterparty

will

not

perform

its

obligations,

which

could

leave

the

Fund

worse

off

than

if

it

had

not

entered

into

the

position;

and

(7)

the

inability

to

close

out

certain

hedged

positions

to

avoid

adverse

tax

consequences.

Market

Risk

—

Overall

market

risks

may

affect

the

value

of

the

Fund.

Domestic

and

international

factors

such

as

political

events,

war,

terrorism,

trade

disputes,

inflation

rates,

interest

rate

levels,

and

other

fiscal

and

monetary

policy

changes;

cybersecurity

incidents,

pandemics,

and

other

public

health

crises;

sanctions

against

a

particular

foreign

country,

its

nationals,

businesses,

or

industries;

and

related

geopolitical

events,

as

well

as

environmental

disasters

such

as

earthquakes,

fires,

and

floods,

or

other

catastrophes,

may

add

to

instability

in

global

economies

and

markets

generally,

and

may

lead

to

increased

market

volatility.

Global

economies

and

financial

markets

are

highly

interconnected,

which

increases

the

possibility

that

conditions

in

one

country

or

region

might

adversely

affect

issuers

in

another

country

or

region.

The

impact

of

these

and

other

factors

may

be

short-term

or

may

last

for

extended

periods.

The

Fund

had

no

borrowings

under the

Line

of

Credit

agreement

during

the

six

months

ended

June

30,

2023.

6.

Borrowing

and

Interfund

Lending:

Line

of

Credit:

The

Victory

Funds

Complex

participates

in

a

short-term

demand

note

“Line

of

Credit”

agreement

with

Citibank.

Under

the

agreement

with

Citibank,

the

Victory

Funds

Complex

may

borrow

up

to

$600

million,

of

which

$300

million

is

committed

and

$300

million

is

uncommitted.

$40

million

of

the

Line

of

Credit

is

reserved

for

use

by

the

Victory

Floating

Rate

Fund,

another

series

of

the

Victory

Funds

Complex,

with

Victory

Floating

Rate

Fund

paying

the

related

commitment

fees

for

that

amount.

The

purpose

of

the

Line

of

Credit

is

to

meet

temporary

or

emergency

cash

needs.

For

the six

months

ended

June

30,

2023,

Citibank

received

an

annual

commitment

fee

of

0.15%

on

$300

million

for

providing

the

Line

of

Credit.

Each

fund

in

the

Victory

Funds

Complex

paid

a

pro-rata

portion

of

the

commitment

fees

plus

any

interest

on

amounts

borrowed.

Interest

is

based

on

the

one-month Secured

Overnight

Financing

Rate

(SOFR)

plus

1.10

percent.

Effective

June

27,

2023,

the

agreement

was

renewed

and

the

annual

commitment

fee

of

0.15%

remained

unchanged. Interest

charged

to

the

Fund

during

the

period,

if

applicable,

is

reflected

on

the

Statement

of

Operations

under

Line

of

credit

fees.

The

Fund

had

no

borrowings

under the

Line

of

Credit

agreement

during

the

six

months

ended

June

30,

2023.

Interfund

Lending:

The

Trust

and

the

Adviser

rely

on

an

exemptive

order

granted

by

the

SEC

in

March

2017

(the

“Order”),

permitting

the

establishment

and

operation

of

an

Interfund

Lending

Facility

(the

“Facility”).

The

Facility

allows

the

Fund

to

directly

lend

and

borrow

money

to

or

from

any

other

fund

in

the

Victory

Funds

Complex

that

is

permitted

to

participate

in

the

Facility,

relying

upon

the

Order

at

rates

beneficial

to

both

the

borrowing

and

lending

funds.

Advances

under

the

Facility

are

allowed

for

temporary

or

emergency

purposes,

including

the

meeting

of

redemption

requests

that

otherwise

might

require

the

untimely

disposition

of

securities,

and

are

subject

to

each

Fund’s

borrowing

restrictions.

The

interfund

loan

rate

is

determined,

as

specified

in

the

Order,

by

averaging

the

current

repurchase

agreement

rate

and

the

current

bank

loan

rate.

As

a

Borrower

(as

defined

in

the

Order),

interest

charged

to

the

Fund,

if

any,

during

the

period,

is

reflected

on

the

Statement

of

Operations

under

Interfund

lending

fees.

As

a

Lender

(as

defined

in

the

Order),

interest

earned

by

the

Fund,

if

any,

during

the

period,

is

reflected

on

the

Statement

of

Operations

under

Interfund

lending.

The

Fund

did

not

utilize

or

participate

in

the

Facility

during

the

six

months

ended

June

30,

2023.

7.

Federal

Income

Tax

Information:

The

Fund

intends

to

distribute

any

net

investment

income

annually.

Distributable

net

realized

gains,

if

any,

are

declared

and

paid

at

least

annually.

The

amounts

of

dividends

from

net

investment

income

and

distributions

from

net

realized

gains

(collectively,

distributions

to

shareholders)

are

determined

in

accordance

with

federal

income

tax

regulations,

which

may

differ

from

GAAP.

To

the

extent

these

“book/tax”

differences

are

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

24

(Unaudited)

permanent

in

nature

(e.g.,

net

operating

loss

and

distribution

reclassification),

such

amounts

are

reclassified

within

the

components

of

net

assets

based

on

their

federal

tax-basis

treatment;

temporary

differences

(e.g.,

wash

sales)

do

not

require

reclassification.

To

the

extent

dividends

and

distributions

exceed

net

investment

income

and

net

realized

gains

for

tax

purposes,

they

are

reported

as

distributions

of

capital.

Net

investment

losses

incurred

by

the

Fund

may

be

reclassified

as

an

offset

to

capital

on

the

accompanying

Statement

of

Assets

and

Liabilities.

The

tax

character

of

current

year

distributions

paid

and

the

tax

basis

of

the

current

components

of

accumulated

earnings

(loss)

will

be

determined

at

the

end

of

the

current

tax

year.

At

the

tax year

ended December

31,

2022,

the

Fund

had

no

capital

loss

carryforward

for

federal

income

tax

purposes.

8.

New

Regulatory

Pronouncement:

In

October

2022,

the

SEC

adopted

a

rule

and

form

amendments

that

require,

among

other

things,

mutual

funds

and

ETFs

to

prepare

and

transmit

streamlined

annual

and

semi-annual

shareholder

reports.

In

connection

with

these

amendments,

certain

information

that

was

previously

disclosed

in

shareholder

reports

will

instead

be

made

available

online,

delivered

free

of

charge

upon

request,

and

filed

with

the

SEC

on

a

semi-

annual

basis.

Also

in

connection

with

these

amendments,

annual

and

semi-annual

reports

will

be

provided

directly

to

shareholders,

either

in

paper

or

(if

the

shareholder

has

so

elected)

electronically.

Compliance

with

the

rule

and

form

amendments

begins

in

July

2024.

At

this

time,

management

is

evaluating

the

impact

of

these

amendments

on

the

shareholder

reports

for

the

Fund.

Supplemental

Information

June

30,

2023

Victory

Variable

Insurance

Funds

25

(Unaudited)

Proxy

Voting

and

Portfolio

Holdings

Information 

Proxy

Voting:

Information

regarding

the

policies

and

procedures the

Fund

uses

to

determine

how

to

vote

proxies

relating

to

portfolio

securities

is

available

without

charge,

upon

request,

by

calling

800-539-3863.

The

information

is

also

included

in

the

Fund’s

Statement

of

Additional

Information,

which

is

available

on

the

SEC’s

website

at sec.gov.

Information

relating

to

how

the

Fund

voted

proxies

relating

to

portfolio

securities

held

during

the

most

recent

12

months

ended

June

30

is

available

on

the

SEC’s

website

at

sec.gov.

Availability

of

Schedules

of

Portfolio

Investments:

The

Trust

files

a

complete

list

of

Schedules

of

Portfolio

Investments

with

the

SEC

for

the

first

and

third

quarter

of

each

fiscal

year

on

Form

N-PORT.

Forms

N-PORT are

available

on

the

SEC’s

website

at

sec.gov.

Expense

Example

As

a

shareholder

of

the

Fund,

you

may

incur

two

types

of

costs:

(1)

transaction

costs and

(2)

ongoing

costs,

including

management

fees

and

other

Fund

expenses.

These

examples

are

intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

Fund

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

These

examples

are

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

for

the

entire

period

from

January

1,

2023,

through

June

30,

2023.

The

Actual

Expense

figures

in

the

table

below

provide

information

about

actual

account

values

and

actual

expenses.

You

may

use

the

information

below,

together

with

the

amount

you

invested,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

$8,600

account

value

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

in

the

table

under

the

heading

entitled

“Actual

Expenses

Paid

During

Period”

to

estimate

the

expenses

you

paid

on

your

account

during

this

period.

The

Hypothetical

Expense

figures

in

the

table

below

provide

information

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

Fund’s

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

Fund’s

actual

return.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

may

use

this

information

to

compare

this

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

shareholder

reports

of

other

funds.

Please

note

the

expenses

shown

in

the

table

below

are

meant

to

highlight

your

ongoing

costs

only

and

do

not

reflect

any

transactional

costs.

Therefore,

the

hypothetical

expenses

in

the

table

are

useful

in

comparing

ongoing

costs

only

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

In

addition,

if

these

transactional

costs

were

included,

your

costs

would

have

been

higher.

Beginning

Account

Value

1/1/23

Actual

Ending

Account

Value

6/30/23

Hypothetical

Ending

Account

Value

6/30/23

Actual

Expenses

Paid

During

Period

1/1/23

-

6/30/23*

Hypothetical

Expenses

Paid

During

Period

1/1/23

-

6/30/23*

Annualized

Expense

Ratio

During

Period

1/1/23

-

6/30/23

Victory

500

Index

VIP

Series

...............

$

1,000.00

$

1,171.10

$

1,023.41

$

1.51

$

1.40

0.28%

*

Expenses

are

equal

to

the

average

account

value

multiplied

by

the

Fund’s

annualized

expense

ratio

multiplied

by

181/365

(the

number

of

days

in

the

most

recent

fiscal

half-year

divided

by

the

number

of

days

in

the

fiscal

year).

Victory

Variable

Insurance

Funds

26

(Unaudited)

Supplemental

Information

—

continued

June

30,

2023

Liquidity

Risk

Management

Program:

The

Victory

Funds

have

adopted

and

implemented

a

written

liquidity

risk

management

program

(the

“LRMP”)

as

required

by

Rule

22e-4

under

the

Investment

Company

Act

of

1940,

as

amended.

The

LRMP

is

reasonably

designed

to

assess

and

manage

the

Fund’s

liquidity

risk,

taking

into

consideration

the

Fund’s

investment

strategy

and

the

liquidity

of

its

portfolio

investments

during

normal

and

reasonably

foreseeable

stressed

market

conditions;

its

short-

and

long-term

cash

flow

projections;

and

its

cash

holdings

and

access

to

other

liquidity

management

tools

such

as

available

funding

sources

including

the

Victory

Funds

Complex

Interfund

Lending

Facility

and

Line

of

Credit

(discussed

in

the

Notes

to

Financial

Statements).

The

Victory

Funds’

Board

of

Trustees

approved

the

appointment

of

the

Fund’s

investment

adviser,

Victory

Capital

Management

Inc.

(“Victory

Capital”),

as

the

administrator

of

the

LRMP.

Victory

Capital

manages

liquidity

risks

associated

with

the

Fund’s

investments

by

monitoring,

among

other

things,

cash

and

cash

equivalents,

any

use

of

derivatives,

the

concentration

of

investments,

the

appropriateness

of

the

Fund’s

investment

strategy,

and

by

classifying

every

Fund

investment

as

either

highly

liquid,

moderately

liquid,

less

liquid,

or

illiquid

on

at

least

a

monthly

basis.

To

assist

with

the

classification

of

Fund

investments,

Victory

Capital

has

retained

a

third-party

provider

of

liquidity

evaluation

services.

This

provider

determines

preliminary

liquidity

classifications

for

all

portfolio

holdings

based

upon

portfolio-level

data

and

certain

assumptions

provided

by

Victory

Capital.

Victory

Capital

reviews

the

preliminary

liquidity

classifications

and,

when

appropriate,

considers

other

information

including

input

from

the

Fund’s

portfolio

managers

(including

the

portfolio

managers

employed

by

any

investment

sub-advisers)

in

determining

final

liquidity

classifications.

At

a

meeting

held

on

February

23,

2023,

Victory

Capital

provided

an

oral

and

written

report

to

the

Trustees

on

the

operation

and

effectiveness

of

the

LRMP

during

the

previous

year.

The

report

from

Victory

Capital

concluded

that

the

Fund

did

not

experience

any

significant

liquidity

challenges

during

the

covered

period,

and

the

Fund’s

LRMP

is

reasonably

designed

to

assess

and

manage

its

liquidity

risk.

The

report

also

concluded

that

the

LRMP

continues

to

operate

adequately

and

effectively

to

enable

Victory

Capital

to

oversee

and

manage

liquidity

risk

and

ensure

the

Fund

is

able

to

meet

redemption

requests

without

significant

dilution

to

the

remaining

investors’

interest

in

the

Fund.

During

the

review

period,

the

Fund’s

portfolio

consisted

primarily

of

highly

liquid

investments,

which

are

defined

as

cash

and

any

investments

that

the

Fund

reasonably

expects

to

be

converted

to

cash

in

current

market

conditions

in

three

business

days

or

less

without

significantly

changing

the

market

value

of

the

investment.

Therefore,

the

Fund

has

not

adopted

a

highly

liquid

investment

minimum.

The

Fund’s

investments

were

below

the

limitation

on

illiquid

investments

during

the

review

period.

Additionally,

Victory

Capital

indicated

that

no

events

occurred

that

would

require

the

filing

of

Form

N-RN

(prior

to

August

2022,

Form

N-LIQUID)

and

recommended

no

material

changes

to

the

LRMP.

Privacy

Policy

Protecting

the

Privacy

of

Information

The

Trust

respects

your

right

to

privacy.

We

also

know

that

you

expect

us

to

conduct

and

process

your

business

in

an

accurate

and

efficient

manner.

To

do

so,

we

must

collect

and

maintain

certain

personal

information

about

you.

This

is

the

information

we

collect

from

you

on

applications

or

other

forms,

and

from

the

transactions

you

make

with

us

or

third

parties.

It

may

include

your

name,

address,

social

security

number,

account

transactions

and

balances,

and

information

about

investment

goals

and

risk

tolerance.

We

do

not

disclose

any

information

about

you

or

about

former

customers

to

anyone

except

as

permitted

or

required

by

law.

Specifically,

we

may

disclose

the

information

we

collect

to

companies

that

perform

services

on

our

behalf,

such

as

the

transfer

agent

that

processes

shareholder

accounts

and

printers

and

mailers

that

assist

us

in

the

distribution

of

investor

materials.

We

may

also

disclose

this

information

to

companies

that

perform

marketing

services

on

our

behalf.

This

allows

us

to

continue

to

offer

you

Victory

investment

products

and

services

that

meet

your

investing

needs,

and

to

effect

transactions

that

you

request

or

authorize.

These

companies

will

use

this

information

only

in

connection

with

the

services

for

which

we

hired

them.

They

are

not

permitted

to

use

or

share

this

information

for

any

other

purpose.

To

protect

your

personal

information

internally,

we

permit

access

only

by

authorized

employees

and

maintain

physical,

electronic,

and

procedural

safeguards

to

guard

your

personal

information.*

You

may

have

received

communications

regarding

information

about

privacy

policies

from

other

financial

institutions

which

gave

you

the

opportunity

to

“opt-out”

of

certain

information

sharing

with

companies

which

are

not

affiliated

with

that

financial

institution.

The

Trust

does

not

share

information

with

other

companies

for

purposes

of

marketing

solicitations

for

products

other

than

the

Trust.

Therefore,

the

Trust

does

not

provide

opt-out

options

to

their

shareholders. 

Victory

Funds

P.O.

Box

182593

Columbus,

Ohio

43218-2593

Visit

our

website

at:

vcm.com

Call

Victory

at:

800-539-FUND

(800-539-3863)

VVIF-RS-SPIVIP-SAR

(6/23)

June

30,

2023

Semi

Annual

Report

Victory

Variable

Insurance

Funds

Victory

High

Yield

VIP

Series

vcm.com

News,

Information

And

Education

24

Hours

A

Day,

7

Days

A

Week

The

Victory

Capital

website

gives

fund

shareholders,

prospective

shareholders,

and

investment

professionals

a

convenient

way

to

access

fund

information,

get

guidance,

and

track

fund

performance

anywhere

they

can

access

the

Internet.

The

site

includes:

Detailed

performance

records

Daily

share

prices

The

latest

fund

news

Investment

resources

to

help

you

become

a

better

investor

A

section

dedicated

to

investment

professionals

Whether

you’re

a

potential

investor

searching

for

the

fund

that

matches

your

investment

philosophy,

a

seasoned

investor

interest-

ed

in

planning

tools,

or

an

investment

professional,

vcm.com

has

what

you

seek.

Visit

us

anytime.

We’re

always

open.

TABLE

OF

CONTENTS

Victory

Variable

Insurance

Funds

1

Investment

Objective

and

Portfolio

Holdings

3

Schedule

of

Portfolio

Investments

4

Financial

Statements

Statement

of

Assets

and

Liabilities

8

Statement

of

Operations

9

Statements

of

Changes

in

Net

Assets

10

Financial

Highlights

11

Notes

to

Financial

Statements

12

Supplemental

Information

18

Proxy

Voting

and

Portfolio

Holdings

Information 

18

Expense

Example

18

Liquidity

Risk

Management

Program

19

Privacy

Policy

(inside

back

cover)

2

Call

Victory

at:

800-539-FUND

(800-539-3863)

Visit

our

website

at:

vcm.com

The

Fund

is

distributed

by

Victory

Capital

Services,

Inc.

Victory

Capital

Management

Inc.

is

the

investment

adviser

to

the

Fund

and

receives

fees

from

the

Fund

for

performing

services

for

the

Fund.

This

report

is

not

authorized

for

distribution

to

prospective

investors

unless

preceded

or

accompanied

by

a

current

prospectus

of

the

Fund.

For

additional

information

about

any

Victory

Fund,

including

fees,

expenses,

and

risks,

view

our

prospectus

online

at

vcm.com

or

call

800-539-3863.

Read

it

carefully

before

you

invest

or

send

money.

The

information

in

this

report

is

based

on

data

obtained

from

recognized

services

and

sources

and

is

believed

to

be

reliable.

Any

opinions,

projections,

or

recommendations

in

this

report

are

subject

to

change

without

notice

and

are

not

intended

as

individual

investment

advice.

Past

investment

performance

of

the

Fund,

markets

or

securities

mentioned

herein

should

not

be

considered

to

be

indicative

of

future

results.

NOT

FDIC

INSURED

NO

BANK

GUARANTEE

MAY

LOSE

VALUE

3

Victory

Variable

Insurance

Funds

Victory

High

Yield

VIP

Series

June

30,

2023

Investment

Objective

and

Portfolio

Holdings:

(Unaudited)

The

Fund

seeks

to

provide

current

income.

Capital

appreciation

is

a

secondary

objective.

Sector

Allocation*:

June

30,

2023

(%

of

Net

Assets)

Does

not

include

futures

contracts,

money

market

instruments,

and

short-term

investments

purchased

with

cash

collateral

from

securities

loaned.

Percentages

are

of

the

net

assets

of

the

Fund

and

may

not

equal

100%.

Refer

to

the

Schedule

of

Portfolio

Investments

for

a

complete

list

of

securities.

Schedule

of

Portfolio

Investments

June

30,

2023

Victory

Variable

Insurance

Funds

Victory

High

Yield

VIP

Series

4

(Unaudited)

See

notes

to

financial

statements.

Security

Description

Shares

Value

Common

Stocks

(0.1%)

Communication

Services

(0.1%):

Altice

USA,

Inc.,

Class

A(a)

...............................................

4,380

$

13,228

iHeartMedia,

Inc.,

Class

A(a)

..............................................

3,500

12,740

25,968

Health

Care

(0.0%):

Covis

Parent

SCA,

Class

A

Shares(a)(b)

.......................................

147

—

Covis

Parent

SCA,

Class

B

Shares(a)(b)

.......................................

147

—

Covis

Parent

SCA,

Class

C

Shares(a)(b)

.......................................

147

—

Covis

Parent

SCA,

Class

D

Shares(a)(b)

......................................

147

—

Covis

Parent

SCA,

Class

E

Shares(a)(b)

.......................................

147

—

—

Total

Common

Stocks

(Cost

$39,332)

25,968

Principal

Amount

Senior

Secured

Loans

(16.1%)

Communication

Services

(1.2%):

Intelsat

Jackson

Holdings

SA,

Term

B

loan,

First

Lien,

9.29%

(SOFR03M+425bps),

2/1/29(c)

$

271,197

269,841

Consumer

Discretionary

(8.8%):

Clear

Channel

Outdoor

Holdings,

Inc.,

Term

B

Loan,

First

Lien,

8.75%

(SOFR03M+350bps),

8/21/26(c)

........................................................

373,067

355,611

Delta

Air

Lines,

Inc.

and

SkyMiles

IP

Ltd.,

Initial

Term

Loan,

First

Lien,

8.80%

(SOFR03M+375bps),

10/20/27(c)

.......................................

462,500

479,950

Jo-Ann

Stores

LLC,

Term

B-1

Loan,

First

Lien,

10.02%

(LIBOR03M+475bps),

6/30/28(c)

..

245,625

124,859

Petco

Health

&

Wellness

Co.,

Inc.,

Initial

Term

Loans,

First

Lien,

8.15%

(SOFR03M+325bps),

2/25/28(c)

........................................................

378,882

375,738

PetSmart,

Inc.,

Initial

Term

Loans,

First

Lien,

8.90%

(SOFR01M+375bps),

2/12/28(c)

.....

73,688

73,442

The

Michaels

Cos.,

Inc.,

Term

B

Loans,

First

Lien,

9.41%

(SOFR03M+425bps),

4/15/28(c)

..

294,000

259,676

United

Airlines,

Inc.,

Class

B

Term

Loans,

First

Lien,

9.29%

(LIBOR03M+375bps),

4/21/28(c)

136,152

135,888

WestJet

Airlines

Ltd.,

Initial

Term

Loan,

First

Lien,

8.15%

(SOFR03M+300bps),

12/11/26(c)

125,000

121,007

1,926,171

Financials

(3.7%):

Chariot

Buyer

LLC,

Initial

Term

Loans,

First

Lien,

8.40%

(SOFR01M+325bps),

11/3/28(c)

..

197,000

192,321

Covis

Pharma

Holdings

S.a.r.l.,

Dollar

Term

B

Loans,

First

Lien,

11.40%

(SOFR03M+650bps),

2/14/27(c)

........................................................

182,721

130,189

Diamond

Sports

Group

LLC,

Term

Loan,

First

Lien,

15.15%

(SOFR01M+1000bps),

5/25/26(c)

........................................................

37,659

28,739

Diamond

Sports

Group

LLC,

Term

Loan,

Second

Lien,

10.40%

(SOFR01M+525bps),

8/24/26(c)(d)(e)

....................................................

420,750

13,439

Fertitta

Entertainment

LLC,

Initial

B

Term

Loan,

First

Lien,

9.15%

(SOFR01M+400bps),

1/27/29(c)

........................................................

249,369

245,785

Knight

Health

Holdings

LLC,

Term

B

Loans,

First

Lien,

10.40%

(LIBOR01M+525bps),

12/17/28(c)

.......................................................

492,500

199,462

809,935

Health

Care

(2.4%):

Air

Medical

Group

Holdings,

Inc.,

Incremental

Term

Loan

B,

First

Lien,

9.40%

(SOFR01M+425bps),

3/14/25(c)

........................................

116,649

64,974

Envision

Healthcare

Corp.,

Third

Out

term

Loans,

First

Lien,

8.65%

(SOFR03M+375bps),

3/31/27(c)(d)(e)

....................................................

68,657

494

LifeScan

Global

Corp.,

Initial

Term

Loan,

First

Lien,

11.65%

(SOFR06M+650bps),

10/1/24(c)

338,193

272,810

Radiology

Partners,

Inc.,

Term

Loan

New,

First

Lien,

9.40%

(SOFR01M+425bps),

7/9/25(c)

.

250,000

187,422

525,700

Total

Senior

Secured

Loans

(Cost

$4,394,109)

3,531,647

Corporate

Bonds

(73.2%)

Communication

Services

(12.3%):

Audacy

Capital

Corp.,

6.75%,

3/31/29,

Callable

3/31/24

@

103.38(f)

..................

200,000

6,778

CSC

Holdings

LLC,

6.50%,

2/1/29,

Callable

2/1/24

@

103.25(f)

.....................

200,000

162,127

Victory

Variable

Insurance

Funds

Victory

High

Yield

VIP

Series

5

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Principal

Amount

Value

Cumulus

Media

New

Holdings,

Inc.,

6.75%,

7/1/26,

Callable

8/7/23

@

101.69(f)(g)

.......

$

281,000

$

193,439

Gray

Television,

Inc.

7.00%,

5/15/27,

Callable

7/18/23

@

103.5(f)

...............................

250,000

213,268

4.75%,

10/15/30,

Callable

10/15/25

@

102.38(f)

.............................

250,000

164,611

iHeartCommunications,

Inc.,

8.38%,

5/1/27,

Callable

7/24/23

@

102.09(g)

..............

350,000

233,160

Nexstar

Media,

Inc.,

5.63%,

7/15/27,

Callable

7/18/23

@

102.81(f)

...................

500,000

466,172

Outfront

Media

Capital

LLC/Outfront

Media

Capital

Corp.,

4.25%,

1/15/29,

Callable

1/15/24

@

102.13(f)

.......................................................

375,000

315,208

Sinclair

Television

Group,

Inc.,

5.50%,

3/1/30,

Callable

12/1/24

@

102.75(f)(g)

..........

250,000

144,166

Sirius

XM

Radio,

Inc.,

3.88%,

9/1/31,

Callable

9/1/26

@

101.94(f)

...................

475,000

367,390

TEGNA,

Inc.,

5.00%,

9/15/29,

Callable

9/15/24

@

102.5

..........................

500,000

432,636

2,698,955

Consumer

Discretionary

(21.3%):

Academy

Ltd.,

6.00%,

11/15/27,

Callable

11/15/23

@

103(f)

........................

200,000

192,589

Avis

Budget

Car

Rental

LLC/Avis

Budget

Finance,

Inc.,

5.38%,

3/1/29,

Callable

3/1/24

@

102.69(f)(g)

.......................................................

500,000

463,740

Beazer

Homes

USA,

Inc.,

5.88%,

10/15/27,

Callable

7/24/23

@

102.94

................

400,000

377,354

Caesars

Entertainment,

Inc.,

8.13%,

7/1/27,

Callable

8/7/23

@

104.06(f)

...............

500,000

511,120

Carnival

Corp.,

6.00%,

5/1/29,

Callable

11/1/24

@

103(f)

..........................

275,000

245,538

Carnival

Holdings

Bermuda

Ltd.,

10.38%,

5/1/28,

Callable

5/1/25

@

105.19(f)

...........

150,000

164,093

Cinemark

USA,

Inc.,

5.25%,

7/15/28,

Callable

7/15/24

@

102.63(f)(g)

.................

550,000

488,745

Life

Time,

Inc.,

5.75%,

1/15/26,

Callable

8/7/23

@

102.88(f)

........................

375,000

365,892

MGM

Resorts

International,

5.50%,

4/15/27,

Callable

1/15/27

@

100

..................

250,000

240,341

Royal

Caribbean

Cruises

Ltd.,

7.25%,

1/15/30,

Callable

12/15/25

@

103.63(f)

...........

250,000

253,704

Scientific

Games

Holdings

LP/Scientific

Games

US

FinCo.,

Inc.,

6.63%,

3/1/30,

Callable

3/1/25

@

103.31(f)

..................................................

250,000

220,033

Scientific

Games

International,

Inc,

7.00%,

5/15/28,

Callable

8/7/23

@

103.5(f)

..........

725,000

723,545

Wynn

Resorts

Finance

LLC/Wynn

Resorts

Capital

Corp.,

7.13%,

2/15/31,

Callable

11/15/30

@

100(f)(g)

.........................................................

450,000

447,431

4,694,125

Energy

(10.5%):

Antero

Resources

Corp.,

7.63%,

2/1/29,

Callable

2/1/24

@

103.81(f)

..................

50,000

51,041

Callon

Petroleum

Co.,

7.50%,

6/15/30,

Callable

6/15/25

@

103.75(f)(g)

................

375,000

354,016

Citgo

Holding,

Inc.,

9.25%,

8/1/24,

Callable

8/7/23

@

100(f)

........................

500,000

500,253

CITGO

Petroleum

Corp.,

7.00%,

6/15/25,

Callable

8/7/23

@

101.75(f)

.................

250,000

245,489

Comstock

Resources,

Inc.,

6.75%,

3/1/29,

Callable

3/1/24

@

103.38(f)

................

375,000

343,358

PBF

Holding

Co.

LLC/PBF

Finance

Corp.,

6.00%,

2/15/28,

Callable

8/7/23

@

103

........

250,000

234,349

Permian

Resources

Operating

LLC,

5.88%,

7/1/29,

Callable

7/1/24

@

102.94(f)

..........

350,000

329,908

Talos

Production,

Inc.,

12.00%,

1/15/26,

Callable

7/24/23

@

106

.....................

250,000

262,679

2,321,093

Financials

(6.3%):

Compass

Group

Diversified

Holdings

LLC,

5.25%,

4/15/29,

Callable

4/15/24

@

102.63(f)

..

200,000

175,608

Gray

Escrow

II,

Inc.,

5.38%,

11/15/31,

Callable

11/15/26

@

102.69(f)

.................

125,000

83,325

Neptune

Bidco

US,

Inc.,

9.29%,

4/15/29,

Callable

10/15/25

@

104.65(f)

...............

250,000

229,578

PetSmart,

Inc./PetSmart

Finance

Corp.,

4.75%,

2/15/28,

Callable

2/15/24

@

102.38(f)

.....

250,000

231,517

Premier

Entertainment

Sub

LLC/Premier

Entertainment

Finance

Corp.

5.63%,

9/1/29,

Callable

9/1/24

@

102.81(f)(g)

..............................

200,000

150,851

5.88%,

9/1/31,

Callable

9/1/26

@

102.98(f)

................................

400,000

295,043

Stagwell

Global

LLC,

5.63%,

8/15/29,

Callable

8/15/24

@

102.81(f)

..................

250,000

215,179

1,381,101

Health

Care

(2.8%):

Air

Methods

Corp.,

8.00%,

5/15/25,

Callable

8/7/23

@

100(f)

.......................

275,000

2,067

Bausch

Health

Cos.,

Inc.,

6.13%,

2/1/27,

Callable

2/1/24

@

103.06(f)

.................

250,000

160,055

CHS/Community

Health

Systems,

Inc.,

6.13%,

4/1/30,

Callable

4/1/25

@

103.06(f)

.......

200,000

121,108

LifePoint

Health,

Inc.,

5.38%,

1/15/29,

Callable

1/15/24

@

102.69(f)

..................

225,000

132,966

Radiology

Partners,

Inc.,

9.25%,

2/1/28,

Callable

8/7/23

@

104.63(f)(g)

................

300,000

111,792

Team

Health

Holdings,

Inc.,

6.38%,

2/1/25,

Callable

7/24/23

@

100(f)

.................

100,000

53,590

U.S.

Renal

Care,

Inc.,

10.63%,

7/15/27,

Callable

8/7/23

@

102.66(f)

..................

150,000

41,911

623,489

Victory

Variable

Insurance

Funds

Victory

High

Yield

VIP

Series

6

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Principal

Amount

Value

Industrials

(14.3%):

American

Airlines,

Inc.,

11.75%,

7/15/25(f)

....................................

$

250,000

$

274,284

American

Airlines,

Inc./AAdvantage

Loyalty

IP

Ltd.,

5.75%,

4/20/29(f)

................

150,000

145,777

Aramark

Services,

Inc.,

6.38%,

5/1/25,

Callable

8/7/23

@

101.59(f)

...................

250,000

250,302

Black

Knight

InfoServ

LLC,

3.63%,

9/1/28,

Callable

9/1/23

@

101.81(f)

...............

150,000

134,740

Chart

Industries,

Inc.,

7.50%,

1/1/30,

Callable

1/1/26

@

103.75(f)

....................

125,000

127,560

ITT

Holdings

LLC,

6.50%,

8/1/29,

Callable

8/1/24

@

103.25(f)

......................

250,000

210,112

Mileage

Plus

Holdings

LLC/Mileage

Plus

Intellectual

Property

Assets

Ltd.,

6.50%,

6/20/27,

Callable

8/7/23

@

103.25(f)

...........................................

200,000

200,500

NESCO

Holdings

II,

Inc.,

5.50%,

4/15/29,

Callable

4/15/24

@

102.75(f)

...............

100,000

90,207

Pike

Corp.,

5.50%,

9/1/28,

Callable

9/1/23

@

102.75(f)

............................

400,000

359,825

SRS

Distribution,

Inc.,

6.00%,

12/1/29,

Callable

12/1/24

@

103(f)

....................

100,000

86,253

The

Hertz

Corp.,

5.00%,

12/1/29,

Callable

12/1/24

@

102.5(f)

.......................

625,000

516,308

TransDigm,

Inc.,

4.63%,

1/15/29,

Callable

1/15/24

@

102.31

.......................

450,000

400,188

Wabash

National

Corp.,

4.50%,

10/15/28,

Callable

10/15/24

@

102.25(f)

...............

100,000

86,727

WESCO

Distribution,

Inc.,

7.25%,

6/15/28,

Callable

8/7/23

@

103.63(f)

...............

250,000

255,065

3,137,848

Information

Technology

(1.8%):

Cloud

Software

Group,

Inc.

6.50%,

3/31/29,

Callable

9/30/25

@

103.25(f)

..............................

250,000

222,224

9.00%,

9/30/29,

Callable

9/30/25

@

104.5(f)

...............................

200,000

174,804

397,028

Materials

(3.0%):

ATI,

Inc.,

5.13%,

10/1/31,

Callable

10/1/26

@

102.56

.............................

250,000

223,201

CVR

Partners

LP/CVR

Nitrogen

Finance

Corp.,

6.13%,

6/15/28,

Callable

6/15/24

@

103.06(f)

300,000

261,345

Glatfelter

Corp.,

4.75%,

11/15/29,

Callable

11/1/24

@

102.38(f)

.....................

250,000

165,866

650,412

Real

Estate

(0.9%):

Adams

Homes,

Inc.,

7.50%,

2/15/25,

Callable

7/24/23

@

101.88(f)

...................

200,000

197,235

Total

Corporate

Bonds

(Cost

$18,076,022)

16,101,286

Yankee

Dollars

(7.4%)

Communication

Services

(1.1%):

Telesat

Canada/Telesat

LLC,

5.63%,

12/6/26,

Callable

12/6/23

@

102.81(f)

.............

400,000

246,644

Consumer

Discretionary

(2.1%):

Viking

Ocean

Cruises

Ship

VII

Ltd.,

5.63%,

2/15/29,

Callable

2/15/24

@

102.81(f)

........

500,000

457,655

Energy

(0.9%):

TechnipFMC

PLC,

6.50%,

2/1/26,

Callable

8/7/23

@

103.25(f)

......................

200,000

197,393

Industrials

(2.2%):

Bombardier,

Inc.,

7.88%,

4/15/27,

Callable

8/8/23

@

101.97(f)

......................

400,000

399,062

VistaJet

Malta

Finance

PLC/Vista

Management

Holding,

Inc.,

6.38%,

2/1/30,

Callable

2/1/25

@

103.19(f)

.......................................................

100,000

80,520

479,582

Information

Technology

(0.8%):

ION

Trading

Technologies

Sarl,

5.75%,

5/15/28,

Callable

5/15/24

@

102.88(f)

...........

200,000

172,517

Materials

(0.3%):

INEOS

Finance

PLC,

6.75%,

5/15/28,

Callable

2/15/25

@

103.38(f)(g)

................

75,000

72,335

Total

Yankee

Dollars

(Cost

$1,776,819)

1,626,126

Victory

Variable

Insurance

Funds

Victory

High

Yield

VIP

Series

7

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Principal

Amount

Value

U.S.

Government

Mortgage-Backed

Agencies

(4.5%)

Federal

Home

Loan

Bank

4.85%,

7/6/23(f)(h)

.................................................

$

1,000,000

$

999,588

Total

U.S.

Government

Mortgage-Backed

Agencies

(Cost

$999,326)

999,588

Shares

Collateral

for

Securities

Loaned

(11.4%)^

Goldman

Sachs

Financial

Square

Government

Fund,

Institutional

Shares,

5.02%(i)

........

626,948

626,948

HSBC

U.S.

Government

Money

Market

Fund,

Institutional

Shares,

5.02%(i)

............

626,948

626,948

Invesco

Government

&

Agency

Portfolio,

Institutional

Shares,

5.08%(i)

................

626,948

626,948

Morgan

Stanley

Institutional

Liquidity

Government

Portfolio,

Institutional

Shares,

5.04%(i)

.

626,948

626,948

Total

Collateral

for

Securities

Loaned

(Cost

$2,507,792)

2,507,792

Total

Investments

(Cost

$27,793,400)

—

112.7%

24,792,407

Liabilities

in

excess

of

other

assets

—

(12.7)%

(2,785,731)

NET

ASSETS

-

100.00%

$

22,006,676

^

Purchased

with

cash

collateral

from

securities

on

loan.

(a)

Non-income

producing

security.

(b)

Security

was

fair

valued

based

upon

procedures

approved

by

the

Board

of

Trustees

and

represents

0.0%

of

net

assets

as

of

June

30,

2023.

This

security

is

classified

as

Level

3

within

the

fair

value

hierarchy.

(See

Note

2

in

the

Notes

to

Financial

Statements)

(c)

Variable

or

Floating-Rate

Security.

Rate

disclosed

is

as

of

June

30,

2023.

(d)

Currently

the

issuer

is

in

default

with

respect

to

interest

and/or

principal

payments.

(e)

Issuer

filed

for

bankruptcy.

(f)

Rule

144A

security

or

other

security

that

is

restricted

as

to

resale

to

institutional

investors.

As

of

June

30,

2023,

the

fair

value

of

these

securities

was

$16,323,092

and

amounted

to

74.2%

of

net

assets.

(g)

All

or

a

portion

of

this

security

is

on

loan.

(h)

Rate

represents

the

effective

yield

at

June

30,

2023.

(i)

Rate

disclosed

is

the

daily

yield

on

June

30,

2023.

bps—Basis

points

LIBOR

—

London

Interbank

Offered

Rate

LIBOR01M

—

1

Month

US

Dollar

LIBOR,

rate

disclosed

as

of

June

30,

2023,

based

on

the

last

reset

date

of

the

security.

LIBOR03M

—

3

Month

US

Dollar

LIBOR,

rate

disclosed

as

of

June

30,

2023,

based

on

the

last

reset

date

of

the

security.

LLC—Limited

Liability

Company

LP—Limited

Partnership

PLC—Public

Limited

Company

SOFR

—

Secured

Overnight

Financing

Rate

SOFR01M

—

1

Month

SOFR,

rate

disclosed

as

of

June

30,

2023.

SOFR03M

—

3

Month

SOFR,

rate

disclosed

as

of

June

30,

2023.

SOFR06M

—

6

Month

SOFR,

rate

disclosed

as

of

June

30,

2023.

Statement

of

Assets

and

Liabilities

June

30,

2023

8

See

notes

to

financial

statements.

Victory

Variable

Insurance

Funds

(Unaudited)

Victory

High

Yield

VIP

Series

Assets:

Investments,

at

value

(Cost

$27,793,400)

$

24,792,407‌(a)

Cash

67,553‌

Receivables:

Interest

and

dividends

415,087‌

Capital

shares

issued

5,375‌

Investments

sold

553,128‌

From

Adviser

4,830‌

Prepaid

expenses

141‌

Total

Assets

25,838,521‌

Liabilities:

Payables:

Collateral

received

on

loaned

securities

2,507,792‌

Investments

purchased

1,290,770‌

Capital

shares

redeemed

2,674‌

Accrued

expenses

and

other

payables:

Investment

advisory

fees

10,829‌

Administration

fees

1,160‌

Custodian

fees

2,177‌

Transfer

agent

fees

5,623‌

Compliance

fees

16‌

Other

accrued

expenses

10,804‌

Total

Liabilities

3,831,845‌

Commitments

and

contingencies

(Note

4

)

Net

Assets:

Capital

27,253,138‌

Total

accumulated

earnings/(loss)

(5,246,462‌)

Net

Assets

$

22,006,676‌

Shares

(unlimited

shares

authorized

with

a

par

value

of

$0.001

per

share):

3,555,074‌

Net

asset

value:

$

6.19‌

(a)

Includes

$2,410,236

of

securities

on

loan.

Statement

of

Operations

For

the

Six

Months

Ended

June

30,

2023

9

See

notes

to

financial

statements.

Victory

Variable

Insurance

Funds

(Unaudited)

Victory

High

Yield

VIP

Series

Investment

Income:

Dividends

$

450

Interest

998,832

Securities

lending

(net

of

fees)

27,807

Total

Income

1,027,089

Expenses:

Investment

advisory

fees

66,564

Administration

fees

6,116

Sub-Administration

fees

9,167

Custodian

fees

4,433

Transfer

agent

fees

10,432

Trustees'

fees

1,642

Compliance

fees

101

Legal

and

audit

fees

9,383

Other

expenses

6,555

Total

Expenses

114,393

Expenses

waived/reimbursed

by

Adviser

(15,662)

Net

Expenses

98,731

Net

Investment

Income

(Loss)

928,358

Realized/Unrealized

Gains

(Losses)

from

Investments:

Net

realized

gains

(losses)

from

investment

securities

(1,254,319)

Net

change

in

unrealized

appreciation/depreciation

on

investment

securities

1,323,172

Net

realized/unrealized

gains

(losses)

on

investments

68,853

Change

in

net

assets

resulting

from

operations

$

997,211

10

Victory

Variable

Insurance

Funds

Statements

of

Changes

in

Net

Assets

See

notes

to

financial

statements.

