Voya director exercises 2,547 shares, gets RSU grant

Voya Financial, Inc. director Yvette S. Butler reported routine equity compensation activity.

Rhea-AI Filing Summary

Voya Financial, Inc. director Yvette S. Butler reported routine equity compensation activity. She exercised derivative securities covering 2,547 shares of common stock, increasing her direct common stock holdings to 2,902 shares. She also received a grant of 2,062 restricted stock units, each representing a right to one share of common stock.

After these transactions, 1,431 restricted stock units remain outstanding. According to the award terms, 100% of the restricted stock units will vest at 11:59 p.m. Eastern Time on the date of the company’s 2027 Annual Meeting of Shareholders. The filing shows no open-market purchases or sales, only grants and conversions related to compensation.

Insider Trade Summary

2,547 shares exercised/converted

Exercise 3 txns

Insider Butler Yvette S.

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	2,547	$0.00	$0.00
Grant/Award	Restricted Stock Units	2,062	$82.42	$170K
Exercise	Common Stock	2,547	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 3,493 contracts (Direct); Common Stock — 2,902 shares (Direct)

Footnotes (3)

1. F1. Each stock unit represents a conditional right to receive one share of the company's common stock.
2. F2. The restricted stock units will vest based on their respective award agreements.
3. F3. 100% of the restricted stock units will vest at 11:59pm Eastern Time on the date of the Company's 2027 Annual Meeting of Shareholders.

Key Figures

Common shares from exercise: 2,547 shares RSU grant size: 2,062 units at $82.42 Common shares after transactions: 2,902 shares +2 more

5 metrics

Common shares from exercise 2,547 shares Shares of common stock acquired via derivative exercise on May 21, 2026

RSU grant size 2,062 units at $82.42 Restricted stock units granted, each representing one common share

Common shares after transactions 2,902 shares Direct Voya common stock holdings following the reported transactions

RSUs outstanding after exercise 1,431 units Restricted stock units remaining after derivative exercise

RSU vesting date 2027 Annual Meeting date 100% of RSUs vest at 11:59 p.m. ET on the 2027 meeting date

Key Terms

Restricted Stock Units, derivative security, Annual Meeting of Shareholders, conditional right

4 terms

Restricted Stock Units financial

"The restricted stock units will vest based on their respective award agreements."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

derivative security financial

"Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Annual Meeting of Shareholders financial

"100% of the restricted stock units will vest at 11:59pm Eastern Time on the date of the Company's 2027 Annual Meeting of Shareholders."

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

conditional right financial

"Each stock unit represents a conditional right to receive one share of the company's common stock."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transactions did Voya Financial (VOYA) director Yvette S. Butler report?

Yvette S. Butler reported exercising derivative securities into 2,547 shares of Voya common stock and receiving a grant of 2,062 restricted stock units. These transactions reflect equity compensation activity rather than open-market buying or selling of VOYA shares.

How many Voya Financial (VOYA) shares does Yvette S. Butler hold after this Form 4?

Following the reported transactions, Yvette S. Butler directly holds 2,902 shares of Voya Financial common stock. She also has 1,431 restricted stock units outstanding, each representing a conditional right to receive one additional share of VOYA common stock in the future.

How many restricted stock units did Yvette S. Butler receive from Voya Financial (VOYA)?

She received 2,062 restricted stock units tied to Voya Financial common stock at a reference price of $82.42 per unit. Each unit is a conditional right to receive one VOYA share, subject to vesting conditions described in the award agreements.

When will Yvette S. Butler’s Voya Financial (VOYA) restricted stock units vest?

The filing states that 100% of the restricted stock units will vest at 11:59 p.m. Eastern Time on the date of Voya Financial’s 2027 Annual Meeting of Shareholders. Vesting depends on the terms of the respective award agreements governing these RSU grants.

Did Yvette S. Butler buy or sell Voya Financial (VOYA) shares on the open market?

No open-market purchases or sales are shown. The Form 4 reflects an exercise or conversion of derivative securities into 2,547 common shares and a grant of 2,062 restricted stock units, both classified as acquisition-type compensation-related transactions rather than market trades in VOYA stock.

What does a Voya Financial (VOYA) restricted stock unit represent for Yvette S. Butler?

Each restricted stock unit represents a conditional right to receive one share of Voya Financial common stock. These units vest over time under their award agreements and will convert into VOYA shares if vesting conditions, including the 2027 Annual Meeting date requirement, are satisfied.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/26/2026 - 04:37 PM EDT Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Butler Yvette S.

(Last) (First) (Middle)

200 PARK AVENUE

(Street)

NEW YORK NEW YORK 10166

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

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

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

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

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	05/21/2026		M		2,547	A	$0	2,902	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
Restricted Stock Units	(1)	05/21/2026		M			2,547	(2)	(2)	Common Stock	2,547	$0	1,431	D
Restricted Stock Units	(1)	05/21/2026		A		2,062		(3)	(3)	Common Stock	2,062	$82.42	3,493	D

Explanation of Responses:

1. Each stock unit represents a conditional right to receive one share of the company's common stock.

2. The restricted stock units will vest based on their respective award agreements.

3. 100% of the restricted stock units will vest at 11:59pm Eastern Time on the date of the Company's 2027 Annual Meeting of Shareholders.

	/s/ Julie Watson, Attorney-in-Fact	05/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)