Voya Financial, Inc. — Director's Dealing 2017

Feb 24, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Voya Financial, Inc. (VOYA)
CIK: 0001535929
Period of Report: 2017-02-22

Reporting Person: MARTIN RODNEY O JR (Director, Chairman and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-22	Restricted Stock Units	$	A	69713	Acquired		Common Stock (69713)	Direct
2017-02-22	Performance Stock Unit	$	A	88435	Acquired		Common Stock (88435)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	57779	Direct
Common Stock	3889.056	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Deferred Savings Plan Issuer Stock Units	$		Common Stock (7620.56)	7620.56	Direct

Footnotes

F1: Each stock unit represents a conditional right to receive one share of the company's common stock.

F2: 1/3 of the restricted stock units will vest on February 22, 2018, 1/3 on February 22, 2019 and 1/3 on February 22, 2020.

F3: 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 22, 2020) can range from 0% to 150% of the number presented above.

F4: 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.