Victory

High

Yield

VIP

Series

Six

Months

Ended

June

30,

2023

(Unaudited)

Year

Ended

December

31,

2022

From

Investment

Activities:

Operations:

Net

Investment

Income

(Loss)

$

928,358

$

1,644,615

Net

realized

gains

(losses)

(1,254,319)

(614,500)

Net

change

in

unrealized

appreciation/depreciation

1,323,172

(4,817,916)

Change

in

net

assets

resulting

from

operations

997,211

(3,787,801)

Change

in

net

assets

resulting

from

distributions

to

shareholders

—

(1,678,774)

Change

in

net

assets

resulting

from

capital

transactions

(1,129,286)

(2,410,705)

Change

in

net

assets

(132,075)

(7,877,280)

Net

Assets:

Beginning

of

period

22,138,751

30,016,031

End

of

period

$

22,006,676

$

22,138,751

Capital

Transactions:

Proceeds

from

shares

issued

$

755,395

$

797,535

Distributions

reinvested

—

1,678,774

Cost

of

shares

redeemed

(1,884,681)

(4,887,014)

Change

in

net

assets

resulting

from

capital

transactions

$

(1,129,286)

$

(2,410,705)

Share

Transactions:

Issued

121,787

118,537

Reinvested

—

280,263

Redeemed

(307,486)

(716,887)

Change

in

Shares

(185,699)

(318,087)

Victory

Variable

Insurance

Funds

Financial

Highlights

For

a

Share

Outstanding

Throughout

Each

Period

11

See

notes

to

financial

statements.

Victory

High

Yield

VIP

Series

Six

Months

Ended

June

30,

2023

(Unaudited)

Year

Ended

December

31,

2022

Year

Ended

December

31,

2021

Year

Ended

December

31,

2020

Year

Ended

December

31,

2019

Year

Ended

December

31,

2018

Net

Asset

Value,

Beginning

of

Period

$5.92

$7.40

$7.42

$7.36

$6.84

$6.86

Investment

Activities:

Net

investment

income

(loss)(a)

0.25

0.44

0.40

0.44

0.47

0.45

Net

realized

and

unrealized

gains

(losses)

0.02

(1.44)

0.03

0.14

0.62

(0.43)

Total

from

Investment

Activities

0.27

(1.00)

0.43

0.58

1.09

0.02

Distributions

to

Shareholders

from:

Net

investment

income

—

(0.48)

(0.45)

(0.52)

(0.57)

(0.04)

Total

Distributions

—

(0.48)

(0.45)

(0.52)

(0.57)

(0.04)

Net

Asset

Value,

End

of

Period

$6.19

$5.92

$7.40

$7.42

$7.36

$6.84

Total

Return(b)(c)(d)

4.56%

(13.55)%

5.85%

7.92%

15.89%

0.29%

Ratios

to

Average

Net

Assets:

Net

Expenses(e)(f)

0.89%

0.89%

0.89%

0.89%

0.89%

0.83%

Net

Investment

Income

(Loss)(e)

8.38%

6.55%

5.21%

6.10%

6.22%

6.38%

Gross

Expenses(e)(f)

1.03%

1.01%

0.99%

1.04%

0.99%

0.83%

Supplemental

Data:

Net

Assets

at

end

of

period

(000's)

$22,007

$22,139

$30,016

$30,119

$30,739

$30,918

Portfolio

Turnover(b)

32%

42%

75%

91%

60%

94%

(a)

Per

share

net

investment

income

(loss)

has

been

calculated

using

the

average

daily

shares

method.

(b)

Not

annualized

for

periods

less

than

one

year.

(c)

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.

(d)

Total

returns

do

not

reflect

the

effects

of

charges

deducted

pursuant

to

the

terms

of

The

Guardian

Insurance

&

Annuity

Company,

Inc.'s

variable

contracts.

Inclusion

of

such

charges

would

reduce

the

total

returns

for

all

periods

shown.

(e)

Annualized

for

periods

less

than

one

year.

(f)

Does

not

include

acquired

fund

fees

and

expenses,

if

any.

Notes

to

Financial

Statements

June

30,

2023

Victory

Variable

Insurance

Funds

12

(Unaudited)

1.

Organization:

Victory

Variable

Insurance

Funds

(the

“Trust”)

is

organized

as

a

Delaware

statutory

trust

and the

Trust

is

registered

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“1940

Act”),

as

an

open-end

investment

company.

The

Trust

is

comprised

of six

funds

and

is

authorized

to

issue

an

unlimited

number

of

shares,

which

are

units

of

beneficial

interest

with

a

par

value

of

$0.001

per

share.

The

accompanying

financial

statements

are

those

of Victory

High

Yield

VIP

Series

(the

“Fund”),

a

series

of

the

Trust.

The

Fund offers

a

single

class

of

shares:

Class

I.

The

Fund’s

shares

are

only

available

for

purchase

by

certain

separate

accounts

of

insurance

companies

as

investments

for

certain

variable

annuity

plans

and

variable

life

insurance

contracts

issued

by

those

insurance

companies.

The

Fund

is

classified

as

diversified

under

the

1940

Act.

Victory

Capital

Management

Inc.

(“VCM”

or

the

“Adviser”)

is

an

indirect

wholly

owned

subsidiary

of

Victory

Capital

Holdings,

Inc.,

a

publicly

traded

Delaware

corporation,

and

a

wholly

owned

direct

subsidiary

of

Victory

Capital

Operating,

LLC.

Under

the

Trust’s

organizational

documents,

its

officers

and

trustees

are

indemnified

against

certain

liabilities

arising

out

of

the

performance

of

their

duties

to

the

Fund.

In

addition,

in

the

normal

course

of

business,

the

Fund

enters

into

contracts

with

its

vendors

and

others

that

provide

for

general

indemnifications.

The

Fund’s

maximum

exposure

under

these

arrangements

is

unknown,

as

this

would

involve

future

claims

that

may

be

made

against

the

Fund.

However,

based

on

experience,

the

Fund

expects

that

risk

of

loss

to

be

remote.

2.

Significant

Accounting

Policies:

The

following

is

a

summary

of

significant

accounting

policies

followed

by

the

Fund

in

the

preparation

of

its

financial

statements.

The

policies

are

in

conformity

with

U.S.

Generally

Accepted

Accounting

Principles

(“GAAP”).

The

preparation

of

financial

statements

in

accordance

with

GAAP

requires

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities

and

disclosure

of

contingent

assets

and

liabilities

at

the

date

of

the

financial

statements

and

the

reported

amounts

of

income

and

expenses

for

the

period.

Actual

results

could

differ

from

those

estimates.

The

Fund

follows

the

specialized

accounting

and

reporting

requirements

under

GAAP

that

are

applicable

to

investment

companies

under

Accounting

Standards

Codification

Topic

946.

Investment

Valuation: 

The

Fund

records

investments

at

fair

value.

Fair

value

is

defined

as

the

price

that

would

be

received

to sell

an asset

or

paid

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

at

the

measurement

date.

The

valuation

techniques

described

below

maximize

the

use

of

observable

inputs

and

minimize

the

use

of

unobservable

inputs

in

determining

fair

value.

The

inputs

used

for

valuing

the

Fund’s

investments

are

summarized

in

the

three

broad

levels

listed

below:

Level

1

—

quoted

prices

(unadjusted)

in

active

markets

for

identical

securities

Level

2

—

other

significant

observable

inputs

(including

quoted

prices

for

similar

securities,

interest

rates,

or

credit

spreads, applicable

to

those

securities,

etc.)

Level

3

—

significant

unobservable

inputs

(including

the

Adviser’s

assumptions

in

determining

the

fair

value of

investments)

Changes

in

valuation

techniques

may

result

in

transfers

in

or

out

of

an

assigned

level

within

the

disclosure

hierarchy.

The

inputs

or

methodologies

used

for

valuation

techniques

are

not

necessarily

an

indication

of

the

risk

associated

with

entering

into

those

investments.

The Adviser,

appointed

as

the

valuation

designee

by the

Trust’s

Board

of

Trustees

(the

“Board”),

has

established

the

Pricing

and

Liquidity

Committee

(the

“Committee”),

and

subject

to

Board

oversight,

the

Committee

administers

and

oversees

the

Fund’s

valuation

policies

and

procedures,

which

were

approved

by

the

Board.

Portfolio

securities

listed

or

traded

on

securities

exchanges,

including

Exchange-Traded

Funds

(“ETFs”),

and

American

Depositary

Receipts,

are

valued

at

the

closing

price

on

the

exchange

or

system

where

the

security

is

principally

traded,

if

available,

or

at

the

Nasdaq

Official

Closing

Price.

If

there

have

been

no

sales

for

that

day

on

the

exchange

or

system,

then

a

security

is

valued

at

the

last

available

bid

quotation

on

the

exchange

or

system

where

the

security

is

principally

traded.

In

each

of

these

situations,

valuations

are

typically

categorized

as

Level

1

in

the

fair

value

hierarchy.

Investments

in

open-end

investment

companies,

other

than

ETFs, are

valued

at their

net

asset

value

(“NAV”).

These

valuations

are

typically

categorized

as

Level

1 in

the

fair

value

hierarchy.

Debt

securities

are

valued

each

business

day

by

a

pricing

service

approved

by

the

valuation

designee

and

subject

to

the

oversight

of

the

Board.

The

pricing

service

uses

the

evaluated

bid

or

the

last

sale

price

to

value

securities.

Debt

obligations

maturing

within

60

days

may

be

valued

at

amortized

cost,

provided

that

the

amortized

cost

represents

the

fair

value

of

such

securities.

These

valuations

are

typically

categorized

as

Level

2

in

the

fair

value

hierarchy.

In

the

event

that

price

quotations

or

valuations

are

not

readily

available,

investments

are

valued

at

fair

value

in

accordance

with

procedures

established

by

and

under

the

general

supervision

and

responsibility

of

the

Board.

These

valuations

are

typically

categorized

as

Level

2

or

Level

3

in

the

fair

value

hierarchy,

based

on

the

observability

of

inputs

used

to

determine

the

fair

value.

The

effect

of

fair

value

pricing

is

that

securities

may

not

be

priced

on

the

basis

of

quotations

from

the

primary

market

in

which

they

are

traded

and

the

actual

price

realized

from

the

sale

of

a

security

may

differ

materially

from

the

fair

value

price.

Valuing

these

securities

at

fair

value

is

intended

to

cause

the

Fund’s

NAV to

be

more

reliable

than

it

otherwise

would

be.

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

13

(Unaudited)

A

summary

of

the

valuations

as

of

June

30,

2023, based

upon

the

three

levels

defined

above,

is

included

in

the

table

below

while

the

breakdown,

by

category,

of

investments

is

disclosed

on

the

Schedule

of

Portfolio

Investments:

As

of June

30,

2023,

there

were

no

transfers

into/out

of

Level

3.

Investment

Companies:

Open-End

Funds:

The

Fund

may

invest

in

portfolios

of

open-end

investment

companies.

These

investment

companies

value

securities

in

their

portfolios

for

which

market

quotations

are

readily

available

at

their

market

values

(generally

the

last

reported

sale

price)

and

all

other

securities

and

assets

at

their

fair

value

by

the

methods

established

by

the

board

of

directors

of

the

underlying

funds.

Loans:

Floating

rate

loans

in

which

the

Fund

invests

are

primarily

“senior”

loans.

Senior

floating

rate

loans

typically

hold

a

senior

position

in

the

capital

structure

of

the

borrower,

are

typically

secured

by

specific

collateral,

and

have

a

claim

on

the

assets

and/or

stock

of

the

borrower

that

is

senior

to

that

held

by

subordinated

debtholders

and

stockholders

of

the

borrower.

While

these

protections

may

reduce

risk,

these

investments

still

present

significant

credit

risk.

A

significant

portion

of

the

Fund’s

floating

rate

investments

may

be

issued

in

connection

with

highly

leveraged

transactions

such

as

leveraged

buyouts,

leveraged

recapitalization

loans,

and

other

types

of

acquisition

financing.

Obligations

in

these

types

of

transactions

are

subject

to

greater

credit

risk

(including

default

and

bankruptcy)

than

many

other

investments

and

may

be,

or

become,

illiquid.

See

note

regarding

below-investment-grade

securities.

The

Fund

may

purchase

second

lien

loans

(secured

loans

with

a

claim

on

collateral

subordinate

to

a

senior

lender’s

claim

on

such

collateral),

fixed

rate

loans,

unsecured

loans,

and

other

debt

obligations.

Transactions

in

loans

often

settle

on

a

delayed

basis,

and

the

Fund

may

not

receive

the

proceeds

from

the

sale

of

a

loan

or

pay

for

a

loan

purchase

for

a

substantial

period

of

time

after

entering

into

the

transactions.

Below-Investment-Grade

Securities:

The

Fund

may

invest

in

below-investment-grade

securities

(i.e.,

lower-quality,

“junk”

debt),

which

are

subject

to

various

risks.

Lower-quality

debt

is

considered

to

be

speculative

because

it

is

less

certain

that

the

issuer

will

be

able

to

pay

interest

or

repay

the

principal

than

in

the

case

of

investment-grade

debt.

These

securities

can

involve

a

substantially

greater

risk

of

default

than

higher-rated

securities,

and

their

values

can

decline

significantly

over

short

periods

of

time.

Lower-quality

debt

securities

tend

to

be

more

sensitive

to

adverse

news

about

their

issuers,

the

market

and

the

economy

in

general,

than

higher-quality

debt

securities.

The

market

for

these

securities

can

be

less

liquid,

especially

during

periods

of

recession

or

general

market

decline.

Investment

Transactions

and

Related

Income:

Changes

in

holdings

of

investments

are

accounted

for

no

later

than

one

business

day

following

the

trade

date.

For

financial

reporting

purposes,

however,

investment

transactions

are

accounted

for

on

trade

date

or

the

last

business

day

of

the

reporting

period.

Interest

income

is

determined

on

the

basis

of

coupon

interest

accrued

using

the

effective

interest

method

which

adjusts,

where

applicable,

the

amortization

of

premiums

or

accretion

of

discounts. Dividend

income

is

recorded

on

the

ex-dividend

date.

Non-cash

dividends

included

in

income,

if

any,

are

recorded

at

the

fair

value

of

the

securities

received. Gains

or

losses

realized

on

sales

of

securities

are

recorded

on

the

identified

cost

basis. Paydown

gains

or

losses

on

applicable

securities,

if

any,

are

recorded

as

components

of

Interest

income

on

the

Statements

of

Operations.

The Fund

may

receive

other

income

from

investments

in

loan

assignments

and/or

unfunded

commitments,

including

amendment

fees,

consent

fees,

and

commitment

fees.

These

fees

are

recorded

as

income

when

received.

These

amounts,

if

received,

are

included

in

Interest

income

on

the

Statement

of

Operations. 

Securities

Lending:

The

Fund,

through

a

Securities

Lending

Agreement

with

Citibank,

N.A.

(“Citibank”),

may

lend

its

securities

to

qualified

financial

institutions,

such

as

certain

broker-dealers

and

banks,

to

earn

additional

income,

net

of

income

retained

by

Citibank.

Borrowers

are

required

to

initially

secure

their

loans

for

collateral

in

the

amount

of

at

least

102%

of

the

value

of

U.S.

securities

loaned

or

at

least

105%

of

the

value

of

non-U.S.

securities

Level

1

Level

2

Level

3

Total

Common

Stocks

............................

$

25,968

$

—

$

—*

$

25,968

Senior

Secured

Loans

........................

—

3,531,647

—

3,531,647

Corporate

Bonds

...........................

—

16,101,286

—

16,101,286

Yankee

Dollars

............................

—

1,626,126

—

1,626,126

U.S.

Government

Mortgage-Backed

Agencies

......

—

999,588

—

999,588

Collateral

for

Securities

Loaned

................

2,507,792

—

—

2,507,792

Total

....................................

$

2,533,760

$

22,258,647

$

—*

$

24,792,407

*

Zero

market

value

security.

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

14

(Unaudited)

loaned,

marked-to-market

daily.

Any

collateral

shortfalls

associated

with

increases

in

the

valuation

of

the

securities

loaned

are

generally

cured

the

next

business

day.

The

collateral

can

be

received

in

the

form

of

cash

collateral

and/or

non-cash

collateral.

Non-cash

collateral

can

include

U.S.

Government

Securities

and

other

securities

as

permitted

by

Securities

and

Exchange

Commission

(“SEC”)

guidelines.

The

cash

collateral

is

invested

in

short-term

instruments

or

cash

equivalents,

primarily

open-end

investment

companies,

as

noted

on

the

Fund’s

Schedule

of

Portfolio

Investments.

The

Fund

effectively

does

not

have

control

of

the

non-cash

collateral

and

therefore

it

is

not

disclosed

on

the

Fund’s

Schedule

of

Portfolio

Investments.

Collateral

requirements

are

determined

daily

based

on

the

value

of

the

Fund’s

securities

on

loan

as

of

the

end

of

the

prior

business

day.

During

the

time

portfolio

securities

are

on

loan,

the

borrower

will

pay

the

Fund

any

dividends

or

interest

paid

on

such

securities

plus

any

fee

negotiated

between

the

parties

to

the

lending

agreement.

The

Fund

also

earns

a

return

from

the

collateral.

The

Fund

pays

Citibank

various

fees

in

connection

with

the

investment

of

cash

collateral

and

fees

based

on

the

investment

income

received

from

securities

lending

activities.

Securities

lending

income

(net

of

these

fees)

is

disclosed

on

the

Statement

of

Operations.

Loans

are

terminable

upon

demand

and

the

borrower

must

return

the

loaned

securities

within

the

lesser

of

one

standard

settlement

period

or

five

business

days.

Although

risk

is

mitigated

by

the

collateral,

the

Fund

could

experience

a

delay

in

recovering

its

securities

and

possible

loss

of

income

or

value

if

the

borrower

fails

to

return

them.

In

addition,

there

is

a

risk

that

the

value

of

the

short-term

investments

will

be

less

than

the

amount

of

cash

collateral

required

to

be

returned

to

the

borrower.

The

Fund’s

agreement

with

Citibank

does

not

include

master

netting

provisions.

Non-cash

collateral

received

by

the

Fund

may

not

be

sold

or

repledged,

except

to

satisfy

borrower

default.

The

following

table

is

a

summary

of

the

Fund’s

securities

lending

transactions

as

of

June

30,

2023. 

Federal

Income

Taxes:

The

Fund

intends

to

continue

to

qualify

as

a

regulated

investment

company

by

complying

with

the

provisions

available

to

certain

investment

companies,

as

defined

in

applicable

sections

of

the

Internal

Revenue

Code,

and

to

make

distributions

of

net

investment

income

and

net

realized

gains

sufficient

to

relieve

it

from

all,

or

substantially

all,

federal

income

taxes.

Accordingly,

no

provision

for

federal

income

taxes

is

required

in

the

financial

statements.

The

Fund

has

a

tax

year

end

of December

31.

For

the

six

months

ended

June

30,

2023,

the

Fund

did

not

incur

any

income

tax,

interest,

or

penalties,

and

has

recorded

no

liability

for

net

unrecognized

tax

benefits

relating

to

uncertain

tax

positions.

Management

of

the

Fund

has

reviewed

tax

positions

taken

in

tax

years

that

remain

subject

to

examination

by

all

major

tax

jurisdictions,

including

federal

(i.e.,

the

last

four

tax

years,

which

includes

the

current

fiscal

tax

year

end).

Management

believes

that

there

is

no

tax

liability

resulting

from

unrecognized

tax

benefits

related

to

uncertain

tax

positions

taken.

Allocations:

Expenses

directly

attributable

to the

Fund

are

charged

to the

Fund,

while

expenses

that

are

attributable

to

more

than

one

fund

in

the

Trust,

or

jointly

with

an

affiliated

trust,

are

allocated

among

the

respective

funds

in

the

Trust

and/or

an

affiliated

trust

based

upon

net

assets

or

another

appropriate

basis.

3.

Purchases

and

Sales:

Purchases

and sales

of

securities

(excluding

securities

maturing

less

than

one

year

from

acquisition)

for

the

six

months

ended

June

30,

2023,

were

as

follows:

4.

Fees

and

Transactions

with

Affiliates

and

Related

Parties:

Investment

Advisory

Fees: 

Investment

advisory

services

are

provided

to

the

Fund

by

the

Adviser,

which

is

a

New

York

corporation

registered

as

an

investment

adviser

with

the

SEC.

Under

the

terms

of

the

Investment

Advisory

Agreement,

the

Adviser

is

entitled

to

receive

fees

accrued

daily

and

paid

monthly

at

an

annualized

rate

of

0.60%

of

the

Fund’s

average

daily

net

assets.

Amounts

incurred

and

paid

to

VCM

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Investment

advisory

fees.

VCM

has

entered

into

a

Sub-Advisory

Agreement

with

Park

Avenue

Institutional

Advisers

LLC

(“Park

Avenue”)

with

respect

to

the

Fund.

Park

Avenue

is

responsible

for

providing

day-to-day

investment

advisory

services

to

the

Fund,

subject

to

the

oversight

of

the

Board.

Sub-investment

advisory

fees,

which

are

paid

by

VCM

to

Park

Avenue,

do

not

represent

a

separate

or

additional

expense

to

the

Fund.

Value

of

Securities

on

Loan

Non-Cash

Collateral

Cash

Collateral

Victory

High

Yield

VIP

Series

........................................

$

2,410,236

$

—

$

2,507,792

Excluding

U.S.

Government

Securities

Purchases

Sales

Victory

High

Yield

VIP

Series

..........................................................

$

6,852,739

$

6,851,263

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

15

(Unaudited)

Administration

and

Servicing

Fees:

VCM

also

serves

as

the

Fund’s

administrator

and

fund

accountant.

Under

the

Fund

Administration,

Servicing

and

Fund

Accounting

Agreement,

VCM

is

paid

an

administration

fee

based

on

a

percentage

of

the

average

daily

net

assets

of

the

Trust,

Victory

Portfolios

and

Victory

Portfolios

II.

The

tiered

rates

at

which

VCM

is

paid

by

the

Funds

are

shown

in

the

table

below:

Amounts

incurred

for

the

six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Administration

fees.

Citi

Fund

Services

Ohio,

Inc.

(“Citi”),

an

affiliate

of

Citibank,

acts

as

sub-administrator

and

sub-fund

accountant

to

the

Fund

pursuant

to

the

Sub-Administration

and

Sub-Fund

Accounting

Services

Agreement

between

VCM

and

Citi.

VCM

pays

Citi

a

fee

for

providing

these

services.

The Fund

reimburses

VCM

and

Citi

for

out-of-pocket

expenses

incurred

in

providing

these

services

and

certain

other

expenses

specifically

allocated

to

the

Fund.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Sub-Administration

fees.

The

Fund

(as

part

of

the

Trust)

has

entered

into

an

agreement

with

the

Adviser

to

provide

compliance

services,

pursuant

to

which

the

Adviser

furnishes

its

compliance

personnel,

including

the

services

of

the

Chief

Compliance

Officer

(“CCO”),

and

other

resources

reasonably

necessary

to

provide

the

Trust

with

compliance

oversight

services

related

to

the

design,

administration,

and

oversight

of

a

compliance

program

for

the

Trust

in

accordance

with

Rule

38a-1

under

the

1940

Act.

The

CCO

is

an

employee

of

the

Adviser,

which

pays

the

compensation

of

the

CCO

and

support

staff.

The

funds

in

the

Trust,

Victory

Portfolios,

Victory

Portfolios

II

and

Victory

Portfolios

III (collectively,

the

“Victory

Funds

Complex”),

in

aggregate,

compensate

the

Adviser

for

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Compliance

fees.

Transfer

Agency

Fees:

FIS

Investor

Services,

LLC

(“FIS”)

serves

as

the

Fund’s

transfer

agent.

Under

the

Transfer

Agent

Agreement,

the

Trust

pays

FIS

a

fee

for

its

services

and

reimburses

FIS

for

all

of

their

reasonable

out-of-pocket

expenses

incurred

in

providing

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Transfer

agent

fees.

Distributor/Underwriting

Services:

Victory

Capital

Services,

Inc.

(the

“Distributor”),

an

affiliate

of

the

Adviser,

serves

as

Distributor

for

the

continuous

offering

of

the

shares

of

the

Fund

pursuant

to

a

Distribution

Agreement

between

the

Distributor

and

the

Trust,

and

receives

no

fee

or

other

compensation

for

these

services.

Other

Fees:

Citibank

serves

as

the

Fund’s

custodian.

The

Fund

pays

Citibank

a

fee

for

providing

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Custodian

fees.

Sidley

Austin

LLP

provides

legal

services

to

the

Trust.

The

Adviser

has

entered

into

an

expense

limitation

agreement

with the

Fund

until

at

least

April

30,

2024.

Under

the

terms

of

the

agreement,

the

Adviser

has

agreed

to

waive

fees

or

reimburse

certain

expenses

to

the

extent

that

ordinary

operating

expenses

incurred

in

any

fiscal

year

exceed

the

expense

limit

for the

Fund.

Such

excess

amounts

will

be

the

liability

of

the

Adviser.

Acquired

fund

fees

and

expenses,

interest,

taxes,

brokerage

commissions,

other

expenditures which

are

capitalized

in

accordance

with

GAAP,

and

other

extraordinary

expenses

not

incurred

in

the

ordinary

course

of the

Fund’s

business

are

excluded

from

the

expense

limits.

As

of

June

30,

2023,

the

expense

limit

(excluding

voluntary

waivers) is

0.89%.

Under

the

terms

of

the

expense

limitation

agreement, the

Fund

has

agreed

to

repay

fees

and

expenses

that

were

waived

or

reimbursed

by

the

Adviser

for

a

period

of

up

to

three

years

(thirty-six

(36)

months)

after

the

waiver

or

reimbursement

took

place,

subject

to

the

lesser

of

any

operating

expense

limits

in

effect

at

the

time

of:

(a)

the

original

waiver

or

expense

reimbursement;

or

(b)

the

recoupment,

after

giving

effect

to

the

recoupment

amount.

The

Fund

has

not

recorded

any

amounts

available

to

be

repaid

as

a

commitment

and

contingency

liability

due

to

an

assessment

that

such

repayments

are

not

probable

at

June

30,

2023.

As

of June

30,

2023,

the

following amounts

are

available

to

be

repaid

to

the

Adviser.

The

Adviser

may

voluntarily

waive

or

reimburse

additional

fees

to

assist

the

Fund

in

maintaining

competitive

expense

ratios.

Voluntary

waivers

and

reimbursements

applicable

to

the

Fund are

not

available

to

be

recouped

at

a

future

time.

There

were

no

voluntary

waivers

or

reimbursements

for

the six

months

ended

June

30,

2023.

Net

Assets

Up

to

$15

billion

$15

billion

—

$30

billion

Over

$30

billion

0.08%,

plus

0.05%,

plus

0.04%

Expires

2023

Expires

2024

Expires

2025

Expires

2026

Total

Victory

High

Yield

VIP

Series

..................................

$

21,116

$

30,244

$

30,665

$

15,662

$

97,687

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

16

(Unaudited)

The

Fund

has

adopted

a

Deferred

Compensation

Agreement

(the

“Agreement”)

for

its

Trustees

and

any

Advisory

Trustees

who

receive

compensation

from

the

Fund.

Under

the

terms

of

the

Agreement,

a

Trustee

or

Advisory

Trustee

may

elect

to

defer

all

or

a

portion

of

their

compensation.

Amounts

deferred

may

be

allocated

to

investment

options

that

are

specified

in

the

Agreement

as

selected

by

the

Trustee

or

Advisory

Trustee,

including

certain

Victory

Funds,

in

which

their

deferred

accounts

are

deemed

invested.

Deferred

compensation

liability

under

the

Agreement

constitutes

a

general

unsecured

obligation

for

an

applicable

Victory

Fund.

For

the six

months

ended

June

30,

2023,

no

material

amounts

have

been

deferred,

and,

therefore,

have

not

been

included

in

the

Fund's

Statement

of

Assets

and

Liabilities.

Certain

officers

and/or

interested

trustees

of

the

Fund

are

also

officers

and/or

employees

of

the

Adviser,

administrator,

fund

accountant,

sub-

administrator,

sub-fund

accountant,

custodian,

legal

counsel,

and

Distributor.

5.

Risks:

The

Fund

may

be

subject

to

other

risks

in

addition

to

these

identified

risks.

High-Yield/Junk

Bond

Risk

—

Lower-quality

debt

securities

can

involve

a

substantially

greater

risk

of

default

than

higher

quality

debt

securities,

and

their

values

can

decline

significantly

over

short

and

longer

periods

of

time.

Lower-quality

debt

securities

tend

to

be

more

sensitive

to

adverse

news

about

the

issuer,

or

the

market

or

economy

in

general.

Debt

Securities

Risk

—

The

value

of

a

debt

security

or

other

income-producing

security

changes

in

response

to

various

factors,

including,

for

example,

market-related

factors

(such

as

changes

in

interest

rates

or

changes

in

the

risk

appetite

of

investors

generally)

and

changes

in

the

actual

or

perceived

ability

of

the

issuer

(or

of

issuers

generally)

to

meet

its

(or

their)

obligations.

Securities

with

floating

interest

rates

generally

are

less

sensitive

to

interest

rate

changes,

but

may

decline

in

value

if

their

interest

rates

do

not

rise

as

much

as

interest

rates

in

general.

Other

factors

that

may

affect

the

value

of

debt

securities,

include,

among

others,

public

health

crises

and

responses

by

governments

and

companies

to

such

crises.

These

and

other

events

may

affect

the

creditworthiness

of

the

issuer

of

a

debt

security

and

may

impair

an

issuer’s

ability

to

timely

meet

its

debt

obligations

as

they

come

due.

Floating

Rate

Loan

Risk

—

Investments

in

floating

rate

loans

are

generally

subject

to

the

same

risks

as

investments

in

other

types

of

debt

securities,

including,

in

many

cases,

investments

in

high-yield/junk

bonds.

There

may

be

limited

public

information

available

regarding

the

loan.

They

may

be

difficult

to

value

and

may

be

illiquid.

The

receipt

of

principal

and

interest

on

some

loans

may

be

subject

to

the

credit

risk

of

a

financial

institution

that

issues

or

administers

the

loan.

In

certain

circumstances,

the

Fund

may

not

have

the

same

protections

available

to

investors

under

the

federal

securities

laws.

In

times

of

unusual

or

adverse

market,

economic

or

political

conditions,

floating

rate

loans

may

experience

higher

than

normal

default

rates.

In

the

event

of

a

recession

or

serious

credit

event,

among

other

eventualities,

the

value

of

the

Fund’s

investments

in

floating

rate

loans

are

more

likely

to

decline.

Transactions

in

loans

often

settle

on

a

delayed

basis,

and

the

Fund

may

not

receive

the

proceeds

from

the

sale

of

a

loan

for

a

substantial

period

of

time

after

the

sale.

The

secondary

market

for

floating

rate

loans

is

limited

and,

thus,

the

Fund’s

ability

to

sell

or

realize

the

full

value

of

its

investment

in

these

loans

to

reinvest

sale

proceeds

or

to

meet

redemption

obligations

may

be

impaired.

LIBOR

Discontinuation

Risk

—

The

discontinuation

of

London

Interbank

Offered

Rate

(“LIBOR”)

may

adversely

affect

the

financial

markets

generally

and

the

Fund’s

operations,

finances

and

investments

specifically.

LIBOR

has

been

the

principal

floating

rate

benchmark

in

the

financial

markets,

and

a

large

portion

of

the

Fund’s

assets

were

tied

to

LIBOR.

However,

LIBOR

was

discontinued

as

a

floating

rate

benchmark

after

June

30,

2023.

Then-existing

LIBOR

obligations

have

been

transitioned

or

will

transition

to

another

benchmark,

depending

on

the

LIBOR

currency

and

tenor.

For

some

existing

LIBOR-based

obligations,

the

contractual

consequences

of

the

discontinuation

of

LIBOR

may

not

be

clear.

Non-LIBOR

floating

rate

obligations,

including

obligations

based

on

the

Secured

Overnight

Financing

Rate

(“SOFR”),

may

have

returns

and

values

that

fluctuate

more

than

those

of

floating

rate

debt

obligations

that

are

based

on

LIBOR

or

other

rates.

Also,

because

SOFR

and

some

alternative

floating

rates

are

relatively

new

market

indexes,

markets

for

certain

non-LIBOR

obligations

may

never

develop

or

may

not

be

liquid.

Market

terms

for

non-LIBOR

floating

rate

obligations,

such

as

the

spread

over

the

index

reflected

in

interest

rate

provisions,

may

evolve

over

time,

and

prices

of

non-LIBOR

floating

rate

obligations

may

be

different

depending

on

when

they

are

issued

and

changing

views

about

correct

spread

levels.

Various

SOFR-based

rates,

including

SOFR-based

term

rates,

and

various

non-SOFR-based

rates

have

developed

in

response

to

the

discontinuation

of

U.S.

dollar

LIBOR,

which

may

create

various

risks

for

the

Fund

and

the

financial

markets

more

generally.

There

are

non-

LIBOR

forward-looking

floating

rates

that

are

not

based

on

SOFR

and

that

may

be

considered

by

participants

in

the

financial

markets

as

LIBOR

alternatives.

Unlike

forward-looking

SOFR-based

term

rates,

such

rates

are

intended

reflect

a

bank

credit

spread

component.

It

is

not

clear

how

replacement

rates

for

LIBOR—including

SOFR-based

rates

and

non-SOFR-based

rates—will

continue

to

develop

and

to

what

extent

they

will

be

used.

There

is

no

assurance

that

these

replacement

rates

will

be

suitable

substitutes

for

LIBOR,

and

thus

the

substitution

of

such

rates

for

LIBOR

could

have

an

adverse

effect

on

the

Fund

and

the

financial

markets

more

generally.

Concerns

about

market

depth

and

stability

could

affect

the

development

of

non-SOFR-based

term

rates,

and

such

rates

may

create

various

risks,

which

may

or

may

not

be

similar

to

the

risks

relating

to

SOFR.

Mortgage-

and

Asset-Backed

Securities

Risk

—

During

periods

of

falling

interest

rates,

mortgage-

and

asset-backed

securities

may

be

called

or

prepaid,

which

may

result

in

the

Fund

having

to

reinvest

proceeds

in

other

investments

at

a

lower

interest

rate.

During

periods

of

rising

interest

rates,

the

average

life

of

mortgage-

and

asset-backed

securities

may

extend,

which

may

lock

in

a

below-market

interest

rate,

increase

the

security’s

duration,

and

reduce

the

value

of

the

security.

Enforcing

rights

against

the

underlying

assets

or

collateral

may

be

difficult,

or

the

underlying

assets

or

collateral

may

be

insufficient

if

the

issuer

defaults.

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

17

(Unaudited)

6.

Borrowing

and

Interfund

Lending:

Line

of

Credit:

The

Victory

Funds

Complex

participates

in

a

short-term

demand

note

“Line

of

Credit”

agreement

with

Citibank.

Under

the

agreement

with

Citibank,

the

Victory

Funds

Complex

may

borrow

up

to

$600

million,

of

which

$300

million

is

committed

and

$300

million

is

uncommitted.

$40

million

of

the

Line

of

Credit

is

reserved

for

use

by

the

Victory

Floating

Rate

Fund,

another

series

of

the

Victory

Funds

Complex,

with

Victory

Floating

Rate

Fund

paying

the

related

commitment

fees

for

that

amount.

The

purpose

of

the

Line

of

Credit

is

to

meet

temporary

or

emergency

cash

needs.

For

the six

months

ended

June

30,

2023,

Citibank

received

an

annual

commitment

fee

of

0.15%

on

$300

million

for

providing

the

Line

of

Credit.

Each

fund

in

the

Victory

Funds

Complex

paid

a

pro-rata

portion

of

the

commitment

fees

plus

any

interest

on

amounts

borrowed.

Interest

is

based

on

the

one-month SOFR

plus

1.10

percent.

Effective

June

27,

2023,

the

agreement

was

renewed

and

the

annual

commitment

fee

of

0.15%

remained

unchanged. Interest

charged

to

the

Fund

during

the

period,

if

applicable,

is

reflected

on

the

Statement

of

Operations

under

Line

of

credit

fees.

The

Fund

had

no

borrowings

under the

Line

of

Credit

agreement

during

the

six

months

ended

June

30,

2023.

Interfund

Lending:

The

Trust

and

the

Adviser

rely

on

an

exemptive

order

granted

by

the

SEC

in

March

2017

(the

“Order”),

permitting

the

establishment

and

operation

of

an

Interfund

Lending

Facility

(the

“Facility”).

The

Facility

allows

the

Fund

to

directly

lend

and

borrow

money

to

or

from

any

other

fund

in

the

Victory

Funds

Complex

that

is

permitted

to

participate

in

the

Facility,

relying

upon

the

Order

at

rates

beneficial

to

both

the

borrowing

and

lending

funds.

Advances

under

the

Facility

are

allowed

for

temporary

or

emergency

purposes,

including

the

meeting

of

redemption

requests

that

otherwise

might

require

the

untimely

disposition

of

securities,

and

are

subject

to

each

Fund’s

borrowing

restrictions.

The

interfund

loan

rate

is

determined,

as

specified

in

the

Order,

by

averaging

the

current

repurchase

agreement

rate

and

the

current

bank

loan

rate.

As

a

Borrower

(as

defined

in

the

Order),

interest

charged

to

the

Fund,

if

any,

during

the

period,

is

reflected

on

the

Statement

of

Operations

under

Interfund

lending

fees.

As

a

Lender

(as

defined

in

the

Order),

interest

earned

by

the

Fund,

if

any,

during

the

period,

is

reflected

on

the

Statement

of

Operations

under

Interfund

lending.

The

Fund

did

not

utilize

or

participate

in

the

Facility

during

the

six

months

ended

June

30,

2023.

7.

Federal

Income

Tax

Information:

The

Fund

intends

to

distribute

any

net

investment

income

annually.

Distributable

net

realized

gains,

if

any,

are

declared

and

paid

at

least

annually.

The

amounts

of

dividends

from

net

investment

income

and

distributions

from

net

realized

gains

(collectively,

distributions

to

shareholders)

are

determined

in

accordance

with

federal

income

tax

regulations,

which

may

differ

from

GAAP.

To

the

extent

these

“book/tax”

differences

are

permanent

in

nature

(e.g.,

net

operating

loss

and

distribution

reclassification),

such

amounts

are

reclassified

within

the

components

of

net

assets

based

on

their

federal

tax-basis

treatment;

temporary

differences

(e.g.,

wash

sales)

do

not

require

reclassification.

To

the

extent

dividends

and

distributions

exceed

net

investment

income

and

net

realized

gains

for

tax

purposes,

they

are

reported

as

distributions

of

capital.

Net

investment

losses

incurred

by

the

Fund

may

be

reclassified

as

an

offset

to

capital

on

the

accompanying

Statement

of

Assets

and

Liabilities.

The

tax

character

of

current

year

distributions

paid

and

the

tax

basis

of

the

current

components

of

accumulated

earnings

(loss)

will

be

determined

at

the

end

of

the

current

tax

year.

As

of

tax

year

ended December

31,

2022,

the

Fund

had

net

capital

loss

carryforwards as shown

in

the

table

below.

It

is

unlikely

that

the

Board

will

authorize

a

distribution

of

capital

gains

realized

in

the

future

until

the

capital

loss

carryforwards

have

been

used.

8.

New

Regulatory

Pronouncement:

In

October

2022,

the

SEC

adopted

a

rule

and

form

amendments

that

require,

among

other

things,

mutual

funds

and

ETFs

to

prepare

and

transmit

streamlined

annual

and

semi-annual

shareholder

reports.

In

connection

with

these

amendments,

certain

information

that

was

previously

disclosed

in

shareholder

reports

will

instead

be

made

available

online,

delivered

free

of

charge

upon

request,

and

filed

with

the

SEC

on

a

semi-

annual

basis.

Also

in

connection

with

these

amendments,

annual

and

semi-annual

reports

will

be

provided

directly

to

shareholders,

either

in

paper

or

(if

the

shareholder

has

so

elected)

electronically.

Compliance

with

the

rule

and

form

amendments

begins

in

July

2024.

At

this

time,

management

is

evaluating

the

impact

of

these

amendments

on

the

shareholder

reports

for

the

Fund.

Short-Term

Amount

Long-Term

Amount

Total

Victory

High

Yield

VIP

Series

.............................................

$

672,880

$

2,877,511

$

3,550,391

Supplemental

Information

June

30,

2023

Victory

Variable

Insurance

Funds

18

(Unaudited)

Proxy

Voting

and

Portfolio

Holdings

Information 

Proxy

Voting:

Information

regarding

the

policies

and

procedures the

Fund

uses

to

determine

how

to

vote

proxies

relating

to

portfolio

securities

is

available

without

charge,

upon

request,

by

calling

800-539-3863.

The

information

is

also

included

in

the

Fund’s

Statement

of

Additional

Information,

which

is

available

on

the

SEC’s

website

at sec.gov.

Information

relating

to

how

the

Fund

voted

proxies

relating

to

portfolio

securities

held

during

the

most

recent

12

months

ended

June

30

is

available

on

the

SEC’s

website

at

sec.gov.

Availability

of

Schedules

of

Portfolio

Investments:

The

Trust

files

a

complete

list

of

Schedules

of

Portfolio

Investments

with

the

SEC

for

the

first

and

third

quarter

of

each

fiscal

year

on

Form

N-PORT.

Forms

N-PORT are

available

on

the

SEC’s

website

at

sec.gov.

Expense

Example

As

a

shareholder

of

the

Fund,

you

may

incur

two

types

of

costs:

(1)

transaction

costs and

(2)

ongoing

costs,

including

management

fees

and

other

Fund

expenses.

These

examples

are

intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

Fund

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

These

examples

are

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

for

the

entire

period

from

January

1,

2023,

through

June

30,

2023.

The

Actual

Expense

figures

in

the

table

below

provide

information

about

actual

account

values

and

actual

expenses.

You

may

use

the

information

below,

together

with

the

amount

you

invested,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

$8,600

account

value

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

in

the

table

under

the

heading

entitled

“Actual

Expenses

Paid

During

Period”

to

estimate

the

expenses

you

paid

on

your

account

during

this

period.

The

Hypothetical

Expense

figures

in

the

table

below

provide

information

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

Fund’s

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

Fund’s

actual

return.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

may

use

this

information

to

compare

this

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

shareholder

reports

of

other

funds.

Please

note

the

expenses

shown

in

the

table

below

are

meant

to

highlight

your

ongoing

costs

only

and

do

not

reflect

any

transactional

costs.

Therefore,

the

hypothetical

expenses

in

the

table

are

useful

in

comparing

ongoing

costs

only

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

In

addition,

if

these

transactional

costs

were

included,

your

costs

would

have

been

higher.

Beginning

Account

Value

1/1/23

Actual

Ending

Account

Value

6/30/23

Hypothetical

Ending

Account

Value

6/30/23

Actual

Expenses

Paid

During

Period

1/1/23

-

6/30/23*

Hypothetical

Expenses

Paid

During

Period

1/1/23

-

6/30/23*

Annualized

Expense

Ratio

During

Period

1/1/23

-

6/30/23

Victory

High

Yield

VIP

Series

...............

$

1,000.00

$

1,045.60

$

1,020.38

$

4.51

$

4.46

0.89%

*

Expenses

are

equal

to

the

average

account

value

multiplied

by

the

Fund’s

annualized

expense

ratio

multiplied

by

181/365

(the

number

of

days

in

the

most

recent

fiscal

half-year

divided

by

the

number

of

days

in

the

fiscal

year).

