SEC Form 4 · accession 0001127602-16-045775
Voya Financial, Inc. · VOYA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael S Smith
Officer — See Remarks
Period of report
Mar 7, 2016
Accepted (ET)
Mar 9, 2016 · 5:23 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001535929
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 7, 2016 | M | 24,172 | — | A | 52,648 | D | |
| Common Stock | Mar 7, 2016 | F | 9,428 | $31.35 | D | 43,220 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2 | — | Mar 7, 2016 | M | 16,511 | D | — | — | Common Stock | 16,511 | 41,231 | D |
| Performance Stock UnitF3 | — | Mar 7, 2016 | M | 7,160 | D | — | — | Common Stock | 7,661 | 14,321 | D |
| Restricted Stock UnitsF5,F4,F6 | — | Mar 7, 2016 | A | 21,691 | A | — | — | Common Stock | 21,691 | 62,922 | D |
| Performance Stock UnitF5,F4,F7 | — | Mar 7, 2016 | A | 26,512 | A | — | — | Common Stock | 26,512 | 40,833 | D |
Explanation of responses
- F1Delivery 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.
- F2The restricted stock units were awarded as compensation in 2014 and 2015 and converted to common stock on a 1 to 1 basis upon the vesting date.
- F3The performance stock units were awarded as compensation in 2015 and converted to common stock based on the achievement of certain performance factors.
- F4Each stock unit represents a conditional right to receive one share of the company's common stock.
- F5The number of stock units granted was determined by reference to the closing price of a share of the company's common stock on March 7, 2016, the date of the grant.
- F61/3 of the restricted stock units will vest on March 7, 2017, 1/3 on March 7, 2018 and 1/3 on March 7, 2019.
- F7The 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 (March 7, 2019) can range from 0% to 150% of the number presented above.
Remarks
Chief Executive Officer, Insurance Solutions and Closed Block Variable Annuities