Voya Financial, Inc. — Director's Dealing 2021

Feb 24, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Voya Financial, Inc. (VOYA)
CIK: 0001535929
Period of Report: 2021-02-23

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-23	Common Stock	M	176130	—	Acquired	324407	Direct
2021-02-23	Common Stock	F	68314	$59.26	Disposed	256093	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-23	Restricted Stock Units	$	M	62379	Disposed		Common Stock (62379)	Direct
2021-02-23	Performance Stock Unit	$1.50	M	75834	Disposed		Common Stock (113751)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5831.5289	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Deferred Savings Plan Issuer Stock Units	$		Common Stock (7776.37)	7776.37	Direct
Performance-Based Stock Options	$		Common Stock (158900)	158900	Direct

Footnotes

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: The restricted stock units were awarded as compensation and converted to common stock on a 1 to 1 basis upon the vesting date.

F3: The performance stock units were awarded as compensation and converted to common stock based on the achievement of certain performance factors.

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.

F5: The options vest based on the conditions set forth in their respective agreements.