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/A
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. ☐ 



EXPLANATORY NOTE
This current report on Form 8-K/A (the "Amendment") amends the current report on Form 8-K dated May 23, 2024 filed by Voya Financial, Inc. (the "Company") with the U.S. Securities and Exchange Commission (the "Original Form 8-K"). The Original Form 8-K reported the final voting results of the Company's 2024 Annual Meeting of Stockholders held on May 23, 2024 (the "2024 Annual Meeting"). The sole purpose of this Amendment is to disclose the Company's decision regarding how frequently it will conduct future stockholder advisory votes to approve the compensation of the Company's named executive officers ("say-on-pay"). No other changes have been made to the Original Form 8-K.
Item 5.07    Submission of Matters to a Vote of Security Holders
(d) As previously reported in the Original Form 8-K, at the 2024 Annual Meeting, a non-binding advisory vote was conducted on the frequency of future say-on-pay votes. Approximately 94% of the shares voting on the matter voted in favor of an annual frequency for say-on-pay votes. In response to the voting results, the Company's Board of Directors determined at a meeting held on July 25, 2024 that the Company will hold an advisory vote for say-on-pay every year. As a result, a say-on-pay vote will be held each year until the next vote on the frequency of such advisory vote is conducted, 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: July 26, 2024


v3.24.2
Document And Entity Information
May 23, 2024
Entity Information [Line Items]  
Document Type 8-K/A
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
Voya Financial (NYSE:VOYA-B)
Historical Stock Chart
Von Nov 2024 bis Dez 2024 Click Here for more Voya Financial Charts.
Voya Financial (NYSE:VOYA-B)
Historical Stock Chart
Von Dez 2023 bis Dez 2024 Click Here for more Voya Financial Charts.