Michael Robert Katz - 12 Dec 2025 Form 4 Insider Report for Voya Financial, Inc. (VOYA)

Role
Executive Vice President, Chief Financial Officer
Signature
/s/ Julie Watson, Attorney-in-Fact
Issuer symbol
VOYA
Transactions as of
12 Dec 2025
Transactions value $
-$770,440
Form type
4
Filing time
16 Dec 2025, 16:07:50 UTC
Previous filing
29 Oct 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Katz Michael Robert Executive Vice President, Chief Financial Officer 200 PARK AVENUE, NEW YORK /s/ Julie Watson, Attorney-in-Fact 16 Dec 2025 0001853487

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VOYA Common Stock Options Exercise $775K +20.6K +51.38% $37.60 60.7K 12 Dec 2025 Direct F1
transaction VOYA Common Stock Sale -$1.55M -20.6K -33.94% $75.00 40.1K 12 Dec 2025 Direct F1

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-Based Stock Options Options Exercise $0 -20.6K -36.66% $0.00 35.6K 12 Dec 2025 Common Stock 20.6K Direct F2
holding VOYA Restricted Stock Units 21K 12 Dec 2025 Common Stock 21K Direct F3
holding VOYA Performance Stock Unit 43.2K 12 Dec 2025 Common Stock 43.2K Direct F4
holding VOYA Deferred Savings Plan Issuer Stock Units 848 12 Dec 2025 Common Stock 848 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The options exercised and stock sale reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 28, 2025. The reporting person adopted this plan to cover transactions with respect to options to purchase the Company's stock that were granted by the Company in 2015 and would have expired if not exercised in December 2025.
F2 The options vest based on the conditions set forth in their respective agreements.
F3 The restricted stock units were awarded as compensation and will convert to common stock on a 1 to 1 basis upon the vesting date.
F4 The performance stock units were awarded as compensation and will convert to common stock based on the achievement of certain performance factors.
F5 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 the units to alternative investments in the future.

Remarks:

Executive Vice President, Chief Financial Officer