Rodney O. Martin Jr - Feb 20, 2023 Form 4 Insider Report for Voya Financial, Inc. (VOYA)

Signature
/s/ My Chi To, Attorney-in-Fact
Stock symbol
VOYA
Transactions as of
Feb 20, 2023
Transactions value $
-$12,930,960
Form type
4
Date filed
2/24/2023, 07:54 AM
Previous filing
Feb 13, 2023
Next filing
Mar 7, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VOYA Common Stock Options Exercise $0 +72.4K +32.78% $0.00 293K Feb 20, 2023 Direct F1
transaction VOYA Common Stock Tax liability -$2.75M -37K -12.6% $74.44 256K Feb 20, 2023 Direct
transaction VOYA Common Stock Options Exercise $0 +19.9K +7.76% $0.00 276K Feb 20, 2023 Direct F1
transaction VOYA Common Stock Tax liability -$595K -8K -2.9% $74.44 268K Feb 20, 2023 Direct
transaction VOYA Common Stock Options Exercise $0 +26.5K +9.87% $0.00 295K Feb 21, 2023 Direct F1
transaction VOYA Common Stock Tax liability -$729K -9.8K -3.32% $74.44 285K Feb 21, 2023 Direct
transaction VOYA Common Stock Options Exercise $0 +22.3K +7.84% $0.00 307K Feb 22, 2023 Direct F1
transaction VOYA Common Stock Tax liability -$606K -8.27K -2.69% $73.34 299K Feb 22, 2023 Direct
transaction VOYA Common Stock Options Exercise $0 +2.29K +0.76% $0.00 301K Feb 22, 2023 Direct F2
transaction VOYA Common Stock Tax liability -$168K -2.29K -0.76% $73.34 299K Feb 22, 2023 Direct F2
transaction VOYA Common Stock Sale -$489K -6.59K -2.24% $74.17 288K Feb 22, 2023 Direct F3, F4
transaction VOYA Common Stock Sale -$338K -4.6K -1.54% $73.52 294K Feb 22, 2023 Direct F3, F5
transaction VOYA Common Stock Sale -$4.38M -59.6K -20.7% $73.53 228K Feb 22, 2023 Direct F3, F6
transaction VOYA Common Stock Sale -$2.87M -38.8K -17.01% $74.00 189K Feb 23, 2023 Direct F3
transaction VOYA Common Stock Sale -$74 -1 0% $73.53 189K Feb 23, 2023 Direct F3
holding VOYA Common Stock 6.55K Feb 20, 2023 By 401(k) Plan F7

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 -72.4K -26.29% $0.00 203K Feb 20, 2023 Common Stock 72.4K Direct F8
transaction VOYA Restricted Stock Units Options Exercise $0 -19.9K -14.22% $0.00 120K Feb 20, 2023 Common Stock 19.9K Direct F9
transaction VOYA Restricted Stock Units Options Exercise $0 -26.5K -22.07% $0.00 93.5K Feb 21, 2023 Common Stock 26.5K Direct F9
transaction VOYA Restricted Stock Units Options Exercise $0 -22.3K -23.89% $0.00 71.2K Feb 22, 2023 Common Stock 22.3K Direct F9
transaction VOYA Performance Stock Unit Award $0 +74.9K +36.9% $0.00 278K Feb 22, 2023 Common Stock 74.9K Direct F10, F11
transaction VOYA Restricted Stock Units Award $0 +61.3K +86.13% $0.00 132K Feb 22, 2023 Common Stock 61.3K Direct F12, F13
transaction VOYA Restricted Stock Units Options Exercise $0 -2.29K -1.73% $0.00 130K Feb 22, 2023 Common Stock 2.29K Direct F10
holding VOYA Deferred Savings Plan Issuer Stock Units 7.96K Feb 20, 2023 Common Stock 7.96K Direct F14
holding VOYA Performance-Based Stock Options 159K Feb 20, 2023 Common Stock 159K Direct F15
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Delivery of 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 and performance stock units that were awarded as compensation.
F2 FICA tax withholding on the grant of restricted stock units.
F3 The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 6, 2022.
F4 This transaction was executed in multiple trades at prices ranging from $74.00 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 securityholder of the company, full information regarding the shares sold at each separate price.
F5 This transaction was executed in multiple trades at prices ranging from $73.02 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.
F6 This transaction was executed in multiple trades at prices ranging from $72.97 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 issuer, or a security holder of the issuer, full information regarding the shares sold at each separate price.
F7 Includes automatic semi-monthly contributions to the reporting person's 401(k).
F8 The performance stock units were awarded as compensation and convert to common stock based on the achievement of certain performance factors.
F9 The restricted stock units were awarded as compensation and converted to common stock on a 1 to 1 basis upon the vesting date.
F10 The stock units will vest based on their respective award agreements.
F11 The number of shares of common stock that will be delivered for each performance stock 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.
F12 Each stock unit represents a conditional right to receive one share of the company's common stock.
F13 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.
F14 Each of these units represents a right to receive the cash value of one share of the company's common stock upon the reporting person's separation from the company. The reporting person may reallocate investments in these units to alternative investments in the future.
F15 The options vest based on the conditions set forth in their respective agreements.

Remarks:

Executive Chairman