Victory

Variable

Insurance

Funds

19

(Unaudited)

Supplemental

Information

—

continued

June

30,

2023

Liquidity

Risk

Management

Program:

The

Victory

Funds

have

adopted

and

implemented

a

written

liquidity

risk

management

program

(the

“LRMP”)

as

required

by

Rule

22e-4

under

the

Investment

Company

Act

of

1940,

as

amended.

The

LRMP

is

reasonably

designed

to

assess

and

manage

the

Fund’s

liquidity

risk,

taking

into

consideration

the

Fund’s

investment

strategy

and

the

liquidity

of

its

portfolio

investments

during

normal

and

reasonably

foreseeable

stressed

market

conditions;

its

short-

and

long-term

cash

flow

projections;

and

its

cash

holdings

and

access

to

other

liquidity

management

tools

such

as

available

funding

sources

including

the

Victory

Funds

Complex

Interfund

Lending

Facility

and

Line

of

Credit

(discussed

in

the

Notes

to

Financial

Statements).

The

Victory

Funds’

Board

of

Trustees

approved

the

appointment

of

the

Fund’s

investment

adviser,

Victory

Capital

Management

Inc.

(“Victory

Capital”),

as

the

administrator

of

the

LRMP.

Victory

Capital

manages

liquidity

risks

associated

with

the

Fund’s

investments

by

monitoring,

among

other

things,

cash

and

cash

equivalents,

any

use

of

derivatives,

the

concentration

of

investments,

the

appropriateness

of

the

Fund’s

investment

strategy,

and

by

classifying

every

Fund

investment

as

either

highly

liquid,

moderately

liquid,

less

liquid,

or

illiquid

on

at

least

a

monthly

basis.

To

assist

with

the

classification

of

Fund

investments,

Victory

Capital

has

retained

a

third-party

provider

of

liquidity

evaluation

services.

This

provider

determines

preliminary

liquidity

classifications

for

all

portfolio

holdings

based

upon

portfolio-level

data

and

certain

assumptions

provided

by

Victory

Capital.

Victory

Capital

reviews

the

preliminary

liquidity

classifications

and,

when

appropriate,

considers

other

information

including

input

from

the

Fund’s

portfolio

managers

(including

the

portfolio

managers

employed

by

any

investment

sub-advisers)

in

determining

final

liquidity

classifications.

At

a

meeting

held

on

February

23,

2023,

Victory

Capital

provided

an

oral

and

written

report

to

the

Trustees

on

the

operation

and

effectiveness

of

the

LRMP

during

the

previous

year.

The

report

from

Victory

Capital

concluded

that

the

Fund

did

not

experience

any

significant

liquidity

challenges

during

the

covered

period,

and

the

Fund’s

LRMP

is

reasonably

designed

to

assess

and

manage

its

liquidity

risk.

The

report

also

concluded

that

the

LRMP

continues

to

operate

adequately

and

effectively

to

enable

Victory

Capital

to

oversee

and

manage

liquidity

risk

and

ensure

the

Fund

is

able

to

meet

redemption

requests

without

significant

dilution

to

the

remaining

investors’

interest

in

the

Fund.

During

the

review

period,

the

Fund’s

portfolio

consisted

primarily

of

highly

liquid

investments,

which

are

defined

as

cash

and

any

investments

that

the

Fund

reasonably

expects

to

be

converted

to

cash

in

current

market

conditions

in

three

business

days

or

less

without

significantly

changing

the

market

value

of

the

investment.

Therefore,

the

Fund

has

not

adopted

a

highly

liquid

investment

minimum.

The

Fund’s

investments

were

below

the

limitation

on

illiquid

investments

during

the

review

period.

Additionally,

Victory

Capital

indicated

that

no

events

occurred

that

would

require

the

filing

of

Form

N-RN

(prior

to

August

2022,

Form

N-LIQUID)

and

recommended

no

material

changes

to

the

LRMP.

Privacy

Policy

Protecting

the

Privacy

of

Information

The

Trust

respects

your

right

to

privacy.

We

also

know

that

you

expect

us

to

conduct

and

process

your

business

in

an

accurate

and

efficient

manner.

To

do

so,

we

must

collect

and

maintain

certain

personal

information

about

you.

This

is

the

information

we

collect

from

you

on

applications

or

other

forms,

and

from

the

transactions

you

make

with

us

or

third

parties.

It

may

include

your

name,

address,

social

security

number,

account

transactions

and

balances,

and

information

about

investment

goals

and

risk

tolerance.

We

do

not

disclose

any

information

about

you

or

about

former

customers

to

anyone

except

as

permitted

or

required

by

law.

Specifically,

we

may

disclose

the

information

we

collect

to

companies

that

perform

services

on

our

behalf,

such

as

the

transfer

agent

that

processes

shareholder

accounts

and

printers

and

mailers

that

assist

us

in

the

distribution

of

investor

materials.

We

may

also

disclose

this

information

to

companies

that

perform

marketing

services

on

our

behalf.

This

allows

us

to

continue

to

offer

you

Victory

investment

products

and

services

that

meet

your

investing

needs,

and

to

effect

transactions

that

you

request

or

authorize.

These

companies

will

use

this

information

only

in

connection

with

the

services

for

which

we

hired

them.

They

are

not

permitted

to

use

or

share

this

information

for

any

other

purpose.

To

protect

your

personal

information

internally,

we

permit

access

only

by

authorized

employees

and

maintain

physical,

electronic,

and

procedural

safeguards

to

guard

your

personal

information.*

You

may

have

received

communications

regarding

information

about

privacy

policies

from

other

financial

institutions

which

gave

you

the

opportunity

to

“opt-out”

of

certain

information

sharing

with

companies

which

are

not

affiliated

with

that

financial

institution.

The

Trust

does

not

share

information

with

other

companies

for

purposes

of

marketing

solicitations

for

products

other

than

the

Trust.

Therefore,

the

Trust

does

not

provide

opt-out

options

to

their

shareholders. 

Victory

Funds

P.O.

Box

182593

Columbus,

Ohio

43218-2593

Visit

our

website

at:

vcm.com

Call

Victory

at:

800-539-FUND

(800-539-3863)

VVIF-RS-HYVIP-SAR

(6/23)

June

30,

2023

Semi

Annual

Report

Victory

Variable

Insurance

Funds

Victory

RS

International

VIP

Series

vcm.com

News,

Information

And

Education

24

Hours

A

Day,

7

Days

A

Week

The

Victory

Capital

website

gives

fund

shareholders,

prospective

shareholders,

and

investment

professionals

a

convenient

way

to

access

fund

information,

get

guidance,

and

track

fund

performance

anywhere

they

can

access

the

Internet.

The

site

includes:

Detailed

performance

records

Daily

share

prices

The

latest

fund

news

Investment

resources

to

help

you

become

a

better

investor

A

section

dedicated

to

investment

professionals

Whether

you’re

a

potential

investor

searching

for

the

fund

that

matches

your

investment

philosophy,

a

seasoned

investor

interest-

ed

in

planning

tools,

or

an

investment

professional,

vcm.com

has

what

you

seek.

Visit

us

anytime.

We’re

always

open.

Table

of

Contents

Victory

Variable

Insurance

Funds

1

Investment

Objective

and

Portfolio

Holdings

3

Schedule

of

Portfolio

Investments

4

Financial

Statements

Statement

of

Assets

and

Liabilities

8

Statement

of

Operations

9

Statements

of

Changes

in

Net

Assets

10

Financial

Highlights

11

Notes

to

Financial

Statements

12

Supplemental

Information

18

Proxy

Voting

and

Portfolio

Holdings

Information 

18

Expense

Example

18

Liquidity

Risk

Management

Program

19

Privacy

Policy

(inside

back

cover)

2

Call

Victory

at:

800-539-FUND

(800-539-3863)

Visit

our

website

at:

vcm.com

The

Fund

is

distributed

by

Victory

Capital

Services,

Inc.

Victory

Capital

Management

Inc.

is

the

investment

adviser

to

the

Fund

and

receives

fees

from

the

Fund

for

performing

services

for

the

Fund.

This

report

is

not

authorized

for

distribution

to

prospective

investors

unless

preceded

or

accompanied

by

a

current

prospectus

of

the

Fund.

For

additional

information

about

any

Victory

Fund,

including

fees,

expenses,

and

risks,

view

our

prospectus

online

at

vcm.com

or

call

800-539-3863.

Read

it

carefully

before

you

invest

or

send

money.

The

information

in

this

report

is

based

on

data

obtained

from

recognized

services

and

sources

and

is

believed

to

be

reliable.

Any

opinions,

projections,

or

recommendations

in

this

report

are

subject

to

change

without

notice

and

are

not

intended

as

individual

investment

advice.

Past

investment

performance

of

the

Fund,

markets

or

securities

mentioned

herein

should

not

be

considered

to

be

indicative

of

future

results.

NOT

FDIC

INSURED

NO

BANK

GUARANTEE

MAY

LOSE

VALUE

3

Victory

Variable

Insurance

Funds

Victory

RS

International

VIP

Series

June

30,

2023

Investment

Objective

and

Portfolio

Holdings:

(Unaudited)

The

Fund

seeks

to

provide

long-term

capital

appreciation.

Top

10

Holdings*:

June

30,

2023

(%

of

Net

Assets)

Sector

Allocation*:

June

30,

2023

(%

of

Net

Assets)

Does

not

include

futures

contracts,

money

market

instruments,

and

short-term

investments

purchased

with

cash

collateral

from

securities

loaned.

Percentages

are

of

the

net

assets

of

the

Fund

and

may

not

equal

100%.

Refer

to

the

Schedule

of

Portfolio

Investments

for

a

complete

list

of

securities.

LVMH

Moet

Hennessy

Louis

Vuitton

SE

3.9%

Novo

Nordisk

A/S,

Class

B

3.5%

Roche

Holding

AG

2.7%

L'Oreal

SA

2.6%

Novartis

AG,

Registered

Shares

2.6%

Siemens

AG,

Registered

Shares

2.5%

Nestle

SA,

Registered

Shares

2.4%

BHP

Group

Ltd.

2.3%

Toyota

Motor

Corp.

2.3%

Atlas

Copco

AB,

Class

B

2.2%

Schedule

of

Portfolio

Investments

June

30,

2023

Victory

Variable

Insurance

Funds

Victory

RS

International

VIP

Series

4

(Unaudited)

See

notes

to

financial

statements.

Security

Description

Shares

Value

Common

Stocks

(97.8%)

Australia

(7.0%):

Consumer

Discretionary

(1.1%):

Aristocrat

Leisure

Ltd.

...................................................

46,737

$

1,208,947

Financials

(1.4%):

Macquarie

Group

Ltd.

...................................................

13,780

1,639,285

Health

Care

(1.2%):

CSL

Ltd.

.............................................................

7,742

1,433,333

Materials

(2.3%):

BHP

Group

Ltd.

........................................................

90,236

2,712,063

Real

Estate

(1.0%):

Scentre

Group

.........................................................

673,192

1,190,282

8,183,910

Belgium

(1.0%):

Information

Technology

(1.0%):

Melexis

NV

...........................................................

11,534

1,132,510

China

(0.9%):

Communication

Services

(0.9%):

Tencent

Holdings

Ltd.

...................................................

25,300

1,072,791

Denmark

(4.5%):

Consumer

Discretionary

(1.0%):

Pandora

A/S

..........................................................

13,458

1,203,075

Health

Care

(3.5%):

Novo

Nordisk

A/S,

Class

B

................................................

24,832

4,011,945

5,215,020

France

(12.1%):

Consumer

Discretionary

(5.1%):

La

Francaise

des

Jeux

SAEM(a)

............................................

36,049

1,418,707

LVMH

Moet

Hennessy

Louis

Vuitton

SE

......................................

4,777

4,503,861

5,922,568

Consumer

Staples

(2.6%):

L'Oreal

SA

...........................................................

6,598

3,077,515

Energy

(0.6%):

Gaztransport

Et

Technigaz

SA

..............................................

6,293

640,565

Industrials

(1.5%):

Safran

SA

............................................................

11,118

1,742,132

Information

Technology

(0.9%):

Capgemini

SE

.........................................................

5,827

1,103,194

Materials

(1.4%):

Arkema

SA

...........................................................

17,617

1,661,061

14,147,035

Germany

(8.1%):

Consumer

Discretionary

(1.0%):

Volkswagen

AG,

Preference

Shares

..........................................

8,498

1,142,640

Financials

(1.9%):

Allianz

SE,

Registered

Shares

..............................................

9,808

2,284,297

Victory

Variable

Insurance

Funds

Victory

RS

International

VIP

Series

5

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Industrials

(2.5%):

Siemens

AG,

Registered

Shares

.............................................

17,212

$

2,868,980

Information

Technology

(1.6%):

SAP

SE

..............................................................

13,814

1,886,914

Utilities

(1.1%):

RWE

AG

.............................................................

28,638

1,247,819

9,430,650

Hong

Kong

(2.4%):

Financials

(1.5%):

AIA

Group

Ltd.

........................................................

177,800

1,805,894

Real

Estate

(0.9%):

CK

Asset

Holdings

Ltd.

..................................................

181,500

1,008,591

2,814,485

Italy

(1.3%):

Utilities

(1.3%):

Snam

SpA

............................................................

284,841

1,488,537

Japan

(21.6%):

Communication

Services

(2.0%):

Capcom

Co.

Ltd.

.......................................................

34,700

1,375,666

Kakaku.com,

Inc.

.......................................................

63,100

909,054

2,284,720

Consumer

Discretionary

(3.1%):

Toyota

Motor

Corp.

.....................................................

162,900

2,618,416

ZOZO,

Inc.

...........................................................

46,700

968,875

3,587,291

Consumer

Staples

(1.0%):

Toyo

Suisan

Kaisha

Ltd.

..................................................

26,000

1,173,032

Financials

(2.6%):

Mizuho

Financial

Group,

Inc.

..............................................

100,000

1,528,706

Tokio

Marine

Holdings,

Inc.

...............................................

67,100

1,547,055

3,075,761

Health

Care

(2.6%):

Hoya

Corp.

...........................................................

17,400

2,082,409

Shionogi

&

Co.

Ltd.

.....................................................

22,900

966,010

3,048,419

Industrials

(6.5%):

Fuji

Electric

Co.

Ltd.

....................................................

32,800

1,444,172

MISUMI

Group,

Inc.

....................................................

40,600

817,488

Mitsubishi

Heavy

Industries

Ltd.

............................................

32,900

1,536,763

Nippon

Yusen

KK

......................................................

49,600

1,101,664

OKUMA

Corp.

........................................................

20,100

1,079,259

Sanwa

Holdings

Corp.

...................................................

126,100

1,641,887

7,621,233

Information

Technology

(2.6%):

Fujitsu

Ltd.

...........................................................

7,100

919,424

Oracle

Corp.

..........................................................

17,300

1,286,798

Ulvac,

Inc.

............................................................

18,500

789,101

2,995,323

Real

Estate

(0.6%):

Sumitomo

Realty

&

Development

Co.

Ltd.

....................................

30,300

750,941

Victory

Variable

Insurance

Funds

Victory

RS

International

VIP

Series

6

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Utilities

(0.6%):

Tokyo

Gas

Co.

Ltd.

.....................................................

30,500

$

665,507

25,202,227

Netherlands

(5.2%):

Communication

Services

(0.6%):

Koninklijke

KPN

NV

....................................................

195,458

697,713

Financials

(1.7%):

ING

Groep

NV

........................................................

143,820

1,938,738

Industrials

(1.3%):

Wolters

Kluwer

NV

.....................................................

11,946

1,516,680

Information

Technology

(1.6%):

ASM

International

NV

...................................................

4,529

1,922,849

6,075,980

New

Zealand

(0.8%):

Health

Care

(0.8%):

Fisher

&

Paykel

Healthcare

Corp.

Ltd.

........................................

63,584

957,121

Norway

(1.4%):

Energy

(0.4%):

Aker

BP

ASA

.........................................................

16,563

388,751

Financials

(1.0%):

SpareBank

1

SMN

......................................................

91,171

1,199,113

1,587,864

Spain

(2.0%):

Communication

Services

(0.0%):(b)

Telefonica

SA

.........................................................

1

4

Financials

(2.0%):

Banco

Bilbao

Vizcaya

Argentaria

SA

.........................................

300,986

2,312,165

2,312,169

Sweden

(2.9%):

Industrials

(2.9%):

Atlas

Copco

AB,

Class

B

.................................................

203,913

2,543,394

Nibe

Industrier

AB,

Class

B

...............................................

86,685

824,526

3,367,920

Switzerland

(11.3%):

Consumer

Staples

(3.6%):

Coca-Cola

HBC

AG

.....................................................

49,538

1,477,471

Nestle

SA,

Registered

Shares

..............................................

22,989

2,766,157

4,243,628

Financials

(2.4%):

Partners

Group

Holding

AG

...............................................

1,423

1,342,037

UBS

Group

AG

........................................................

69,399

1,407,018

2,749,055

Health

Care

(5.3%):

Novartis

AG,

Registered

Shares

.............................................

29,875

3,012,822

Roche

Holding

AG

......................................................

10,528

3,216,887

6,229,709

13,222,392

United

Kingdom

(15.3%):

Consumer

Discretionary

(1.8%):

Greggs

PLC

...........................................................

31,336

1,017,788

Victory

Variable

Insurance

Funds

Victory

RS

International

VIP

Series

7

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Next

PLC

............................................................

12,433

$

1,090,025

2,107,813

Consumer

Staples

(3.0%):

Diageo

PLC

...........................................................

42,969

1,846,979

Imperial

Brands

PLC

....................................................

73,840

1,634,143

3,481,122

Energy

(3.3%):

BP

PLC

..............................................................

232,139

1,351,380

Shell

PLC

............................................................

84,452

2,518,935

3,870,315

Financials

(3.0%):

Barclays

PLC

.........................................................

290,947

568,299

HSBC

Holdings

PLC

....................................................

315,226

2,495,503

Legal

&

General

Group

PLC

...............................................

151,247

437,834

3,501,636

Industrials

(1.3%):

Ashtead

Group

PLC

.....................................................

21,258

1,473,596

Materials

(2.5%):

Croda

International

PLC

..................................................

12,872

919,999

Rio

Tinto

PLC

.........................................................

30,391

1,931,024

2,851,023

Utilities

(0.4%):

Centrica

PLC

..........................................................

311,991

491,849

17,777,354

Total

Common

Stocks

(Cost

$92,360,115)

113,987,965

Exchange-Traded

Funds

(0.1%)

United

States

(0.1%):

iShares

MSCI

EAFE

ETF

.................................................

1,653

119,842

Total

Exchange-Traded

Funds

(Cost

$99,717)

119,842

Total

Investments

(Cost

$92,459,832)

—

97.9%

114,107,807

Other

assets

in

excess

of

liabilities

—

2.1%

2,499,723

NET

ASSETS

-

100.00%

$

116,607,530

(a)

Rule

144A

security

or

other

security

that

is

restricted

as

to

resale

to

institutional

investors.

As

of

June

30,

2023,

the

fair

value

of

these

securities

was

$1,418,707

and

amounted

to

1.2%

of

net

assets.

(b)

Amount

represents

less

than

0.05%

of

net

assets.

ETF—Exchange-Traded

Fund

PLC—Public

Limited

Company

Statement

of

Assets

and

Liabilities

June

30,

2023

8

See

notes

to

financial

statements.

Victory

Variable

Insurance

Funds

(Unaudited)

Victory

RS

International

VIP

Series

Assets:

Investments,

at

value

(Cost

$92,459,832)

$

114,107,807‌

Foreign

currency,

at

value

(Cost

$100,256)

100,557‌

Cash

1,458,626‌

Receivables:

Interest

and

dividends

93,890‌

Capital

shares

issued

7,122‌

Reclaims

960,550‌

From

Adviser

35,631‌

Prepaid

expenses

751‌

Total

Assets

116,764,934‌

Liabilities:

Payables:

Capital

shares

redeemed

28,210‌

Accrued

expenses

and

other

payables:

Investment

advisory

fees

76,414‌

Administration

fees

6,108‌

Custodian

fees

9,733‌

Transfer

agent

fees

33,319‌

Compliance

fees

81‌

Other

accrued

expenses

3,539‌

Total

Liabilities

157,404‌

Commitments

and

contingencies

(Note

4

)

Net

Assets:

Capital

94,661,395‌

Total

accumulated

earnings/(loss)

21,946,135‌

Net

Assets

$

116,607,530‌

Shares

(unlimited

shares

authorized

with

a

par

value

of

$0.001

per

share):

7,205,228‌

Net

asset

value:

$

16.18‌

Statement

of

Operations

For

the

Six

Months

Ended

June

30,

2023

9

See

notes

to

financial

statements.

Victory

Variable

Insurance

Funds

(Unaudited)

Victory

RS

International

VIP

Series

Investment

Income:

Dividends

$

2,698,086

Interest

18,073

Securities

lending

(net

of

fees)

5,696

Foreign

tax

withholding

(294,498)

Total

Income

2,427,357

Expenses:

Investment

advisory

fees

466,421

Administration

fees

32,141

Sub-Administration

fees

8,426

Custodian

fees

22,548

Transfer

agent

fees

69,393

Trustees'

fees

4,771

Compliance

fees

525

Legal

and

audit

fees

10,359

Other

expenses

19,999

Total

Expenses

634,583

Expenses

waived/reimbursed

by

Adviser

(92,345)

Net

Expenses

542,238

Net

Investment

Income

(Loss)

1,885,119

Realized/Unrealized

Gains

(Losses)

from

Investments:

Net

realized

gains

(losses)

from

investment

securities

and

foreign

currency

transactions

694,069

Net

change

in

unrealized

appreciation/depreciation

on

investment

securities

9,634,061

Net

realized/unrealized

gains

(losses)

on

investments

10,328,130

Change

in

net

assets

resulting

from

operations

$

12,213,249

10

Victory

Variable

Insurance

Funds

Statements

of

Changes

in

Net

Assets

See

notes

to

financial

statements.

Victory

RS

International

VIP

Series

Six

Months

Ended

June

30,

2023

(Unaudited)

Year

Ended

December

31,

2022

From

Investment

Activities:

Operations:

Net

Investment

Income

(Loss)

$

1,885,119

$

3,342,673

Net

realized

gains

(losses)

694,069

(1,826,855)

Net

change

in

unrealized

appreciation/depreciation

9,634,061

(24,929,525)

Change

in

net

assets

resulting

from

operations

12,213,249

(23,413,707)

Change

in

net

assets

resulting

from

distributions

to

shareholders

—

(12,698,566)

Change

in

net

assets

resulting

from

capital

transactions

(9,878,197)

129,577

Change

in

net

assets

2,335,052

(35,982,696)

Net

Assets:

Beginning

of

period

114,272,478

150,255,174

End

of

period

$

116,607,530

$

114,272,478

Capital

Transactions:

Proceeds

from

shares

issued

$

1,331,286

$

7,271,942

Distributions

reinvested

—

12,698,566

Cost

of

shares

redeemed

(11,209,483)

(19,840,931)

Change

in

net

assets

resulting

from

capital

transactions

$

(9,878,197)

$

129,577

Share

Transactions:

Issued

84,060

457,593

Reinvested

—

833,107

Redeemed

(711,866)

(1,231,984)

Change

in

Shares

(627,806)

58,716

Victory

Variable

Insurance

Funds

Financial

Highlights

For

a

Share

Outstanding

Throughout

Each

Period

11

See

notes

to

financial

statements.

Victory

RS

International

VIP

Series

Six

Months

Ended

June

30,

2023

(Unaudited)

Year

Ended

December

31,

2022

Year

Ended

December

31,

2021

Year

Ended

December

31,

2020

Year

Ended

December

31,

2019

Year

Ended

December

31,

2018

Net

Asset

Value,

Beginning

of

Period

$14.59

$19.33

$17.60

$17.48

$15.47

$17.64

Investment

Activities:

Net

investment

income

(loss)(a)

0.25

0.44

0.39

0.32

0.43

0.38

Net

realized

and

unrealized

gains

(losses)

1.34

(3.46)

2.13

0.75

3.09

(2.26)

Total

from

Investment

Activities

1.59

(3.02)

2.52

1.07

3.52

(1.88)

Distributions

to

Shareholders

from:

Net

investment

income

—

(0.42)

(0.37)

(0.45)

(0.39)

(0.15)

Net

realized

gains

—

(1.30)

(0.42)

(0.50)

(1.12)

(0.14)

Total

Distributions

—

(1.72)

(0.79)

(0.95)

(1.51)

(0.29)

Net

Asset

Value,

End

of

Period

$16.18

$14.59

$19.33

$17.60

$17.48

$15.47

Total

Return(b)(c)(d)

10.90%

(15.81)%

14.37%

6.24%

22.79%

(10.66)%

Ratios

to

Average

Net

Assets:

Net

Expenses(e)(f)

0.93%

0.93%

0.93%

0.93%

0.93%

0.93%

Net

Investment

Income

(Loss)(e)

3.23%

2.71%

2.02%

2.02%

2.49%

2.20%

Gross

Expenses(e)(f)

1.09%

1.10%

1.01%

0.98%

0.96%

0.94%

Supplemental

Data:

Net

Assets

at

end

of

period

(000's)

$116,608

$114,272

$150,255

$147,783

$149,034

$142,524

Portfolio

Turnover(b)

14%

27%

35%

54%

32%

44%

(a)

Per

share

net

investment

income

(loss)

has

been

calculated

using

the

average

daily

shares

method.

(b)

Not

annualized

for

periods

less

than

one

year.

(c)

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.

(d)

Total

returns

do

not

reflect

the

effects

of

charges

deducted

pursuant

to

the

terms

of

The

Guardian

Insurance

&

Annuity

Company,

Inc.'s

variable

contracts.

Inclusion

of

such

charges

would

reduce

the

total

returns

for

all

periods

shown.

(e)

Annualized

for

periods

less

than

one

year.

(f)

Does

not

include

acquired

fund

fees

and

expenses,

if

any.

Notes

to

Financial

Statements

June

30,

2023

Victory

Variable

Insurance

Funds

12

(Unaudited)

1.

Organization:

Victory

Variable

Insurance

Funds

(the

“Trust”)

is

organized

as

a

Delaware

statutory

trust

and the

Trust

is

registered

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“1940

Act”),

as

an

open-end

investment

company.

The

Trust

is

comprised

of six

funds

and

is

authorized

to

issue

an

unlimited

number

of

shares,

which

are

units

of

beneficial

interest

with

a

par

value

of

$0.001

per

share.

The

accompanying

financial

statements

are

those

of Victory

RS

International

VIP

Series

(the

“Fund”),

a

series

of

the

Trust.

The

Fund offers

a

single

class

of

shares:

Class

I.

The

Fund’s

shares

are

only

available

for

purchase

by

certain

separate

accounts

of

insurance

companies

as

investments

for

certain

variable

annuity

plans

and

variable

life

insurance

contracts

issued

by

those

insurance

companies.

The

Fund

is

classified

as

diversified

under

the

1940

Act.

Victory

Capital

Management

Inc.

(“VCM”

or

the

“Adviser”)

is

an

indirect

wholly

owned

subsidiary

of

Victory

Capital

Holdings,

Inc.,

a

publicly

traded

Delaware

corporation,

and

a

wholly

owned

direct

subsidiary

of

Victory

Capital

Operating,

LLC.

Under

the

Trust’s

organizational

documents,

its

officers

and

trustees

are

indemnified

against

certain

liabilities

arising

out

of

the

performance

of

their

duties

to

the

Fund.

In

addition,

in

the

normal

course

of

business,

the

Fund

enters

into

contracts

with

its

vendors

and

others

that

provide

for

general

indemnifications.

The

Fund’s

maximum

exposure

under

these

arrangements

is

unknown,

as

this

would

involve

future

claims

that

may

be

made

against

the

Fund.

However,

based

on

experience,

the

Fund

expects

that

risk

of

loss

to

be

remote.

2.

Significant

Accounting

Policies:

The

following

is

a

summary

of

significant

accounting

policies

followed

by

the

Fund

in

the

preparation

of

its

financial

statements.

The

policies

are

in

conformity

with

U.S.

Generally

Accepted

Accounting

Principles

(“GAAP”).

The

preparation

of

financial

statements

in

accordance

with

GAAP

requires

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities

and

disclosure

of

contingent

assets

and

liabilities

at

the

date

of

the

financial

statements

and

the

reported

amounts

of

income

and

expenses

for

the

period.

Actual

results

could

differ

from

those

estimates.

The

Fund

follows

the

specialized

accounting

and

reporting

requirements

under

GAAP

that

are

applicable

to

investment

companies

under

Accounting

Standards

Codification

Topic

946.

Investment

Valuation: 

The

Fund

records

investments

at

fair

value.

Fair

value

is

defined

as

the

price

that

would

be

received

to sell

an asset

or

paid

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

at

the

measurement

date.

The

valuation

techniques

described

below

maximize

the

use

of

observable

inputs

and

minimize

the

use

of

unobservable

inputs

in

determining

fair

value.

The

inputs

used

for

valuing

the

Fund’s

investments

are

summarized

in

the

three

broad

levels

listed

below:

Level

1

—

quoted

prices

(unadjusted)

in

active

markets

for

identical

securities

Level

2

—

other

significant

observable

inputs

(including

quoted

prices

for

similar

securities,

interest

rates,

or

credit

spreads, applicable

to

those

securities,

etc.)

Level

3

—

significant

unobservable

inputs

(including

the

Adviser’s

assumptions

in

determining

the

fair

value of

investments)

Changes

in

valuation

techniques

may

result

in

transfers

in

or

out

of

an

assigned

level

within

the

disclosure

hierarchy.

The

inputs

or

methodologies

used

for

valuation

techniques

are

not

necessarily

an

indication

of

the

risk

associated

with

entering

into

those

investments.

The Adviser,

appointed

as

the

valuation

designee

by the

Trust’s

Board

of

Trustees

(the

“Board”),

has

established

the

Pricing

and

Liquidity

Committee

(the

“Committee”),

and

subject

to

Board

oversight,

the

Committee

administers

and

oversees

the

Fund’s

valuation

policies

and

procedures,

which

were

approved

by

the

Board.

Portfolio

securities

listed

or

traded

on

securities

exchanges,

including

Exchange-Traded

Funds

(“ETFs”),

and

American

Depositary

Receipts,

are

valued

at

the

closing

price

on

the

exchange

or

system

where

the

security

is

principally

traded,

if

available,

or

at

the

Nasdaq

Official

Closing

Price.

If

there

have

been

no

sales

for

that

day

on

the

exchange

or

system,

then

a

security

is

valued

at

the

last

available

bid

quotation

on

the

exchange

or

system

where

the

security

is

principally

traded.

In

each

of

these

situations,

valuations

are

typically

categorized

as

Level

1

in

the

fair

value

hierarchy.

Investments

in

open-end

investment

companies,

other

than

ETFs, are

valued

at their

net

asset

value

(“NAV”).

These

valuations

are

typically

categorized

as

Level

1 in

the

fair

value

hierarchy.

In

the

event

that

price

quotations

or

valuations

are

not

readily

available,

investments

are

valued

at

fair

value

in

accordance

with

procedures

established

by

and

under

the

general

supervision

and

responsibility

of

the

Board.

These

valuations

are

typically

categorized

as

Level

2

or

Level

3

in

the

fair

value

hierarchy,

based

on

the

observability

of

inputs

used

to

determine

the

fair

value.

The

effect

of

fair

value

pricing

is

that

securities

may

not

be

priced

on

the

basis

of

quotations

from

the

primary

market

in

which

they

are

traded

and

the

actual

price

realized

from

the

sale

of

a

security

may

differ

materially

from

the

fair

value

price.

Valuing

these

securities

at

fair

value

is

intended

to

cause

the

Fund’s

NAV to

be

more

reliable

than

it

otherwise

would

be.

In

accordance

with

procedures

adopted

by

the

Board,

fair

value

pricing

may

be

used

if

events

materially

affecting

the

value

of

foreign

securities

occur

between

the

time

the

exchange

on

which

they

are

traded

closes

and

the

time

the

Fund’s

NAV

is

calculated.

The

Fund

uses

a

systematic

valuation

model,

provided

daily

by

an

independent

third

party

to

fair

value its

international

equity

securities.

The

valuations

are categorized

as

Level

2

in

the

fair

value

hierarchy.

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

13

(Unaudited)

A

summary

of

the

valuations

as

of

June

30,

2023, based

upon

the

three

levels

defined

above,

is

included

in

the

table

below

while

the

breakdown,

by

category,

of

investments

is

disclosed

on

the

Schedule

of

Portfolio

Investments:

As

of June

30,

2023,

there

were

no

transfers

into/out

of

Level

3.

Investment

Companies:

Exchange-Traded

Funds:

The

Fund

may

invest

in

ETFs,

the

shares

of

which

are

bought

and

sold

on

a

securities

exchange.

An

ETF

trades

like

common

stock

and

represents

a

fixed

portfolio

of

securities

often

designed

to

track

the

performance

and

dividend

yield

of

a

particular

domestic

or

foreign

market

index. The

Fund

may

purchase

shares

of

an

ETF

to

temporarily

gain

exposure

to

a

portion

of

the

U.S.

or

a

foreign

market

while

awaiting

purchase

of

underlying

securities.

The

risks

of

owning

an

ETF

generally

reflect

the

risks

of

owning

the

underlying

securities

the

ETF

is

designed

to

track,

although

the

lack

of

liquidity

of

an

ETF

could

result

in

it

being

more

volatile.

Additionally,

ETFs

have

fees

and

expenses

that

reduce

their

value.

Derivative

Instruments:

Foreign

Exchange

Currency

Contracts:

The

Fund

may

enter

into

foreign

exchange

currency

contracts

to

convert

U.S.

dollars

to

and

from

various

foreign

currencies.

A

foreign

exchange

currency

contract

is

an

obligation

by

a

Fund

to

purchase

or

sell

a

specific

currency

at

a

future

date

at

a

price

(in

U.S.

dollars)

set

at

the

time

of

the

contract.

The

Fund

does

not

engage

in

“cross-currency”

foreign

exchange

contracts

(i.e.,

contracts

to

purchase

or

sell

one

foreign

currency

in

exchange

for

another

foreign

currency).

The

Fund’s

foreign

exchange

currency

contracts

might

be

considered

spot

contracts

(typically

a

contract

of

one

week

or

less)

or

forward

contracts

(typically

a

contract

term

over

one

week).

A

spot

contract

is

entered

into

for

purposes

of

hedging

against

foreign

currency

fluctuations

relating

to

a

specific

portfolio

transaction,

such

as

the

delay

between

a

security

transaction

trade

date

and

settlement

date.

Forward

contracts

are

entered

into

for

purposes

of

hedging

portfolio

holdings

or

concentrations

of

such

holdings. Each

foreign

exchange

currency

contract

is

adjusted

daily

by

the

prevailing

spot

or

forward

rate

of

the

underlying

currency,

and

any

appreciation

or

depreciation

is

recorded

for

financial

statement

purposes

as

unrealized

until

the

contract

settlement

date,

at

which

time

the

Fund

records

realized

gains

or

losses

equal

to

the

difference

between

the

value

of

a

contract

at

the

time

it

was

opened

and

the

value

at

the

time

it

was

closed.

The Fund

could

be

exposed

to

risk

if

a

counterparty

is

unable

to

meet

the

terms

of

a

foreign

exchange

currency

contract

or

if

the

value

of

the

foreign

currency

changes

unfavorably.

In

addition,

the

use

of

foreign

exchange

currency

contracts

does

not

eliminate

fluctuations

in

the

underlying

prices

of

the

securities.

The

Fund

enters

into

foreign

exchange

currency

contracts

solely

for

spot

or

forward

hedging

purposes,

and

not

for

speculative

purposes

(i.e.,

the

Fund

does

not

enter

into

such

contracts

solely

for

the

purpose

of

earning

foreign

currency

gains). As

of June

30,

2023,

the

Fund

had

no

open

forward

foreign

exchange

currency

contracts.

Investment

Transactions

and

Related

Income:

Changes

in

holdings

of

investments

are

accounted

for

no

later

than

one

business

day

following

the

trade

date.

For

financial

reporting

purposes,

however,

investment

transactions

are

accounted

for

on

trade

date

or

the

last

business

day

of

the

reporting

period.

Interest

income

is

determined

on

the

basis

of

coupon

interest

accrued

using

the

effective

interest

method

which

adjusts,

where

applicable,

the

amortization

of

premiums

or

accretion

of

discounts. Dividend

income

is

recorded

on

the

ex-dividend

date.

Non-cash

dividends

included

in

income,

if

any,

are

recorded

at

the

fair

value

of

the

securities

received. Gains

or

losses

realized

on

sales

of

securities

are

recorded

on

the

identified

cost

basis.

Withholding

taxes

on

interest,

dividends,

and

gains

as

a

result

of

certain

investments

by

the

Fund

have

been

provided

for

in

accordance

with

each

investment’s

applicable

country’s

tax

rules

and

rates.

Securities

Lending:

The

Fund,

through

a

Securities

Lending

Agreement

with

Citibank,

N.A.

(“Citibank”),

may

lend

its

securities

to

qualified

financial

institutions,

such

as

certain

broker-dealers

and

banks,

to

earn

additional

income,

net

of

income

retained

by

Citibank.

Borrowers

are

required

to

initially

secure

their

loans

for

collateral

in

the

amount

of

at

least

102%

of

the

value

of

U.S.

securities

loaned

or

at

least

105%

of

the

value

of

non-U.S.

securities

loaned,

marked-to-market

daily.

Any

collateral

shortfalls

associated

with

increases

in

the

valuation

of

the

securities

loaned

are

generally

cured

the

next

business

day.

The

collateral

can

be

received

in

the

form

of

cash

collateral

and/or

non-cash

collateral.

Non-cash

collateral

can

include

U.S.

Government

Securities

and

other

securities

as

permitted

by

Securities

and

Exchange

Commission

(“SEC”)

guidelines.

The

cash

collateral

is

invested

in

short-term

instruments

or

cash

equivalents,

primarily

open-end

investment

companies,

as

noted

on

the

Fund’s

Schedule

of

Portfolio

Investments.

The

Fund

effectively

does

not

have

control

of

the

non-cash

collateral

and

therefore

it

is

not

disclosed

on

the

Fund’s

Schedule

of

Portfolio

Investments.

Collateral

requirements

are

determined

daily

based

on

the

value

of

the

Fund’s

securities

on

loan

as

of

the

end

of

the

prior

business

day.

During

the

time

portfolio

securities

are

on

loan,

the

borrower

will

pay

the

Fund

any

dividends

or

interest

paid

on

such

securities

plus

any

fee

negotiated

between

the

parties

to

the

lending

agreement.

The

Fund

also

earns

a

return

from

the

collateral.

The

Fund

Level

1

Level

2

Level

3

Total

Common

Stocks

............................

$

—

$

113,987,965

$

—

$

113,987,965

Exchange-Traded

Funds

......................

119,842

—

—

119,842

Total

....................................

$

119,842

$

113,987,965

$

—

$

114,107,807

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

14

(Unaudited)

pays

Citibank

various

fees

in

connection

with

the

investment

of

cash

collateral

and

fees

based

on

the

investment

income

received

from

securities

lending

activities.

Securities

lending

income

(net

of

these

fees)

is

disclosed

on

the

Statement

of

Operations.

Loans

are

terminable

upon

demand

and

the

borrower

must

return

the

loaned

securities

within

the

lesser

of

one

standard

settlement

period

or

five

business

days.

Although

risk

is

mitigated

by

the

collateral,

the

Fund

could

experience

a

delay

in

recovering

its

securities

and

possible

loss

of

income

or

value

if

the

borrower

fails

to

return

them.

In

addition,

there

is

a

risk

that

the

value

of

the

short-term

investments

will

be

less

than

the

amount

of

cash

collateral

required

to

be

returned

to

the

borrower.

The

Fund’s

agreement

with

Citibank

does

not

include

master

netting

provisions.

Non-cash

collateral

received

by

the

Fund

may

not

be

sold

or

repledged,

except

to

satisfy

borrower

default.

As

of

June

30,

2023,

the

Fund

did

not

have

any

securities

on

loan. 

Foreign

Currency

Translations:

The

accounting

records

of

the

Fund

are

maintained

in

U.S.

dollars.

Investment

securities

and

other

assets

and

liabilities

of the

Fund

denominated

in

a

foreign

currency

are

translated

into

U.S.

dollars

at

current

exchange

rates.

Purchases

and

sales

of

securities,

income

receipts

and

expense

payments

are

translated

into

U.S.

dollars

at

the

exchange

rates

on

the

date

of

the

transactions.

The

Fund

does

not

isolate

the

portion

of

the

results

of

operations

resulting

from

changes

in

foreign

exchange

rates

on

investments

from

fluctuations

arising

from

changes

in

market

prices

of

securities

held.

Such

fluctuations,

if

any,

are

disclosed

as

Net

change

in

unrealized

appreciation/depreciation

on investment

securities

and

foreign

currency

translations

on

the

Statement

of

Operations.

Any

realized

gains

or

losses

from

these

fluctuations,

if

any,

are

disclosed

as

Net

realized

gains

(losses)

from investment

securities

and

foreign

currency

transactions

on

the

Statement

of

Operations.

Foreign

Taxes:

The

Fund

may

be

subject

to

foreign

taxes

related

to

foreign

income

received

(a

portion

of

which

may

be

reclaimable),

capital

gains

on

the

sale

of

securities,

and

certain

foreign

currency

transactions.

All

foreign

taxes

are

recorded

in

accordance

with

the

applicable

regulations

and

rates

that

exist

in

the

foreign

jurisdictions

in

which

the

Fund

invests.

Federal

Income

Taxes:

The

Fund

intends

to

continue

to

qualify

as

a

regulated

investment

company

by

complying

with

the

provisions

available

to

certain

investment

companies,

as

defined

in

applicable

sections

of

the

Internal

Revenue

Code,

and

to

make

distributions

of

net

investment

income

and

net

realized

gains

sufficient

to

relieve

it

from

all,

or

substantially

all,

federal

income

taxes.

Accordingly,

no

provision

for

federal

income

taxes

is

required

in

the

financial

statements.

The

Fund

has

a

tax

year

end

of December

31.

For

the

six

months

ended

June

30,

2023,

the

Fund

did

not

incur

any

income

tax,

interest,

or

penalties,

and

has

recorded

no

liability

for

net

unrecognized

tax

benefits

relating

to

uncertain

tax

positions.

Management

of

the

Fund

has

reviewed

tax

positions

taken

in

tax

years

that

remain

subject

to

examination

by

all

major

tax

jurisdictions,

including

federal

(i.e.,

the

last

four

tax

years,

which

includes

the

current

fiscal

tax

year

end).

