[8-K] Voya Financial, Inc. Reports Material Event

Rhea-AI Filing Summary

Voya Financial, Inc. is providing preliminary alternative investment income for Q3 2025 ahead of its full quarterly release on November 4, 2025. Management estimates combined alternative investment income of approximately $55 million to $65 million (pre-tax), before variable and incentive compensation, with the midpoint implying a quarterly return of 2.6% and an annualized return of 10.6%. The figure includes income from the general account and investment capital returns in the Investment Management segment. These results are preliminary, unaudited, and subject to completion of financial close and possible material adjustments; the independent auditor has not performed any procedures on these estimates. Management cautions that actual results could differ materially and that these preliminary numbers are not a substitute for final U.S. GAAP financial statements.

Positive

• Material alternative income estimated at $55M–$65M for Q3 2025 indicating meaningful contribution from alternatives
• Mid-point return implies strong performance: 2.6% quarterly, 10.6% annualized

Negative

• Unaudited preliminary figures that management warns could be materially different after closing procedures
• Independent auditor has not reviewed or performed procedures on the preliminary results

Insights

Fixed Income Portfolio Manager

Preliminary alt-investment income suggests strong quarterly yield from private and alternative assets.

The reported $55M–$65M range implies a mid-point quarterly return of 2.6%, which annualizes to 10.6%. This indicates that the combined general account and Investment Management capital are producing above-benchmark returns for alternative allocations in the quarter.

Key dependencies include final valuation of private assets and completion of closing procedures; valuation adjustments or incentive compensation allocations could materially change the reported range by the full close process ahead of the November 4, 2025 earnings release.

Corporate Accounting Analyst

Preliminary estimates are useful but unaudited and subject to material adjustment.

The company clearly states these numbers are management-prepared and unaudited by the independent auditor. Completion of standard closing procedures could identify items requiring material adjustments to the preliminary range.

Investors should treat these as indicative pending the finalized U.S. GAAP statements on November 4, 2025, since variable/incentive compensation and audit review may materially alter net reported results.

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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):

October 7, 2025

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)

200 Park Avenue

New York

New York

10166

(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 7.01    Regulation FD Disclosure

Voya Financial, Inc. (the "Company", "we" and "our") is furnishing this Current Report on Form 8-K to disclose alternative investment income expectations prior to the availability of the Company’s quarterly earnings release and quarterly financial supplement for the quarter ended September 30, 2025, scheduled for release on November 4, 2025.

For the third quarter 2025, the Company's combined alternative investment income is estimated to be approximately $55 million - $65 million (pre-tax), before variable and incentive compensation. The mid-point of this range represents a quarterly return of 2.6% and an annualized return of 10.6%. Included in these figures is alternative investment income in our general account and investment capital returns in our Investment Management segment.

The preliminary financial results presented above are the responsibility of management and have been prepared in good faith on a consistent basis with prior periods. However, we have not completed our financial closing procedures for the three months and nine months ended September 30, 2025, and our actual results could be materially different from these preliminary financial results. In addition, Ernst & Young LLP, our independent registered public accounting firm, has not audited, reviewed, compiled, or performed any procedures with respect to these preliminary financial results and does not express an opinion or any other form of assurance with respect to these preliminary financial results or their achievability. During the course of the preparation of our consolidated financial statements and related notes as of and for the three months and nine months ended September 30, 2025, we may identify items that would require us to make material adjustments to the preliminary financial results presented above. As a result, prospective investors should exercise caution in relying on this information and should not draw any inferences from this information regarding financial or operating data not provided. These preliminary financial results should not be viewed as a substitute for full financial statements prepared in accordance with U.S. GAAP. In addition, these preliminary financial results are not necessarily indicative of the results to be achieved in any future period.

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 Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed to be 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 a filing.

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/ Julie Watson             

Name:    Julie Watson

Title:    Vice President, Counsel and Corporate Secretary 

Dated: October 7, 2025

FAQ

What preliminary alternative investment income did Voya (VOYA) report for Q3 2025?

Management estimates combined alternative investment income of approximately $55 million–$65 million (pre-tax) for Q3 2025, before variable and incentive compensation.

What do the reported returns mean for VOYA's performance?

The midpoint implies a quarterly return of 2.6% and an annualized return of 10.6% across the included alternative investments.

Are these Q3 2025 results audited for VOYA?

No. The company states these are preliminary unaudited estimates and that Ernst & Young LLP has not audited, reviewed, compiled, or performed procedures on them.

When will VOYA release final Q3 2025 financial results?

The company scheduled its quarterly earnings release and financial supplement for November 4, 2025.

Could the preliminary $55M–$65M figure change?

Yes. Management notes that completion of financial close may identify items requiring material adjustments and actual results could differ materially.