0001535929false00015359292024-05-232024-05-230001535929us-gaap:CommonStockMember2024-05-232024-05-230001535929voya:DepositarySharesMember2024-05-232024-05-23


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
May 23, 2024
VOYA FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
Delaware
001-35897
No.
52-1222820
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification Number)
230 Park Avenue
New York
New York
10169
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (212) 309-8200
N/A
(Former name or former address, if changed since last report)
     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbolName of each exchange on which registered
Common Stock, $.01 Par ValueVOYANew York Stock Exchange
Depositary Shares, each representing a 1/40thVOYAPrBNew York Stock Exchange
interest in a share of 5.35% Fixed-Rate Non-Cumulative Preferred Stock, Series B, $0.01 par value
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ 



Item 5.07    Submission of Matters to a Vote of Security Holders
(a) The Annual Meeting of Stockholders (the “Annual Meeting”) of Voya Financial, Inc. (the “Company”) was held on May 23, 2024.

(b) The results of the matters submitted to a stockholder vote at the Annual Meeting were as follows:

Item 1 – Election of Directors: Our stockholders elected the following eleven directors to each serve a one-year term expiring at our annual meeting in 2025. Each director will hold office until his or her successor has been elected and qualified or until the director’s earlier resignation or removal.

ForAgainstAbstentionsBroker Non-Votes
Lynne Biggar93,030,1791,111,54741,6883,395,547
Stephen Bowman93,945,856195,42342,1353,395,547
Yvette S. Butler92,116,3822,026,02041,0123,395,547
Jane P. Chwick91,665,8082,476,19141,4153,395,547
Kathleen DeRose93,401,916740,49141,0073,395,547
Hikmet Ersek92,321,6901,819,45642,2683,395,547
Ruth Ann M. Gillis93,221,400920,73841,2763,395,547
Heather Lavallee93,955,600190,29137,5233,395,547
Robert G. Leary93,037,4901,101,50944,4153,395,547
Aylwin B. Lewis92,085,4092,053,42644,5793,395,547
Joseph V. Tripodi91,969,0842,172,72341,6073,395,547

Item 2 – Our stockholders approved, on an advisory basis, the compensation paid to the named executive officers.

ForAgainstAbstentionsBroker Non-Votes
92,525,5491,595,96761,8983,395,547

Item 3 – Our stockholders approved the adoption of the Company's 2024 Omnibus Incentive Plan.
ForAgainstAbstentionsBroker Non-Votes
87,426,3446,716,69140,3793,395,547

Item 4 – Our stockholders voted, on an advisory basis, on the frequency with which we will conduct the advisory vote on executive compensation.
1 Year2 Years3 YearsAbstentionsBroker Non-Votes
91,652,73912,6402,472,61545,4203,395,547



Item 5 – Our stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2024.
For
Against
Abstentions
94,183,7203,351,77643,465

(d) In light of the results of the advisory vote on the frequency of future advisory votes on executive compensation, the Company will hold an advisory vote on executive compensation annually until the next advisory vote on the frequency of stockholder votes on the compensation of executives, which will occur no later than the Company's annual meeting in 2030.





SIGNATURES
    Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Voya Financial, Inc.
(Registrant)
By:        /s/ My Chi To             
Name:    My Chi To
Title:    Executive Vice President, Chief Legal Officer and Corporate Secretary 
Dated: May 24, 2024


v3.24.1.1.u2
Document And Entity Information
May 23, 2024
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date May 23, 2024
Entity Registrant Name VOYA FINANCIAL, INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-35897
Entity Tax Identification Number 52-1222820
Entity Address, Address Line One 230 Park Avenue
Entity Address, City or Town New York
Entity Address, State or Province NY
Entity Address, Postal Zip Code 10169
City Area Code 212
Local Phone Number 309-8200
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001535929
Amendment Flag false
Common Stock, $.01 Par Value  
Entity Information [Line Items]  
Title of 12(b) Security Common Stock, $.01 Par Value
Trading Symbol VOYA
Security Exchange Name NYSE
Depositary Shares, each representing a 1/40th  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares, each representing a 1/40th
Trading Symbol VOYAPrB
Security Exchange Name NYSE
Grafico Azioni Voya Financial (NYSE:VOYA)
Storico
Da Ott 2024 a Nov 2024 Clicca qui per i Grafici di Voya Financial
Grafico Azioni Voya Financial (NYSE:VOYA)
Storico
Da Nov 2023 a Nov 2024 Clicca qui per i Grafici di Voya Financial