Management

believes

that

there

is

no

tax

liability

resulting

from

unrecognized

tax

benefits

related

to

uncertain

tax

positions

taken.

Allocations:

Expenses

directly

attributable

to the

Fund

are

charged

to the

Fund,

while

expenses

that

are

attributable

to

more

than

one

fund

in

the

Trust,

or

jointly

with

an

affiliated

trust,

are

allocated

among

the

respective

funds

in

the

Trust

and/or

an

affiliated

trust

based

upon

net

assets

or

another

appropriate

basis.

3.

Purchases

and

Sales:

Purchases

and sales

of

securities

(excluding

securities

maturing

less

than

one

year

from

acquisition)

for

the

six

months

ended

June

30,

2023,

were

as

follows:

4.

Fees

and

Transactions

with

Affiliates

and

Related

Parties:

Investment

Advisory

Fees: 

Investment

advisory

services

are

provided

to

the

Fund

by

the

Adviser,

which

is

a

New

York

corporation

registered

as

an

investment

adviser

with

the

SEC.

Under

the

terms

of

the

Investment

Advisory

Agreement,

the

Adviser

is

entitled

to

receive

fees

accrued

daily

and

paid

monthly

at

an

annualized

rate

of

0.80%

of

the

Fund’s

average

daily

net

assets.

Amounts

incurred

and

paid

to

VCM

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Investment

advisory

fees.

Excluding

U.S.

Government

Securities

Purchases

Sales

Victory

RS

International

VIP

Series

......................................................

$

16,513,470

$

24,476,572

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

15

(Unaudited)

Administration

and

Servicing

Fees:

VCM

also

serves

as

the

Fund’s

administrator

and

fund

accountant.

Under

the

Fund

Administration,

Servicing

and

Fund

Accounting

Agreement,

VCM

is

paid

an

administration

fee

based

on

a

percentage

of

the

average

daily

net

assets

of

the

Trust,

Victory

Portfolios

and

Victory

Portfolios

II.

The

tiered

rates

at

which

VCM

is

paid

by

the

Funds

are

shown

in

the

table

below:

Amounts

incurred

for

the

six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Administration

fees.

Citi

Fund

Services

Ohio,

Inc.

(“Citi”),

an

affiliate

of

Citibank,

acts

as

sub-administrator

and

sub-fund

accountant

to

the

Fund

pursuant

to

the

Sub-Administration

and

Sub-Fund

Accounting

Services

Agreement

between

VCM

and

Citi.

VCM

pays

Citi

a

fee

for

providing

these

services.

The Fund

reimburses

VCM

and

Citi

for

out-of-pocket

expenses

incurred

in

providing

these

services

and

certain

other

expenses

specifically

allocated

to

the

Fund.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Sub-Administration

fees.

The

Fund

(as

part

of

the

Trust)

has

entered

into

an

agreement

with

the

Adviser

to

provide

compliance

services,

pursuant

to

which

the

Adviser

furnishes

its

compliance

personnel,

including

the

services

of

the

Chief

Compliance

Officer

(“CCO”),

and

other

resources

reasonably

necessary

to

provide

the

Trust

with

compliance

oversight

services

related

to

the

design,

administration,

and

oversight

of

a

compliance

program

for

the

Trust

in

accordance

with

Rule

38a-1

under

the

1940

Act.

The

CCO

is

an

employee

of

the

Adviser,

which

pays

the

compensation

of

the

CCO

and

support

staff.

The

funds

in

the

Trust,

Victory

Portfolios,

Victory

Portfolios

II

and

Victory

Portfolios

III (collectively,

the

“Victory

Funds

Complex”),

in

aggregate,

compensate

the

Adviser

for

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Compliance

fees.

Transfer

Agency

Fees:

FIS

Investor

Services,

LLC

(“FIS”)

serves

as

the

Fund’s

transfer

agent.

Under

the

Transfer

Agent

Agreement,

the

Trust

pays

FIS

a

fee

for

its

services

and

reimburses

FIS

for

all

of

their

reasonable

out-of-pocket

expenses

incurred

in

providing

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Transfer

agent

fees.

Distributor/Underwriting

Services:

Victory

Capital

Services,

Inc.

(the

“Distributor”),

an

affiliate

of

the

Adviser,

serves

as

Distributor

for

the

continuous

offering

of

the

shares

of

the

Fund

pursuant

to

a

Distribution

Agreement

between

the

Distributor

and

the

Trust,

and

receives

no

fee

or

other

compensation

for

these

services.

Other

Fees:

Citibank

serves

as

the

Fund’s

custodian.

The

Fund

pays

Citibank

a

fee

for

providing

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Custodian

fees.

Sidley

Austin

LLP

provides

legal

services

to

the

Trust.

The

Adviser

has

entered

into

an

expense

limitation

agreement

with the

Fund

until

at

least

April

30,

2024.

Under

the

terms

of

the

agreement,

the

Adviser

has

agreed

to

waive

fees

or

reimburse

certain

expenses

to

the

extent

that

ordinary

operating

expenses

incurred

in

any

fiscal

year

exceed

the

expense

limit

for the

Fund.

Such

excess

amounts

will

be

the

liability

of

the

Adviser.

Acquired

fund

fees

and

expenses,

interest,

taxes,

brokerage

commissions,

other

expenditures which

are

capitalized

in

accordance

with

GAAP,

and

other

extraordinary

expenses

not

incurred

in

the

ordinary

course

of the

Fund’s

business

are

excluded

from

the

expense

limits.

As

of

June

30,

2023,

the

expense

limit

(excluding

voluntary

waivers) is

0.93%.

Under

the

terms

of

the

expense

limitation

agreement, the

Fund

has

agreed

to

repay

fees

and

expenses

that

were

waived

or

reimbursed

by

the

Adviser

for

a

period

of

up

to

three

years

(thirty-six

(36)

months)

after

the

waiver

or

reimbursement

took

place,

subject

to

the

lesser

of

any

operating

expense

limits

in

effect

at

the

time

of:

(a)

the

original

waiver

or

expense

reimbursement;

or

(b)

the

recoupment,

after

giving

effect

to

the

recoupment

amount.

The

Fund

has

not

recorded

any

amounts

available

to

be

repaid

as

a

commitment

and

contingency

liability

due

to

an

assessment

that

such

repayments

are

not

probable

at

June

30,

2023.

As

of June

30,

2023,

the

following amounts

are

available

to

be

repaid

to

the

Adviser.

The

Adviser

may

voluntarily

waive

or

reimburse

additional

fees

to

assist

the

Fund

in

maintaining

competitive

expense

ratios.

Voluntary

waivers

and

reimbursements

applicable

to

the

Fund are

not

available

to

be

recouped

at

a

future

time.

There

were

no

voluntary

waivers

or

reimbursements

for

the six

months

ended

June

30,

2023.

Net

Assets

Up

to

$15

billion

$15

billion

—

$30

billion

Over

$30

billion

0.08%,

plus

0.05%,

plus

0.04%

Expires

2023

Expires

2024

Expires

2025

Expires

2026

Total

Victory

RS

International

VIP

Series

..............................

$

35,710

$

115,399

$

202,948

$

92,345

$

446,402

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

16

(Unaudited)

The

Fund

has

adopted

a

Deferred

Compensation

Agreement

(the

“Agreement”)

for

its

Trustees

and

any

Advisory

Trustees

who

receive

compensation

from

the

Fund.

Under

the

terms

of

the

Agreement,

a

Trustee

or

Advisory

Trustee

may

elect

to

defer

all

or

a

portion

of

their

compensation.

Amounts

deferred

may

be

allocated

to

investment

options

that

are

specified

in

the

Agreement

as

selected

by

the

Trustee

or

Advisory

Trustee,

including

certain

Victory

Funds,

in

which

their

deferred

accounts

are

deemed

invested.

Deferred

compensation

liability

under

the

Agreement

constitutes

a

general

unsecured

obligation

for

an

applicable

Victory

Fund.

For

the six

months

ended

June

30,

2023,

no

material

amounts

have

been

deferred,

and,

therefore,

have

not

been

included

in

the

Fund's

Statement

of

Assets

and

Liabilities.

Certain

officers

and/or

interested

trustees

of

the

Fund

are

also

officers

and/or

employees

of

the

Adviser,

administrator,

fund

accountant,

sub-

administrator,

sub-fund

accountant,

custodian,

legal

counsel,

and

Distributor.

5.

Risks:

The

Fund

may

be

subject

to

other

risks

in

addition

to

these

identified

risks.

Equity

Risk

—

The

value

of

the

equity

securities

in

which

the

Fund

invests

may

decline

in

response

to

developments

affecting

individual

companies

and/or

general

economic

conditions

in

the

United

States

or

abroad.

A

company’s

earnings

or

dividends

may

not

increase

as

expected

(or

may

decline)

because

of

poor

management,

competitive

pressures,

reliance

on

particular

suppliers

or

geographical

regions,

labor

problems

or

shortages,

corporate

restructurings,

fraudulent

disclosures,

man-made

or

natural

disasters,

military

confrontations

or

wars,

terrorism,

public

health

crises,

or

other

events,

conditions

and

factors.

Price

changes

may

be

temporary

or

last

for

extended

periods.

Market

Risk

—

Overall

market

risks

may

affect

the

value

of

the

Fund.

Domestic

and

international

factors

such

as

political

events,

war,

terrorism,

trade

disputes,

inflation

rates,

interest

rate

levels,

and

other

fiscal

and

monetary

policy

changes;

cybersecurity

incidents,

pandemics,

and

other

public

health

crises;

sanctions

against

a

particular

foreign

country,

its

nationals,

businesses,

or

industries;

and

related

geopolitical

events,

as

well

as

environmental

disasters

such

as

earthquakes,

fires,

and

floods,

or

other

catastrophes,

may

add

to

instability

in

global

economies

and

markets

generally,

and

may

lead

to

increased

market

volatility.

Global

economies

and

financial

markets

are

highly

interconnected,

which

increases

the

possibility

that

conditions

in

one

country

or

region

might

adversely

affect

issuers

in

another

country

or

region.

The

impact

of

these

and

other

factors

may

be

short-term

or

may

last

for

extended

periods.

Foreign

Securities

Risk

—

Foreign

securities

(including

depositary

receipts)

are

subject

to

political,

regulatory,

and

economic

risks

not

present

in

domestic

investments.

Foreign

securities

could

be

affected

by

factors

not

present

in

the

United

States,

including

expropriation,

confiscation

of

property,

and

difficulties

in

enforcing

contracts.

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

companies.

Foreign

securities

generally

experience

more

volatility

than

their

domestic

counterparts.

Depositary

receipts

may

have

additional

risks,

including

creditworthiness

of

the

depositary

bank

and

the

risk

of

an

illiquid

market.

In

addition,

to

the

extent

investments

are

made

in

a

limited

number

of

countries,

events

in

those

countries

will

have

a

more

significant

impact

on

the

Fund.

Fluctuations

in

the

exchange

rates

between

the

U.S.

dollar

and

foreign

currencies,

currency

exchange

control

regulations,

and

restrictions

or

prohibitions

on

the

repatriation

of

foreign

currencies

may

negatively

affect

an

investment.

6.

Borrowing

and

Interfund

Lending:

Line

of

Credit:

The

Victory

Funds

Complex

participates

in

a

short-term

demand

note

“Line

of

Credit”

agreement

with

Citibank.

Under

the

agreement

with

Citibank,

the

Victory

Funds

Complex

may

borrow

up

to

$600

million,

of

which

$300

million

is

committed

and

$300

million

is

uncommitted.

$40

million

of

the

Line

of

Credit

is

reserved

for

use

by

the

Victory

Floating

Rate

Fund,

another

series

of

the

Victory

Funds

Complex,

with

Victory

Floating

Rate

Fund

paying

the

related

commitment

fees

for

that

amount.

The

purpose

of

the

Line

of

Credit

is

to

meet

temporary

or

emergency

cash

needs.

For

the six

months

ended

June

30,

2023,

Citibank

received

an

annual

commitment

fee

of

0.15%

on

$300

million

for

providing

the

Line

of

Credit.

Each

fund

in

the

Victory

Funds

Complex

paid

a

pro-rata

portion

of

the

commitment

fees

plus

any

interest

on

amounts

borrowed.

Interest

is

based

on

the

one-month Secured

Overnight

Financing

Rate

(SOFR)

plus

1.10

percent.

Effective

June

27,

2023,

the

agreement

was

renewed

and

the

annual

commitment

fee

of

0.15%

remained

unchanged. Interest

charged

to

the

Fund

during

the

period,

if

applicable,

is

reflected

on

the

Statement

of

Operations

under

Line

of

credit

fees.

The

Fund

had

no

borrowings

under the

Line

of

Credit

agreement

during

the

six

months

ended

June

30,

2023.

Interfund

Lending:

The

Trust

and

the

Adviser

rely

on

an

exemptive

order

granted

by

the

SEC

in

March

2017

(the

“Order”),

permitting

the

establishment

and

operation

of

an

Interfund

Lending

Facility

(the

“Facility”).

The

Facility

allows

the

Fund

to

directly

lend

and

borrow

money

to

or

from

any

other

fund

in

the

Victory

Funds

Complex

that

is

permitted

to

participate

in

the

Facility,

relying

upon

the

Order

at

rates

beneficial

to

both

the

borrowing

and

lending

funds.

Advances

under

the

Facility

are

allowed

for

temporary

or

emergency

purposes,

including

the

meeting

of

redemption

requests

that

otherwise

might

require

the

untimely

disposition

of

securities,

and

are

subject

to

each

Fund’s

borrowing

restrictions.

The

interfund

loan

rate

is

determined,

as

specified

in

the

Order,

by

averaging

the

current

repurchase

agreement

rate

and

the

current

bank

loan

rate.

As

a

Borrower

(as

defined

in

the

Order),

interest

charged

to

the

Fund,

if

any,

during

the

period,

is

reflected

on

the

Statement

of

Operations

under

Interfund

lending

fees.

As

a

Lender

(as

defined

in

the

Order),

interest

earned

by

the

Fund,

if

any,

during

the

period,

is

reflected

on

the

Statement

of

Operations

under

Interfund

lending.

The

Fund

did

not

utilize

or

participate

in

the

Facility

during

the

six

months

ended

June

30,

2023.

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

17

(Unaudited)

7.

Federal

Income

Tax

Information:

The

Fund

intends

to

distribute

any

net

investment

income

annually.

Distributable

net

realized

gains,

if

any,

are

declared

and

paid

at

least

annually.

The

amounts

of

dividends

from

net

investment

income

and

distributions

from

net

realized

gains

(collectively,

distributions

to

shareholders)

are

determined

in

accordance

with

federal

income

tax

regulations,

which

may

differ

from

GAAP.

To

the

extent

these

“book/tax”

differences

are

permanent

in

nature

(e.g.,

net

operating

loss

and

distribution

reclassification),

such

amounts

are

reclassified

within

the

components

of

net

assets

based

on

their

federal

tax-basis

treatment;

temporary

differences

(e.g.,

wash

sales)

do

not

require

reclassification.

To

the

extent

dividends

and

distributions

exceed

net

investment

income

and

net

realized

gains

for

tax

purposes,

they

are

reported

as

distributions

of

capital.

Net

investment

losses

incurred

by

the

Fund

may

be

reclassified

as

an

offset

to

capital

on

the

accompanying

Statement

of

Assets

and

Liabilities.

The

tax

character

of

current

year

distributions

paid

and

the

tax

basis

of

the

current

components

of

accumulated

earnings

(loss)

will

be

determined

at

the

end

of

the

current

tax

year.

As

of

tax

year

ended December

31,

2022,

the

Fund

had

net

capital

loss

carryforwards as shown

in

the

table

below.

It

is

unlikely

that

the

Board

will

authorize

a

distribution

of

capital

gains

realized

in

the

future

until

the

capital

loss

carryforwards

have

been

used.

8.

New

Regulatory

Pronouncement:

In

October

2022,

the

SEC

adopted

a

rule

and

form

amendments

that

require,

among

other

things,

mutual

funds

and

ETFs

to

prepare

and

transmit

streamlined

annual

and

semi-annual

shareholder

reports.

In

connection

with

these

amendments,

certain

information

that

was

previously

disclosed

in

shareholder

reports

will

instead

be

made

available

online,

delivered

free

of

charge

upon

request,

and

filed

with

the

SEC

on

a

semi-

annual

basis.

Also

in

connection

with

these

amendments,

annual

and

semi-annual

reports

will

be

provided

directly

to

shareholders,

either

in

paper

or

(if

the

shareholder

has

so

elected)

electronically.

Compliance

with

the

rule

and

form

amendments

begins

in

July

2024.

At

this

time,

management

is

evaluating

the

impact

of

these

amendments

on

the

shareholder

reports

for

the

Fund.

Short-Term

Amount

Long-Term

Amount

Total

Victory

RS

International

VIP

Series

.........................................

$

1,344,639

$

761,597

$

2,106,236

Supplemental

Information

June

30,

2023

Victory

Variable

Insurance

Funds

18

(Unaudited)

Proxy

Voting

and

Portfolio

Holdings

Information 

Proxy

Voting:

Information

regarding

the

policies

and

procedures the

Fund

uses

to

determine

how

to

vote

proxies

relating

to

portfolio

securities

is

available

without

charge,

upon

request,

by

calling

800-539-3863.

The

information

is

also

included

in

the

Fund’s

Statement

of

Additional

Information,

which

is

available

on

the

SEC’s

website

at sec.gov.

Information

relating

to

how

the

Fund

voted

proxies

relating

to

portfolio

securities

held

during

the

most

recent

12

months

ended

June

30

is

available

on

the

SEC’s

website

at

sec.gov.

Availability

of

Schedules

of

Portfolio

Investments:

The

Trust

files

a

complete

list

of

Schedules

of

Portfolio

Investments

with

the

SEC

for

the

first

and

third

quarter

of

each

fiscal

year

on

Form

N-PORT.

Forms

N-PORT are

available

on

the

SEC’s

website

at

sec.gov.

Expense

Example

As

a

shareholder

of

the

Fund,

you

may

incur

two

types

of

costs:

(1)

transaction

costs and

(2)

ongoing

costs,

including

management

fees

and

other

Fund

expenses.

These

examples

are

intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

Fund

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

These

examples

are

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

for

the

entire

period

from

January

1,

2023,

through

June

30,

2023.

The

Actual

Expense

figures

in

the

table

below

provide

information

about

actual

account

values

and

actual

expenses.

You

may

use

the

information

below,

together

with

the

amount

you

invested,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

$8,600

account

value

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

in

the

table

under

the

heading

entitled

“Actual

Expenses

Paid

During

Period”

to

estimate

the

expenses

you

paid

on

your

account

during

this

period.

The

Hypothetical

Expense

figures

in

the

table

below

provide

information

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

Fund’s

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

Fund’s

actual

return.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

may

use

this

information

to

compare

this

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

shareholder

reports

of

other

funds.

Please

note

the

expenses

shown

in

the

table

below

are

meant

to

highlight

your

ongoing

costs

only

and

do

not

reflect

any

transactional

costs.

Therefore,

the

hypothetical

expenses

in

the

table

are

useful

in

comparing

ongoing

costs

only

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

In

addition,

if

these

transactional

costs

were

included,

your

costs

would

have

been

higher.

Beginning

Account

Value

1/1/23

Actual

Ending

Account

Value

6/30/23

Hypothetical

Ending

Account

Value

6/30/23

Actual

Expenses

Paid

During

Period

1/1/23

-

6/30/23*

Hypothetical

Expenses

Paid

During

Period

1/1/23

-

6/30/23*

Annualized

Expense

Ratio

During

Period

1/1/23

-

6/30/23

Victory

RS

International

VIP

Series

...........

$

1,000.00

$

1,109.00

$

1,020.18

$

4.86

$

4.66

0.93%

*

Expenses

are

equal

to

the

average

account

value

multiplied

by

the

Fund’s

annualized

expense

ratio

multiplied

by

181/365

(the

number

of

days

in

the

most

recent

fiscal

half-year

divided

by

the

number

of

days

in

the

fiscal

year).

Victory

Variable

Insurance

Funds

19

(Unaudited)

Supplemental

Information

—

continued

June

30,

2023

Liquidity

Risk

Management

Program:

The

Victory

Funds

have

adopted

and

implemented

a

written

liquidity

risk

management

program

(the

“LRMP”)

as

required

by

Rule

22e-4

under

the

Investment

Company

Act

of

1940,

as

amended.

The

LRMP

is

reasonably

designed

to

assess

and

manage

the

Fund’s

liquidity

risk,

taking

into

consideration

the

Fund’s

investment

strategy

and

the

liquidity

of

its

portfolio

investments

during

normal

and

reasonably

foreseeable

stressed

market

conditions;

its

short-

and

long-term

cash

flow

projections;

and

its

cash

holdings

and

access

to

other

liquidity

management

tools

such

as

available

funding

sources

including

the

Victory

Funds

Complex

Interfund

Lending

Facility

and

Line

of

Credit

(discussed

in

the

Notes

to

Financial

Statements).

The

Victory

Funds’

Board

of

Trustees

approved

the

appointment

of

the

Fund’s

investment

adviser,

Victory

Capital

Management

Inc.

(“Victory

Capital”),

as

the

administrator

of

the

LRMP.

Victory

Capital

manages

liquidity

risks

associated

with

the

Fund’s

investments

by

monitoring,

among

other

things,

cash

and

cash

equivalents,

any

use

of

derivatives,

the

concentration

of

investments,

the

appropriateness

of

the

Fund’s

investment

strategy,

and

by

classifying

every

Fund

investment

as

either

highly

liquid,

moderately

liquid,

less

liquid,

or

illiquid

on

at

least

a

monthly

basis.

To

assist

with

the

classification

of

Fund

investments,

Victory

Capital

has

retained

a

third-party

provider

of

liquidity

evaluation

services.

This

provider

determines

preliminary

liquidity

classifications

for

all

portfolio

holdings

based

upon

portfolio-level

data

and

certain

assumptions

provided

by

Victory

Capital.

Victory

Capital

reviews

the

preliminary

liquidity

classifications

and,

when

appropriate,

considers

other

information

including

input

from

the

Fund’s

portfolio

managers

(including

the

portfolio

managers

employed

by

any

investment

sub-advisers)

in

determining

final

liquidity

classifications.

At

a

meeting

held

on

February

23,

2023,

Victory

Capital

provided

an

oral

and

written

report

to

the

Trustees

on

the

operation

and

effectiveness

of

the

LRMP

during

the

previous

year.

The

report

from

Victory

Capital

concluded

that

the

Fund

did

not

experience

any

significant

liquidity

challenges

during

the

covered

period,

and

the

Fund’s

LRMP

is

reasonably

designed

to

assess

and

manage

its

liquidity

risk.

The

report

also

concluded

that

the

LRMP

continues

to

operate

adequately

and

effectively

to

enable

Victory

Capital

to

oversee

and

manage

liquidity

risk

and

ensure

the

Fund

is

able

to

meet

redemption

requests

without

significant

dilution

to

the

remaining

investors’

interest

in

the

Fund.

During

the

review

period,

the

Fund’s

portfolio

consisted

primarily

of

highly

liquid

investments,

which

are

defined

as

cash

and

any

investments

that

the

Fund

reasonably

expects

to

be

converted

to

cash

in

current

market

conditions

in

three

business

days

or

less

without

significantly

changing

the

market

value

of

the

investment.

Therefore,

the

Fund

has

not

adopted

a

highly

liquid

investment

minimum.

The

Fund’s

investments

were

below

the

limitation

on

illiquid

investments

during

the

review

period.

Additionally,

Victory

Capital

indicated

that

no

events

occurred

that

would

require

the

filing

of

Form

N-RN

(prior

to

August

2022,

Form

N-LIQUID)

and

recommended

no

material

changes

to

the

LRMP.

Privacy

Policy

Protecting

the

Privacy

of

Information

The

Trust

respects

your

right

to

privacy.

We

also

know

that

you

expect

us

to

conduct

and

process

your

business

in

an

accurate

and

efficient

manner.

To

do

so,

we

must

collect

and

maintain

certain

personal

information

about

you.

This

is

the

information

we

collect

from

you

on

applications

or

other

forms,

and

from

the

transactions

you

make

with

us

or

third

parties.

It

may

include

your

name,

address,

social

security

number,

account

transactions

and

balances,

and

information

about

investment

goals

and

risk

tolerance.

We

do

not

disclose

any

information

about

you

or

about

former

customers

to

anyone

except

as

permitted

or

required

by

law.

Specifically,

we

may

disclose

the

information

we

collect

to

companies

that

perform

services

on

our

behalf,

such

as

the

transfer

agent

that

processes

shareholder

accounts

and

printers

and

mailers

that

assist

us

in

the

distribution

of

investor

materials.

We

may

also

disclose

this

information

to

companies

that

perform

marketing

services

on

our

behalf.

This

allows

us

to

continue

to

offer

you

Victory

investment

products

and

services

that

meet

your

investing

needs,

and

to

effect

transactions

that

you

request

or

authorize.

These

companies

will

use

this

information

only

in

connection

with

the

services

for

which

we

hired

them.

They

are

not

permitted

to

use

or

share

this

information

for

any

other

purpose.

To

protect

your

personal

information

internally,

we

permit

access

only

by

authorized

employees

and

maintain

physical,

electronic,

and

procedural

safeguards

to

guard

your

personal

information.*

You

may

have

received

communications

regarding

information

about

privacy

policies

from

other

financial

institutions

which

gave

you

the

opportunity

to

“opt-out”

of

certain

information

sharing

with

companies

which

are

not

affiliated

with

that

financial

institution.

The

Trust

does

not

share

information

with

other

companies

for

purposes

of

marketing

solicitations

for

products

other

than

the

Trust.

Therefore,

the

Trust

does

not

provide

opt-out

options

to

their

shareholders. 

Victory

Funds

P.O.

Box

182593

Columbus,

Ohio

43218-2593

Visit

our

website

at:

vcm.com

Call

Victory

at:

800-539-FUND

(800-539-3863)

VVIF-RS-IVIP-SAR

(6/23)

June

30,

2023

Semi

Annual

Report

Victory

Variable

Insurance

Funds

Victory

RS

Large

Cap

Alpha

VIP

Series

vcm.com

News,

Information

And

Education

24

Hours

A

Day,

7

Days

A

Week

The

Victory

Capital

website

gives

fund

shareholders,

prospective

shareholders,

and

investment

professionals

a

convenient

way

to

access

fund

information,

get

guidance,

and

track

fund

performance

anywhere

they

can

access

the

Internet.

The

site

includes:

Detailed

performance

records

Daily

share

prices

The

latest

fund

news

Investment

resources

to

help

you

become

a

better

investor

A

section

dedicated

to

investment

professionals

Whether

you’re

a

potential

investor

searching

for

the

fund

that

matches

your

investment

philosophy,

a

seasoned

investor

interest-

ed

in

planning

tools,

or

an

investment

professional,

vcm.com

has

what

you

seek.

Visit

us

anytime.

We’re

always

open.

TABLE

OF

CONTENTS

Victory

Variable

Insurance

Funds

1

Investment

Objective

and

Portfolio

Holdings

3

Schedule

of

Portfolio

Investments

4

Financial

Statements

Statement

of

Assets

and

Liabilities

6

Statement

of

Operations

7

Statements

of

Changes

in

Net

Assets

8

Financial

Highlights

9

Notes

to

Financial

Statements

10

Supplemental

Information

16

Proxy

Voting

and

Portfolio

Holdings

Information 

16

Expense

Example

16

Liquidity

Risk

Management

Program

17

Privacy

Policy

(inside

back

cover)

2

Call

Victory

at:

800-539-FUND

(800-539-3863)

Visit

our

website

at:

vcm.com

The

Fund

is

distributed

by

Victory

Capital

Services,

Inc.

Victory

Capital

Management

Inc.

is

the

investment

adviser

to

the

Fund

and

receives

fees

from

the

Fund

for

performing

services

for

the

Fund.

This

report

is

not

authorized

for

distribution

to

prospective

investors

unless

preceded

or

accompanied

by

a

current

prospectus

of

the

Fund.

For

additional

information

about

any

Victory

Fund,

including

fees,

expenses,

and

risks,

view

our

prospectus

online

at

vcm.com

or

call

800-539-3863.

Read

it

carefully

before

you

invest

or

send

money.

The

information

in

this

report

is

based

on

data

obtained

from

recognized

services

and

sources

and

is

believed

to

be

reliable.

Any

opinions,

projections,

or

recommendations

in

this

report

are

subject

to

change

without

notice

and

are

not

intended

as

individual

investment

advice.

Past

investment

performance

of

the

Fund,

markets

or

securities

mentioned

herein

should

not

be

considered

to

be

indicative

of

future

results.

NOT

FDIC

INSURED

NO

BANK

GUARANTEE

MAY

LOSE

VALUE

3

Victory

Variable

Insurance

Funds

Victory

RS

Large

Cap

Alpha

VIP

Series

June

30,

2023

Investment

Objective

and

Portfolio

Holdings:

(Unaudited)

The

Fund

seeks

to

provide

long-term

capital

appreciation.

Top

10

Holdings*:

June

30,

2023

(%

of

Net

Assets)

Sector

Allocation*:

June

30,

2023

(%

of

Net

Assets)

Does

not

include

futures

contracts,

money

market

instruments,

and

short-term

investments

purchased

with

cash

collateral

from

securities

loaned.

Percentages

are

of

the

net

assets

of

the

Fund

and

may

not

equal

100%.

Refer

to

the

Schedule

of

Portfolio

Investments

for

a

complete

list

of

securities.

Fairfax

Financial

Holdings

Ltd.

5.8%

Markel

Group,

Inc.

4.7%

The

Progressive

Corp.

4.0%

Vistra

Corp.

3.8%

Merck

&

Co.,

Inc.

3.3%

Brown

&

Brown,

Inc.

3.1%

Alphabet,

Inc.,

Class

A

3.0%

Cboe

Global

Markets,

Inc.

3.0%

Keurig

Dr

Pepper,

Inc.

2.8%

The

Cigna

Group

2.4%

Schedule

of

Portfolio

Investments

June

30,

2023

Victory

Variable

Insurance

Funds

Victory

RS

Large

Cap

Alpha

VIP

Series

4

(Unaudited)

See

notes

to

financial

statements.

Security

Description

Shares

Value

Common

Stocks

(97.2%)

Communication

Services

(3.0%):

Alphabet,

Inc.,

Class

A(a)

.................................................

197,890

$

23,687,433

Consumer

Discretionary

(4.2%):

Amazon.com,

Inc.(a)

....................................................

26,660

3,475,398

Darden

Restaurants,

Inc.

..................................................

47,240

7,892,859

LKQ

Corp.

...........................................................

223,970

13,050,732

Mattel,

Inc.(a)

.........................................................

437,560

8,549,922

32,968,911

Consumer

Staples

(8.2%):

Diageo

PLC,

ADR(b)

....................................................

42,330

7,343,409

Keurig

Dr

Pepper,

Inc.

...................................................

687,270

21,490,933

Mondelez

International,

Inc.,

Class

A

.........................................

250,160

18,246,670

U.S.

Foods

Holding

Corp.(a)

...............................................

389,840

17,152,960

64,233,972

Energy

(7.5%):

Chevron

Corp.

.........................................................

80,600

12,682,410

Enterprise

Products

Partners

LP

.............................................

585,330

15,423,446

Exxon

Mobil

Corp.

.....................................................

171,350

18,377,287

Hess

Corp.

............................................................

90,180

12,259,971

58,743,114

Financials

(23.9%):

Brown

&

Brown,

Inc.

....................................................

354,000

24,369,360

Cboe

Global

Markets,

Inc.

................................................

168,670

23,278,147

Fairfax

Financial

Holdings

Ltd.

.............................................

60,510

45,329,509

FleetCor

Technologies,

Inc.(a)

..............................................

54,300

13,633,644

JPMorgan

Chase

&

Co.

..................................................

88,390

12,855,442

Markel

Group,

Inc.(a)

....................................................

26,810

37,083,056

The

Progressive

Corp.

...................................................

234,630

31,057,973

187,607,131

Health

Care

(18.3%):

AbbVie,

Inc.

..........................................................

138,650

18,680,315

GE

HealthCare

Technologies,

Inc.

...........................................

124,310

10,098,944

Humana,

Inc.

..........................................................

21,660

9,684,836

Johnson

&

Johnson

.....................................................

80,550

13,332,636

McKesson

Corp.

.......................................................

23,730

10,140,066

Medtronic

PLC

........................................................

201,110

17,717,791

Merck

&

Co.,

Inc.

......................................................

226,530

26,139,297

The

Cigna

Group

.......................................................

67,520

18,946,112

UnitedHealth

Group,

Inc.

.................................................

38,135

18,329,206

143,069,203

Industrials

(12.7%):

Eaton

Corp.

PLC

.......................................................

62,960

12,661,256

FedEx

Corp.

..........................................................

50,830

12,600,757

Johnson

Controls

International

PLC

..........................................

140,500

9,573,670

Leidos

Holdings,

Inc.

....................................................

193,420

17,113,801

PACCAR,

Inc.

.........................................................

102,195

8,548,612

Parker-Hannifin

Corp.

...................................................

34,280

13,370,571

Raytheon

Technologies

Corp.

..............................................

108,631

10,641,493

Sensata

Technologies

Holding

PLC

..........................................

334,210

15,036,108

99,546,268

Information

Technology

(5.4%):

Amphenol

Corp.,

Class

A

.................................................

142,760

12,127,462

Analog

Devices,

Inc.

....................................................

40,200

7,831,362

Applied

Materials,

Inc.

...................................................

93,770

13,553,516

Salesforce,

Inc.(a)

......................................................

41,560

8,779,965

42,292,305

Victory

Variable

Insurance

Funds

Victory

RS

Large

Cap

Alpha

VIP

Series

5

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Materials

(3.4%):

PPG

Industries,

Inc.

.....................................................

109,450

$

16,231,435

Sealed

Air

Corp.

.......................................................

251,110

10,044,400

26,275,835

Real

Estate

(3.6%):

Alexandria

Real

Estate

Equities,

Inc.

.........................................

75,480

8,566,225

Equity

LifeStyle

Properties,

Inc.

............................................

133,140

8,905,735

Invitation

Homes,

Inc.

...................................................

315,990

10,870,056

28,342,016

Utilities

(7.0%):

Constellation

Energy

Corp.

................................................

111,859

10,240,692

Exelon

Corp.

..........................................................

361,760

14,738,102

Vistra

Corp.

...........................................................

1,150,309

30,195,611

55,174,405

Total

Common

Stocks

(Cost

$620,031,817)

761,940,593

Collateral

for

Securities

Loaned

(0.9%)^

Goldman

Sachs

Financial

Square

Government

Fund,

Institutional

Shares,

5.02%(c)

........

1,783,699

1,783,699

HSBC

U.S.

Government

Money

Market

Fund,

Institutional

Shares,

5.02%(c)

............

1,783,699

1,783,699

Invesco

Government

&

Agency

Portfolio,

Institutional

Shares,

5.08%(c)

...............

1,783,699

1,783,699

Morgan

Stanley

Institutional

Liquidity

Government

Portfolio,

Institutional

Shares,

5.04%(c)

.

1,783,699

1,783,699

Total

Collateral

for

Securities

Loaned

(Cost

$7,134,796)

7,134,796

Total

Investments

(Cost

$627,166,613)

—

98.1%

769,075,389

Other

assets

in

excess

of

liabilities

—

1.9%

15,177,572

NET

ASSETS

-

100.00%

$

784,252,961

^

Purchased

with

cash

collateral

from

securities

on

loan.

(a)

Non-income

producing

security.

(b)

All

or

a

portion

of

this

security

is

on

loan.

(c)

Rate

disclosed

is

the

daily

yield

on

June

30,

2023.

ADR—American

Depositary

Receipt

LP—Limited

Partnership

PLC—Public

Limited

Company

Statement

of

Assets

and

Liabilities

June

30,

2023

6

See

notes

to

financial

statements.

Victory

Variable

Insurance

Funds

(Unaudited)

Victory

RS

Large

Cap

Alpha

VIP

Series

Assets:

Investments,

at

value

(Cost

$627,166,613)

$

769,075,389‌(a)

Cash

22,146,104‌

Receivables:

Interest

and

dividends

870,165‌

Capital

shares

issued

209‌

From

Adviser

199,741‌

Prepaid

expenses

4,919‌

Total

Assets

792,296,527‌

Liabilities:

Payables:

Collateral

received

on

loaned

securities

7,134,796‌

Capital

shares

redeemed

280,141‌

Accrued

expenses

and

other

payables:

Investment

advisory

fees

315,701‌

Administration

fees

39,813‌

Custodian

fees

9,140‌

Transfer

agent

fees

245,562‌

Compliance

fees

574‌

Other

accrued

expenses

17,839‌

Total

Liabilities

8,043,566‌

Commitments

and

contingencies

(Note

4

)

Net

Assets:

Capital

579,246,856‌

Total

accumulated

earnings/(loss)

205,006,105‌

Net

Assets

$

784,252,961‌

Shares

(unlimited

shares

authorized

with

a

par

value

of

$0.001

per

share):

17,904,776‌

Net

asset

value:

$

43.80‌

(a)

Includes

$7,164,724

of

securities

on

loan.

Statement

of

Operations

For

the

Six

Months

Ended

June

30,

2023

7

See

notes

to

financial

statements.

Victory

Variable

Insurance

Funds

(Unaudited)

Victory

RS

Large

Cap

Alpha

VIP

Series

Investment

Income:

Dividends

$

7,469,718

Interest

301,796

Securities

lending

(net

of

fees)

3,551

Foreign

tax

withholding

(103,260)

Total

Income

7,671,805

Expenses:

Investment

advisory

fees

1,928,870

Administration

fees

212,663

Sub-Administration

fees

6,790

Custodian

fees

18,289

Transfer

agent

fees

479,660

Trustees'

fees

27,017

Compliance

fees

3,522

Legal

and

audit

fees

30,081

Other

expenses

11,040

Total

Expenses

2,717,932

Expenses

waived/reimbursed

by

Adviser

(596,181)

Net

Expenses

2,121,751

Net

Investment

Income

(Loss)

5,550,054

Realized/Unrealized

Gains

(Losses)

from

Investments:

Net

realized

gains

(losses)

from

investment

securities

and

foreign

currency

transactions

(5,335,199)

Net

change

in

unrealized

appreciation/depreciation

on

investment

securities

36,832,755

Net

realized/unrealized

gains

(losses)

on

investments

31,497,556

Change

in

net

assets

resulting

from

operations

$

37,047,610

8

Victory

Variable

Insurance

Funds

Statements

of

Changes

in

Net

Assets

See

notes

to

financial

statements.

Victory

RS

Large

Cap

Alpha

VIP

Series

Six

Months

Ended

June

30,

2023

(Unaudited)

Year

Ended

December

31,

2022

From

Investment

Activities:

Operations:

Net

Investment

Income

(Loss)

$

5,550,054

$

9,276,237

Net

realized

gains

(losses)

(5,335,199)

52,223,448

Net

change

in

unrealized

appreciation/depreciation

36,832,755

(100,331,466)

Change

in

net

assets

resulting

from

operations

37,047,610

(38,831,781)

Change

in

net

assets

resulting

from

distributions

to

shareholders

—

(158,023,255)

Change

in

net

assets

resulting

from

capital

transactions

(29,824,330)

21,917,217

Change

in

net

assets

7,223,280

(174,937,819)

Net

Assets:

Beginning

of

period

777,029,681

951,967,500

End

of

period

$

784,252,961

$

777,029,681

Capital

Transactions:

Proceeds

from

shares

issued

$

19,346,437

$

13,315,255

Distributions

reinvested

—

158,023,255

Cost

of

shares

redeemed

(49,170,767)

(149,421,293)

Change

in

net

assets

resulting

from

capital

transactions

$

(29,824,330)

$

21,917,217

Share

Transactions:

Issued

450,562

254,405

Reinvested

—

3,683,945

Redeemed

(1,162,795)

(2,840,396)

Change

in

Shares

(712,233)

1,097,954

Victory

Variable

Insurance

Funds

Financial

Highlights

For

a

Share

Outstanding

Throughout

Each

Period

9

See

notes

to

financial

statements.

Victory

RS

Large

Cap

Alpha

VIP

Series

Six

Months

Ended

June

30,

2023

(Unaudited)

Year

Ended

December

31,

2022

Year

Ended

December

31,

2021

Year

Ended

December

31,

2020

Year

Ended

December

31,

2019

Year

Ended

December

31,

2018

Net

Asset

Value,

Beginning

of

Period

$41.74

$54.34

$44.49

$48.27

$43.45

$54.01

Investment

Activities:

Net

investment

income

(loss)(a)

0.30

0.57

0.75

0.62

0.70

0.60

Net

realized

and

unrealized

gains

(losses)

1.76

(2.78)

9.69

(0.90)

12.75

(5.44)

Total

from

Investment

Activities

2.06

(2.21)

10.44

(0.28)

13.45

(4.84)

Distributions

to

Shareholders

from:

Net

investment

income

—

(0.61)

(0.59)

(0.56)

(0.48)

(0.02)

Net

realized

gains

—

(9.78)

—

(2.94)

(8.15)

(5.70)

Total

Distributions

—

(10.39)

(0.59)

(3.50)

(8.63)

(5.72)

Net

Asset

Value,

End

of

Period

$43.80

$41.74

$54.34

$44.49

$48.27

$43.45

Total

Return(b)(c)(d)

4.94%

(4.33)%

23.49%

(0.44)%

31.16%

(9.00)%

Ratios

to

Average

Net

Assets:

Net

Expenses(e)(f)

0.55%

0.55%

0.55%

0.55%

0.55%

0.55%

Net

Investment

Income

(Loss)(e)

1.44%

1.10%

1.47%

1.47%

1.37%

1.10%

Gross

Expenses(e)(f)

0.70%

0.72%

0.73%

0.74%

0.73%

0.62%

Supplemental

Data:

Net

Assets

at

end

of

period

(000's)

$784,253

$777,030

$951,968

$901,190

$958,695

$846,990

Portfolio

Turnover(b)

20%

60%

51%(g)

101%(h)

50%

60%

(a)

Per

share

net

investment

income

(loss)

has

been

calculated

using

the

average

daily

shares

method.

(b)

Not

annualized

for

periods

less

than

one

year.

(c)

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.

(d)

Total

returns

do

not

reflect

the

effects

of

charges

deducted

pursuant

to

the

terms

of

The

Guardian

Insurance

&

Annuity

Company,

Inc.'s

variable

contracts.

Inclusion

of

such

charges

would

reduce

the

total

returns

for

all

periods

shown.

(e)

Annualized

for

periods

less

than

one

year.

(f)

Does

not

include

acquired

fund

fees

and

expenses,

if

any.

(g)

Reflects

a

return

to

normal

trading

levels

after

a

prior

year

transition.

