Form 8-K - Current report

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):

January 9, 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

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 class	Trading symbol	Name of each exchange on which registered
Common Stock, $.01 Par Value	VOYA	New York Stock Exchange
Depositary Shares, each representing a 1/40th	VOYAPrB	New 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On January 10, 2024, Voya Financial, Inc. (the “Company”) announced that Christine Hurtsellers, the Chief Executive Officer ("CEO") of Voya Investment Management ("IM"), has informed the Company of her decision to retire later this year.

In connection with her retirement, the Company and Ms. Hurtsellers have entered into an agreement, dated as of January 9, 2024, pursuant to which:

•Ms. Hurtsellers will continue as an employee to serve as a strategic advisor to IM and the Company in supporting the transition of her successor until her retirement later this year;

•For her role as an advisor, Ms. Hurtsellers will continue to receive a base salary (annualized at $300,000) in accordance with normal payroll practices and will remain eligible for annual incentive and long-term incentive awards payable in respect of services rendered in 2023; and

•Upon completion of such role, Ms. Hurtsellers will be eligible for an additional cash incentive award to be paid in 2025.

Item 7.01 Regulation FD Disclosure

On January 10, 2024, the Company issued a press release announcing the retirement of Christine Hurtsellers, the CEO of IM. The press release announcing Ms. Hurtsellers' retirement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

As provided in General Instruction B.2 of Form 8-K, the information provided pursuant to this Item 7.01 shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release (furnished and not filed)

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: January 10, 2024

Voya Financial announces leadership-succession plan for Voya Investment Management and new head of investments

Voya Investment Management Chief Executive Officer Christine Hurtsellers announces plans to retire in 2024; Matt Toms, currently Voya Investment Management global chief investment officer, named her successor.

Eric Stein joins Voya Investment Management as head of investments and chief investment officer, fixed income.

NEW YORK, Jan. 10, 2024 — Voya Financial, Inc. (NYSE: VOYA), announced today that Christine Hurtsellers, chief executive officer (CEO) of Voya Investment Management (IM), has informed the company of her decision to retire later this year. Matt Toms, global chief investment officer (CIO) of Voya IM, will succeed Hurtsellers as CEO, effective immediately, and Hurtsellers will now serve as a strategic advisor to the company until her retirement. Toms has also joined Voya Financial’s Executive Committee and will now report to Heather Lavallee, CEO, Voya Financial. Hurtsellers will also continue to report to Lavallee.

Voya also announced today that Eric Stein, who most recently served as CIO, fixed income, at Morgan Stanley Investment Management (MSIM), has joined Voya IM as head of investments and CIO, fixed income. Stein reports to Toms.

“I am grateful to Christine for her amazing leadership and stewardship of our Investment Management business,” said Lavallee. “Over her almost 20-year career with Voya IM, including seven years of service as CEO, Christine achieved a number of strategic, financial and operational outcomes, including the successful integration of several acquisitions that have expanded our asset management capabilities and global reach. I am thankful for having had the benefit of Christine’s insights, drive and passion for our business, and I wish her and her family all the best as she begins her transition to retirement.

“Also, I am excited to have Matt leading Voya IM as it executes on its growth strategy and continues to build on its strong pipeline across institutional and retail markets in the U.S. and internationally. Matt has been global CIO since 2022, has 30 years of asset management expertise, and has great insights into the needs of our clients. His deep knowledge and experience with our firm, and his passion for our clients, will serve him well as he leads Voya IM into its next stage of growth,” added Lavallee.

“We have made great progress in evolving Voya IM to become the global firm that we are today,” said Hurtsellers. “The growth and expansion that we have achieved is the result of the hard work of our colleagues, who have always prioritized the needs of our clients. After almost 20 years at Voya, and as I look ahead to retirement and the ability to attend to my family’s

needs, I am grateful for and proud of all that the team has accomplished over the years. In the meantime, I look forward to working closely with Matt and Heather — and to engaging with our clients, intermediaries and employees — to ensure a smooth transition.”

As Voya IM’s global CIO, Toms led the firm’s more than 300 investment professionals who are managing approximately $310 billion in assets under management across fixed income, equities, multi-asset solutions and alternative strategies. Previously, Toms served as CIO, fixed income. Prior to joining Voya IM in 2009, Toms worked with Calamos Investments, where he established and grew its fixed income business. He also previously held roles with Northern Trust and Lincoln National.

“It’s an honor to be leading Voya IM, and I am excited about the opportunities ahead,” said Toms. “Over the past several years, we have successfully grown our capabilities and our reach to serve the expanding needs of our clients, and I’m looking forward to working with the many talented professionals across our firm to continue our growth trajectory. I also want to express my tremendous gratitude to Christine for her leadership and guidance. I am grateful to have her insights and perspective as we make a smooth transition.”

Stein, in his new role as head of investments as well as CIO, fixed income, will directly lead the public fixed income investment team as well as oversee the broader equities, income and growth, and multi-asset strategies and solutions investment teams. Chris Lyons, head of private fixed income and alternatives investments, will continue to report to Toms.

As CIO, fixed income at MSIM, Stein was responsible for overseeing 275 professionals and the management of investment strategies for MSIM’s approximately $200 billion fixed income platform, including agency mortgage-backed securities, emerging markets, floating-rate loans, high-yield, investment grade credit, multi-sector, municipals and securitized strategies.

Prior to MSIM, Eric held several portfolio management roles at Eaton Vance since 2009, including most recently serving as CIO for Eaton Vance’s entire fixed income group, which included investment teams across high-yield, bank loan, municipal investments, emerging market debt/global macro, securitized, investment grade corporate and multi-asset investment disciplines.

“I am excited to have Eric on the Voya IM leadership team,” added Toms. “His more than 20 years of investment experience and demonstrated expertise in leading sizable teams throughout his career will no doubt bring great value to our investment teams and our clients. Equally important, Eric’s approach to money management aligns fully with the collaborative approach of our investment professionals at Voya IM. I am looking forward to having his leadership and insights as we execute on our growth plans.”

Media Contact: Investor Contact:

Christopher Breslin Michael Katz

(212) 309-8941 (212) 309-8999

Christopher.Breslin@voya.com IR@voya.com

About Voya Financial®

Voya Financial, Inc. (NYSE: VOYA), is a leading health, wealth and investment company with approximately 9,000 employees who are focused on achieving Voya’s aspirational vision: Clearing your path to financial confidence and a more fulfilling life. Through products, solutions and technologies, Voya helps its 14.7 million individual, workplace and institutional clients become well planned, well invested and

well protected. Benefitfocus, a Voya company, extends the reach of Voya’s workplace benefits and savings offerings by providing benefits administration capabilities to 16.5 million individual subscription employees across employer and health plan clients. Certified as a “Great Place to Work” by the Great Place to Work® Institute, Voya is purpose-driven and committed to conducting business in a way that is economically, ethically, socially and environmentally responsible. Voya has earned recognition as: one of the World’s Most Ethical Companies® by Ethisphere; a member of the Bloomberg Gender-Equality Index; and a “Best Place to Work for Disability Inclusion” on the Disability Equality Index. For more information, visit voya.com. Follow Voya Financial on Facebook, LinkedIn and Twitter @Voya.

VOYA-IR VOYA-CF VOYA-IM

# # #

Document And Entity Information	Jan. 09, 2024
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Jan. 09, 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