Bank of New York Mellon Corporation filed an amended Schedule 13G reporting passive beneficial ownership of 6,516,879 shares of Voya Financial (VOYA) common stock, representing 6.8% of the class as of 09/30/2025.
Reported powers include sole voting of 6,424,110 shares and shared voting of 19,134; sole dispositive power over 4,153,166 and shared dispositive power over 2,363,713. Subsidiaries BNY Mellon IHC, LLC and MBC Investments Corp each report 5,188,504 shares (5.4%). Holdings are in various fiduciary capacities, and the filing certifies they were acquired in the ordinary course and not to influence control.
BNY Mellon reports beneficial ownership of 6,516,879 VOYA shares, or 6.8%, under a Schedule 13G/A, indicating a passive stake. The filing lists detailed voting and dispositive powers, reflecting custodian and fiduciary roles rather than directional intent.
Subsidiaries BNY Mellon IHC and MBC Investments each report 5,188,504 shares (5.4%). The certification states the holdings were acquired in the ordinary course and not to change or influence control. Actual market impact depends on client activity; the document provides no sale timing.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
Voya Financial, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
929089100
(CUSIP Number)
09/30/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
929089100
1
Names of Reporting Persons
Bank of New York Mellon Corp
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
NEW YORK
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
6,424,110.00
6
Shared Voting Power
19,134.00
7
Sole Dispositive Power
4,153,166.00
8
Shared Dispositive Power
2,363,713.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,516,879.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.8 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP No.
929089100
1
Names of Reporting Persons
BNY Mellon IHC, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
NEW YORK
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
5,011,931.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
2,888,086.00
8
Shared Dispositive Power
2,300,418.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,188,504.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.4 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP No.
929089100
1
Names of Reporting Persons
MBC Investments Corp
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
5,011,931.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
2,888,086.00
8
Shared Dispositive Power
2,300,418.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,188,504.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.4 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Voya Financial, Inc.
(b)
Address of issuer's principal executive offices:
230 PARK AVENUE, NEW YORK, NEW YORK, 10169.
Item 2.
(a)
Name of person filing:
The Bank of New York Mellon Corporation
(b)
Address or principal business office or, if none, residence:
240 Greenwich Street
New York, New York 10286
(c)
Citizenship:
See cover page
(d)
Title of class of securities:
Common Stock
(e)
CUSIP No.:
929089100
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
See Item 5 through 9 and 11 of cover page(s) as to each reporting person.
The filing of this Schedule 13G shall not be construed as an admission that The Bank of New York Mellon Corporation, or its direct or indirect subsidiaries, including The Bank of New York Mellon and BNY Mellon, National Association, are for the purposes of Section 13(d) or 13(g) of the Act, the beneficial owners of any securities covered by this Schedule 13G.
(b)
Percent of class:
See Item 5 through 9 and 11 of cover page(s) as to each reporting person.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Item 5 through 9 and 11 of cover page(s) as to each reporting person.
(ii) Shared power to vote or to direct the vote:
See Item 5 through 9 and 11 of cover page(s) as to each reporting person.
(iii) Sole power to dispose or to direct the disposition of:
See Item 5 through 9 and 11 of cover page(s) as to each reporting person.
(iv) Shared power to dispose or to direct the disposition of:
See Item 5 through 9 and 11 of cover page(s) as to each reporting person.
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
All of the securities are beneficially owned by The Bank of New York Mellon Corporation and its direct or indirect subsidiaries in their various fiduciary capacities. As a result, another entity in every instance is entitled to dividends or proceeds of sale.
No one other person's interest in the securities reported herein is more than 5%.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See Exhibit I
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