(h)

Reflects

an

increase

in

trading

activity

due

to

asset

allocation

shifts.

Notes

to

Financial

Statements

June

30,

2023

Victory

Variable

Insurance

Funds

10

(Unaudited)

1.

Organization:

Victory

Variable

Insurance

Funds

(the

“Trust”)

is

organized

as

a

Delaware

statutory

trust

and the

Trust

is

registered

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“1940

Act”),

as

an

open-end

investment

company.

The

Trust

is

comprised

of six

funds

and

is

authorized

to

issue

an

unlimited

number

of

shares,

which

are

units

of

beneficial

interest

with

a

par

value

of

$0.001

per

share.

The

accompanying

financial

statements

are

those

of Victory

RS

Large

Cap

Alpha

VIP

Series

(the

“Fund”),

a

series

of

the

Trust.

The

Fund offers

a

single

class

of

shares:

Class

I.

The

Fund’s

shares

are

only

available

for

purchase

by

certain

separate

accounts

of

insurance

companies

as

investments

for

certain

variable

annuity

plans

and

variable

life

insurance

contracts

issued

by

those

insurance

companies.

The

Fund

is

classified

as

diversified

under

the

1940

Act.

Victory

Capital

Management

Inc.

(“VCM”

or

the

“Adviser”)

is

an

indirect

wholly

owned

subsidiary

of

Victory

Capital

Holdings,

Inc.,

a

publicly

traded

Delaware

corporation,

and

a

wholly

owned

direct

subsidiary

of

Victory

Capital

Operating,

LLC.

Under

the

Trust’s

organizational

documents,

its

officers

and

trustees

are

indemnified

against

certain

liabilities

arising

out

of

the

performance

of

their

duties

to

the

Fund.

In

addition,

in

the

normal

course

of

business,

the

Fund

enters

into

contracts

with

its

vendors

and

others

that

provide

for

general

indemnifications.

The

Fund’s

maximum

exposure

under

these

arrangements

is

unknown,

as

this

would

involve

future

claims

that

may

be

made

against

the

Fund.

However,

based

on

experience,

the

Fund

expects

that

risk

of

loss

to

be

remote.

2.

Significant

Accounting

Policies:

The

following

is

a

summary

of

significant

accounting

policies

followed

by

the

Fund

in

the

preparation

of

its

financial

statements.

The

policies

are

in

conformity

with

U.S.

Generally

Accepted

Accounting

Principles

(“GAAP”).

The

preparation

of

financial

statements

in

accordance

with

GAAP

requires

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities

and

disclosure

of

contingent

assets

and

liabilities

at

the

date

of

the

financial

statements

and

the

reported

amounts

of

income

and

expenses

for

the

period.

Actual

results

could

differ

from

those

estimates.

The

Fund

follows

the

specialized

accounting

and

reporting

requirements

under

GAAP

that

are

applicable

to

investment

companies

under

Accounting

Standards

Codification

Topic

946.

Investment

Valuation: 

The

Fund

records

investments

at

fair

value.

Fair

value

is

defined

as

the

price

that

would

be

received

to sell

an asset

or

paid

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

at

the

measurement

date.

The

valuation

techniques

described

below

maximize

the

use

of

observable

inputs

and

minimize

the

use

of

unobservable

inputs

in

determining

fair

value.

The

inputs

used

for

valuing

the

Fund’s

investments

are

summarized

in

the

three

broad

levels

listed

below:

Level

1

—

quoted

prices

(unadjusted)

in

active

markets

for

identical

securities

Level

2

—

other

significant

observable

inputs

(including

quoted

prices

for

similar

securities,

interest

rates,

or

credit

spreads, applicable

to

those

securities,

etc.)

Level

3

—

significant

unobservable

inputs

(including

the

Adviser’s

assumptions

in

determining

the

fair

value of

investments)

Changes

in

valuation

techniques

may

result

in

transfers

in

or

out

of

an

assigned

level

within

the

disclosure

hierarchy.

The

inputs

or

methodologies

used

for

valuation

techniques

are

not

necessarily

an

indication

of

the

risk

associated

with

entering

into

those

investments.

The Adviser,

appointed

as

the

valuation

designee

by the

Trust’s

Board

of

Trustees

(the

“Board”),

has

established

the

Pricing

and

Liquidity

Committee

(the

“Committee”),

and

subject

to

Board

oversight,

the

Committee

administers

and

oversees

the

Fund’s

valuation

policies

and

procedures,

which

were

approved

by

the

Board.

Portfolio

securities

listed

or

traded

on

securities

exchanges,

including

Exchange-Traded

Funds

(“ETFs”),

and

American

Depositary

Receipts,

are

valued

at

the

closing

price

on

the

exchange

or

system

where

the

security

is

principally

traded,

if

available,

or

at

the

Nasdaq

Official

Closing

Price.

If

there

have

been

no

sales

for

that

day

on

the

exchange

or

system,

then

a

security

is

valued

at

the

last

available

bid

quotation

on

the

exchange

or

system

where

the

security

is

principally

traded.

In

each

of

these

situations,

valuations

are

typically

categorized

as

Level

1

in

the

fair

value

hierarchy.

Investments

in

open-end

investment

companies,

other

than

ETFs, are

valued

at their

net

asset

value

(“NAV”).

These

valuations

are

typically

categorized

as

Level

1 in

the

fair

value

hierarchy.

In

the

event

that

price

quotations

or

valuations

are

not

readily

available,

investments

are

valued

at

fair

value

in

accordance

with

procedures

established

by

and

under

the

general

supervision

and

responsibility

of

the

Board.

These

valuations

are

typically

categorized

as

Level

2

or

Level

3

in

the

fair

value

hierarchy,

based

on

the

observability

of

inputs

used

to

determine

the

fair

value.

The

effect

of

fair

value

pricing

is

that

securities

may

not

be

priced

on

the

basis

of

quotations

from

the

primary

market

in

which

they

are

traded

and

the

actual

price

realized

from

the

sale

of

a

security

may

differ

materially

from

the

fair

value

price.

Valuing

these

securities

at

fair

value

is

intended

to

cause

the

Fund’s

NAV to

be

more

reliable

than

it

otherwise

would

be.

A

summary

of

the

valuations

as

of

June

30,

2023, based

upon

the

three

levels

defined

above,

is

included

in

the

table

below

while

the

breakdown,

by

category,

of

investments

is

disclosed

on

the

Schedule

of

Portfolio

Investments:

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

11

(Unaudited)

As

of June

30,

2023,

there

were

no

transfers

into/out

of

Level

3.

Real

Estate

Investment

Trusts

(“REITs”):

The

Fund

may

invest

in

REITs,

which

report

information

on

the

source

of

their

distributions

annually.

REITs

are

pooled

investment

vehicles

that

invest

primarily

in

income-producing

real

estate

or

real-estate

related

loans

or

interests

(such

as

mortgages).

Certain

distributions

received

from

REITs

during

the

year

are

recorded

as

realized

gains

or

return

of

capital

as

estimated

by

the

Fund

or

when

such

information

becomes

known.

Investment

Companies:

Open-End

Funds:

The

Fund

may

invest

in

portfolios

of

open-end

investment

companies.

These

investment

companies

value

securities

in

their

portfolios

for

which

market

quotations

are

readily

available

at

their

market

values

(generally

the

last

reported

sale

price)

and

all

other

securities

and

assets

at

their

fair

value

by

the

methods

established

by

the

board

of

directors

of

the

underlying

funds.

Derivative

Instruments:

Foreign

Exchange

Currency

Contracts:

The

Fund

may

enter

into

foreign

exchange

currency

contracts

to

convert

U.S.

dollars

to

and

from

various

foreign

currencies.

A

foreign

exchange

currency

contract

is

an

obligation

by

a

Fund

to

purchase

or

sell

a

specific

currency

at

a

future

date

at

a

price

(in

U.S.

dollars)

set

at

the

time

of

the

contract.

The

Fund

does

not

engage

in

“cross-currency”

foreign

exchange

contracts

(i.e.,

contracts

to

purchase

or

sell

one

foreign

currency

in

exchange

for

another

foreign

currency).

The

Fund’s

foreign

exchange

currency

contracts

might

be

considered

spot

contracts

(typically

a

contract

of

one

week

or

less)

or

forward

contracts

(typically

a

contract

term

over

one

week).

A

spot

contract

is

entered

into

for

purposes

of

hedging

against

foreign

currency

fluctuations

relating

to

a

specific

portfolio

transaction,

such

as

the

delay

between

a

security

transaction

trade

date

and

settlement

date.

Forward

contracts

are

entered

into

for

purposes

of

hedging

portfolio

holdings

or

concentrations

of

such

holdings. Each

foreign

exchange

currency

contract

is

adjusted

daily

by

the

prevailing

spot

or

forward

rate

of

the

underlying

currency,

and

any

appreciation

or

depreciation

is

recorded

for

financial

statement

purposes

as

unrealized

until

the

contract

settlement

date,

at

which

time

the

Fund

records

realized

gains

or

losses

equal

to

the

difference

between

the

value

of

a

contract

at

the

time

it

was

opened

and

the

value

at

the

time

it

was

closed.

The Fund

could

be

exposed

to

risk

if

a

counterparty

is

unable

to

meet

the

terms

of

a

foreign

exchange

currency

contract

or

if

the

value

of

the

foreign

currency

changes

unfavorably.

In

addition,

the

use

of

foreign

exchange

currency

contracts

does

not

eliminate

fluctuations

in

the

underlying

prices

of

the

securities.

The

Fund

enters

into

foreign

exchange

currency

contracts

solely

for

spot

or

forward

hedging

purposes,

and

not

for

speculative

purposes

(i.e.,

the

Fund

does

not

enter

into

such

contracts

solely

for

the

purpose

of

earning

foreign

currency

gains). As

of June

30,

2023,

the

Fund

had

no

open

forward

foreign

exchange

currency

contracts.

Investment

Transactions

and

Related

Income:

Changes

in

holdings

of

investments

are

accounted

for

no

later

than

one

business

day

following

the

trade

date.

For

financial

reporting

purposes,

however,

investment

transactions

are

accounted

for

on

trade

date

or

the

last

business

day

of

the

reporting

period.

Interest

income

is

determined

on

the

basis

of

coupon

interest

accrued

using

the

effective

interest

method

which

adjusts,

where

applicable,

the

amortization

of

premiums

or

accretion

of

discounts. Dividend

income

is

recorded

on

the

ex-dividend

date.

Non-cash

dividends

included

in

income,

if

any,

are

recorded

at

the

fair

value

of

the

securities

received. Gains

or

losses

realized

on

sales

of

securities

are

recorded

on

the

identified

cost

basis.

Withholding

taxes

on

interest,

dividends,

and

gains

as

a

result

of

certain

investments

by

the

Fund

have

been

provided

for

in

accordance

with

each

investment’s

applicable

country’s

tax

rules

and

rates.

Securities

Lending:

The

Fund,

through

a

Securities

Lending

Agreement

with

Citibank,

N.A.

(“Citibank”),

may

lend

its

securities

to

qualified

financial

institutions,

such

as

certain

broker-dealers

and

banks,

to

earn

additional

income,

net

of

income

retained

by

Citibank.

Borrowers

are

required

to

initially

secure

their

loans

for

collateral

in

the

amount

of

at

least

102%

of

the

value

of

U.S.

securities

loaned

or

at

least

105%

of

the

value

of

non-U.S.

securities

loaned,

marked-to-market

daily.

Any

collateral

shortfalls

associated

with

increases

in

the

valuation

of

the

securities

loaned

are

generally

cured

the

next

business

day.

The

collateral

can

be

received

in

the

form

of

cash

collateral

and/or

non-cash

collateral.

Non-cash

collateral

can

include

U.S.

Government

Securities

and

other

securities

as

permitted

by

Securities

and

Exchange

Commission

(“SEC”)

guidelines.

The

cash

collateral

is

invested

in

short-term

instruments

or

cash

equivalents,

primarily

open-end

investment

companies,

as

noted

on

the

Fund’s

Schedule

of

Portfolio

Investments.

The

Fund

effectively

does

not

have

control

of

the

non-cash

collateral

and

therefore

it

is

not

disclosed

on

the

Fund’s

Schedule

of

Portfolio

Investments.

Collateral

requirements

are

determined

daily

based

on

the

value

of

the

Fund’s

securities

on

loan

as

of

the

end

of

the

prior

business

day.

During

the

time

portfolio

securities

are

on

loan,

the

borrower

will

pay

the

Fund

any

dividends

or

interest

paid

on

Level

1

Level

2

Level

3

Total

Common

Stocks

............................

$

761,940,593

$

—

$

—

$

761,940,593

Collateral

for

Securities

Loaned

................

7,134,796

—

—

7,134,796

Total

....................................

$

769,075,389

$

—

$

—

$

769,075,389

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

12

(Unaudited)

such

securities

plus

any

fee

negotiated

between

the

parties

to

the

lending

agreement.

The

Fund

also

earns

a

return

from

the

collateral.

The

Fund

pays

Citibank

various

fees

in

connection

with

the

investment

of

cash

collateral

and

fees

based

on

the

investment

income

received

from

securities

lending

activities.

Securities

lending

income

(net

of

these

fees)

is

disclosed

on

the

Statement

of

Operations.

Loans

are

terminable

upon

demand

and

the

borrower

must

return

the

loaned

securities

within

the

lesser

of

one

standard

settlement

period

or

five

business

days.

Although

risk

is

mitigated

by

the

collateral,

the

Fund

could

experience

a

delay

in

recovering

its

securities

and

possible

loss

of

income

or

value

if

the

borrower

fails

to

return

them.

In

addition,

there

is

a

risk

that

the

value

of

the

short-term

investments

will

be

less

than

the

amount

of

cash

collateral

required

to

be

returned

to

the

borrower.

The

Fund’s

agreement

with

Citibank

does

not

include

master

netting

provisions.

Non-cash

collateral

received

by

the

Fund

may

not

be

sold

or

repledged,

except

to

satisfy

borrower

default.

The

following

table

is

a

summary

of

the

Fund’s

securities

lending

transactions

as

of

June

30,

2023. 

Foreign

Currency

Translations:

The

accounting

records

of

the

Fund

are

maintained

in

U.S.

dollars.

Investment

securities

and

other

assets

and

liabilities

of the

Fund

denominated

in

a

foreign

currency

are

translated

into

U.S.

dollars

at

current

exchange

rates.

Purchases

and

sales

of

securities,

income

receipts

and

expense

payments

are

translated

into

U.S.

dollars

at

the

exchange

rates

on

the

date

of

the

transactions.

The

Fund

does

not

isolate

the

portion

of

the

results

of

operations

resulting

from

changes

in

foreign

exchange

rates

on

investments

from

fluctuations

arising

from

changes

in

market

prices

of

securities

held.

Such

fluctuations,

if

any,

are

disclosed

as

Net

change

in

unrealized

appreciation/depreciation

on investment

securities

and

foreign

currency

translations

on

the

Statement

of

Operations.

Any

realized

gains

or

losses

from

these

fluctuations,

if

any,

are

disclosed

as

Net

realized

gains

(losses)

from investment

securities

and

foreign

currency

transactions

on

the

Statement

of

Operations.

Federal

Income

Taxes:

The

Fund

intends

to

continue

to

qualify

as

a

regulated

investment

company

by

complying

with

the

provisions

available

to

certain

investment

companies,

as

defined

in

applicable

sections

of

the

Internal

Revenue

Code,

and

to

make

distributions

of

net

investment

income

and

net

realized

gains

sufficient

to

relieve

it

from

all,

or

substantially

all,

federal

income

taxes.

Accordingly,

no

provision

for

federal

income

taxes

is

required

in

the

financial

statements.

The

Fund

has

a

tax

year

end

of December

31.

For

the

six

months

ended

June

30,

2023,

the

Fund

did

not

incur

any

income

tax,

interest,

or

penalties,

and

has

recorded

no

liability

for

net

unrecognized

tax

benefits

relating

to

uncertain

tax

positions.

Management

of

the

Fund

has

reviewed

tax

positions

taken

in

tax

years

that

remain

subject

to

examination

by

all

major

tax

jurisdictions,

including

federal

(i.e.,

the

last

four

tax

years,

which

includes

the

current

fiscal

tax

year

end).

Management

believes

that

there

is

no

tax

liability

resulting

from

unrecognized

tax

benefits

related

to

uncertain

tax

positions

taken.

Allocations:

Expenses

directly

attributable

to the

Fund

are

charged

to the

Fund,

while

expenses

that

are

attributable

to

more

than

one

fund

in

the

Trust,

or

jointly

with

an

affiliated

trust,

are

allocated

among

the

respective

funds

in

the

Trust

and/or

an

affiliated

trust

based

upon

net

assets

or

another

appropriate

basis.

3.

Purchases

and

Sales:

Purchases

and sales

of

securities

(excluding

securities

maturing

less

than

one

year

from

acquisition)

for

the

six

months

ended

June

30,

2023,

were

as

follows:

4.

Fees

and

Transactions

with

Affiliates

and

Related

Parties:

Investment

Advisory

Fees: 

Investment

advisory

services

are

provided

to

the

Fund

by

the

Adviser,

which

is

a

New

York

corporation

registered

as

an

investment

adviser

with

the

SEC.

Under

the

terms

of

the

Investment

Advisory

Agreement,

the

Adviser

is

entitled

to

receive

fees

accrued

daily

and

paid

monthly

at

an

annualized

rate

of

0.50%

of

the

Fund’s

average

daily

net

assets.

Amounts

incurred

and

paid

to

VCM

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Investment

advisory

fees.

Value

of

Securities

on

Loan

Non-Cash

Collateral

Cash

Collateral

Victory

RS

Large

Cap

Alpha

VIP

Series

.................................

$

7,164,724

$

—

$

7,134,796

Excluding

U.S.

Government

Securities

Purchases

Sales

Victory

RS

Large

Cap

Alpha

VIP

Series

...................................................

$

152,429,301

$

175,616,916

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

13

(Unaudited)

Administration

and

Servicing

Fees:

VCM

also

serves

as

the

Fund’s

administrator

and

fund

accountant.

Under

the

Fund

Administration,

Servicing

and

Fund

Accounting

Agreement,

VCM

is

paid

an

administration

fee

based

on

a

percentage

of

the

average

daily

net

assets

of

the

Trust,

Victory

Portfolios

and

Victory

Portfolios

II.

The

tiered

rates

at

which

VCM

is

paid

by

the

Funds

are

shown

in

the

table

below:

Amounts

incurred

for

the

six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Administration

fees.

Citi

Fund

Services

Ohio,

Inc.

(“Citi”),

an

affiliate

of

Citibank,

acts

as

sub-administrator

and

sub-fund

accountant

to

the

Fund

pursuant

to

the

Sub-Administration

and

Sub-Fund

Accounting

Services

Agreement

between

VCM

and

Citi.

VCM

pays

Citi

a

fee

for

providing

these

services.

The Fund

reimburses

VCM

and

Citi

for

out-of-pocket

expenses

incurred

in

providing

these

services

and

certain

other

expenses

specifically

allocated

to

the

Fund.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Sub-Administration

fees.

The

Fund

(as

part

of

the

Trust)

has

entered

into

an

agreement

with

the

Adviser

to

provide

compliance

services,

pursuant

to

which

the

Adviser

furnishes

its

compliance

personnel,

including

the

services

of

the

Chief

Compliance

Officer

(“CCO”),

and

other

resources

reasonably

necessary

to

provide

the

Trust

with

compliance

oversight

services

related

to

the

design,

administration,

and

oversight

of

a

compliance

program

for

the

Trust

in

accordance

with

Rule

38a-1

under

the

1940

Act.

The

CCO

is

an

employee

of

the

Adviser,

which

pays

the

compensation

of

the

CCO

and

support

staff.

The

funds

in

the

Trust,

Victory

Portfolios,

Victory

Portfolios

II

and

Victory

Portfolios

III (collectively,

the

“Victory

Funds

Complex”),

in

aggregate,

compensate

the

Adviser

for

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Compliance

fees.

Transfer

Agency

Fees:

FIS

Investor

Services,

LLC

(“FIS”)

serves

as

the

Fund’s

transfer

agent.

Under

the

Transfer

Agent

Agreement,

the

Trust

pays

FIS

a

fee

for

its

services

and

reimburses

FIS

for

all

of

their

reasonable

out-of-pocket

expenses

incurred

in

providing

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Transfer

agent

fees.

Distributor/Underwriting

Services:

Victory

Capital

Services,

Inc.

(the

“Distributor”),

an

affiliate

of

the

Adviser,

serves

as

Distributor

for

the

continuous

offering

of

the

shares

of

the

Fund

pursuant

to

a

Distribution

Agreement

between

the

Distributor

and

the

Trust,

and

receives

no

fee

or

other

compensation

for

these

services.

Other

Fees:

Citibank

serves

as

the

Fund’s

custodian.

The

Fund

pays

Citibank

a

fee

for

providing

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Custodian

fees.

Sidley

Austin

LLP

provides

legal

services

to

the

Trust.

The

Adviser

has

entered

into

an

expense

limitation

agreement

with the

Fund

until

at

least

April

30,

2024.

Under

the

terms

of

the

agreement,

the

Adviser

has

agreed

to

waive

fees

or

reimburse

certain

expenses

to

the

extent

that

ordinary

operating

expenses

incurred

in

any

fiscal

year

exceed

the

expense

limit

for the

Fund.

Such

excess

amounts

will

be

the

liability

of

the

Adviser.

Acquired

fund

fees

and

expenses,

interest,

taxes,

brokerage

commissions,

other

expenditures which

are

capitalized

in

accordance

with

GAAP,

and

other

extraordinary

expenses

not

incurred

in

the

ordinary

course

of the

Fund’s

business

are

excluded

from

the

expense

limits.

As

of

June

30,

2023,

the

expense

limit

(excluding

voluntary

waivers) is

0.55%.

Under

the

terms

of

the

expense

limitation

agreement, the

Fund

has

agreed

to

repay

fees

and

expenses

that

were

waived

or

reimbursed

by

the

Adviser

for

a

period

of

up

to

three

years

(thirty-six

(36)

months)

after

the

waiver

or

reimbursement

took

place,

subject

to

the

lesser

of

any

operating

expense

limits

in

effect

at

the

time

of:

(a)

the

original

waiver

or

expense

reimbursement;

or

(b)

the

recoupment,

after

giving

effect

to

the

recoupment

amount.

The

Fund

has

not

recorded

any

amounts

available

to

be

repaid

as

a

commitment

and

contingency

liability

due

to

an

assessment

that

such

repayments

are

not

probable

at

June

30,

2023.

As

of June

30,

2023,

the

following amounts

are

available

to

be

repaid

to

the

Adviser.

The

Adviser

may

voluntarily

waive

or

reimburse

additional

fees

to

assist

the

Fund

in

maintaining

competitive

expense

ratios.

Voluntary

waivers

and

reimbursements

applicable

to

the

Fund are

not

available

to

be

recouped

at

a

future

time.

There

were

no

voluntary

waivers

or

reimbursements

for

the six

months

ended

June

30,

2023.

Net

Assets

Up

to

$15

billion

$15

billion

—

$30

billion

Over

$30

billion

0.08%,

plus

0.05%,

plus

0.04%

Expires

2023

Expires

2024

Expires

2025

Expires

2026

Total

Victory

RS

Large

Cap

Alpha

VIP

Series

...........................

$

771,987

$

1,660,693

$

1,406,467

$

596,181

$

4,435,328

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

14

(Unaudited)

The

Fund

has

adopted

a

Deferred

Compensation

Agreement

(the

“Agreement”)

for

its

Trustees

and

any

Advisory

Trustees

who

receive

compensation

from

the

Fund.

Under

the

terms

of

the

Agreement,

a

Trustee

or

Advisory

Trustee

may

elect

to

defer

all

or

a

portion

of

their

compensation.

Amounts

deferred

may

be

allocated

to

investment

options

that

are

specified

in

the

Agreement

as

selected

by

the

Trustee

or

Advisory

Trustee,

including

certain

Victory

Funds,

in

which

their

deferred

accounts

are

deemed

invested.

Deferred

compensation

liability

under

the

Agreement

constitutes

a

general

unsecured

obligation

for

an

applicable

Victory

Fund.

For

the six

months

ended

June

30,

2023,

no

material

amounts

have

been

deferred,

and,

therefore,

have

not

been

included

in

the

Fund's

Statement

of

Assets

and

Liabilities.

Certain

officers

and/or

interested

trustees

of

the

Fund

are

also

officers

and/or

employees

of

the

Adviser,

administrator,

fund

accountant,

sub-

administrator,

sub-fund

accountant,

custodian,

legal

counsel,

and

Distributor.

5.

Risks:

The

Fund

may

be

subject

to

other

risks

in

addition

to

these

identified

risks.

Equity

Risk

—

The

value

of

the

equity

securities

in

which

the

Fund

invests

may

decline

in

response

to

developments

affecting

individual

companies

and/or

general

economic

conditions

in

the

United

States

or

abroad.

A

company’s

earnings

or

dividends

may

not

increase

as

expected

(or

may

decline)

because

of

poor

management,

competitive

pressures,

reliance

on

particular

suppliers

or

geographical

regions,

labor

problems

or

shortages,

corporate

restructurings,

fraudulent

disclosures,

man-made

or

natural

disasters,

military

confrontations

or

wars,

terrorism,

public

health

crises,

or

other

events,

conditions

and

factors.

Price

changes

may

be

temporary

or

last

for

extended

periods.

Market

Risk

—

Overall

market

risks

may

affect

the

value

of

the

Fund.

Domestic

and

international

factors

such

as

political

events,

war,

terrorism,

trade

disputes,

inflation

rates,

interest

rate

levels,

and

other

fiscal

and

monetary

policy

changes;

cybersecurity

incidents,

pandemics,

and

other

public

health

crises;

sanctions

against

a

particular

foreign

country,

its

nationals,

businesses,

or

industries;

and

related

geopolitical

events,

as

well

as

environmental

disasters

such

as

earthquakes,

fires,

and

floods,

or

other

catastrophes,

may

add

to

instability

in

global

economies

and

markets

generally,

and

may

lead

to

increased

market

volatility.

Global

economies

and

financial

markets

are

highly

interconnected,

which

increases

the

possibility

that

conditions

in

one

country

or

region

might

adversely

affect

issuers

in

another

country

or

region.

The

impact

of

these

and

other

factors

may

be

short-term

or

may

last

for

extended

periods.

Limited

Portfolio

Risk

—To

the

extent

the

Fund

invests

its

assets

in

a

more

limited

number

of

issuers

than

other

mutual

funds,

a

decline

in

the

market

value

of

a

particular

security

may

affect

the

Fund’s

value

more

than

if

the

Fund

invested

in

a

larger

number

of

issuers.

Large-Capitalization

Stock

Risk

—

The

securities

of

large-sized

companies

may

underperform

the

securities

of

smaller-sized

companies

or

the

market

as

a

whole.

The

growth

rate

of

larger,

more

established

companies

may

lag

those

of

smaller

companies,

especially

during

periods

of

economic

expansion.

6.

Borrowing

and

Interfund

Lending:

Line

of

Credit:

The

Victory

Funds

Complex

participates

in

a

short-term

demand

note

“Line

of

Credit”

agreement

with

Citibank.

Under

the

agreement

with

Citibank,

the

Victory

Funds

Complex

may

borrow

up

to

$600

million,

of

which

$300

million

is

committed

and

$300

million

is

uncommitted.

$40

million

of

the

Line

of

Credit

is

reserved

for

use

by

the

Victory

Floating

Rate

Fund,

another

series

of

the

Victory

Funds

Complex,

with

Victory

Floating

Rate

Fund

paying

the

related

commitment

fees

for

that

amount.

The

purpose

of

the

Line

of

Credit

is

to

meet

temporary

or

emergency

cash

needs.

For

the six

months

ended

June

30,

2023,

Citibank

received

an

annual

commitment

fee

of

0.15%

on

$300

million

for

providing

the

Line

of

Credit.

Each

fund

in

the

Victory

Funds

Complex

paid

a

pro-rata

portion

of

the

commitment

fees

plus

any

interest

on

amounts

borrowed.

Interest

is

based

on

the

one-month Secured

Overnight

Financing

Rate

(SOFR)

plus

1.10

percent.

Effective

June

27,

2023,

the

agreement

was

renewed

and

the

annual

commitment

fee

of

0.15%

remained

unchanged. Interest

charged

to

the

Fund

during

the

period,

if

applicable,

is

reflected

on

the

Statement

of

Operations

under

Line

of

credit

fees.

The

Fund

had

no

borrowings

under the

Line

of

Credit

agreement

during

the

six

months

ended

June

30,

2023.

Interfund

Lending:

The

Trust

and

the

Adviser

rely

on

an

exemptive

order

granted

by

the

SEC

in

March

2017

(the

“Order”),

permitting

the

establishment

and

operation

of

an

Interfund

Lending

Facility

(the

“Facility”).

The

Facility

allows

the

Fund

to

directly

lend

and

borrow

money

to

or

from

any

other

fund

in

the

Victory

Funds

Complex

that

is

permitted

to

participate

in

the

Facility,

relying

upon

the

Order

at

rates

beneficial

to

both

the

borrowing

and

lending

funds.

Advances

under

the

Facility

are

allowed

for

temporary

or

emergency

purposes,

including

the

meeting

of

redemption

requests

that

otherwise

might

require

the

untimely

disposition

of

securities,

and

are

subject

to

each

Fund’s

borrowing

restrictions.

The

interfund

loan

rate

is

determined,

as

specified

in

the

Order,

by

averaging

the

current

repurchase

agreement

rate

and

the

current

bank

loan

rate.

As

a

Borrower

(as

defined

in

the

Order),

interest

charged

to

the

Fund,

if

any,

during

the

period,

is

reflected

on

the

Statement

of

Operations

under

Interfund

lending

fees.

As

a

Lender

(as

defined

in

the

Order),

interest

earned

by

the

Fund,

if

any,

during

the

period,

is

reflected

on

the

Statement

of

Operations

under

Interfund

lending.

The

Fund

did

not

utilize

or

participate

in

the

Facility

during

the

six

months

ended

June

30,

2023.

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

15

(Unaudited)

7.

Federal

Income

Tax

Information:

The

Fund

intends

to

distribute

any

net

investment

income

annually.

Distributable

net

realized

gains,

if

any,

are

declared

and

paid

at

least

annually.

The

amounts

of

dividends

from

net

investment

income

and

distributions

from

net

realized

gains

(collectively,

distributions

to

shareholders)

are

determined

in

accordance

with

federal

income

tax

regulations,

which

may

differ

from

GAAP.

To

the

extent

these

“book/tax”

differences

are

permanent

in

nature

(e.g.,

net

operating

loss

and

distribution

reclassification),

such

amounts

are

reclassified

within

the

components

of

net

assets

based

on

their

federal

tax-basis

treatment;

temporary

differences

(e.g.,

wash

sales)

do

not

require

reclassification.

To

the

extent

dividends

and

distributions

exceed

net

investment

income

and

net

realized

gains

for

tax

purposes,

they

are

reported

as

distributions

of

capital.

Net

investment

losses

incurred

by

the

Fund

may

be

reclassified

as

an

offset

to

capital

on

the

accompanying

Statement

of

Assets

and

Liabilities.

The

tax

character

of

current

year

distributions

paid

and

the

tax

basis

of

the

current

components

of

accumulated

earnings

(loss)

will

be

determined

at

the

end

of

the

current

tax

year.

At

the

tax year

ended December

31,

2022,

the

Fund

had

no

capital

loss

carryforward

for

federal

income

tax

purposes.

8.

New

Regulatory

Pronouncement:

In

October

2022,

the

SEC

adopted

a

rule

and

form

amendments

that

require,

among

other

things,

mutual

funds

and

ETFs

to

prepare

and

transmit

streamlined

annual

and

semi-annual

shareholder

reports.

In

connection

with

these

amendments,

certain

information

that

was

previously

disclosed

in

shareholder

reports

will

instead

be

made

available

online,

delivered

free

of

charge

upon

request,

and

filed

with

the

SEC

on

a

semi-

annual

basis.

Also

in

connection

with

these

amendments,

annual

and

semi-annual

reports

will

be

provided

directly

to

shareholders,

either

in

paper

or

(if

the

shareholder

has

so

elected)

electronically.

Compliance

with

the

rule

and

form

amendments

begins

in

July

2024.

At

this

time,

management

is

evaluating

the

impact

of

these

amendments

on

the

shareholder

reports

for

the

Fund.

Supplemental

Information

June

30,

2023

Victory

Variable

Insurance

Funds

16

(Unaudited)

Proxy

Voting

and

Portfolio

Holdings

Information 

Proxy

Voting:

Information

regarding

the

policies

and

procedures the

Fund

uses

to

determine

how

to

vote

proxies

relating

to

portfolio

securities

is

available

without

charge,

upon

request,

by

calling

800-539-3863.

The

information

is

also

included

in

the

Fund’s

Statement

of

Additional

Information,

which

is

available

on

the

SEC’s

website

at sec.gov.

Information

relating

to

how

the

Fund

voted

proxies

relating

to

portfolio

securities

held

during

the

most

recent

12

months

ended

June

30

is

available

on

the

SEC’s

website

at

sec.gov.

Availability

of

Schedules

of

Portfolio

Investments:

The

Trust

files

a

complete

list

of

Schedules

of

Portfolio

Investments

with

the

SEC

for

the

first

and

third

quarter

of

each

fiscal

year

on

Form

N-PORT.

Forms

N-PORT are

available

on

the

SEC’s

website

at

sec.gov.

Expense

Example

As

a

shareholder

of

the

Fund,

you

may

incur

two

types

of

costs:

(1)

transaction

costs and

(2)

ongoing

costs,

including

management

fees

and

other

Fund

expenses.

These

examples

are

intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

Fund

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

These

examples

are

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

for

the

entire

period

from

January

1,

2023,

through

June

30,

2023.

The

Actual

Expense

figures

in

the

table

below

provide

information

about

actual

account

values

and

actual

expenses.

You

may

use

the

information

below,

together

with

the

amount

you

invested,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

$8,600

account

value

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

in

the

table

under

the

heading

entitled

“Actual

Expenses

Paid

During

Period”

to

estimate

the

expenses

you

paid

on

your

account

during

this

period.

The

Hypothetical

Expense

figures

in

the

table

below

provide

information

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

Fund’s

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

Fund’s

actual

return.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

may

use

this

information

to

compare

this

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

shareholder

reports

of

other

funds.

Please

note

the

expenses

shown

in

the

table

below

are

meant

to

highlight

your

ongoing

costs

only

and

do

not

reflect

any

transactional

costs.

Therefore,

the

hypothetical

expenses

in

the

table

are

useful

in

comparing

ongoing

costs

only

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

In

addition,

if

these

transactional

costs

were

included,

your

costs

would

have

been

higher.

Beginning

Account

Value

1/1/23

Actual

Ending

Account

Value

6/30/23

Hypothetical

Ending

Account

Value

6/30/23

Actual

Expenses

Paid

During

Period

1/1/23

-

6/30/23*

Hypothetical

Expenses

Paid

During

Period

1/1/23

-

6/30/23*

Annualized

Expense

Ratio

During

Period

1/1/23

-

6/30/23

Victory

RS

Large

Cap

Alpha

VIP

Series

........

$

1,000.00

$

1,049.40

$

1,022.07

$

2.79

$

2.76

0.55%

*

Expenses

are

equal

to

the

average

account

value

multiplied

by

the

Fund’s

annualized

expense

ratio

multiplied

by

181/365

(the

number

of

days

in

the

most

recent

fiscal

half-year

divided

by

the

number

of

days

in

the

fiscal

year).

Victory

Variable

Insurance

Funds

17

(Unaudited)

Supplemental

Information

—

continued

June

30,

2023

Liquidity

Risk

Management

Program:

The

Victory

Funds

have

adopted

and

implemented

a

written

liquidity

risk

management

program

(the

“LRMP”)

as

required

by

Rule

22e-4

under

the

Investment

Company

Act

of

1940,

as

amended.

The

LRMP

is

reasonably

designed

to

assess

and

manage

the

Fund’s

liquidity

risk,

taking

into

consideration

the

Fund’s

investment

strategy

and

the

liquidity

of

its

portfolio

investments

during

normal

and

reasonably

foreseeable

stressed

market

conditions;

its

short-

and

long-term

cash

flow

projections;

and

its

cash

holdings

and

access

to

other

liquidity

management

tools

such

as

available

funding

sources

including

the

Victory

Funds

Complex

Interfund

Lending

Facility

and

Line

of

Credit

(discussed

in

the

Notes

to

Financial

Statements).

The

Victory

Funds’

Board

of

Trustees

approved

the

appointment

of

the

Fund’s

investment

adviser,

Victory

Capital

Management

Inc.

(“Victory

Capital”),

as

the

administrator

of

the

LRMP.

Victory

Capital

manages

liquidity

risks

associated

with

the

Fund’s

investments

by

monitoring,

among

other

things,

cash

and

cash

equivalents,

any

use

of

derivatives,

the

concentration

of

investments,

the

appropriateness

of

the

Fund’s

investment

strategy,

and

by

classifying

every

Fund

investment

as

either

highly

liquid,

moderately

liquid,

less

liquid,

or

illiquid

on

at

least

a

monthly

basis.

To

assist

with

the

classification

of

Fund

investments,

Victory

Capital

has

retained

a

third-party

provider

of

liquidity

evaluation

services.

This

provider

determines

preliminary

liquidity

classifications

for

all

portfolio

holdings

based

upon

portfolio-level

data

and

certain

assumptions

provided

by

Victory

Capital.

Victory

Capital

reviews

the

preliminary

liquidity

classifications

and,

when

appropriate,

considers

other

information

including

input

from

the

Fund’s

portfolio

managers

(including

the

portfolio

managers

employed

by

any

investment

sub-advisers)

in

determining

final

liquidity

classifications.

At

a

meeting

held

on

February

23,

2023,

Victory

Capital

provided

an

oral

and

written

report

to

the

Trustees

on

the

operation

and

effectiveness

of

the

LRMP

during

the

previous

year.

The

report

from

Victory

Capital

concluded

that

the

Fund

did

not

experience

any

significant

liquidity

challenges

during

the

covered

period,

and

the

Fund’s

LRMP

is

reasonably

designed

to

assess

and

manage

its

liquidity

risk.

The

report

also

concluded

that

the

LRMP

continues

to

operate

adequately

and

effectively

to

enable

Victory

Capital

to

oversee

and

manage

liquidity

risk

and

ensure

the

Fund

is

able

to

meet

redemption

requests

without

significant

dilution

to

the

remaining

investors’

interest

in

the

Fund.

During

the

review

period,

the

Fund’s

portfolio

consisted

primarily

of

highly

liquid

investments,

which

are

defined

as

cash

and

any

investments

that

the

Fund

reasonably

expects

to

be

converted

to

cash

in

current

market

conditions

in

three

business

days

or

less

without

significantly

changing

the

market

value

of

the

investment.

Therefore,

the

Fund

has

not

adopted

a

highly

liquid

investment

minimum.

The

Fund’s

investments

were

below

the

limitation

on

illiquid

investments

during

the

review

period.

Additionally,

Victory

Capital

indicated

that

no

events

occurred

that

would

require

the

filing

of

Form

N-RN

(prior

to

August

2022,

Form

N-LIQUID)

and

recommended

no

material

changes

to

the

LRMP.

Privacy

Policy

Protecting

the

Privacy

of

Information

The

Trust

respects

your

right

to

privacy.

We

also

know

that

you

expect

us

to

conduct

and

process

your

business

in

an

accurate

and

efficient

manner.

To

do

so,

we

must

collect

and

maintain

certain

personal

information

about

you.

This

is

the

information

we

collect

from

you

on

applications

or

other

forms,

and

from

the

transactions

you

make

with

us

or

third

parties.

It

may

include

your

name,

address,

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security

number,

account

transactions

and

balances,

and

information

about

investment

goals

and

risk

tolerance.

We

do

not

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former

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Specifically,

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behalf,

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as

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agent

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and

printers

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mailers

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assist

us

in

the

distribution

of

investor

materials.

We

may

also

disclose

this

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companies

that

perform

marketing

services

on

our

behalf.

This

allows

us

to

continue

to

offer

you

Victory

investment

products

and

services

that

meet

your

investing

needs,

and

to

effect

transactions

that

you

request

or

authorize.

These

companies

will

use

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information

only

in

connection

with

the

services

for

which

we

hired

them.

They

are

not

permitted

to

use

or

share

this

information

for

any

other

purpose.

To

protect

your

personal

information

internally,

we

permit

access

only

by

authorized

employees

and

maintain

physical,

electronic,

and

procedural

safeguards

to

guard

your

personal

information.*

You

may

have

received

communications

regarding

information

about

privacy

policies

from

other

financial

institutions

which

gave

you

the

opportunity

to

“opt-out”

of

certain

information

sharing

with

companies

which

are

not

affiliated

with

that

financial

institution.

The

Trust

does

not

share

information

with

other

companies

for

purposes

of

marketing

solicitations

for

products

other

than

the

Trust.

Therefore,

the

Trust

does

not

provide

opt-out

options

to

their

shareholders. 

Victory

Funds

P.O.

Box

182593

Columbus,

Ohio

43218-2593

Visit

our

website

at:

vcm.com

Call

Victory

at:

800-539-FUND

(800-539-3863)

VVIF-RS-LCAVIP-SAR

(6/23)

June

30,

2023

Semi

Annual

Report

Victory

Variable

Insurance

Funds

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

vcm.com

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Information

And

Education

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Hours

A

Day,

7

Days

A

Week

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Capital

website

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fund

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shareholders,

and

investment

professionals

a

convenient

way

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access

fund

information,

get

guidance,

and

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anywhere

they

can

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the

Internet.

The

site

includes:

Detailed

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vcm.com

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Visit

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We’re

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open.

TABLE

OF

CONTENTS

Victory

Variable

Insurance

Funds

1

Investment

Objective

and

Portfolio

Holdings

3

Schedule

of

Portfolio

Investments

4

Financial

Statements

Statement

of

Assets

and

Liabilities

7

Statement

of

Operations

8

Statements

of

Changes

in

Net

Assets

9

Financial

Highlights

10

Notes

to

Financial

Statements

11

Supplemental

Information

17

Proxy

Voting

and

Portfolio

Holdings

Information 

17

Expense

Example

17

Liquidity

Risk

Management

Program

18

Privacy

Policy

(inside

back

cover)

2

Call

Victory

at:

800-539-FUND

(800-539-3863)

Visit

our

website

at:

vcm.com

The

Fund

is

distributed

by

Victory

Capital

Services,

Inc.

Victory

Capital

Management

Inc.

is

the

investment

adviser

to

the

Fund

and

receives

fees

from

the

Fund

for

performing

services

for

the

Fund.

This

report

is

not

authorized

for

distribution

to

prospective

investors

unless

preceded

or

accompanied

by

a

current

prospectus

of

the

Fund.

