Voya Financial (VOYA) executive Tony Oh amends Form 4 for equity awards

Rhea-AI Filing Summary

Voya Financial executive Tony D. Oh reported multiple equity awards and corrections to prior disclosures. On February 17, 2026, he acquired performance stock units and restricted stock units as compensation, including awards of 2,873 performance stock units and 3,511 restricted stock units, which will convert to common stock based on performance factors.

The amended filing also corrects an earlier Form 4 that understated the awards by 2,117 performance stock units and 2,588 restricted stock units. In addition, derivative exercises converted 683 and 4,430 units into common stock at a price of $0.00 per share, with no reported share sales.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Oh Tony D

(Last) (First) (Middle)

200 PARK AVENUE

(Street)

NEW YORK NY 10166

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Voya Financial, Inc. [ VOYA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
02/19/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/17/2026		M		683	A	$0	683	D
Common Stock	02/17/2026		M		4,430	A	$0	5,113	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Stock Unit	(1)	02/17/2026		A		2,873(2)		(1)	(1)	Common Stock	2,873	$0	13,557	D
Performance Stock Unit	(1)	02/17/2026		M			683(2)	(1)	(1)	Common Stock	683	$0	12,874	D
Performance Stock Unit	(1)	02/17/2026		A		2,117(3)		(1)	(1)	Common Stock	2,117	$0	14,901	D
Restricted Stock Units	(4)	02/17/2026		A		3,511(2)		(4)	(4)	Common Stock	3,511	$0	13,511	D
Restricted Stock Units	(4)	02/17/2026		M			4,430(2)	(4)	(4)	Common Stock	4,430	$0	9,081	D
Restricted Stock Units	(4)	02/17/2026		A		2,588(5)		(4)	(4)	Common Stock	2,588	$0	11,669	D

Explanation of Responses:

1. The performance stock units were awarded as compensation and will convert to common stock based on the achievement of certain performance factors.

2. This was previously reported on the Form 4 filed on February 19, 2026.

3. The reporting person's original Form 4 filed on February 19, 2026 inadvertently understated the amount of performance stock units awarded to the reporting person on the transaction date by 2,117 shares.

4. The restricted stock units were awarded as compensation and will convert to common stock based on the achievement of certain performance factors.

5. The reporting person's original Form 4 filed on February 19, 2026 inadvertently understated the amount of restricted stock units awarded to the reporting person on the transaction date by 2,588 shares.

Remarks:

Senior Vice President, Chief Accounting Officer and Controller

	/s/ Julie Watson, Attorney-in-Fact	02/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Voya Financial (VOYA) executive Tony D. Oh report on this Form 4/A?

Tony D. Oh reported equity compensation activity, including grants of performance stock units and restricted stock units, plus derivative exercises converting units into common stock. The amendment mainly corrects previously understated award amounts originally reported on the Form 4 filed on February 19, 2026.

Why was Tony D. Oh’s original Voya Financial (VOYA) Form 4 amended?

The original Form 4 was amended because it inadvertently understated equity awards. The corrected filing notes an additional 2,117 performance stock units and 2,588 restricted stock units that should have been included for the February 17, 2026 grant date.

What types of securities did Tony D. Oh acquire from Voya Financial (VOYA)?

He acquired performance stock units and restricted stock units as compensation, along with common stock received through derivative exercises. These units are structured to convert into Voya Financial common stock based on the achievement of specified performance factors over time.

Were any Voya Financial (VOYA) shares sold in Tony D. Oh’s Form 4/A?

No share sales were reported. All reported transactions are acquisitions, including grants of stock units and exercises or conversions of derivative securities into common stock, all at a stated price of $0.00 per share for the conversions.

How do Tony D. Oh’s performance stock units and restricted stock units at Voya Financial (VOYA) work?

The performance stock units and restricted stock units were awarded as compensation and are designed to convert into common stock. Conversion depends on achieving specified performance factors, aligning the executive’s potential share ownership with company performance outcomes.

What is the transaction date for Tony D. Oh’s Voya Financial (VOYA) equity awards?

All transactions in the amended Form 4 are dated February 17, 2026. That date applies to the performance stock unit and restricted stock unit awards, as well as the derivative exercises that converted certain units into Voya Financial common stock.