Trevor Ogle - 20 Feb 2023 Form 4 Insider Report for Voya Financial, Inc. (VOYA)

Role
Executive Vice President, Chief Strategy, M&A Corporate Transactions Officer
Signature
/s/ My Chi To, Attorney-in-Fact
Issuer symbol
VOYA
Transactions as of
20 Feb 2023
Net transactions value
-$722,833
Form type
4
Filing time
24 Feb 2023, 07:36:53 UTC
Previous filing
13 Feb 2023
Next filing
05 Jul 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VOYA Common Stock Options Exercise $0 +3,678 +2202% $0.000000 3,845 20 Feb 2023 Direct F1
transaction VOYA Common Stock Tax liability $98,782 -1,327 -35% $74.44 2,518 20 Feb 2023 Direct
transaction VOYA Common Stock Options Exercise $0 +1,585 +63% $0.000000 4,103 20 Feb 2023 Direct F1
transaction VOYA Common Stock Tax liability $45,334 -609 -15% $74.44 3,494 20 Feb 2023 Direct
transaction VOYA Common Stock Options Exercise $0 +2,462 +70% $0.000000 5,956 21 Feb 2023 Direct F1
transaction VOYA Common Stock Tax liability $66,103 -888 -15% $74.44 5,068 21 Feb 2023 Direct
transaction VOYA Common Stock Options Exercise $0 +2,039 +40% $0.000000 7,107 22 Feb 2023 Direct F1
transaction VOYA Common Stock Tax liability $53,978 -736 -10% $73.34 6,371 22 Feb 2023 Direct
transaction VOYA Common Stock Sale $362,904 -4,901 -77% $74.05 1,470 22 Feb 2023 Direct F2, F3
transaction VOYA Common Stock Sale $95,731 -1,303 -89% $73.47 167 23 Feb 2023 Direct F2, F4
holding VOYA Common Stock 5,463 20 Feb 2023 By 401(k) Plan F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction VOYA Performance Stock Unit Options Exercise $0 -3,678 -11% $0.000000 28,354 20 Feb 2023 Common Stock 3,678 Direct F6
transaction VOYA Restricted Stock Units Options Exercise $0 -1,585 -9.2% $0.000000 15,709 20 Feb 2023 Common Stock 1,585 Direct F7
transaction VOYA Restricted Stock Units Options Exercise $0 -2,462 -16% $0.000000 13,247 21 Feb 2023 Common Stock 2,462 Direct F7
transaction VOYA Restricted Stock Units Options Exercise $0 -2,039 -15% $0.000000 11,208 22 Feb 2023 Common Stock 2,039 Direct F7
transaction VOYA Performance Stock Unit Award $0 +12,145 +43% $0.000000 40,499 22 Feb 2023 Common Stock 12,145 Direct F8, F9
transaction VOYA Restricted Stock Units Award $0 +9,940 +89% $0.000000 21,148 22 Feb 2023 Common Stock 9,940 Direct F8, F10
holding VOYA Performance-Based Stock Options 12,500 20 Feb 2023 Common Stock 12,500 Direct F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Delivery of the shares of the Company's common stock was made to the reporting person without the payment of any consideration in connection with the vesting of the underlying restricted stock units that were awarded as compensation.
F2 The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 9, 2022.
F3 This transaction was executed in multiple trades at prices ranging from $73.65 to $74.45. The price reported represents the weighted average sale price of these trades. The reporting person hereby undertakes to provide upon request to the SEC staff, the company, or a security holder of the company, full information regarding the shares sold at each separate price.
F4 The reporting person's Form 4, filed 10/31/2022, erroneously reported that 5,206 of the reporting person's vested shares were withheld to pay taxes. The number of shares actually withheld was 5,039. As a result, the reporting person owned 4,071 shares as of 10/28/2022. Additionally, on November 3, 2022, the reporting person sold 3,904 of the shares related to the Form 4 filed on 10/31/2022. See the reporting person's Form 4, filed 11/04/2022. The figure in Column 5 reflects the 167 held by the reporting person as of 11/03/2022.
F5 Includes automatic semi-monthly contributions to the reporting person's 401(k).
F6 The performance stock units were awarded as compensation and convert to common stock based on the achievement of certain performance factors.
F7 The restricted stock units were awarded as compensation and convert to common stock on a 1 to 1 basis upon the vesting date.
F8 The stock units will vest based on their respective award agreements.
F9 The number of common stock that will be delivered for each performance unit depends on the achievement of certain performance factors. Depending on actual performance, the number of shares of common stock delivered upon the vesting date (February 17, 2026) can range from 0% to 150% of the number presented above.
F10 1/3 of the restricted stock units will vest on February 20, 2024, 1/3 on February 18, 2025 and 1/3 on February 17, 2026.
F11 The options vest based on conditions set forth in their respective agreements.

Remarks:

Executive Vice President, Chief Strategy, M&A Corporate Transactions Officer