For

additional

information

about

any

Victory

Fund,

including

fees,

expenses,

and

risks,

view

our

prospectus

online

at

vcm.com

or

call

800-539-3863.

Read

it

carefully

before

you

invest

or

send

money.

The

information

in

this

report

is

based

on

data

obtained

from

recognized

services

and

sources

and

is

believed

to

be

reliable.

Any

opinions,

projections,

or

recommendations

in

this

report

are

subject

to

change

without

notice

and

are

not

intended

as

individual

investment

advice.

Past

investment

performance

of

the

Fund,

markets

or

securities

mentioned

herein

should

not

be

considered

to

be

indicative

of

future

results.

NOT

FDIC

INSURED

NO

BANK

GUARANTEE

MAY

LOSE

VALUE

3

Victory

Variable

Insurance

Funds

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

June

30,

2023

Investment

Objective

and

Portfolio

Holdings:

(Unaudited)

The

Fund

seeks

to

provide

long-term

capital

growth.

Top

10

Holdings*:

June

30,

2023

(%

of

Net

Assets)

Sector

Allocation*:

June

30,

2023

(%

of

Net

Assets)

Does

not

include

futures

contracts,

money

market

instruments,

and

short-term

investments

purchased

with

cash

collateral

from

securities

loaned.

Percentages

are

of

the

net

assets

of

the

Fund

and

may

not

equal

100%.

Refer

to

the

Schedule

of

Portfolio

Investments

for

a

complete

list

of

securities.

MACOM

Technology

Solutions

Holdings,

Inc.

2.7%

BellRing

Brands,

Inc.

2.1%

Inspire

Medical

Systems,

Inc.

1.9%

Clean

Harbors,

Inc.

1.8%

Advanced

Energy

Industries,

Inc.

1.8%

Sprout

Social,

Inc.,

Class

A

1.8%

Permian

Resources

Corp.

1.8%

Ralph

Lauren

Corp.

1.7%

Matador

Resources

Co.

1.6%

FirstCash

Holdings,

Inc.

1.6%

Schedule

of

Portfolio

Investments

June

30,

2023

Victory

Variable

Insurance

Funds

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

4

(Unaudited)

See

notes

to

financial

statements.

Security

Description

Shares

Value

Common

Stocks

(97.8%)

Biotechnology

(9.7%):

89bio,

Inc.(a)

..........................................................

26,310

$

498,574

ACELYRIN,

Inc.(a)

.....................................................

8,040

168,036

Akero

Therapeutics,

Inc.(a)

................................................

10,580

493,980

Apellis

Pharmaceuticals,

Inc.(a)

............................................

10,610

966,571

Bridgebio

Pharma,

Inc.(a)

.................................................

19,520

335,744

Immunovant,

Inc.(a)

.....................................................

20,870

395,904

Krystal

Biotech,

Inc.(a)

...................................................

7,150

839,410

Morphic

Holding,

Inc.(a)

.................................................

11,880

681,080

Opthea

Ltd.,

ADR(a)

....................................................

36,830

103,124

PTC

Therapeutics,

Inc.(a)

.................................................

10,510

427,442

Roivant

Sciences

Ltd.(a)(b)

................................................

45,130

454,910

TG

Therapeutics,

Inc.(a)

..................................................

24,420

606,593

Vaxcyte,

Inc.(a)

........................................................

15,570

777,566

Viking

Therapeutics,

Inc.(a)(b)

.............................................

29,560

479,168

7,228,102

Consumer

Discretionary

(10.2%):

Acushnet

Holdings

Corp.

.................................................

12,120

662,722

Cava

Group,

Inc.(a)

.....................................................

40

1,638

Columbia

Sportswear

Co.

.................................................

6,470

499,743

Fox

Factory

Holding

Corp.(a)

..............................................

9,640

1,046,036

Ollie's

Bargain

Outlet

Holdings,

Inc.(a)

.......................................

16,830

974,962

Ralph

Lauren

Corp.

.....................................................

10,360

1,277,388

Shake

Shack,

Inc.,

Class

A(a)

..............................................

5,070

394,040

Skyline

Champion

Corp.(a)

................................................

15,380

1,006,621

Texas

Roadhouse,

Inc.

...................................................

3,350

376,138

Under

Armour,

Inc.,

Class

C(a)

.............................................

113,270

760,042

Wingstop,

Inc.

.........................................................

3,220

644,515

7,643,845

Consumer

Staples

(4.7%):

BellRing

Brands,

Inc.(a)

..................................................

42,840

1,567,944

Celsius

Holdings,

Inc.(a)

..................................................

2,640

393,862

Grocery

Outlet

Holding

Corp.(a)

............................................

33,500

1,025,435

The

Simply

Good

Foods

Co.(a)

.............................................

14,680

537,141

3,524,382

Energy

(4.7%):

Denbury,

Inc.(a)

........................................................

11,540

995,440

Matador

Resources

Co.

...................................................

23,170

1,212,255

Permian

Resources

Corp.

.................................................

120,750

1,323,420

3,531,115

Financials

(8.6%):

Euronet

Worldwide,

Inc.(a)

................................................

9,590

1,125,578

FirstCash

Holdings,

Inc.

..................................................

12,950

1,208,624

Flywire

Corp.(a)

.......................................................

25,770

799,901

Focus

Financial

Partners,

Inc.,

Class

A(a)

......................................

2,850

149,653

Kinsale

Capital

Group,

Inc.

................................................

1,840

688,528

Payoneer

Global,

Inc.(a)

..................................................

159,390

766,666

Shift4

Payments,

Inc.,

Class

A(a)

............................................

17,470

1,186,388

Wintrust

Financial

Corp.

..................................................

7,500

544,650

6,469,988

Health

Care

Equipment

&

Supplies

(7.0%):

Axonics,

Inc.(a)

........................................................

7,210

363,889

Inspire

Medical

Systems,

Inc.(a)

............................................

4,350

1,412,184

iRhythm

Technologies,

Inc.(a)

..............................................

5,750

599,840

Lantheus

Holdings,

Inc.(a)

................................................

6,840

574,013

LivaNova

PLC(a)

.......................................................

7,890

405,783

PROCEPT

BioRobotics

Corp.(a)

............................................

11,610

410,413

Pulmonx

Corp.(a)

.......................................................

41,210

540,263

Victory

Variable

Insurance

Funds

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

5

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Shockwave

Medical,

Inc.(a)

...............................................

3,240

$

924,728

5,231,113

Health

Care

Providers

&

Services

(3.8%):

Acadia

Healthcare

Co.,

Inc.(a)

..............................................

11,030

878,429

HealthEquity,

Inc.(a)

....................................................

13,520

853,653

Surgery

Partners,

Inc.(a)

..................................................

24,280

1,092,357

2,824,439

Health

Care

Technology

(1.3%):

Evolent

Health,

Inc.,

Class

A(a)

.............................................

32,270

977,781

Industrials

(21.2%):

AAON,

Inc.

...........................................................

2,590

245,558

AAR

Corp.(a)

.........................................................

13,530

781,493

Applied

Industrial

Technologies,

Inc.

.........................................

7,760

1,123,881

Atkore,

Inc.(a)

.........................................................

4,770

743,834

Bloom

Energy

Corp.,

Class

A(a)

............................................

37,470

612,634

Chart

Industries,

Inc.(a)

..................................................

7,460

1,192,033

Clean

Harbors,

Inc.(a)

...................................................

8,420

1,384,501

Comfort

Systems

USA,

Inc.

...............................................

4,450

730,690

Herc

Holdings,

Inc.

.....................................................

4,410

603,508

Maximus,

Inc.

.........................................................

7,880

665,939

McGrath

RentCorp

......................................................

10,470

968,266

Moog,

Inc.,

Class

A

.....................................................

2,360

255,895

Paycor

HCM,

Inc.(a)

....................................................

25,270

598,141

Saia,

Inc.(a)

...........................................................

840

287,624

Shoals

Technologies

Group,

Inc.,

Class

A(a)

....................................

28,840

737,150

Simpson

Manufacturing

Co.,

Inc.

...........................................

5,770

799,145

Tecnoglass,

Inc.

........................................................

18,330

946,928

The

AZEK

Co.,

Inc.(a)

...................................................

30,070

910,820

Valmont

Industries,

Inc.

..................................................

2,780

809,119

Vertiv

Holdings

Co.

.....................................................

23,910

592,251

WNS

Holdings

Ltd.,

ADR(a)

..............................................

11,746

865,915

15,855,325

Information

Technology

(21.2%):

Advanced

Energy

Industries,

Inc.

...........................................

11,980

1,335,171

Altair

Engineering,

Inc.,

Class

A(a)

..........................................

4,940

374,650

Axcelis

Technologies,

Inc.(a)

..............................................

3,840

703,987

Badger

Meter,

Inc.

......................................................

5,780

852,897

Belden,

Inc.

...........................................................

6,830

653,289

Box,

Inc.,

Class

A(a)

....................................................

22,870

671,921

Braze,

Inc.,

Class

A(a)(b)

.................................................

16,690

730,855

Confluent,

Inc.,

Class

A(a)

................................................

16,150

570,257

CyberArk

Software

Ltd.(a)

................................................

5,510

861,378

Digi

International,

Inc.(a)

.................................................

9,600

378,144

DigitalOcean

Holdings,

Inc.(a)(b)

...........................................

22,380

898,333

Globant

SA(a)

.........................................................

3,690

663,167

Impinj,

Inc.(a)

.........................................................

5,450

488,592

MACOM

Technology

Solutions

Holdings,

Inc.(a)

................................

31,030

2,033,396

PagerDuty,

Inc.(a)

......................................................

15,260

343,045

Procore

Technologies,

Inc.(a)

..............................................

11,400

741,798

SiTime

Corp.(a)

........................................................

9,570

1,128,973

Smartsheet,

Inc.,

Class

A(a)

...............................................

11,230

429,660

Sprout

Social,

Inc.,

Class

A(a)

..............................................

28,720

1,325,715

Varonis

Systems,

Inc.(a)

..................................................

26,560

707,824

15,893,052

Life

Sciences

Tools

&

Services

(1.2%):

Pacific

Biosciences

of

California,

Inc.(a)

......................................

66,910

889,903

Materials

(2.1%):

Avient

Corp.

..........................................................

13,890

568,101

Livent

Corp.(a)

........................................................

22,120

606,751

Victory

Variable

Insurance

Funds

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

6

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Silgan

Holdings,

Inc.

....................................................

7,930

$

371,838

1,546,690

Pharmaceuticals

(2.1%):

Reata

Pharmaceuticals,

Inc.,

Class

A(a)

.......................................

7,170

731,053

Revance

Therapeutics,

Inc.(a)

..............................................

19,160

484,940

Ventyx

Biosciences,

Inc.(a)

................................................

11,840

388,352

1,604,345

Total

Common

Stocks

(Cost

$66,890,517)

73,220,080

Collateral

for

Securities

Loaned

(2.8%)^

Goldman

Sachs

Financial

Square

Government

Fund,

Institutional

Shares,

5.02%(c)

........

518,315

518,315

HSBC

U.S.

Government

Money

Market

Fund,

Institutional

Shares,

5.02%(c)

............

518,315

518,315

Invesco

Government

&

Agency

Portfolio,

Institutional

Shares,

5.08%(c)

...............

518,315

518,315

Morgan

Stanley

Institutional

Liquidity

Government

Portfolio,

Institutional

Shares,

5.04%(c)

.

518,315

518,315

Total

Collateral

for

Securities

Loaned

(Cost

$2,073,260)

2,073,260

Total

Investments

(Cost

$68,963,777)

—

100.6%

75,293,340

Liabilities

in

excess

of

other

assets

—

(0.6)%

(481,502)

NET

ASSETS

-

100.00%

$

74,811,838

^

Purchased

with

cash

collateral

from

securities

on

loan.

(a)

Non-income

producing

security.

(b)

All

or

a

portion

of

this

security

is

on

loan.

(c)

Rate

disclosed

is

the

daily

yield

on

June

30,

2023.

ADR—American

Depositary

Receipt

PLC—Public

Limited

Company

Statement

of

Assets

and

Liabilities

June

30,

2023

7

See

notes

to

financial

statements.

Victory

Variable

Insurance

Funds

(Unaudited)

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

Assets:

Investments,

at

value

(Cost

$68,963,777)

$

75,293,340‌(a)

Cash

2,671,061‌

Receivables:

Interest

and

dividends

15,062‌

Capital

shares

issued

9,466‌

Investments

sold

481,299‌

From

Adviser

11,449‌

Prepaid

expenses

459‌

Total

Assets

78,482,136‌

Liabilities:

Payables:

Collateral

received

on

loaned

securities

2,073,260‌

Investments

purchased

1,453,168‌

Capital

shares

redeemed

63,161‌

Accrued

expenses

and

other

payables:

Investment

advisory

fees

45,022‌

Administration

fees

4,166‌

Custodian

fees

1,705‌

Transfer

agent

fees

20,050‌

Compliance

fees

49‌

Other

accrued

expenses

9,717‌

Total

Liabilities

3,670,298‌

Commitments

and

contingencies

(Note

4

)

Net

Assets:

Capital

93,082,842‌

Total

accumulated

earnings/(loss)

(18,271,004‌)

Net

Assets

$

74,811,838‌

Shares

(unlimited

shares

authorized

with

a

par

value

of

$0.001

per

share):

8,343,278‌

Net

asset

value:

$

8.97‌

(a)

Includes

$1,826,808

of

securities

on

loan.

Statement

of

Operations

For

the

Six

Months

Ended

June

30,

2023

8

See

notes

to

financial

statements.

Victory

Variable

Insurance

Funds

(Unaudited)

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

Investment

Income:

Dividends

$

125,162

Interest

18,874

Securities

lending

(net

of

fees)

999

Total

Income

145,035

Expenses:

Investment

advisory

fees

268,885

Administration

fees

19,764

Sub-Administration

fees

8,426

Custodian

fees

3,636

Transfer

agent

fees

37,229

Trustees'

fees

3,334

Compliance

fees

326

Legal

and

audit

fees

7,682

Interfund

lending

517

Other

expenses

2,192

Total

Expenses

351,991

Expenses

waived/reimbursed

by

Adviser

(35,902)

Net

Expenses

316,089

Net

Investment

Income

(Loss)

(171,054)

Realized/Unrealized

Gains

(Losses)

from

Investments:

Net

realized

gains

(losses)

from

investment

securities

1,613,354

Net

change

in

unrealized

appreciation/depreciation

on

investment

securities

7,487,126

Net

realized/unrealized

gains

(losses)

on

investments

9,100,480

Change

in

net

assets

resulting

from

operations

$

8,929,426

9

Victory

Variable

Insurance

Funds

Statements

of

Changes

in

Net

Assets

See

notes

to

financial

statements.

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

Six

Months

Ended

June

30,

2023

(Unaudited)

Year

Ended

December

31,

2022

From

Investment

Activities:

Operations:

Net

Investment

Income

(Loss)

$

(

171,054

)

$

(

444,371

)

Net

realized

gains

(losses)

1,613,354

(

25,183,280

)

Net

change

in

unrealized

appreciation/depreciation

7,487,126

(

15,263,446

)

Change

in

net

assets

resulting

from

operations

8,929,426

(

40,891,097

)

Change

in

net

assets

resulting

from

distributions

to

shareholders

—

(

18,459,749

)

Change

in

net

assets

resulting

from

capital

transactions

(

5,008,476

)

17,007,983

Change

in

net

assets

3,920,950

(

42,342,863

)

Net

Assets:

Beginning

of

period

70,890,888

113,233,751

End

of

period

$

74,811,838

$

70,890,888

Capital

Transactions:

Proceeds

from

shares

issued

$

3,880,150

$

15,690,897

Distributions

reinvested

—

18,459,749

Cost

of

shares

redeemed

(

8,888,626

)

(

17,142,663

)

Change

in

net

assets

resulting

from

capital

transactions

$

(

5,008,476

)

$

17,007,983

Share

Transactions:

Issued

452,651

1,349,114

Reinvested

—

2,221,390

Redeemed

(

1,033,276

)

(

1,557,497

)

Change

in

Shares

(

580,625

)

2,013,007

Victory

Variable

Insurance

Funds

Financial

Highlights

For

a

Share

Outstanding

Throughout

Each

Period

10

See

notes

to

financial

statements.

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

Six

Months

Ended

June

30,

2023

(Unaudited)

Year

Ended

December

31,

2022

Year

Ended

December

31,

2021

Year

Ended

December

31,

2020

Year

Ended

December

31,

2019

Year

Ended

December

31,

2018

Net

Asset

Value,

Beginning

of

Period

$7.94

$16.38

$19.91

$16.76

$15.29

$20.48

Investment

Activities:

Net

investment

income

(loss)(a)

(0.02)

(0.06)

(0.15)

(0.12)

(0.10)

(0.10)

Net

realized

and

unrealized

gains

(losses)

1.05

(5.78)

(1.99)

6.45

5.95

(1.62)

Total

from

Investment

Activities

1.03

(5.84)

(2.14)

6.33

5.85

(1.72)

Distributions

to

Shareholders

from:

Net

realized

gains

—

(2.60)

(1.39)

(3.18)

(4.38)

(3.47)

Total

Distributions

—

(2.60)

(1.39)

(3.18)

(4.38)

(3.47)

Net

Asset

Value,

End

of

Period

$8.97

$7.94

$16.38

$19.91

$16.76

$15.29

Total

Return(b)(c)(d)

12.97%

(36.36)%

(10.43)%

38.06%

38.78%

(8.25)%

Ratios

to

Average

Net

Assets:

Net

Expenses(e)(f)

0.88%

0.88%

0.88%

0.88%

0.88%

0.88%

Net

Investment

Income

(Loss)(e)

(0.48)%

(0.54)%

(0.75)%

(0.69)%

(0.54)%

(0.44)%

Gross

Expenses(e)(f)

0.98%

1.00%

0.99%

1.01%

1.01%

0.89%

Supplemental

Data:

Net

Assets

at

end

of

period

(000's)

$74,812

$70,891

$113,234

$142,620

$105,112

$89,056

Portfolio

Turnover(b)

70%(g)

151%(h)

92%

74%

90%

76%

(a)

Per

share

net

investment

income

(loss)

has

been

calculated

using

the

average

daily

shares

method.

(b)

Not

annualized

for

periods

less

than

one

year.

(c)

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.

(d)

Total

returns

do

not

reflect

the

effects

of

charges

deducted

pursuant

to

the

terms

of

The

Guardian

Insurance

&

Annuity

Company,

Inc.'s

variable

contracts.

Inclusion

of

such

charges

would

reduce

the

total

returns

for

all

periods

shown.

(e)

Annualized

for

periods

less

than

one

year.

(f)

Does

not

include

acquired

fund

fees

and

expenses,

if

any.

(g)

Reflects

a

return

to

normal

trading

levels

after

a

prior-year

strategy

or

allocation

shift.

(h)

Reflects

an

increase

in

trading

activity

due

to

asset

allocation

shifts.

Notes

to

Financial

Statements

June

30,

2023

Victory

Variable

Insurance

Funds

11

(Unaudited)

1.

Organization:

Victory

Variable

Insurance

Funds

(the

“Trust”)

is

organized

as

a

Delaware

statutory

trust

and the

Trust

is

registered

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“1940

Act”),

as

an

open-end

investment

company.

The

Trust

is

comprised

of six

funds

and

is

authorized

to

issue

an

unlimited

number

of

shares,

which

are

units

of

beneficial

interest

with

a

par

value

of

$0.001

per

share.

The

accompanying

financial

statements

are

those

of Victory

RS

Small

Cap

Growth

Equity

VIP

Series

(the

“Fund”),

a

series

of

the

Trust.

The

Fund offers

a

single

class

of

shares:

Class

I.

The

Fund’s

shares

are

only

available

for

purchase

by

certain

separate

accounts

of

insurance

companies

as

investments

for

certain

variable

annuity

plans

and

variable

life

insurance

contracts

issued

by

those

insurance

companies.

The

Fund

is

classified

as

diversified

under

the

1940

Act.

Victory

Capital

Management

Inc.

(“VCM”

or

the

“Adviser”)

is

an

indirect

wholly

owned

subsidiary

of

Victory

Capital

Holdings,

Inc.,

a

publicly

traded

Delaware

corporation,

and

a

wholly

owned

direct

subsidiary

of

Victory

Capital

Operating,

LLC.

Under

the

Trust’s

organizational

documents,

its

officers

and

trustees

are

indemnified

against

certain

liabilities

arising

out

of

the

performance

of

their

duties

to

the

Fund.

In

addition,

in

the

normal

course

of

business,

the

Fund

enters

into

contracts

with

its

vendors

and

others

that

provide

for

general

indemnifications.

The

Fund’s

maximum

exposure

under

these

arrangements

is

unknown,

as

this

would

involve

future

claims

that

may

be

made

against

the

Fund.

However,

based

on

experience,

the

Fund

expects

that

risk

of

loss

to

be

remote.

2.

Significant

Accounting

Policies:

The

following

is

a

summary

of

significant

accounting

policies

followed

by

the

Fund

in

the

preparation

of

its

financial

statements.

The

policies

are

in

conformity

with

U.S.

Generally

Accepted

Accounting

Principles

(“GAAP”).

The

preparation

of

financial

statements

in

accordance

with

GAAP

requires

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities

and

disclosure

of

contingent

assets

and

liabilities

at

the

date

of

the

financial

statements

and

the

reported

amounts

of

income

and

expenses

for

the

period.

Actual

results

could

differ

from

those

estimates.

The

Fund

follows

the

specialized

accounting

and

reporting

requirements

under

GAAP

that

are

applicable

to

investment

companies

under

Accounting

Standards

Codification

Topic

946.

Investment

Valuation: 

The

Fund

records

investments

at

fair

value.

Fair

value

is

defined

as

the

price

that

would

be

received

to sell

an asset

or

paid

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

at

the

measurement

date.

The

valuation

techniques

described

below

maximize

the

use

of

observable

inputs

and

minimize

the

use

of

unobservable

inputs

in

determining

fair

value.

The

inputs

used

for

valuing

the

Fund’s

investments

are

summarized

in

the

three

broad

levels

listed

below:

Level

1

—

quoted

prices

(unadjusted)

in

active

markets

for

identical

securities

Level

2

—

other

significant

observable

inputs

(including

quoted

prices

for

similar

securities,

interest

rates,

or

credit

spreads, applicable

to

those

securities,

etc.)

Level

3

—

significant

unobservable

inputs

(including

the

Adviser’s

assumptions

in

determining

the

fair

value of

investments)

Changes

in

valuation

techniques

may

result

in

transfers

in

or

out

of

an

assigned

level

within

the

disclosure

hierarchy.

The

inputs

or

methodologies

used

for

valuation

techniques

are

not

necessarily

an

indication

of

the

risk

associated

with

entering

into

those

investments.

The Adviser,

appointed

as

the

valuation

designee

by the

Trust’s

Board

of

Trustees

(the

“Board”),

has

established

the

Pricing

and

Liquidity

Committee

(the

“Committee”),

and

subject

to

Board

oversight,

the

Committee

administers

and

oversees

the

Fund’s

valuation

policies

and

procedures,

which

were

approved

by

the

Board.

Portfolio

securities

listed

or

traded

on

securities

exchanges,

including

Exchange-Traded

Funds

(“ETFs”),

and

American

Depositary

Receipts,

are

valued

at

the

closing

price

on

the

exchange

or

system

where

the

security

is

principally

traded,

if

available,

or

at

the

Nasdaq

Official

Closing

Price.

If

there

have

been

no

sales

for

that

day

on

the

exchange

or

system,

then

a

security

is

valued

at

the

last

available

bid

quotation

on

the

exchange

or

system

where

the

security

is

principally

traded.

In

each

of

these

situations,

valuations

are

typically

categorized

as

Level

1

in

the

fair

value

hierarchy.

Investments

in

open-end

investment

companies,

other

than

ETFs, are

valued

at their

net

asset

value

(“NAV”).

These

valuations

are

typically

categorized

as

Level

1 in

the

fair

value

hierarchy.

In

the

event

that

price

quotations

or

valuations

are

not

readily

available,

investments

are

valued

at

fair

value

in

accordance

with

procedures

established

by

and

under

the

general

supervision

and

responsibility

of

the

Board.

These

valuations

are

typically

categorized

as

Level

2

or

Level

3

in

the

fair

value

hierarchy,

based

on

the

observability

of

inputs

used

to

determine

the

fair

value.

The

effect

of

fair

value

pricing

is

that

securities

may

not

be

priced

on

the

basis

of

quotations

from

the

primary

market

in

which

they

are

traded

and

the

actual

price

realized

from

the

sale

of

a

security

may

differ

materially

from

the

fair

value

price.

Valuing

these

securities

at

fair

value

is

intended

to

cause

the

Fund’s

NAV to

be

more

reliable

than

it

otherwise

would

be.

A

summary

of

the

valuations

as

of

June

30,

2023, based

upon

the

three

levels

defined

above,

is

included

in

the

table

below

while

the

breakdown,

by

category,

of

investments

is

disclosed

on

the

Schedule

of

Portfolio

Investments:

820

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

12

(Unaudited)

As

of June

30,

2023,

there

were

no

transfers

into/out

of

Level

3.

Real

Estate

Investment

Trusts

(“REITs”):

The

Fund

may

invest

in

REITs,

which

report

information

on

the

source

of

their

distributions

annually.

REITs

are

pooled

investment

vehicles

that

invest

primarily

in

income-producing

real

estate

or

real-estate

related

loans

or

interests

(such

as

mortgages).

Certain

distributions

received

from

REITs

during

the

year

are

recorded

as

realized

gains

or

return

of

capital

as

estimated

by

the

Fund

or

when

such

information

becomes

known.

Investment

Companies:

Open-End

Funds:

The

Fund

may

invest

in

portfolios

of

open-end

investment

companies.

These

investment

companies

value

securities

in

their

portfolios

for

which

market

quotations

are

readily

available

at

their

market

values

(generally

the

last

reported

sale

price)

and

all

other

securities

and

assets

at

their

fair

value

by

the

methods

established

by

the

board

of

directors

of

the

underlying

funds.

Investment

Transactions

and

Related

Income:

Changes

in

holdings

of

investments

are

accounted

for

no

later

than

one

business

day

following

the

trade

date.

For

financial

reporting

purposes,

however,

investment

transactions

are

accounted

for

on

trade

date

or

the

last

business

day

of

the

reporting

period.

Interest

income

is

determined

on

the

basis

of

coupon

interest

accrued

using

the

effective

interest

method

which

adjusts,

where

applicable,

the

amortization

of

premiums

or

accretion

of

discounts. Dividend

income

is

recorded

on

the

ex-dividend

date.

Non-cash

dividends

included

in

income,

if

any,

are

recorded

at

the

fair

value

of

the

securities

received. Gains

or

losses

realized

on

sales

of

securities

are

recorded

on

the

identified

cost

basis.

Securities

Lending:

The

Fund,

through

a

Securities

Lending

Agreement

with

Citibank,

N.A.

(“Citibank”),

may

lend

its

securities

to

qualified

financial

institutions,

such

as

certain

broker-dealers

and

banks,

to

earn

additional

income,

net

of

income

retained

by

Citibank.

Borrowers

are

required

to

initially

secure

their

loans

for

collateral

in

the

amount

of

at

least

102%

of

the

value

of

U.S.

securities

loaned

or

at

least

105%

of

the

value

of

non-U.S.

securities

loaned,

marked-to-market

daily.

Any

collateral

shortfalls

associated

with

increases

in

the

valuation

of

the

securities

loaned

are

generally

cured

the

next

business

day.

The

collateral

can

be

received

in

the

form

of

cash

collateral

and/or

non-cash

collateral.

Non-cash

collateral

can

include

U.S.

Government

Securities

and

other

securities

as

permitted

by

Securities

and

Exchange

Commission

(“SEC”)

guidelines.

The

cash

collateral

is

invested

in

short-term

instruments

or

cash

equivalents,

primarily

open-end

investment

companies,

as

noted

on

the

Fund’s

Schedule

of

Portfolio

Investments.

The

Fund

effectively

does

not

have

control

of

the

non-cash

collateral

and

therefore

it

is

not

disclosed

on

the

Fund’s

Schedule

of

Portfolio

Investments.

Collateral

requirements

are

determined

daily

based

on

the

value

of

the

Fund’s

securities

on

loan

as

of

the

end

of

the

prior

business

day.

During

the

time

portfolio

securities

are

on

loan,

the

borrower

will

pay

the

Fund

any

dividends

or

interest

paid

on

such

securities

plus

any

fee

negotiated

between

the

parties

to

the

lending

agreement.

The

Fund

also

earns

a

return

from

the

collateral.

The

Fund

pays

Citibank

various

fees

in

connection

with

the

investment

of

cash

collateral

and

fees

based

on

the

investment

income

received

from

securities

lending

activities.

Securities

lending

income

(net

of

these

fees)

is

disclosed

on

the

Statement

of

Operations.

Loans

are

terminable

upon

demand

and

the

borrower

must

return

the

loaned

securities

within

the

lesser

of

one

standard

settlement

period

or

five

business

days.

Although

risk

is

mitigated

by

the

collateral,

the

Fund

could

experience

a

delay

in

recovering

its

securities

and

possible

loss

of

income

or

value

if

the

borrower

fails

to

return

them.

In

addition,

there

is

a

risk

that

the

value

of

the

short-term

investments

will

be

less

than

the

amount

of

cash

collateral

required

to

be

returned

to

the

borrower.

The

Fund’s

agreement

with

Citibank

does

not

include

master

netting

provisions.

Non-cash

collateral

received

by

the

Fund

may

not

be

sold

or

repledged,

except

to

satisfy

borrower

default.

The

following

table

is

a

summary

of

the

Fund’s

securities

lending

transactions

as

of

June

30,

2023. 

Federal

Income

Taxes:

The

Fund

intends

to

continue

to

qualify

as

a

regulated

investment

company

by

complying

with

the

provisions

available

to

certain

investment

companies,

as

defined

in

applicable

sections

of

the

Internal

Revenue

Code,

and

to

make

distributions

of

net

investment

income

and

net

realized

Level

1

Level

2

Level

3

Total

Common

Stocks

............................

$

73,220,080

$

—

$

—

$

73,220,080

Collateral

for

Securities

Loaned

................

2,073,260

—

—

2,073,260

Total

....................................

$

75,293,340

$

—

$

—

$

75,293,340

Value

of

Securities

on

Loan

Non-Cash

Collateral

Cash

Collateral

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

..........................

$

2,068,132(a)

$

—

$

2,073,260

(a)

Includes

$241,324

of

securities

on

loan

that

were

sold

prior

to

June

30,

2023.

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

13

(Unaudited)

gains

sufficient

to

relieve

it

from

all,

or

substantially

all,

federal

income

taxes.

Accordingly,

no

provision

for

federal

income

taxes

is

required

in

the

financial

statements.

The

Fund

has

a

tax

year

end

of December

31.

For

the

six

months

ended

June

30,

2023,

the

Fund

did

not

incur

any

income

tax,

interest,

or

penalties,

and

has

recorded

no

liability

for

net

unrecognized

tax

benefits

relating

to

uncertain

tax

positions.

Management

of

the

Fund

has

reviewed

tax

positions

taken

in

tax

years

that

remain

subject

to

examination

by

all

major

tax

jurisdictions,

including

federal

(i.e.,

the

last

four

tax

years,

which

includes

the

current

fiscal

tax

year

end).

Management

believes

that

there

is

no

tax

liability

resulting

from

unrecognized

tax

benefits

related

to

uncertain

tax

positions

taken.

Allocations:

Expenses

directly

attributable

to the

Fund

are

charged

to the

Fund,

while

expenses

that

are

attributable

to

more

than

one

fund

in

the

Trust,

or

jointly

with

an

affiliated

trust,

are

allocated

among

the

respective

funds

in

the

Trust

and/or

an

affiliated

trust

based

upon

net

assets

or

another

appropriate

basis.

3.

Purchases

and

Sales:

Purchases

and sales

of

securities

(excluding

securities

maturing

less

than

one

year

from

acquisition)

for

the

six

months

ended

June

30,

2023,

were

as

follows:

4.

Fees

and

Transactions

with

Affiliates

and

Related

Parties:

Investment

Advisory

Fees: 

Investment

advisory

services

are

provided

to

the

Fund

by

the

Adviser,

which

is

a

New

York

corporation

registered

as

an

investment

adviser

with

the

SEC.

Under

the

terms

of

the

Investment

Advisory

Agreement,

the

Adviser

is

entitled

to

receive

fees

accrued

daily

and

paid

monthly

at

an

annualized

rate

of

0.75%

of

the

Fund’s

average

daily

net

assets.

Amounts

incurred

and

paid

to

VCM

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Investment

advisory

fees.

Administration

and

Servicing

Fees:

VCM

also

serves

as

the

Fund’s

administrator

and

fund

accountant.

Under

the

Fund

Administration,

Servicing

and

Fund

Accounting

Agreement,

VCM

is

paid

an

administration

fee

based

on

a

percentage

of

the

average

daily

net

assets

of

the

Trust,

Victory

Portfolios

and

Victory

Portfolios

II.

The

tiered

rates

at

which

VCM

is

paid

by

the

Funds

are

shown

in

the

table

below:

Amounts

incurred

for

the

six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Administration

fees.

Citi

Fund

Services

Ohio,

Inc.

(“Citi”),

an

affiliate

of

Citibank,

acts

as

sub-administrator

and

sub-fund

accountant

to

the

Fund

pursuant

to

the

Sub-Administration

and

Sub-Fund

Accounting

Services

Agreement

between

VCM

and

Citi.

VCM

pays

Citi

a

fee

for

providing

these

services.

The Fund

reimburses

VCM

and

Citi

for

out-of-pocket

expenses

incurred

in

providing

these

services

and

certain

other

expenses

specifically

allocated

to

the

Fund.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Sub-Administration

fees.

The

Fund

(as

part

of

the

Trust)

has

entered

into

an

agreement

with

the

Adviser

to

provide

compliance

services,

pursuant

to

which

the

Adviser

furnishes

its

compliance

personnel,

including

the

services

of

the

Chief

Compliance

Officer

(“CCO”),

and

other

resources

reasonably

necessary

to

provide

the

Trust

with

compliance

oversight

services

related

to

the

design,

administration,

and

oversight

of

a

compliance

program

for

the

Trust

in

accordance

with

Rule

38a-1

under

the

1940

Act.

The

CCO

is

an

employee

of

the

Adviser,

which

pays

the

compensation

of

the

CCO

and

support

staff.

The

funds

in

the

Trust,

Victory

Portfolios,

Victory

Portfolios

II

and

Victory

Portfolios

III (collectively,

the

“Victory

Funds

Complex”),

in

aggregate,

compensate

the

Adviser

for

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Compliance

fees.

Transfer

Agency

Fees:

FIS

Investor

Services,

LLC

(“FIS”)

serves

as

the

Fund’s

transfer

agent.

Under

the

Transfer

Agent

Agreement,

the

Trust

pays

FIS

a

fee

for

its

services

and

reimburses

FIS

for

all

of

their

reasonable

out-of-pocket

expenses

incurred

in

providing

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Transfer

agent

fees.

Excluding

U.S.

Government

Securities

Purchases

Sales

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

............................................

$

49,497,353

$

54,754,308

Net

Assets

Up

to

$15

billion

$15

billion

—

$30

billion

Over

$30

billion

0.08%,

plus

0.05%,

plus

0.04%

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

14

(Unaudited)

Distributor/Underwriting

Services:

Victory

Capital

Services,

Inc.

(the

“Distributor”),

an

affiliate

of

the

Adviser,

serves

as

Distributor

for

the

continuous

offering

of

the

shares

of

the

Fund

pursuant

to

a

Distribution

Agreement

between

the

Distributor

and

the

Trust,

and

receives

no

fee

or

other

compensation

for

these

services.

Other

Fees:

Citibank

serves

as

the

Fund’s

custodian.

The

Fund

pays

Citibank

a

fee

for

providing

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Custodian

fees.

Sidley

Austin

LLP

provides

legal

services

to

the

Trust.

The

Adviser

has

entered

into

an

expense

limitation

agreement

with the

Fund

until

at

least

April

30,

2024.

Under

the

terms

of

the

agreement,

the

Adviser

has

agreed

to

waive

fees

or

reimburse

certain

expenses

to

the

extent

that

ordinary

operating

expenses

incurred

in

any

fiscal

year

exceed

the

expense

limit

for the

Fund.

Such

excess

amounts

will

be

the

liability

of

the

Adviser.

Acquired

fund

fees

and

expenses,

interest,

taxes,

brokerage

commissions,

other

expenditures which

are

capitalized

in

accordance

with

GAAP,

and

other

extraordinary

expenses

not

incurred

in

the

ordinary

course

of the

Fund’s

business

are

excluded

from

the

expense

limits.

As

of

June

30,

2023,

the

expense

limit

(excluding

voluntary

waivers) is

0.88%.

Under

the

terms

of

the

expense

limitation

agreement, the

Fund

has

agreed

to

repay

fees

and

expenses

that

were

waived

or

reimbursed

by

the

Adviser

for

a

period

of

up

to

three

years

(thirty-six

(36)

months)

after

the

waiver

or

reimbursement

took

place,

subject

to

the

lesser

of

any

operating

expense

limits

in

effect

at

the

time

of:

(a)

the

original

waiver

or

expense

reimbursement;

or

(b)

the

recoupment,

after

giving

effect

to

the

recoupment

amount.

The

Fund

has

not

recorded

any

amounts

available

to

be

repaid

as

a

commitment

and

contingency

liability

due

to

an

assessment

that

such

repayments

are

not

probable

at

June

30,

2023.

As

of June

30,

2023,

the

following amounts

are

available

to

be

repaid

to

the

Adviser.

The

Adviser

may

voluntarily

waive

or

reimburse

additional

fees

to

assist

the

Fund

in

maintaining

competitive

expense

ratios.

Voluntary

waivers

and

reimbursements

applicable

to

the

Fund are

not

available

to

be

recouped

at

a

future

time.

There

were

no

voluntary

waivers

or

reimbursements

for

the six

months

ended

June

30,

2023.

The

Fund

has

adopted

a

Deferred

Compensation

Agreement

(the

“Agreement”)

for

its

Trustees

and

any

Advisory

Trustees

who

receive

compensation

from

the

Fund.

Under

the

terms

of

the

Agreement,

a

Trustee

or

Advisory

Trustee

may

elect

to

defer

all

or

a

portion

of

their

compensation.

Amounts

deferred

may

be

allocated

to

investment

options

that

are

specified

in

the

Agreement

as

selected

by

the

Trustee

or

Advisory

Trustee,

including

certain

Victory

Funds,

in

which

their

deferred

accounts

are

deemed

invested.

Deferred

compensation

liability

under

the

Agreement

constitutes

a

general

unsecured

obligation

for

an

applicable

Victory

Fund.

For

the six

months

ended

June

30,

2023,

no

material

amounts

have

been

deferred,

and,

therefore,

have

not

been

included

in

the

Fund's

Statement

of

Assets

and

Liabilities.

Certain

officers

and/or

interested

trustees

of

the

Fund

are

also

officers

and/or

employees

of

the

Adviser,

administrator,

fund

accountant,

sub-

administrator,

sub-fund

accountant,

custodian,

legal

counsel,

and

Distributor.

5.

Risks:

The

Fund

may

be

subject

to

other

risks

in

addition

to

these

identified

risks.

Equity

Risk

—

The

value

of

the

equity

securities

in

which

the

Fund

invests

may

decline

in

response

to

developments

affecting

individual

companies

and/or

general

economic

conditions

in

the

United

States

or

abroad.

A

company’s

earnings

or

dividends

may

not

increase

as

expected

(or

may

decline)

because

of

poor

management,

competitive

pressures,

reliance

on

particular

suppliers

or

geographical

regions,

labor

problems

or

shortages,

corporate

restructurings,

fraudulent

disclosures,

man-made

or

natural

disasters,

military

confrontations

or

wars,

terrorism,

public

health

crises,

or

other

events,

conditions

and

factors.

Price

changes

may

be

temporary

or

last

for

extended

periods.

Market

Risk

—

Overall

market

risks

may

affect

the

value

of

the

Fund.

Domestic

and

international

factors

such

as

political

events,

war,

terrorism,

trade

disputes,

inflation

rates,

interest

rate

levels,

and

other

fiscal

and

monetary

policy

changes;

cybersecurity

incidents,

pandemics,

and

other

public

health

crises;

sanctions

against

a

particular

foreign

country,

its

nationals,

businesses,

or

industries;

and

related

geopolitical

events,

as

well

as

environmental

disasters

such

as

earthquakes,

fires,

and

floods,

or

other

catastrophes,

may

add

to

instability

in

global

economies

and

markets

generally,

and

may

lead

to

increased

market

volatility.

Global

economies

and

financial

markets

are

highly

interconnected,

which

increases

the

possibility

that

conditions

in

one

country

or

region

might

adversely

affect

issuers

in

another

country

or

region.

The

impact

of

these

and

other

factors

may

be

short-term

or

may

last

for

extended

periods.

Small-Capitalization

Stock

Risk

—

Small-sized

companies

are

subject

to

a

number

of

risks

not

associated

with

larger,

more

established

companies,

potentially

making

their

stock

prices

more

volatile

and

increasing

the

risk

of

loss.

Smaller

companies

may

have

limited

markets,

product

lines,

or

financial

resources

and

lack

management

experience

and

may

experience

higher

failure

rates

than

larger

companies.

Expires

2023

Expires

2024

Expires

2025

Expires

2026

Total

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

....................

$

73,880

$

147,496

$

96,013

$

35,902

$

353,291

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

15

(Unaudited)

6.

Borrowing

and

Interfund

Lending:

Line

of

Credit:

The

Victory

Funds

Complex

participates

in

a

short-term

demand

note

“Line

of

Credit”

agreement

with

Citibank.

Under

the

agreement

with

Citibank,

the

Victory

Funds

Complex

may

borrow

up

to

$600

million,

of

which

$300

million

is

committed

and

$300

million

is

uncommitted.

$40

million

of

the

Line

of

Credit

is

reserved

for

use

by

the

Victory

Floating

Rate

Fund,

another

series

of

the

Victory

Funds

Complex,

with

Victory

Floating

Rate

Fund

paying

the

related

commitment

fees

for

that

amount.

The

purpose

of

the

Line

of

Credit

is

to

meet

temporary

or

emergency

cash

needs.

For

the six

months

ended

June

30,

2023,

Citibank

received

an

annual

commitment

fee

of

0.15%

on

$300

million

for

providing

the

Line

of

Credit.

Each

fund

in

the

Victory

Funds

Complex

paid

a

pro-rata

portion

of

the

commitment

fees

plus

any

interest

on

amounts

borrowed.

