SEC Form 4 · accession 0001127602-17-010961
Voya Financial, Inc. · VOYA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rodney O Martin Jr.
Officer — Chairman and CEO · Director
Period of report
Mar 6, 2017
Accepted (ET)
Mar 8, 2017 · 9:18 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 6, 2017 | M | 49,836 | — | A | 107,615 | D | |
| Common Stock | Mar 6, 2017 | F | 27,820 | $41.35 | D | 79,795 | D | |
| Common StockF2 | Mar 7, 2017 | M | 64,468 | — | A | 144,263 | D | |
| Common Stock | Mar 7, 2017 | F | 35,988 | $41.09 | D | 108,275 | D | |
| Common StockF3,F4 | Mar 8, 2017 | S | 2,529 | $41.5594 | D | 105,746 | D | |
| Common Stock | holding | — | — | — | 4,098 | I | By 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5 | — | Mar 6, 2017 | M | 21,710 | D | — | — | Common Stock | 21,710 | 270,357 | D |
| Performance Stock UnitF6 | $1.06 | Mar 6, 2017 | M | 26,534 | D | — | — | Common Stock | 28,126 | 227,249 | D |
| Restricted Stock UnitsF5 | — | Mar 7, 2017 | M | 64,468 | D | — | — | Common Stock | 64,468 | 205,889 | D |
| Deferred Savings Plan Issuer Stock UnitsF7 | — | holding | — | — | — | — | — | Common Stock | 7,621 | 7,621 | 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.
- F2Delivery 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 that were awarded as compensation.
- F3The shares being sold are vested equity awards representing annual incentive payments made with respect to the 2013 performance year, which were mandatorily deferred pursuant to European executive compensation regulations.
- F4This transaction was executed in multiple trades at prices ranging from $41.5400 to $41.6150. The price reported represents the weighted average sale price of these trades. The reporting person hereby undertakes to provide upon request to the SEC staff, the company, or a security holder of the company, full information regarding the shares sold at each separate price.
- F5The restricted stock units were awarded as compensation and converted to common stock on a 1 to 1 basis upon the vesting date.
- F6The performance stock units were awarded as compensation and converted to common stock based on the achievement of certain performance factors.
- F7Each 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.