Interest

is

based

on

the

one-month Secured

Overnight

Financing

Rate

(SOFR)

plus

1.10

percent.

Effective

June

27,

2023,

the

agreement

was

renewed

and

the

annual

commitment

fee

of

0.15%

remained

unchanged. Interest

charged

to

the

Fund

during

the

period,

if

applicable,

is

reflected

on

the

Statement

of

Operations

under

Line

of

credit

fees.

The

Fund

had

no

borrowings

under the

Line

of

Credit

agreement

during

the

six

months

ended

June

30,

2023.

Interfund

Lending:

The

Trust

and

the

Adviser

rely

on

an

exemptive

order

granted

by

the

SEC

in

March

2017

(the

“Order”),

permitting

the

establishment

and

operation

of

an

Interfund

Lending

Facility

(the

“Facility”).

The

Facility

allows

the

Fund

to

directly

lend

and

borrow

money

to

or

from

any

other

fund

in

the

Victory

Funds

Complex

that

is

permitted

to

participate

in

the

Facility,

relying

upon

the

Order

at

rates

beneficial

to

both

the

borrowing

and

lending

funds.

Advances

under

the

Facility

are

allowed

for

temporary

or

emergency

purposes,

including

the

meeting

of

redemption

requests

that

otherwise

might

require

the

untimely

disposition

of

securities,

and

are

subject

to

each

Fund’s

borrowing

restrictions.

The

interfund

loan

rate

is

determined,

as

specified

in

the

Order,

by

averaging

the

current

repurchase

agreement

rate

and

the

current

bank

loan

rate.

As

a

Borrower

(as

defined

in

the

Order),

interest

charged

to

the

Fund,

if

any,

during

the

period,

is

reflected

on

the

Statement

of

Operations

under

Interfund

lending

fees.

As

a

Lender

(as

defined

in

the

Order),

interest

earned

by

the

Fund,

if

any,

during

the

period,

is

reflected

on

the

Statement

of

Operations

under

Interfund

lending.

The

average

borrowing

or

lending

for

the

days

outstanding

and

average

interest

rate

for

the

Fund during

the

six

months

ended

June

30,

2023,

were

as

follows:

*

Based

on

the

number

of

days

borrowings

were

outstanding

for

the

period

ended

June

30,

2023.

7.

Federal

Income

Tax

Information:

The

Fund

intends

to

distribute

any

net

investment

income

annually.

Distributable

net

realized

gains,

if

any,

are

declared

and

paid

at

least

annually.

The

amounts

of

dividends

from

net

investment

income

and

distributions

from

net

realized

gains

(collectively,

distributions

to

shareholders)

are

determined

in

accordance

with

federal

income

tax

regulations,

which

may

differ

from

GAAP.

To

the

extent

these

“book/tax”

differences

are

permanent

in

nature

(e.g.,

net

operating

loss

and

distribution

reclassification),

such

amounts

are

reclassified

within

the

components

of

net

assets

based

on

their

federal

tax-basis

treatment;

temporary

differences

(e.g.,

wash

sales)

do

not

require

reclassification.

To

the

extent

dividends

and

distributions

exceed

net

investment

income

and

net

realized

gains

for

tax

purposes,

they

are

reported

as

distributions

of

capital.

Net

investment

losses

incurred

by

the

Fund

may

be

reclassified

as

an

offset

to

capital

on

the

accompanying

Statement

of

Assets

and

Liabilities.

The

tax

character

of

current

year

distributions

paid

and

the

tax

basis

of

the

current

components

of

accumulated

earnings

(loss)

will

be

determined

at

the

end

of

the

current

tax

year.

As

of

tax

year

ended December

31,

2022,

the

Fund

had

net

capital

loss

carryforwards as shown

in

the

table

below.

It

is

unlikely

that

the

Board

will

authorize

a

distribution

of

capital

gains

realized

in

the

future

until

the

capital

loss

carryforwards

have

been

used.

8.

New

Regulatory

Pronouncement:

In

October

2022,

the

SEC

adopted

a

rule

and

form

amendments

that

require,

among

other

things,

mutual

funds

and

ETFs

to

prepare

and

transmit

streamlined

annual

and

semi-annual

shareholder

reports.

In

connection

with

these

amendments,

certain

information

that

was

previously

disclosed

in

shareholder

reports

will

instead

be

made

available

online,

delivered

free

of

charge

upon

request,

and

filed

with

the

SEC

on

a

semi-

annual

basis.

Also

in

connection

with

these

amendments,

annual

and

semi-annual

reports

will

be

provided

directly

to

shareholders,

either

in

Borrower

or

Lender

Amount

Outstanding

at

June

30,

2023

Average

Borrowing*

Average

Interest

Rate*

Maximum

Borrowing

During

the

Period

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

.

.

.

.

.

Borrower

$

—

$1,234,000

5.10%

$1,234,000

Short-Term

Amount

Long-Term

Amount

Total

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

...............................

$

20,688,753

$

2,148,871

$

22,837,624

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

16

(Unaudited)

paper

or

(if

the

shareholder

has

so

elected)

electronically.

Compliance

with

the

rule

and

form

amendments

begins

in

July

2024.

At

this

time,

management

is

evaluating

the

impact

of

these

amendments

on

the

shareholder

reports

for

the

Fund.

Supplemental

Information

June

30,

2023

Victory

Variable

Insurance

Funds

17

(Unaudited)

Proxy

Voting

and

Portfolio

Holdings

Information 

Proxy

Voting:

Information

regarding

the

policies

and

procedures the

Fund

uses

to

determine

how

to

vote

proxies

relating

to

portfolio

securities

is

available

without

charge,

upon

request,

by

calling

800-539-3863.

The

information

is

also

included

in

the

Fund’s

Statement

of

Additional

Information,

which

is

available

on

the

SEC’s

website

at sec.gov.

Information

relating

to

how

the

Fund

voted

proxies

relating

to

portfolio

securities

held

during

the

most

recent

12

months

ended

June

30

is

available

on

the

SEC’s

website

at

sec.gov.

Availability

of

Schedules

of

Portfolio

Investments:

The

Trust

files

a

complete

list

of

Schedules

of

Portfolio

Investments

with

the

SEC

for

the

first

and

third

quarter

of

each

fiscal

year

on

Form

N-PORT.

Forms

N-PORT are

available

on

the

SEC’s

website

at

sec.gov.

Expense

Example

As

a

shareholder

of

the

Fund,

you

may

incur

two

types

of

costs:

(1)

transaction

costs and

(2)

ongoing

costs,

including

management

fees

and

other

Fund

expenses.

These

examples

are

intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

Fund

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

These

examples

are

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

for

the

entire

period

from

January

1,

2023,

through

June

30,

2023.

The

Actual

Expense

figures

in

the

table

below

provide

information

about

actual

account

values

and

actual

expenses.

You

may

use

the

information

below,

together

with

the

amount

you

invested,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

$8,600

account

value

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

in

the

table

under

the

heading

entitled

“Actual

Expenses

Paid

During

Period”

to

estimate

the

expenses

you

paid

on

your

account

during

this

period.

The

Hypothetical

Expense

figures

in

the

table

below

provide

information

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

Fund’s

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

Fund’s

actual

return.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

may

use

this

information

to

compare

this

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

shareholder

reports

of

other

funds.

Please

note

the

expenses

shown

in

the

table

below

are

meant

to

highlight

your

ongoing

costs

only

and

do

not

reflect

any

transactional

costs.

Therefore,

the

hypothetical

expenses

in

the

table

are

useful

in

comparing

ongoing

costs

only

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

In

addition,

if

these

transactional

costs

were

included,

your

costs

would

have

been

higher.

Beginning

Account

Value

1/1/23

Actual

Ending

Account

Value

6/30/23

Hypothetical

Ending

Account

Value

6/30/23

Actual

Expenses

Paid

During

Period

1/1/23

-

6/30/23*

Hypothetical

Expenses

Paid

During

Period

1/1/23

-

6/30/23*

Annualized

Expense

Ratio

During

Period

1/1/23

-

6/30/23

Victory

RS

Small

Cap

Growth

Equity

VIP

Series

.

$

1,000.00

$

1,129.70

$

1,020.43

$

4.65

$

4.41

0.88%

*

Expenses

are

equal

to

the

average

account

value

multiplied

by

the

Fund’s

annualized

expense

ratio

multiplied

by

181/365

(the

number

of

days

in

the

most

recent

fiscal

half-year

divided

by

the

number

of

days

in

the

fiscal

year).

Victory

Variable

Insurance

Funds

18

(Unaudited)

Supplemental

Information

—

continued

June

30,

2023

Liquidity

Risk

Management

Program:

The

Victory

Funds

have

adopted

and

implemented

a

written

liquidity

risk

management

program

(the

“LRMP”)

as

required

by

Rule

22e-4

under

the

Investment

Company

Act

of

1940,

as

amended.

The

LRMP

is

reasonably

designed

to

assess

and

manage

the

Fund’s

liquidity

risk,

taking

into

consideration

the

Fund’s

investment

strategy

and

the

liquidity

of

its

portfolio

investments

during

normal

and

reasonably

foreseeable

stressed

market

conditions;

its

short-

and

long-term

cash

flow

projections;

and

its

cash

holdings

and

access

to

other

liquidity

management

tools

such

as

available

funding

sources

including

the

Victory

Funds

Complex

Interfund

Lending

Facility

and

Line

of

Credit

(discussed

in

the

Notes

to

Financial

Statements).

The

Victory

Funds’

Board

of

Trustees

approved

the

appointment

of

the

Fund’s

investment

adviser,

Victory

Capital

Management

Inc.

(“Victory

Capital”),

as

the

administrator

of

the

LRMP.

Victory

Capital

manages

liquidity

risks

associated

with

the

Fund’s

investments

by

monitoring,

among

other

things,

cash

and

cash

equivalents,

any

use

of

derivatives,

the

concentration

of

investments,

the

appropriateness

of

the

Fund’s

investment

strategy,

and

by

classifying

every

Fund

investment

as

either

highly

liquid,

moderately

liquid,

less

liquid,

or

illiquid

on

at

least

a

monthly

basis.

To

assist

with

the

classification

of

Fund

investments,

Victory

Capital

has

retained

a

third-party

provider

of

liquidity

evaluation

services.

This

provider

determines

preliminary

liquidity

classifications

for

all

portfolio

holdings

based

upon

portfolio-level

data

and

certain

assumptions

provided

by

Victory

Capital.

Victory

Capital

reviews

the

preliminary

liquidity

classifications

and,

when

appropriate,

considers

other

information

including

input

from

the

Fund’s

portfolio

managers

(including

the

portfolio

managers

employed

by

any

investment

sub-advisers)

in

determining

final

liquidity

classifications.

At

a

meeting

held

on

February

23,

2023,

Victory

Capital

provided

an

oral

and

written

report

to

the

Trustees

on

the

operation

and

effectiveness

of

the

LRMP

during

the

previous

year.

The

report

from

Victory

Capital

concluded

that

the

Fund

did

not

experience

any

significant

liquidity

challenges

during

the

covered

period,

and

the

Fund’s

LRMP

is

reasonably

designed

to

assess

and

manage

its

liquidity

risk.

The

report

also

concluded

that

the

LRMP

continues

to

operate

adequately

and

effectively

to

enable

Victory

Capital

to

oversee

and

manage

liquidity

risk

and

ensure

the

Fund

is

able

to

meet

redemption

requests

without

significant

dilution

to

the

remaining

investors’

interest

in

the

Fund.

During

the

review

period,

the

Fund’s

portfolio

consisted

primarily

of

highly

liquid

investments,

which

are

defined

as

cash

and

any

investments

that

the

Fund

reasonably

expects

to

be

converted

to

cash

in

current

market

conditions

in

three

business

days

or

less

without

significantly

changing

the

market

value

of

the

investment.

Therefore,

the

Fund

has

not

adopted

a

highly

liquid

investment

minimum.

The

Fund’s

investments

were

below

the

limitation

on

illiquid

investments

during

the

review

period.

Additionally,

Victory

Capital

indicated

that

no

events

occurred

that

would

require

the

filing

of

Form

N-RN

(prior

to

August

2022,

Form

N-LIQUID)

and

recommended

no

material

changes

to

the

LRMP.

Privacy

Policy

Protecting

the

Privacy

of

Information

The

Trust

respects

your

right

to

privacy.

We

also

know

that

you

expect

us

to

conduct

and

process

your

business

in

an

accurate

and

efficient

manner.

To

do

so,

we

must

collect

and

maintain

certain

personal

information

about

you.

This

is

the

information

we

collect

from

you

on

applications

or

other

forms,

and

from

the

transactions

you

make

with

us

or

third

parties.

It

may

include

your

name,

address,

social

security

number,

account

transactions

and

balances,

and

information

about

investment

goals

and

risk

tolerance.

We

do

not

disclose

any

information

about

you

or

about

former

customers

to

anyone

except

as

permitted

or

required

by

law.

Specifically,

we

may

disclose

the

information

we

collect

to

companies

that

perform

services

on

our

behalf,

such

as

the

transfer

agent

that

processes

shareholder

accounts

and

printers

and

mailers

that

assist

us

in

the

distribution

of

investor

materials.

We

may

also

disclose

this

information

to

companies

that

perform

marketing

services

on

our

behalf.

This

allows

us

to

continue

to

offer

you

Victory

investment

products

and

services

that

meet

your

investing

needs,

and

to

effect

transactions

that

you

request

or

authorize.

These

companies

will

use

this

information

only

in

connection

with

the

services

for

which

we

hired

them.

They

are

not

permitted

to

use

or

share

this

information

for

any

other

purpose.

To

protect

your

personal

information

internally,

we

permit

access

only

by

authorized

employees

and

maintain

physical,

electronic,

and

procedural

safeguards

to

guard

your

personal

information.*

You

may

have

received

communications

regarding

information

about

privacy

policies

from

other

financial

institutions

which

gave

you

the

opportunity

to

“opt-out”

of

certain

information

sharing

with

companies

which

are

not

affiliated

with

that

financial

institution.

The

Trust

does

not

share

information

with

other

companies

for

purposes

of

marketing

solicitations

for

products

other

than

the

Trust.

Therefore,

the

Trust

does

not

provide

opt-out

options

to

their

shareholders. 

Victory

Funds

P.O.

Box

182593

Columbus,

Ohio

43218-2593

Visit

our

website

at:

vcm.com

Call

Victory

at:

800-539-FUND

(800-539-3863)

VVIF-RS-SCGEVIP-SAR

(6/23)

June

30,

2023

Semi

Annual

Report

Victory

Variable

Insurance

Funds

Victory

Sophus

Emerging

Markets

VIP

Series

vcm.com

News,

Information

And

Education

24

Hours

A

Day,

7

Days

A

Week

The

Victory

Capital

website

gives

fund

shareholders,

prospective

shareholders,

and

investment

professionals

a

convenient

way

to

access

fund

information,

get

guidance,

and

track

fund

performance

anywhere

they

can

access

the

Internet.

The

site

includes:

Detailed

performance

records

Daily

share

prices

The

latest

fund

news

Investment

resources

to

help

you

become

a

better

investor

A

section

dedicated

to

investment

professionals

Whether

you’re

a

potential

investor

searching

for

the

fund

that

matches

your

investment

philosophy,

a

seasoned

investor

interest-

ed

in

planning

tools,

or

an

investment

professional,

vcm.com

has

what

you

seek.

Visit

us

anytime.

We’re

always

open.

TABLE

OF

CONTENTS

Victory

Variable

Insurance

Funds

1

Investment

Objective

and

Portfolio

Holdings

3

Schedule

of

Portfolio

Investments

4

Financial

Statements

Statement

of

Assets

and

Liabilities

10

Statement

of

Operations

11

Statements

of

Changes

in

Net

Assets

12

Financial

Highlights

13

Notes

to

Financial

Statements

14

Supplemental

Information

20

Proxy

Voting

and

Portfolio

Holdings

Information 

20

Expense

Example

20

Liquidity

Risk

Management

Program

21

Privacy

Policy

(inside

back

cover)

2

Call

Victory

at:

800-539-FUND

(800-539-3863)

Visit

our

website

at:

vcm.com

The

Fund

is

distributed

by

Victory

Capital

Services,

Inc.

Victory

Capital

Management

Inc.

is

the

investment

adviser

to

the

Fund

and

receives

fees

from

the

Fund

for

performing

services

for

the

Fund.

This

report

is

not

authorized

for

distribution

to

prospective

investors

unless

preceded

or

accompanied

by

a

current

prospectus

of

the

Fund.

For

additional

information

about

any

Victory

Fund,

including

fees,

expenses,

and

risks,

view

our

prospectus

online

at

vcm.com

or

call

800-539-3863.

Read

it

carefully

before

you

invest

or

send

money.

The

information

in

this

report

is

based

on

data

obtained

from

recognized

services

and

sources

and

is

believed

to

be

reliable.

Any

opinions,

projections,

or

recommendations

in

this

report

are

subject

to

change

without

notice

and

are

not

intended

as

individual

investment

advice.

Past

investment

performance

of

the

Fund,

markets

or

securities

mentioned

herein

should

not

be

considered

to

be

indicative

of

future

results.

NOT

FDIC

INSURED

NO

BANK

GUARANTEE

MAY

LOSE

VALUE

3

Victory

Variable

Insurance

Funds

Victory

Sophus

Emerging

Markets

VIP

Series

June

30,

2023

Investment

Objective

and

Portfolio

Holdings:

(Unaudited)

The

Fund

seeks

to

provide

long-term

capital

appreciation.

Top

10

Holdings*:

June

30,

2023

(%

of

Net

Assets)

Sector

Allocation*:

June

30,

2023

(%

of

Net

Assets)

Does

not

include

futures

contracts,

money

market

instruments,

and

short-term

investments

purchased

with

cash

collateral

from

securities

loaned.

Percentages

are

of

the

net

assets

of

the

Fund

and

may

not

equal

100%.

Refer

to

the

Schedule

of

Portfolio

Investments

for

a

complete

list

of

securities.

Taiwan

Semiconductor

Manufacturing

Co.

Ltd.

7.9%

Samsung

Electronics

Co.

Ltd.

5.5%

Tencent

Holdings

Ltd.

4.6%

Alibaba

Group

Holding

Ltd.

3.0%

ICICI

Bank

Ltd.

2.8%

Industrial

&

Commercial

Bank

of

China

Ltd.,

Class

H

1.7%

Cholamandalam

Investment

and

Finance

Co.

Ltd.

1.6%

Mahindra

&

Mahindra

Ltd.

1.5%

Grupo

Financiero

Banorte

SAB

de

CV,

Class

O

1.5%

PT

Bank

Mandiri

Persero

Tbk

1.4%

Schedule

of

Portfolio

Investments

June

30,

2023

Victory

Variable

Insurance

Funds

Victory

Sophus

Emerging

Markets

VIP

Series

4

(Unaudited)

See

notes

to

financial

statements.

Security

Description

Shares

Value

Common

Stocks

(98.7%)

Brazil

(7.8%):

Consumer

Discretionary

(0.5%):

Vibra

Energia

SA

.......................................................

37,411

$

141,042

Consumer

Staples

(0.5%):

Sao

Martinho

SA

.......................................................

17,300

123,399

Energy

(1.3%):

Petroleo

Brasileiro

SA,

ADR

...............................................

24,657

341,006

Financials

(1.0%):

Itau

Unibanco

Holding

SA,

ADR

............................................

45,739

269,860

Health

Care

(0.6%):

Hypera

SA

...........................................................

16,800

161,449

Industrials

(0.9%):

Santos

Brasil

Participacoes

SA

.............................................

65,900

139,847

SIMPAR

SA

..........................................................

52,472

98,528

238,375

Information

Technology

(0.7%):

TOTVS

SA

...........................................................

28,700

179,716

Materials

(1.8%):

Gerdau

SA,

Preference

Shares

..............................................

31,395

164,395

Vale

SA

..............................................................

24,000

321,925

486,320

Real

Estate

(0.5%):

Multiplan

Empreendimentos

Imobiliarios

SA

...................................

25,800

149,108

2,090,275

Canada

(0.6%):

Energy

(0.6%):

Parex

Resources,

Inc.

....................................................

8,431

169,053

Chile

(0.3%):

Financials

(0.0%):(a)

Banco

de

Credito

e

Inversiones

SA

..........................................

1

31

Utilities

(0.3%):

Enel

Chile

SA

.........................................................

1,416,252

92,117

92,148

China

(26.2%):

Communication

Services

(7.2%):

Baidu,

Inc.,

Class

A(b)

...................................................

19,784

337,444

NetEase,

Inc.

..........................................................

18,000

348,654

Tencent

Holdings

Ltd.

...................................................

29,430

1,247,915

1,934,013

Consumer

Discretionary

(6.9%):

Alibaba

Group

Holding

Ltd.(b)

.............................................

78,648

818,744

BYD

Co.

Ltd.,

Class

H

...................................................

10,500

336,692

Fuyao

Glass

Industry

Group

Co.

Ltd.,

Class

A

..................................

23,800

117,645

H

World

Group,

Ltd.,

ADR(b)

..............................................

4,856

188,316

Hisense

Home

Appliances

Group

Co.

Ltd.,

Class

A

...............................

34,200

127,089

MINISO

Group

Holding

Ltd.,

ADR

..........................................

8,500

144,415

Yadea

Group

Holdings

Ltd.(c)

..............................................

60,000

136,875

1,869,776

Victory

Variable

Insurance

Funds

Victory

Sophus

Emerging

Markets

VIP

Series

5

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Consumer

Staples

(1.6%):

Chenguang

Biotech

Group

Co.

Ltd.,

Class

A

...................................

58,000

$

143,093

Inner

Mongolia

Yili

Industrial

Group

Co.

Ltd.,

Class

A

............................

34,100

133,083

Tsingtao

Brewery

Co.

Ltd.,

Class

H

..........................................

16,000

146,085

422,261

Energy

(1.0%):

PetroChina

Co.

Ltd.,

Class

H

..............................................

374,000

259,700

Financials

(3.8%):

CITIC

Securities

Co.

Ltd.,

Class

A

..........................................

79,700

217,521

Industrial

&

Commercial

Bank

of

China

Ltd.,

Class

H

.............................

845,000

451,595

Ping

An

Insurance

Group

Co.

of

China

Ltd.,

Class

H

..............................

56,500

360,874

1,029,990

Health

Care

(2.0%):

China

Resources

Pharmaceutical

Group

Ltd.(c)

.................................

133,500

116,536

CSPC

Pharmaceutical

Group

Ltd.

...........................................

146,000

127,065

Shandong

Weigao

Group

Medical

Polymer

Co.

Ltd.,

Class

H

........................

92,000

120,723

Shenzhen

Mindray

Bio-Medical

Electronics

Co.

Ltd.,

Class

A

.......................

4,100

169,695

534,019

Industrials

(1.7%):

China

Railway

Group

Ltd.,

Class

H

..........................................

462,000

305,708

ZTO

Express

Cayman,

Inc.,

ADR

...........................................

6,708

168,237

473,945

Information

Technology

(1.1%):

Glodon

Co.

Ltd.,

Class

A

.................................................

26,180

117,293

Luxshare

Precision

Industry

Co.

Ltd.,

Class

A

..................................

37,800

169,691

286,984

Materials

(0.9%):

Shandong

Nanshan

Aluminum

Co.

Ltd.,

Class

A

.................................

316,600

131,961

Tianqi

Lithium

Corp.,

Class

A

..............................................

11,400

110,177

242,138

7,052,826

Greece

(2.2%):

Energy

(0.6%):

Motor

Oil

Hellas

Corinth

Refineries

SA

.......................................

6,554

165,904

Financials

(0.8%):

National

Bank

of

Greece

SA(b)

.............................................

34,658

225,269

Industrials

(0.8%):

Mytilineos

SA

.........................................................

5,756

203,198

594,371

Hong

Kong

(1.6%):

Consumer

Discretionary

(0.8%):

Bosideng

International

Holdings

Ltd.

.........................................

280,000

118,283

Man

Wah

Holdings

Ltd.

..................................................

117,600

78,731

197,014

Real

Estate

(0.8%):

China

Resources

Land

Ltd.

................................................

52,000

221,303

418,317

India

(16.4%):

Consumer

Discretionary

(2.8%):

Mahindra

&

Mahindra

Ltd.

................................................

23,052

409,599

Raymond

Ltd.

.........................................................

7,905

163,706

Victory

Variable

Insurance

Funds

Victory

Sophus

Emerging

Markets

VIP

Series

6

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Tata

Motors

Ltd.(b)

.....................................................

26,543

$

193,466

766,771

Consumer

Staples

(0.7%):

Varun

Beverages

Ltd.

....................................................

20,002

196,150

Financials

(6.5%):

Axis

Bank

Ltd.

........................................................

28,229

340,642

Cholamandalam

Investment

and

Finance

Co.

Ltd.

................................

30,738

428,874

ICICI

Bank

Ltd.,

ADR

...................................................

32,270

744,792

Manappuram

Finance

Ltd.

................................................

145,637

235,598

1,749,906

Health

Care

(0.7%):

Apollo

Hospitals

Enterprise

Ltd.

............................................

3,079

191,671

Industrials

(2.2%):

Ashok

Leyland

Ltd.

.....................................................

92,686

189,594

Larsen

&

Toubro

Ltd.

....................................................

9,265

280,168

WNS

Holdings

Ltd.,

ADR(b)

..............................................

1,621

119,500

589,262

Materials

(2.1%):

JK

Paper

Ltd.

..........................................................

28,973

113,436

Tata

Steel

Ltd.

.........................................................

163,723

224,334

UltraTech

Cement

Ltd.

...................................................

2,232

226,010

563,780

Utilities

(1.4%):

Power

Grid

Corp.

of

India

Ltd.

.............................................

117,089

365,040

4,422,580

Indonesia

(1.7%):

Energy

(0.3%):

PT

Adaro

Energy

Indonesia

Tbk

............................................

631,800

94,045

Financials

(1.4%):

PT

Bank

Mandiri

Persero

Tbk

..............................................

1,066,800

371,316

465,361

Ireland

(1.1%):

Consumer

Discretionary

(1.1%):

PDD

Holdings,

Inc.,

ADR(b)

...............................................

4,154

287,207

Luxembourg

(0.7%):

Materials

(0.7%):

Ternium

SA,

ADR

......................................................

4,769

189,091

Mexico

(4.4%):

Consumer

Discretionary

(0.5%):

Alsea

SAB

de

CV(b)

....................................................

42,958

139,336

Consumer

Staples

(1.1%):

Fomento

Economico

Mexicano

SAB

de

CV,

ADR

...............................

2,756

305,475

Financials

(1.5%):

Grupo

Financiero

Banorte

SAB

de

CV,

Class

O

.................................

48,865

403,192

Industrials

(0.8%):

Grupo

Aeroportuario

del

Pacifico

SAB

de

CV,

Class

B

............................

11,591

208,081

Victory

Variable

Insurance

Funds

Victory

Sophus

Emerging

Markets

VIP

Series

7

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Real

Estate

(0.5%):

Corp

Inmobiliaria

Vesta

SAB

de

CV

.........................................

36,629

$

118,851

1,174,935

Netherlands

(0.0%):(a)

Real

Estate

(0.0%):(a)

NEPI

Rockcastle

NV

....................................................

1

6

Panama

(0.6%):

Industrials

(0.6%):

Copa

Holdings

SA,

Class

A

...............................................

1,365

150,942

Qatar

(0.6%):

Industrials

(0.6%):

Industries

Qatar

QSC

....................................................

51,005

158,760

Russian

Federation

(0.0%):(a)

Consumer

Staples

(0.0%):(a)

Magnit

PJSC(b)(d)(e)

....................................................

2,805

28

Energy

(0.0%):(a)

Gazprom

PJSC(b)(d)(e)

..................................................

117,150

3,141

Rosneft

Oil

Co.

PJSC,

GDR(b)(d)(e)

.........................................

48,095

2,254

5,395

Financials

(0.0%):

Sberbank

of

Russia

PJSC,

ADR(b)(d)(e)

......................................

31,735

—

5,423

Saudi

Arabia

(3.3%):

Communication

Services

(0.9%):

Saudi

Telecom

Co.

......................................................

21,219

247,441

Information

Technology

(0.8%):

Arabian

Internet

&

Communications

Services

Co.

................................

2,372

204,595

Materials

(1.6%):

SABIC

Agri-Nutrients

Co.

................................................

6,981

242,510

Sahara

International

Petrochemical

Co.

.......................................

19,045

190,224

432,734

884,770

South

Korea

(12.3%):

Communication

Services

(0.7%):

JYP

Entertainment

Corp.

.................................................

1,847

184,347

Consumer

Discretionary

(2.0%):

Hyundai

Mobis

Co.

Ltd.

..................................................

979

173,336

Kia

Corp.

............................................................

5,377

362,214

535,550

Consumer

Staples

(0.3%):

BGF

retail

Co.

Ltd.

.....................................................

512

68,015

Financials

(1.4%):

DB

Insurance

Co.

Ltd.

...................................................

3,321

188,632

Samsung

Securities

Co.

Ltd.

...............................................

6,905

189,528

378,160

Health

Care

(0.9%):

Samsung

Biologics

Co.

Ltd.(b)(c)

...........................................

448

253,657

Industrials

(1.0%):

CJ

Corp.

.............................................................

2,065

107,157

Victory

Variable

Insurance

Funds

Victory

Sophus

Emerging

Markets

VIP

Series

8

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Description

Shares

Value

Samsung

Engineering

Co.

Ltd.(b)

...........................................

7,724

$

166,576

273,733

Information

Technology

(6.0%):

Innox

Advanced

Materials

Co.

Ltd.

..........................................

4,732

140,192

Samsung

Electronics

Co.

Ltd.

..............................................

26,613

1,465,454

1,605,646

3,299,108

Taiwan

(13.9%):

Consumer

Discretionary

(0.5%):

Poya

International

Co.

Ltd.

................................................

7,000

133,486

Health

Care

(1.2%):

Lotus

Pharmaceutical

Co.

Ltd.

.............................................

19,000

199,377

Universal

Vision

Biotechnology

Co.

Ltd.

......................................

10,200

139,346

338,723

Information

Technology

(12.2%):

Gold

Circuit

Electronics

Ltd.

...............................................

53,600

252,232

King

Yuan

Electronics

Co.

Ltd.

.............................................

103,000

189,131

Taiwan

Semiconductor

Manufacturing

Co.

Ltd.

.................................

114,259

2,111,185

Unimicron

Technology

Corp.

..............................................

43,000

244,578

United

Microelectronics

Corp.

.............................................

158,000

248,303

Wiwynn

Corp.

.........................................................

5,000

228,560

3,273,989

3,746,198

Thailand

(1.3%):

Energy

(0.6%):

PTT

Exploration

&

Production

PCL

.........................................

34,700

147,054

Financials

(0.3%):

SCB

X

PCL

...........................................................

28,500

85,825

Real

Estate

(0.4%):

AP

Thailand

PCL

.......................................................

363,600

118,054

350,933

Turkey

(0.0%):(a)

Consumer

Discretionary

(0.0%):(a)

Yatas

Yatak

ve

Yorgan

Sanayi

ve

Ticaret

A/S

...................................

–(f)

1

United

Arab

Emirates

(2.4%):

Consumer

Discretionary

(0.7%):

Americana

Restaurants

International

PLC(b)

...................................

172,887

197,816

Financials

(0.8%):

Emirates

NBD

Bank

PJSC

................................................

56,206

228,837

Real

Estate

(0.9%):

Emaar

Properties

PJSC

...................................................

130,428

229,294

655,947

United

Kingdom

(0.7%):

Materials

(0.7%):

Anglo

American

PLC

....................................................

6,788

193,247

Victory

Variable

Insurance

Funds

Victory

Sophus

Emerging

Markets

VIP

Series

9

(Unaudited)

Schedule

of

Portfolio

Investments

—

continued

June

30,

2023

See

notes

to

financial

statements.

Security

Name

Acquisition

Date

Cost

Gazprom

PJSC

.............................................

7/28/2021

$

464,042

Magnit

PJSC

...............................................

9/16/2021

219,033

Rosneft

Oil

Co.

PJSC,

GDR

....................................

3/6/2020

298,051

Sberbank

of

Russia

PJSC,

ADR

..................................

11/11/2020

416,883

Security

Description

Shares

Value

United

States

(0.6%):

Consumer

Discretionary

(0.6%):

Samsonite

International

SA(b)(c)

............................................

61,200

$

173,068

Total

Common

Stocks

(Cost

$24,038,900)

26,574,567

Total

Investments

(Cost

$24,038,900)

—

98.7%

26,574,567

Other

assets

in

excess

of

liabilities

—

1.3%

354,200

NET

ASSETS

-

100.00%

$

26,928,767

(a)

Amount

represents

less

than

0.05%

of

net

assets.

(b)

Non-income

producing

security.

(c)

Rule

144A

security

or

other

security

that

is

restricted

as

to

resale

to

institutional

investors.

As

of

June

30,

2023,

the

fair

value

of

these

securities

was

$680,136

and

amounted

to

2.5%

of

net

assets.

(d)

Security

was

fair

valued

based

upon

procedures

approved

by

the

Board

of

Trustees

and

represents

less

than

0.05%

of

net

assets

as

of

June

30,

2023.

This

security

is

classified

as

Level

3

within

the

fair

value

hierarchy.

(See

Note

2

in

the

Notes

to

Financial

Statements)

(e)

The

following

table

details

the

earliest

acquisition

date

and

cost

of

the

Fund's

restricted

securities

at

June

30,

2023.

(f)

Rounds

to

less

than

1.

ADR—American

Depositary

Receipt

GDR—Global

Depositary

Receipt

PCL—Public

Company

Limited

PLC—Public

Limited

Company

Statement

of

Assets

and

Liabilities

June

30,

2023

10

See

notes

to

financial

statements.

Victory

Variable

Insurance

Funds

(Unaudited)

Victory

Sophus

Emerging

Markets

VIP

Series

Assets:

Investments,

at

value

(Cost

$24,038,900)

$

26,574,567‌

Foreign

currency,

at

value

(Cost

$6,447)

6,447‌

Cash

410,175‌

Receivables:

Interest

and

dividends

176,484‌

Capital

shares

issued

8,713‌

Investments

sold

80,702‌

Reclaims

507‌

From

Adviser

20,303‌

Prepaid

expenses

177‌

Total

Assets

27,278,075‌

Liabilities:

Payables:

Investments

purchased

162,541‌

Capital

shares

redeemed

58,577‌

Accrued

foreign

capital

gains

taxes

72,940‌

Accrued

expenses

and

other

payables:

Investment

advisory

fees

22,216‌

Administration

fees

1,497‌

Custodian

fees

16,059‌

Transfer

agent

fees

8,249‌

Compliance

fees

20‌

Other

accrued

expenses

7,209‌

Total

Liabilities

349,308‌

Commitments

and

contingencies

(Note

4

)

Net

Assets:

Capital

26,316,069‌

Total

accumulated

earnings/(loss)

612,698‌

Net

Assets

$

26,928,767‌

Shares

(unlimited

shares

authorized

with

a

par

value

of

$0.001

per

share):

2,528,305‌

Net

asset

value:

$

10.65‌

Statement

of

Operations

For

the

Six

Months

Ended

June

30,

2023

11

See

notes

to

financial

statements.

Victory

Variable

Insurance

Funds

(Unaudited)

Victory

Sophus

Emerging

Markets

VIP

Series

Investment

Income:

Dividends

$

391,955

Non-cash

dividends

56,848

Interest

3,131

Securities

lending

(net

of

fees)

177

Foreign

tax

withholding

(44,920)

Total

Income

407,191

Expenses:

Investment

advisory

fees

133,450

Administration

fees

7,357

Sub-Administration

fees

8,426

Custodian

fees

30,141

Transfer

agent

fees

16,307

Trustees'

fees

1,776

Compliance

fees

120

Legal

and

audit

fees

12,659

Other

expenses

14,321

Total

Expenses

224,557

Expenses

waived/reimbursed

by

Adviser

(44,374)

Net

Expenses

180,183

Net

Investment

Income

(Loss)

227,008

Realized/Unrealized

Gains

(Losses)

from

Investments:

Net

realized

gains

(losses)

from

investment

securities

and

foreign

currency

transactions

(717,815)

Foreign

taxes

on

realized

gains

(1,682)

Net

change

in

unrealized

appreciation/depreciation

on

investment

securities

and

foreign

currency

translations

2,661,282

Net

change

in

accrued

foreign

taxes

on

unrealized

gains

(46,542)

Net

realized/unrealized

gains

(losses)

on

investments

1,895,243

Change

in

net

assets

resulting

from

operations

$

2,122,251

12

Victory

Variable

Insurance

Funds

Statements

of

Changes

in

Net

Assets

See

notes

to

financial

statements.

Victory

Sophus

Emerging

Markets

VIP

Series

Six

Months

Ended

June

30,

2023

(Unaudited)

Year

Ended

December

31,

2022

From

Investment

Activities:

Operations:

Net

Investment

Income

(Loss)

$

227,008

$

631,073

Net

realized

gains

(losses)

(

719,497

)

(

1,907,179

)

Net

change

in

unrealized

appreciation/depreciation

2,614,740

(

6,947,762

)

Change

in

net

assets

resulting

from

operations

2,122,251

(

8,223,868

)

Change

in

net

assets

resulting

from

distributions

to

shareholders

—

(

6,300,829

)

Change

in

net

assets

resulting

from

capital

transactions

(

1,363,568

)

2,680,527

Change

in

net

assets

758,683

(

11,844,170

)

Net

Assets:

Beginning

of

period

26,170,084

38,014,254

End

of

period

$

26,928,767

$

26,170,084

Capital

Transactions:

Proceeds

from

shares

issued

$

422,424

$

825,133

Distributions

reinvested

—

6,300,829

Cost

of

shares

redeemed

(

1,785,992

)

(

4,445,435

)

Change

in

net

assets

resulting

from

capital

transactions

$

(

1,363,568

)

$

2,680,527

Share

Transactions:

Issued

40,810

62,810

Reinvested

—

623,161

Redeemed

(

172,157

)

(

328,009

)

Change

in

Shares

(

131,347

)

357,962

Victory

Variable

Insurance

Funds

Financial

Highlights

For

a

Share

Outstanding

Throughout

Each

Period

13

See

notes

to

financial

statements.

Victory

Sophus

Emerging

Markets

VIP

Series

Six

Months

Ended

June

30,

2023

(Unaudited)

Year

Ended

December

31,

2022

Year

Ended

December

31,

2021

Year

Ended

December

31,

2020

Year

Ended

December

31,

2019

Year

Ended

December

31,

2018

Net

Asset

Value,

Beginning

of

Period

$9.84

$16.52

$17.76

$15.73

$13.59

$18.79

Investment

Activities:

Net

investment

income

(loss)(a)

0.09

0.29

0.13

0.07

0.29

0.20

Net

realized

and

unrealized

gains

(losses)

0.72

(3.95)

(0.91)

2.42

2.85

(3.79)

Total

from

Investment

Activities

0.81

(3.66)

(0.78)

2.49

3.14

(3.59)

Distributions

to

Shareholders

from:

Net

investment

income

—

(0.09)

(0.16)

(0.32)

(0.16)

(0.14)

Net

realized

gains

—

(2.93)

(0.30)

(0.14)

(0.84)

(1.47)

Total

Distributions

—

(3.02)

(0.46)

(0.46)

(1.00)

(1.61)

Net

Asset

Value,

End

of

Period

$10.65

$9.84

$16.52

$17.76

$15.73

$13.59

Total

Return(b)(c)(d)

8.23%

(22.46)%

(4.42)%

16.02%

23.28%

(18.97)%

Ratios

to

Average

Net

Assets:

Net

Expenses(e)(f)

1.35%

1.35%

1.35%

1.35%

1.35%

1.34%

Net

Investment

Income

(Loss)(e)

1.70%

2.07%

0.68%

0.49%

1.93%

1.12%

Gross

Expenses(e)(f)

1.68%

1.62%

1.53%

1.48%

1.40%

1.34%

Supplemental

Data:

Net

Assets

at

end

of

period

(000's)

$26,929

$26,170

$38,014

$45,020

$44,571

$42,385

Portfolio

Turnover(b)

39%

53%

85%

96%

91%

105%

(a)

Per

share

net

investment

income

(loss)

has

been

calculated

using

the

average

daily

shares

method.

(b)

Not

annualized

for

periods

less

than

one

year.

(c)

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.

(d)

Total

returns

do

not

reflect

the

effects

of

charges

deducted

pursuant

to

the

terms

of

The

Guardian

Insurance

&

Annuity

Company,

Inc.'s

variable

contracts.

Inclusion

of

such

charges

would

reduce

the

total

returns

for

all

periods

shown.

(e)

Annualized

for

periods

less

than

one

year.

(f)

Does

not

include

acquired

fund

fees

and

expenses,

if

any.

Notes

to

Financial

Statements

June

30,

2023

Victory

Variable

Insurance

Funds

14

(Unaudited)

1.

Organization:

Victory

Variable

Insurance

Funds

(the

“Trust”)

is

organized

as

a

Delaware

statutory

trust

and the

Trust

is

registered

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“1940

Act”),

as

an

open-end

investment

company.

The

Trust

is

comprised

of six

funds

and

is

authorized

to

issue

an

unlimited

number

of

shares,

which

are

units

of

beneficial

interest

with

a

par

value

of

$0.001

per

share.

The

accompanying

financial

statements

are

those

of Victory

Sophus

Emerging

Markets

VIP

Series

(the

“Fund”),

a

series

of

the

Trust.

The

Fund offers

a

single

class

of

shares:

Class

I.

The

Fund’s

shares

are

only

available

for

purchase

by

certain

separate

accounts

of

insurance

companies

as

investments

for

certain

variable

annuity

plans

and

variable

life

insurance

contracts

issued

by

those

insurance

companies.

The

Fund

is

classified

as

diversified

under

the

1940

Act.

Victory

Capital

Management

Inc.

(“VCM”

or

the

“Adviser”)

is

an

indirect

wholly

owned

subsidiary

of

Victory

Capital

Holdings,

Inc.,

a

publicly

traded

Delaware

corporation,

and

a

wholly

owned

direct

subsidiary

of

Victory

Capital

Operating,

LLC.

Under

the

Trust’s

organizational

documents,

its

officers

and

trustees

are

indemnified

against

certain

liabilities

arising

out

of

the

performance

of

their

duties

to

the

Fund.

In

addition,

in

the

normal

course

of

business,

the

Fund

enters

into

contracts

with

its

vendors

and

others

that

provide

for

general

indemnifications.

The

Fund’s

maximum

exposure

under

these

arrangements

is

unknown,

as

this

would

involve

future

claims

that

may

be

made

against

the

Fund.

However,

based

on

experience,

the

Fund

expects

that

risk

of

loss

to

be

remote.

2.

Significant

Accounting

Policies:

The

following

is

a

summary

of

significant

accounting

policies

followed

by

the

Fund

in

the

preparation

of

its

financial

statements.

The

policies

are

in

conformity

with

U.S.

Generally

Accepted

Accounting

Principles

(“GAAP”).

The

preparation

of

financial

statements

in

accordance

with

GAAP

requires

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities

and

disclosure

of

contingent

assets

and

liabilities

at

the

date

of

the

financial

statements

and

the

reported

amounts

of

income

and

expenses

for

the

period.

Actual

results

could

differ

from

those

estimates.

The

Fund

follows

the

specialized

accounting

and

reporting

requirements

under

GAAP

that

are

applicable

to

investment

companies

under

Accounting

Standards

Codification

Topic

946.

Investment

Valuation: 

The

Fund

records

investments

at

fair

value.

Fair

value

is

defined

as

the

price

that

would

be

received

to sell

an asset

or

paid

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

at

the

measurement

date.

The

valuation

techniques

described

below

maximize

the

use

of

observable

inputs

and

minimize

the

use

of

unobservable

inputs

in

determining

fair

value.

The

inputs

used

for

valuing

the

Fund’s

investments

are

summarized

in

the

three

broad

levels

listed

below:

Level

1

—

quoted

prices

(unadjusted)

in

active

markets

for

identical

securities

Level

2

—

other

significant

observable

inputs

(including

quoted

prices

for

similar

securities,

interest

rates,

or

credit

spreads, applicable

to

those

securities,

etc.)

Level

3

—

significant

unobservable

inputs

(including

the

Adviser’s

assumptions

in

determining

the

fair

value of

investments)

Changes

in

valuation

techniques

may

result

in

transfers

in

or

out

of

an

assigned

level

within

the

disclosure

hierarchy.

The

inputs

or

methodologies

used

for

valuation

techniques

are

not

necessarily

an

indication

of

the

risk

associated

with

entering

into

those

investments.

The Adviser,

appointed

as

the

valuation

designee

by the

Trust’s

Board

of

Trustees

(the

“Board”),

has

established

the

Pricing

and

Liquidity

Committee

(the

“Committee”),

and

subject

to

Board

oversight,

the

Committee

administers

and

oversees

the

Fund’s

valuation

policies

and

procedures,

which

were

approved

by

the

Board.

Portfolio

securities

listed

or

traded

on

securities

exchanges,

including

Exchange-Traded

Funds

(“ETFs”),

and

American

Depositary

Receipts,

are

valued

at

the

closing

price

on

the

exchange

or

system

where

the

security

is

principally

traded,

if

available,

or

at

the

Nasdaq

Official

Closing

Price.

If

there

have

been

no

sales

for

that

day

on

the

exchange

or

system,

then

a

security

is

valued

at

the

last

available

bid

quotation

on

the

exchange

or

system

where

the

security

is

principally

traded.

In

each

of

these

situations,

valuations

are

typically

categorized

as

Level

1

in

the

fair

value

hierarchy.

Investments

in

open-end

investment

companies,

other

than

ETFs, are

valued

at their

net

asset

value

(“NAV”).

These

valuations

are

typically

categorized

as

Level

1 in

the

fair

value

hierarchy.

In

the

event

that

price

quotations

or

valuations

are

not

readily

available,

investments

are

valued

at

fair

value

in

accordance

with

procedures

established

by

and

under

the

general

supervision

and

responsibility

of

the

Board.

These

valuations

are

typically

categorized

as

Level

2

or

Level

3

in

the

fair

value

hierarchy,

based

on

the

observability

of

inputs

used

to

determine

the

fair

value.

The

effect

of

fair

value

pricing

is

that

securities

may

not

be

priced

on

the

basis

of

quotations

from

the

primary

market

in

which

they

are

traded

and

the

actual

price

realized

from

the

sale

of

a

security

may

differ

materially

from

the

fair

value

price.

Valuing

these

securities

at

fair

value

is

intended

to

cause

the

Fund’s

NAV to

be

more

reliable

than

it

otherwise

would

be.

In

accordance

with

procedures

adopted

by

the

Board,

fair

value

pricing

may

be

used

if

events

materially

affecting

the

value

of

foreign

securities

occur

between

the

time

the

exchange

on

which

they

are

traded

closes

and

the

time

the

Fund’s

NAV

is

calculated.

The

Fund

uses

a

systematic

valuation

model,

provided

daily

by

an

independent

third

party

to

fair

value its

international

equity

securities.

The

valuations

are categorized

as

Level

2

in

the

fair

value

hierarchy.

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

15

(Unaudited)

A

summary

of

the

valuations

as

of

June

30,

2023, based

upon

the

three

levels

defined

above,

is

included

in

the

table

below

while

the

breakdown,

by

category,

of

investments

is

disclosed

on

the

Schedule

of

Portfolio

Investments:

As

of June

30,

2023,

there

were

no

transfers

into/out

of

Level

3.

Investment

Companies:

Open-End

Funds:

The

Fund

may

invest

in

portfolios

of

open-end

investment

companies.

These

investment

companies

value

securities

in

their

portfolios

for

which

market

quotations

are

readily

available

at

their

market

values

(generally

the

last

reported

sale

price)

and

all

other

securities

and

assets

at

their

fair

value

by

the

methods

established

by

the

board

of

directors

of

the

underlying

funds.

Derivative

Instruments:

Foreign

Exchange

Currency

Contracts:

The

Fund

may

enter

into

foreign

exchange

currency

contracts

to

convert

U.S.

dollars

to

and

from

various

foreign

currencies.

A

foreign

exchange

currency

contract

is

an

obligation

by

a

Fund

to

purchase

or

sell

a

specific

currency

at

a

future

date

at

a

price

(in

U.S.

dollars)

set

at

the

time

of

the

contract.

The

Fund

does

not

engage

in

“cross-currency”

foreign

exchange

contracts

(i.e.,

contracts

to

purchase

or

sell

one

foreign

currency

in

exchange

for

another

foreign

currency).

The

Fund’s

foreign

exchange

currency

contracts

might

be

considered

spot

contracts

(typically

a

contract

of

one

week

or

less)

or

forward

contracts

(typically

a

contract

term

over

one

week).

A

spot

contract

is

entered

into

for

purposes

of

hedging

against

foreign

currency

fluctuations

relating

to

a

specific

portfolio

transaction,

such

as

the

delay

between

a

security

transaction

trade

date

and

settlement

date.

Forward

contracts

are

entered

into

for

purposes

of

hedging

portfolio

holdings

or

concentrations

of

such

holdings. Each

foreign

exchange

currency

contract

is

adjusted

daily

by

the

prevailing

spot

or

forward

rate

of

the

underlying

currency,

and

any

appreciation

or

depreciation

is

recorded

for

financial

statement

purposes

as

unrealized

until

the

contract

settlement

date,

at

which

time

the

Fund

records

realized

gains

or

losses

equal

to

the

difference

between

the

value

of

a

contract

at

the

time

it

was

opened

and

the

value

at

the

time

it

was

closed.

The Fund

could

be

exposed

to

risk

if

a

counterparty

is

unable

to

meet

the

terms

of

a

foreign

exchange

currency

contract

or

if

the

value

of

the

foreign

currency

changes

unfavorably.

In

addition,

the

use

of

foreign

exchange

currency

contracts

does

not

eliminate

fluctuations

in

the

underlying

prices

of

the

securities.

The

Fund

enters

into

foreign

exchange

currency

contracts

solely

for

spot

or

forward

hedging

purposes,

and

not

for

speculative

purposes

(i.e.,

the

Fund

does

not

enter

into

such

contracts

solely

for

the

purpose

of

earning

foreign

currency

gains). As

of June

30,

2023,

the

Fund

had

no

open

forward

foreign

exchange

currency

contracts.

Investment

Transactions

and

Related

Income:

Changes

in

holdings

of

investments

are

accounted

for

no

later

than

one

business

day

following

the

trade

date.

For

financial

reporting

purposes,

however,

investment

transactions

are

accounted

for

on

trade

date

or

the

last

business

day

of

the

reporting

period.

Interest

income

is

determined

on

the

basis

of

coupon

interest

accrued

using

the

effective

interest

method

which

adjusts,

where

applicable,

the

amortization

of

premiums

or

accretion

of

discounts. Dividend

income

is

recorded

on

the

ex-dividend

date.

Non-cash

dividends

included

in

income,

if

any,

are

recorded

at

the

fair

value

of

the

securities

received. Gains

or

losses

realized

on

sales

of

securities

are

recorded

on

the

identified

cost

basis.

Withholding

taxes

on

interest,

dividends,

and

gains

as

a

result

of

certain

investments

by

the

Fund

have

been

provided

for

in

accordance

with

each

investment’s

applicable

country’s

tax

rules

and

rates.

Securities

Lending:

The

Fund,

through

a

Securities

Lending

Agreement

with

Citibank,

N.A.

(“Citibank”),

may

lend

its

securities

to

qualified

financial

institutions,

such

as

certain

broker-dealers

and

banks,

to

earn

additional

income,

net

of

income

retained

by

Citibank.

Borrowers

are

required

to

initially

secure

their

loans

for

collateral

in

the

amount

of

at

least

102%

of

the

value

of

U.S.

securities

loaned

or

at

least

105%

of

the

value

of

non-U.S.

securities

loaned,

marked-to-market

daily.

Any

collateral

shortfalls

associated

with

increases

in

the

valuation

of

the

securities

loaned

are

generally

cured

the

next

business

day.

The

collateral

can

be

received

in

the

form

of

cash

collateral

and/or

non-cash

collateral.

Non-cash

collateral

can

include

U.S.

Government

Securities

and

other

securities

as

permitted

by

Securities

and

Exchange

Commission

(“SEC”)

guidelines.

The

cash

collateral

is

invested

in

short-term

instruments

or

cash

equivalents,

primarily

open-end

investment

companies,

as

noted

on

the

Fund’s

Schedule

of

Portfolio

Investments.

The

Fund

effectively

does

not

have

control

of

the

non-cash

collateral

and

therefore

it

is

not

disclosed

on

the

Fund’s

Schedule

of

Portfolio

Investments.

Collateral

requirements

are

determined

daily

based

on

the

value

of

the

Fund’s

securities

on

loan

as

of

the

end

of

the

prior

business

day.

During

the

time

portfolio

securities

are

on

loan,

the

borrower

will

pay

the

Fund

any

dividends

or

interest

paid

on

such

securities

plus

any

fee

negotiated

between

the

parties

to

the

lending

agreement.

The

Fund

also

earns

a

return

from

the

collateral.

The

Fund

pays

Citibank

various

fees

in

connection

with

the

investment

of

cash

collateral

and

fees

based

on

the

investment

income

received

from

securities

lending

activities.

Securities

lending

income

(net

of

these

fees)

is

disclosed

on

the

Statement

of

Operations.

Loans

are

terminable

upon

demand

Level

1

Level

2

Level

3

Total

Common

Stocks

............................

$

5,518,911

$

21,050,233

$

5,423

$

26,574,567

Total

....................................

$

5,518,911

$

21,050,233

$

5,423

$

26,574,567

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

16

(Unaudited)

and

the

borrower

must

return

the

loaned

securities

within

the

lesser

of

one

standard

settlement

period

or

five

business

days.

Although

risk

is

mitigated

by

the

collateral,

the

Fund

could

experience

a

delay

in

recovering

its

securities

and

possible

loss

of

income

or

value

if

the

borrower

fails

to

return

them.

In

addition,

there

is

a

risk

that

the

value

of

the

short-term

investments

will

be

less

than

the

amount

of

cash

collateral

required

to

be

returned

to

the

borrower.

The

Fund’s

agreement

with

Citibank

does

not

include

master

netting

provisions.

Non-cash

collateral

received

by

the

Fund

may

not

be

sold

or

repledged,

except

to

satisfy

borrower

default.

As

of

June

30,

2023,

the

Fund

did

not

have

any

securities

on

loan. 

Foreign

Currency

Translations:

The

accounting

records

of

the

Fund

are

maintained

in

U.S.

dollars.

Investment

securities

and

other

assets

and

liabilities

of the

Fund

denominated

in

a

foreign

currency

are

translated

into

U.S.

dollars

at

current

exchange

rates.

Purchases

and

sales

of

securities,

income

receipts

and

expense

payments

are

translated

into

U.S.

dollars

at

the

exchange

rates

on

the

date

of

the

transactions.

The

Fund

does

not

isolate

the

portion

of

the

results

of

operations

resulting

from

changes

in

foreign

exchange

rates

on

investments

from

fluctuations

arising

from

changes

in

market

prices

of

securities

held.

Such

fluctuations,

if

any,

are

disclosed

as

Net

change

in

unrealized

appreciation/depreciation

on investment

securities

and

foreign

currency

translations

on

the

Statement

of

Operations.

Any

realized

gains

or

losses

from

these

fluctuations,

if

any,

are

disclosed

as

Net

realized

gains

(losses)

from investment

securities

and

foreign

currency

transactions

on

the

Statement

of

Operations.

Foreign

Taxes:

The

Fund

may

be

subject

to

foreign

taxes

related

to

foreign

income

received

(a

portion

of

which

may

be

reclaimable),

capital

gains

on

the

sale

of

securities,

and

certain

foreign

currency

transactions.

All

foreign

taxes

are

recorded

in

accordance

with

the

applicable

regulations

and

rates

that

exist

in

the

foreign

jurisdictions

in

which

the

Fund

invests.

Federal

Income

Taxes:

The

Fund

intends

to

continue

to

qualify

as

a

regulated

investment

company

by

complying

with

the

provisions

available

to

certain

investment

companies,

as

defined

in

applicable

sections

of

the

Internal

Revenue

Code,

and

to

make

distributions

of

net

investment

income

and

net

realized

gains

sufficient

to

relieve

it

from

all,

or

substantially

all,

federal

income

taxes.

Accordingly,

no

provision

for

federal

income

taxes

is

required

in

the

financial

statements.

The

Fund

has

a

tax

year

end

of December

31.

For

the

six

months

ended

June

30,

2023,

the

Fund

did

not

incur

any

income

tax,

interest,

or

penalties,

and

has

recorded

no

liability

for

net

unrecognized

tax

benefits

relating

to

uncertain

tax

positions.

Management

of

the

Fund

has

reviewed

tax

positions

taken

in

tax

years

that

remain

subject

to

examination

by

all

major

tax

jurisdictions,

including

federal

(i.e.,

the

last

four

tax

years,

which

includes

the

current

fiscal

tax

year

end).

Management

believes

that

there

is

no

tax

liability

resulting

from

unrecognized

tax

benefits

related

to

uncertain

tax

positions

taken.

Allocations:

Expenses

directly

attributable

to the

Fund

are

charged

to the

Fund,

while

expenses

that

are

attributable

to

more

than

one

fund

in

the

Trust,

or

jointly

with

an

affiliated

trust,

are

allocated

among

the

respective

funds

in

the

Trust

and/or

an

affiliated

trust

based

upon

net

assets

or

another

appropriate

basis.

3.

Purchases

and

Sales:

Purchases

and sales

of

securities

(excluding

securities

maturing

less

than

one

year

from

acquisition)

for

the

six

months

ended

June

30,

2023,

were

as

follows:

4.

Fees

and

Transactions

with

Affiliates

and

Related

Parties:

Investment

Advisory

Fees: 

Investment

advisory

services

are

provided

to

the

Fund

by

the

Adviser,

which

is

a

New

York

corporation

registered

as

an

investment

adviser

with

the

SEC.

Under

the

terms

of

the

Investment

Advisory

Agreement,

the

Adviser

is

entitled

to

receive

fees

accrued

daily

and

paid

monthly

at

an

annualized

rate

of

1.00%

of

the

Fund’s

average

daily

net

assets.

Amounts

incurred

and

paid

to

VCM

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Investment

advisory

fees.

Excluding

U.S.

Government

Securities

Purchases

Sales

Victory

Sophus

Emerging

Markets

VIP

Series

..............................................

$

10,147,259

$

11,390,205

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

17

(Unaudited)

Administration

and

Servicing

Fees:

VCM

also

serves

as

the

Fund’s

administrator

and

fund

accountant.

Under

the

Fund

Administration,

Servicing

and

Fund

Accounting

Agreement,

VCM

is

paid

an

administration

fee

based

on

a

percentage

of

the

average

daily

net

assets

of

the

Trust,

Victory

Portfolios

and

Victory

Portfolios

II.

The

tiered

rates

at

which

VCM

is

paid

by

the

Funds

are

shown

in

the

table

below:

Amounts

incurred

for

the

six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Administration

fees.

Citi

Fund

Services

Ohio,

Inc.

(“Citi”),

an

affiliate

of

Citibank,

acts

as

sub-administrator

and

sub-fund

accountant

to

the

Fund

pursuant

to

the

Sub-Administration

and

Sub-Fund

Accounting

Services

Agreement

between

VCM

and

Citi.

VCM

pays

Citi

a

fee

for

providing

these

services.

The Fund

reimburses

VCM

and

Citi

for

out-of-pocket

expenses

incurred

in

providing

these

services

and

certain

other

expenses

specifically

allocated

to

the

Fund.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Sub-Administration

fees.

The

Fund

(as

part

of

the

Trust)

has

entered

into

an

agreement

with

the

Adviser

to

provide

compliance

services,

pursuant

to

which

the

Adviser

furnishes

its

compliance

personnel,

including

the

services

of

the

Chief

Compliance

Officer

(“CCO”),

and

other

resources

reasonably

necessary

to

provide

the

Trust

with

compliance

oversight

services

related

to

the

design,

administration,

and

oversight

of

a

compliance

program

for

the

Trust

in

accordance

with

Rule

38a-1

under

the

1940

Act.

The

CCO

is

an

employee

of

the

Adviser,

which

pays

the

compensation

of

the

CCO

and

support

staff.

The

funds

in

the

Trust,

Victory

Portfolios,

Victory

Portfolios

II

and

Victory

Portfolios

III (collectively,

the

“Victory

Funds

Complex”),

in

aggregate,

compensate

the

Adviser

for

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Compliance

fees.

Transfer

Agency

Fees:

FIS

Investor

Services,

LLC

(“FIS”)

serves

as

the

Fund’s

transfer

agent.

Under

the

Transfer

Agent

Agreement,

the

Trust

pays

FIS

a

fee

for

its

services

and

reimburses

FIS

for

all

of

their

reasonable

out-of-pocket

expenses

incurred

in

providing

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Transfer

agent

fees.

Distributor/Underwriting

Services:

Victory

Capital

Services,

Inc.

(the

“Distributor”),

an

affiliate

of

the

Adviser,

serves

as

Distributor

for

the

continuous

offering

of

the

shares

of

the

Fund

pursuant

to

a

Distribution

Agreement

between

the

Distributor

and

the

Trust,

and

receives

no

fee

or

other

compensation

for

these

services.

Other

Fees:

Citibank

serves

as

the

Fund’s

custodian.

The

Fund

pays

Citibank

a

fee

for

providing

these

services.

Amounts

incurred

for

the six

months

ended

June

30,

2023,

are

reflected

on

the

Statement

of

Operations

as

Custodian

fees.

Sidley

Austin

LLP

provides

legal

services

to

the

Trust.

The

Adviser

has

entered

into

an

expense

limitation

agreement

with the

Fund

until

at

least

April

30,

2024.

Under

the

terms

of

the

agreement,

the

Adviser

has

agreed

to

waive

fees

or

reimburse

certain

expenses

to

the

extent

that

ordinary

operating

expenses

incurred

in

any

fiscal

year

exceed

the

expense

limit

for the

Fund.

Such

excess

amounts

will

be

the

liability

of

the

Adviser.

Acquired

fund

fees

and

expenses,

interest,

taxes,

brokerage

commissions,

other

expenditures which

are

capitalized

in

accordance

with

GAAP,

and

other

extraordinary

expenses

not

incurred

in

the

ordinary

course

of the

Fund’s

business

are

excluded

from

the

expense

limits.

As

of

June

30,

2023,

the

expense

limit

(excluding

voluntary

waivers) is

1.35%.

Under

the

terms

of

the

expense

limitation

agreement, the

Fund

has

agreed

to

repay

fees

and

expenses

that

were

waived

or

reimbursed

by

the

Adviser

for

a

period

of

up

to

three

years

(thirty-six

(36)

months)

after

the

waiver

or

reimbursement

took

place,

subject

to

the

lesser

of

any

operating

expense

limits

in

effect

at

the

time

of:

(a)

the

original

waiver

or

expense

reimbursement;

or

(b)

the

recoupment,

after

giving

effect

to

the

recoupment

amount.

The

Fund

has

not

recorded

any

amounts

available

to

be

repaid

as

a

commitment

and

contingency

liability

due

to

an

assessment

that

such

repayments

are

not

probable

at

June

30,

2023.

As

of June

30,

2023,

the

following amounts

are

available

to

be

repaid

to

the

Adviser.

Net

Assets

Up

to

$15

billion

$15

billion

—

$30

billion

Over

$30

billion

0.08%,

plus

0.05%,

plus

0.04%

Expires

2023

Expires

2024

Expires

2025

Expires

2026

Total

Victory

Sophus

Emerging

Markets

VIP

Series

......................

$

26,552

$

78,687

$

81,408

$

44,374

$

231,021

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

18

(Unaudited)

The

Adviser

may

voluntarily

waive

or

reimburse

additional

fees

to

assist

the

Fund

in

maintaining

competitive

expense

ratios.

Voluntary

waivers

and

reimbursements

applicable

to

the

Fund are

not

available

to

be

recouped

at

a

future

time.

There

were

no

voluntary

waivers

or

reimbursements

for

the six

months

ended

June

30,

2023.

The

Fund

has

adopted

a

Deferred

Compensation

Agreement

(the

“Agreement”)

for

its

Trustees

and

any

Advisory

Trustees

who

receive

compensation

from

the

Fund.

Under

the

terms

of

the

Agreement,

a

Trustee

or

Advisory

Trustee

may

elect

to

defer

all

or

a

portion

of

their

compensation.

Amounts

deferred

may

be

allocated

to

investment

options

that

are

specified

in

the

Agreement

as

selected

by

the

Trustee

or

Advisory

Trustee,

including

certain

Victory

Funds,

in

which

their

deferred

accounts

are

deemed

invested.

Deferred

compensation

liability

under

the

Agreement

constitutes

a

general

unsecured

obligation

for

an

applicable

Victory

Fund.

For

the six

months

ended

June

30,

2023,

no

material

amounts

have

been

deferred,

and,

therefore,

have

not

been

included

in

the

Fund's

Statement

of

Assets

and

Liabilities.

Certain

officers

and/or

interested

trustees

of

the

Fund

are

also

officers

and/or

employees

of

the

Adviser,

administrator,

fund

accountant,

sub-

administrator,

sub-fund

accountant,

custodian,

legal

counsel,

and

Distributor.

5.

Risks:

The

Fund

may

be

subject

to

other

risks

in

addition

to

these

identified

risks.

Equity

Risk

—

The

value

of

the

equity

securities

in

which

the

Fund

invests

may

decline

in

response

to

developments

affecting

individual

companies

and/or

general

economic

conditions

in

the

United

States

or

abroad.

A

company’s

earnings

or

dividends

may

not

increase

as

expected

(or

may

decline)

because

of

poor

management,

competitive

pressures,

reliance

on

particular

suppliers

or

geographical

regions,

labor

problems

or

shortages,

corporate

restructurings,

fraudulent

disclosures,

man-made

or

natural

disasters,

military

confrontations

or

wars,

terrorism,

public

health

crises,

or

other

events,

conditions

and

factors.

Price

changes

may

be

temporary

or

last

for

extended

periods.

Market

Risk

—

Overall

market

risks

may

affect

the

value

of

the

Fund.

Domestic

and

international

factors

such

as

political

events,

war,

terrorism,

trade

disputes,

inflation

rates,

interest

rate

levels,

and

other

fiscal

and

monetary

policy

changes;

cybersecurity

incidents,

pandemics,

and

other

public

health

crises;

sanctions

against

a

particular

foreign

country,

its

nationals,

businesses,

or

industries;

and

related

geopolitical

events,

as

well

as

environmental

disasters

such

as

earthquakes,

fires,

and

floods,

or

other

catastrophes,

may

add

to

instability

in

global

economies

and

markets

generally,

and

may

lead

to

increased

market

volatility.

Global

economies

and

financial

markets

are

highly

interconnected,

which

increases

the

possibility

that

conditions

in

one

country

or

region

might

adversely

affect

issuers

in

another

country

or

region.

The

impact

of

these

and

other

factors

may

be

short-term

or

may

last

for

extended

periods.

Emerging

Markets

Risk

—

The

risks

related

to

investing

in

foreign

securities

are

generally

greater

with

respect

to

securities

of

companies

that

conduct

their

business

activities

in

emerging

markets

or

whose

securities

are

traded

principally

in

emerging

markets.

The

risks

of

investing

in

emerging

markets

include

the

risks

of

illiquidity,

increased

price

volatility,

smaller-market

capitalizations,

limited

reliable

access

to

capital,

less

government

regulation

(including

limitations

on

the

available

rights

and

remedies),

market

manipulation

concerns,

less

extensive

and

less

frequent

recordkeeping,

accounting,

financial

and

other

reporting

requirements,

risk

of

loss

resulting

from

problems

in

share

registration

and

custody,

risks

related

to

foreign

investment

structures,

substantial

economic

and

political

disruptions

and

the

nationalization

of

foreign

deposits

or

assets.

Foreign

Securities

Risk

—

Foreign

securities

(including

depositary

receipts)

are

subject

to

political,

regulatory,

and

economic

risks

not

present

in

domestic

investments.

Foreign

securities

could

be

affected

by

factors

not

present

in

the

United

States,

including

expropriation,

confiscation

of

property,

and

difficulties

in

enforcing

contracts.

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

companies.

Foreign

securities

generally

experience

more

volatility

than

their

domestic

counterparts.

Depositary

receipts

may

have

additional

risks,

including

creditworthiness

of

the

depositary

bank

and

the

risk

of

an

illiquid

market.

In

addition,

to

the

extent

investments

are

made

in

a

limited

number

of

countries,

events

in

those

countries

will

have

a

more

significant

impact

on

the

Fund.

Fluctuations

in

the

exchange

rates

between

the

U.S.

dollar

and

foreign

currencies,

currency

exchange

control

regulations,

and

restrictions

or

prohibitions

on

the

repatriation

of

foreign

currencies

may

negatively

affect

an

investment.

6.

Borrowing

and

Interfund

Lending:

Line

of

Credit:

The

Victory

Funds

Complex

participates

in

a

short-term

demand

note

“Line

of

Credit”

agreement

with

Citibank.

Under

the

agreement

with

Citibank,

the

Victory

Funds

Complex

may

borrow

up

to

$600

million,

of

which

$300

million

is

committed

and

$300

million

is

uncommitted.

$40

million

of

the

Line

of

Credit

is

reserved

for

use

by

the

Victory

Floating

Rate

Fund,

another

series

of

the

Victory

Funds

Complex,

with

Victory

Floating

Rate

Fund

paying

the

related

commitment

fees

for

that

amount.

The

purpose

of

the

Line

of

Credit

is

to

meet

temporary

or

emergency

cash

needs.

For

the six

months

ended

June

30,

2023,

Citibank

received

an

annual

commitment

fee

of

0.15%

on

$300

million

for

providing

the

Line

of

Credit.

Each

fund

in

the

Victory

Funds

Complex

paid

a

pro-rata

portion

of

the

commitment

fees

plus

any

interest

on

amounts

borrowed.

Interest

is

based

on

the

one-month Secured

Overnight

Financing

Rate

(SOFR)

plus

1.10

percent.

Effective

June

27,

2023,

the

agreement

was

renewed

and

the

annual

commitment

fee

of

0.15%

remained

unchanged. Interest

charged

to

the

Fund

during

the

period,

if

applicable,

is

reflected

on

the

Statement

of

Operations

under

Line

of

credit

fees.

The

Fund

had

no

borrowings

under the

Line

of

Credit

agreement

during

the

six

months

ended

June

30,

2023.

Notes

to

Financial

Statements

—

continued

June

30,

2023

Victory

Variable

Insurance

Funds

19

(Unaudited)

Interfund

Lending:

The

Trust

and

the

Adviser

rely

on

an

exemptive

order

granted

by

the

SEC

in

March

2017

(the

“Order”),

permitting

the

establishment

and

operation

of

an

Interfund

Lending

Facility

(the

“Facility”).

The

Facility

allows

the

Fund

to

directly

lend

and

borrow

money

to

or

from

any

other

fund

in

the

Victory

Funds

Complex

that

is

permitted

to

participate

in

the

Facility,

relying

upon

the

Order

at

rates

beneficial

to

both

the

borrowing

and

lending

funds.

Advances

under

the

Facility

are

allowed

for

temporary

or

emergency

purposes,

including

the

meeting

of

redemption

requests

that

otherwise

might

require

the

untimely

disposition

of

securities,

and

are

subject

to

each

Fund’s

borrowing

restrictions.

The

interfund

loan

rate

is

determined,

as

specified

in

the

Order,

by

averaging

the

current

repurchase

agreement

rate

and

the

current

bank

loan

rate.

As

a

Borrower

(as

defined

in

the

Order),

interest

charged

to

the

Fund,

if

any,

during

the

period,

is

reflected

on

the

Statement

of

Operations

under

Interfund

lending

fees.

As

a

Lender

(as

defined

in

the

Order),

interest

earned

by

the

Fund,

if

any,

during

the

period,

is

reflected

on

the

Statement

of

Operations

under

Interfund

lending.

The

Fund

did

not

utilize

or

participate

in

the

Facility

during

the

six

months

ended

June

30,

2023.

7.

Federal

Income

Tax

Information:

The

Fund

intends

to

distribute

any

net

investment

income

annually.

Distributable

net

realized

gains,

if

any,

are

declared

and

paid

at

least

annually.

The

amounts

of

dividends

from

net

investment

income

and

distributions

from

net

realized

gains

(collectively,

distributions

to

shareholders)

are

determined

in

accordance

with

federal

income

tax

regulations,

which

may

differ

from

GAAP.

To

the

extent

these

“book/tax”

differences

are

permanent

in

nature

(e.g.,

net

operating

loss

and

distribution

reclassification),

such

amounts

are

reclassified

within

the

components

of

net

assets

based

on

their

federal

tax-basis

treatment;

temporary

differences

(e.g.,

wash

sales)

do

not

require

reclassification.

To

the

extent

dividends

and

distributions

exceed

net

investment

income

and

net

realized

gains

for

tax

purposes,

they

are

reported

as

distributions

of

capital.

Net

investment

losses

incurred

by

the

Fund

may

be

reclassified

as

an

offset

to

capital

on

the

accompanying

Statement

of

Assets

and

Liabilities.

The

tax

character

of

current

year

distributions

paid

and

the

tax

basis

of

the

current

components

of

accumulated

earnings

(loss)

will

be

determined

at

the

end

of

the

current

tax

year.

As

of

tax

year

ended December

31,

2022,

the

Fund

had

net

capital

loss

carryforwards as shown

in

the

table

below.

It

is

unlikely

that

the

Board

will

authorize

a

distribution

of

capital

gains

realized

in

the

future

until

the

capital

loss

carryforwards

have

been

used.

8.

New

Regulatory

Pronouncement:

In

October

2022,

the

SEC

adopted

a

rule

and

form

amendments

that

require,

among

other

things,

mutual

funds

and

ETFs

to

prepare

and

transmit

streamlined

annual

and

semi-annual

shareholder

reports.

In

connection

with

these

amendments,

certain

information

that

was

previously

disclosed

in

shareholder

reports

will

instead

be

made

available

online,

delivered

free

of

charge

upon

request,

and

filed

with

the

SEC

on

a

semi-

annual

basis.

Also

in

connection

with

these

amendments,

annual

and

semi-annual

reports

will

be

provided

directly

to

shareholders,

either

in

paper

or

(if

the

shareholder

has

so

elected)

electronically.

Compliance

with

the

rule

and

form

amendments

begins

in

July

2024.

At

this

time,

management

is

evaluating

the

impact

of

these

amendments

on

the

shareholder

reports

for

the

Fund.

Short-Term

Amount

Long-Term

Amount

Total

Victory

Sophus

Emerging

Markets

VIP

Series

.................................

$

1,514,153

$

342,073

$

1,856,226

Supplemental

Information

June

30,

2023

Victory

Variable

Insurance

Funds

20

(Unaudited)

Proxy

Voting

and

Portfolio

Holdings

Information 

Proxy

Voting:

Information

regarding

the

policies

and

procedures the

Fund

uses

to

determine

how

to

vote

proxies

relating

to

portfolio

securities

is

available

without

charge,

upon

request,

by

calling

800-539-3863.

The

information

is

also

included

in

the

Fund’s

Statement

of

Additional

Information,

which

is

available

on

the

SEC’s

website

at sec.gov.

Information

relating

to

how

the

Fund

voted

proxies

relating

to

portfolio

securities

held

during

the

most

recent

12

months

ended

June

30

is

available

on

the

SEC’s

website

at

sec.gov.

Availability

of

Schedules

of

Portfolio

Investments:

The

Trust

files

a

complete

list

of

Schedules

of

Portfolio

Investments

with

the

SEC

for

the

first

and

third

quarter

of

each

fiscal

year

on

Form

N-PORT.

Forms

N-PORT are

available

on

the

SEC’s

website

at

sec.gov.

Expense

Example

As

a

shareholder

of

the

Fund,

you

may

incur

two

types

of

costs:

(1)

transaction

costs and

(2)

ongoing

costs,

including

management

fees

and

other

Fund

expenses.

These

examples

are

intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

Fund

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

These

examples

are

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

for

the

entire

period

from

January

1,

2023,

through

June

30,

2023.

The

Actual

Expense

figures

in

the

table

below

provide

information

about

actual

account

values

and

actual

expenses.

You

may

use

the

information

below,

together

with

the

amount

you

invested,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

$8,600

account

value

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

in

the

table

under

the

heading

entitled

“Actual

Expenses

Paid

During

Period”

to

estimate

the

expenses

you

paid

on

your

account

during

this

period.

The

Hypothetical

Expense

figures

in

the

table

below

provide

information

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

Fund’s

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

Fund’s

actual

return.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

may

use

this

information

to

compare

this

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

shareholder

reports

of

other

funds.

Please

note

the

expenses

shown

in

the

table

below

are

meant

to

highlight

your

ongoing

costs

only

and

do

not

reflect

any

transactional

costs.

Therefore,

the

hypothetical

expenses

in

the

table

are

useful

in

comparing

ongoing

costs

only

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

In

addition,

if

these

transactional

costs

were

included,

your

costs

would

have

been

higher.

Beginning

Account

Value

1/1/23

Actual

Ending

Account

Value

6/30/23

Hypothetical

Ending

Account

Value

6/30/23

Actual

Expenses

Paid

During

Period

1/1/23

-

6/30/23*

Hypothetical

Expenses

Paid

During

Period

1/1/23

-

6/30/23*

Annualized

Expense

Ratio

During

Period

1/1/23

-

6/30/23

Victory

Sophus

Emerging

Markets

VIP

Series

...

$

1,000.00

$

1,082.30

$

1,018.10

$

6.97

$

6.76

1.35%

*

Expenses

are

equal

to

the

average

account

value

multiplied

by

the

Fund’s

annualized

expense

ratio

multiplied

by

181/365

(the

number

of

days

in

the

most

recent

fiscal

half-year

divided

by

the

number

of

days

in

the

fiscal

year).

Victory

Variable

Insurance

Funds

21

(Unaudited)

Supplemental

Information

—

continued

June

30,

2023

Liquidity

Risk

Management

Program:

The

Victory

Funds

have

adopted

and

implemented

a

written

liquidity

risk

management

program

(the

“LRMP”)

as

required

by

Rule

22e-4

under

the

Investment

Company

Act

of

1940,

as

amended.

The

LRMP

is

reasonably

designed

to

assess

and

manage

the

Fund’s

liquidity

risk,

taking

into

consideration

the

Fund’s

investment

strategy

and

the

liquidity

of

its

portfolio

investments

during

normal

and

reasonably

foreseeable

stressed

market

conditions;

its

short-

and

long-term

cash

flow

projections;

and

its

cash

holdings

and

access

to

other

liquidity

management

tools

such

as

available

funding

sources

including

the

Victory

Funds

Complex

Interfund

Lending

Facility

and

Line

of

Credit

(discussed

in

the

Notes

to

Financial

Statements).

The

Victory

Funds’

Board

of

Trustees

approved

the

appointment

of

the

Fund’s

investment

adviser,

Victory

Capital

Management

Inc.

(“Victory

Capital”),

as

the

administrator

of

the

LRMP.

Victory

Capital

manages

liquidity

risks

associated

with

the

Fund’s

investments

by

monitoring,

among

other

things,

cash

and

cash

equivalents,

any

use

of

derivatives,

the

concentration

of

investments,

the

appropriateness

of

the

Fund’s

investment

strategy,

and

by

classifying

every

Fund

investment

as

either

highly

liquid,

moderately

liquid,

less

liquid,

or

illiquid

on

at

least

a

monthly

basis.

To

assist

with

the

classification

of

Fund

investments,

Victory

Capital

has

retained

a

third-party

provider

of

liquidity

evaluation

services.

This

provider

determines

preliminary

liquidity

classifications

for

all

portfolio

holdings

based

upon

portfolio-level

data

and

certain

assumptions

provided

by

Victory

Capital.

Victory

Capital

reviews

the

preliminary

liquidity

classifications

and,

when

appropriate,

considers

other

information

including

input

from

the

Fund’s

portfolio

managers

(including

the

portfolio

managers

employed

by

any

investment

sub-advisers)

in

determining

final

liquidity

classifications.

At

a

meeting

held

on

February

23,

2023,

Victory

Capital

provided

an

oral

and

written

report

to

the

Trustees

on

the

operation

and

effectiveness

of

the

LRMP

during

the

previous

year.

The

report

from

Victory

Capital

concluded

that

the

Fund

did

not

experience

any

significant

liquidity

challenges

during

the

covered

period,

and

the

Fund’s

LRMP

is

reasonably

designed

to

assess

and

manage

its

liquidity

risk.

The

report

also

concluded

that

the

LRMP

continues

to

operate

adequately

and

effectively

to

enable

Victory

Capital

to

oversee

and

manage

liquidity

risk

and

ensure

the

Fund

is

able

to

meet

redemption

requests

without

significant

dilution

to

the

remaining

investors’

interest

in

the

Fund.

During

the

review

period,

the

Fund’s

portfolio

consisted

primarily

of

highly

liquid

investments,

which

are

defined

as

cash

and

any

investments

that

the

Fund

reasonably

expects

to

be

converted

to

cash

in

current

market

conditions

in

three

business

days

or

less

without

significantly

changing

the

market

value

of

the

investment.

Therefore,

the

Fund

has

not

adopted

a

highly

liquid

investment

minimum.

The

Fund’s

investments

were

below

the

limitation

on

illiquid

investments

during

the

review

period.

Additionally,

Victory

Capital

indicated

that

no

events

occurred

that

would

require

the

filing

of

Form

N-RN

(prior

to

August

2022,

Form

N-LIQUID)

and

recommended

no

material

changes

to

the

LRMP.

Privacy

Policy

Protecting

the

Privacy

of

Information

The

Trust

respects

your

right

to

privacy.

We

also

know

that

you

expect

us

to

conduct

and

process

your

business

in

an

accurate

and

efficient

manner.

To

do

so,

we

must

collect

and

maintain

certain

personal

information

about

you.

This

is

the

information

we

collect

from

you

on

applications

or

other

forms,

and

from

the

transactions

you

make

with

us

or

third

parties.

It

may

include

your

name,

address,

social

security

number,

account

transactions

and

balances,

and

information

about

investment

goals

and

risk

tolerance.

We

do

not

disclose

any

information

about

you

or

about

former

customers

to

anyone

except

as

permitted

or

required

by

law.

Specifically,

we

may

disclose

the

information

we

collect

to

companies

that

perform

services

on

our

behalf,

such

as

the

transfer

agent

that

processes

shareholder

accounts

and

printers

and

mailers

that

assist

us

in

the

distribution

of

investor

materials.

We

may

also

disclose

this

information

to

companies

that

perform

marketing

services

on

our

behalf.

This

allows

us

to

continue

to

offer

you

Victory

investment

products

and

services

that

meet

your

investing

needs,

and

to

effect

transactions

that

you

request

or

authorize.

These

companies

will

use

this

information

only

in

connection

with

the

services

for

which

we

hired

them.

They

are

not

permitted

to

use

or

share

this

information

for

any

other

purpose.

To

protect

your

personal

information

internally,

we

permit

access

only

by

authorized

employees

and

maintain

physical,

electronic,

and

procedural

safeguards

to

guard

your

personal

information.*

You

may

have

received

communications

regarding

information

about

privacy

policies

from

other

financial

institutions

which

gave

you

the

opportunity

to

“opt-out”

of

certain

information

sharing

with

companies

which

are

not

affiliated

with

that

financial

institution.

The

Trust

does

not

share

information

with

other

companies

for

purposes

of

marketing

solicitations

for

products

other

than

the

Trust.

Therefore,

the

Trust

does

not

provide

opt-out

options

to

their

shareholders. 

Victory

Funds

P.O.

Box

182593

Columbus,

Ohio

43218-2593

Visit

our

website

at:

vcm.com

Call

Victory

at:

800-539-FUND

(800-539-3863)

VVIF-RS-SEMVIP-SAR

(6/23)

Item 2. Code of Ethics.

Not applicable — only for annual reports.

Item 3. Audit Committee Financial Experts.

Not applicable — only for annual reports.

Item 4. Principal Accountant Fees and Services.

Not applicable — only for annual reports.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a)	Not applicable.
(b)	Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

Not applicable.

Item 11. Controls and Procedures.

(a) The registrant’s principal executive officer and principal financial officer have concluded, based on their evaluation of the registrant's disclosure controls and procedures as conducted within 90 days of the filing date of this report, that these disclosure controls and procedures are adequately designed and are operating effectively to ensure that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940 (17 CFR 270.30a-3(d)) that occurred during the period covered by this report that have materially affected or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

(a)(1) Not applicable.

(a)(2) Not applicable.

(a)(3) Not applicable.

(a)(4) Not applicable.

(b)  Not applicable.

Item 13. Exhibits.

(a)(1) Not applicable.

(a)(2) Certifications pursuant to Rule 30a-2(a) are attached hereto.

(a)(3) Not applicable.

(a)(4) Not applicable.

(b)  Certifications pursuant to Rule 30a-2(b) are furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)  Victory Variable Insurance Funds

By (Signature and Title)*	/s/ Allan Shaer
	Allan Shaer, Principal Financial Officer

Date August 25, 2023

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*	/s/ James K. De Vries
	James K. De Vries, Principal Executive Officer

Date August 25, 2023

By (Signature and Title)*	/s/ Allan Shaer
	Allan Shaer, Principal Financial Officer

Date August 25, 2023