[PART I. FINANCIAL INFORMATION (UNAUDITED)](index=3&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION%20(UNAUDITED)) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements%3A) This section presents Voya Financial, Inc.'s unaudited condensed consolidated financial statements and detailed notes for Q2 2023 and FY 2022 [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheets show Voya Financial, Inc.'s financial position, with increased assets, liabilities, and shareholders' equity | Metric | June 30, 2023 (Millions) | December 31, 2022 (Millions) | Change (Millions) | % Change | | :-------------------------------- | :------------------------- | :--------------------------- | :---------------- | :------- | | Total Assets | $154,616 | $146,606 | $8,010 | 5.46% | | Total Liabilities | $149,088 | $141,609 | $7,479 | 5.28% | | Total Shareholders' Equity | $5,357 | $4,831 | $526 | 10.89% | - Assets held in separate accounts increased by **$8,677 million (10.82%)** from **$80,174 million** as of December 31, 2022, to **$88,851 million** as of June 30, 2023[15](index=15&type=chunk) - Goodwill increased significantly by **$319 million (97.55%)** from **$327 million** to **$646 million**, primarily due to business combinations[15](index=15&type=chunk) [Condensed Consolidated Statements of Operations](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The statements of operations show significant net income improvement for Q2 2023, driven by higher revenues and gains | Metric | 3 Months Ended June 30, 2023 (Millions) | 3 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Total Revenues | $1,871 | $1,524 | $347 | 22.77% | | Net Investment Income | $545 | $581 | $(36) | -6.20% | | Fee Income | $474 | $413 | $61 | 14.77% | | Premiums | $677 | $597 | $80 | 13.40% | | Net Gains (Losses) | $(56) | $(226) | $170 | 75.22% | | Total Benefits and Expenses | $1,608 | $1,372 | $236 | 17.20% | | Income (Loss) Before Income Taxes | $263 | $152 | $111 | 73.03% | | Net Income (Loss) Available to Common Shareholders | $154 | $64 | $90 | 140.63% | | Basic EPS | $1.50 | $0.62 | $0.88 | 141.94% | | Diluted EPS | $1.41 | $0.57 | $0.84 | 147.37% | | Metric | 6 Months Ended June 30, 2023 (Millions) | 6 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Total Revenues | $3,706 | $3,030 | $676 | 22.31% | | Net Investment Income | $1,090 | $1,211 | $(121) | -9.99% | | Fee Income | $938 | $846 | $92 | 10.87% | | Premiums | $1,362 | $1,205 | $157 | 13.03% | | Net Gains (Losses) | $(72) | $(514) | $442 | 86.00% | | Total Benefits and Expenses | $3,302 | $2,756 | $546 | 19.81% | | Income (Loss) Before Income Taxes | $404 | $274 | $130 | 47.45% | | Net Income (Loss) Available to Common Shareholders | $223 | $118 | $105 | 88.98% | | Basic EPS | $2.22 | $1.13 | $1.09 | 96.46% | | Diluted EPS | $2.03 | $1.03 | $1.00 | 97.09% | [Condensed Consolidated Statements of Comprehensive Income](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) Comprehensive income shifted from a loss to income for H1 2023, primarily due to improved unrealized gains on securities | Metric | 3 Months Ended June 30, 2023 (Millions) | 3 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Net Income (Loss) | $235 | $143 | $92 | 64.34% | | Other Comprehensive Income (Loss), After Tax | $(246) | $(1,885) | $1,639 | 86.95% | | Comprehensive Income (Loss) Attributable to Voya Financial, Inc. | $(88) | $(1,817) | $1,729 | 95.16% | | Metric | 6 Months Ended June 30, 2023 (Millions) | 6 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Net Income (Loss) | $364 | $254 | $110 | 43.31% | | Other Comprehensive Income (Loss), After Tax | $264 | $(3,852) | $4,116 | 106.85% | | Comprehensive Income (Loss) Attributable to Voya Financial, Inc. | $505 | $(3,716) | $4,221 | 113.59% | [Condensed Consolidated Statements of Changes in Shareholders' Equity](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity) Shareholders' equity increased from **$4,831 million** to **$5,357 million**, driven by comprehensive income and noncontrolling interest | Metric | June 30, 2023 (Millions) | January 1, 2023 (Millions) | Change (Millions) | % Change | | :----------------------------------- | :----------------------- | :------------------------- | :---------------- | :------- | | Total Shareholders' Equity | $5,357 | $4,831 | $526 | 10.89% | | Net Income (Loss) | $241 | N/A | N/A | N/A | | Other Comprehensive Income (Loss) | $264 | N/A | N/A | N/A | | Common Stock Acquired - Share Repurchase | $(162) | N/A | N/A | N/A | | Dividends on Preferred Stock | $(18) | N/A | N/A | N/A | | Dividends on Common Stock | $(41) | N/A | N/A | N/A | - Voya Financial, Inc. shareholders' equity increased from **$3,349 million** to **$3,697 million** for the six months ended June 30, 2023, primarily due to net income and other comprehensive income[30](index=30&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=13&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash flows show a net increase in cash for H1 2023, reversing a prior year decrease, driven by operating and investing activities | Metric | 6 Months Ended June 30, 2023 (Millions) | 6 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Net Cash Provided by Operating Activities | $871 | $715 | $156 | 21.82% | | Net Cash Provided by (Used in) Investing Activities | $1,269 | $(1,574) | $2,843 | 180.62% | | Net Cash Provided by (Used in) Financing Activities | $(1,798) | $325 | $(2,123) | -653.23% | | Net Increase (Decrease) in Cash and Cash Equivalents | $342 | $(534) | $876 | 164.04% | | Cash and Cash Equivalents, End of Period | $1,349 | $1,039 | $310 | 29.84% | - Payments for business acquisitions, net of cash acquired, amounted to **$534 million** for the six months ended June 30, 2023, compared to **$2 million** in the prior year, reflecting significant acquisition activity[39](index=39&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=14&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements%3A) [1. Business, Basis of Presentation and Significant Accounting Policies](index=14&type=section&id=1.%20Business%2C%20Basis%20of%20Presentation%20and%20Significant%20Accounting%20Policies) This note outlines Voya Financial, Inc.'s business, strategic acquisitions, accounting policies, and new pronouncement adoption - Voya Financial, Inc. operates through three segments: Wealth Solutions, Health Solutions, and Investment Management, offering a broad range of financial services and products primarily in the United States[40](index=40&type=chunk) - The Company completed the acquisition of Benefitfocus, Inc. on January 24, 2023, for a total purchase consideration of **$595 million** (**$583 million** paid in cash), expanding its capacity for comprehensive benefits and savings solutions[45](index=45&type=chunk) - On August 1, 2023, the Company acquired the remaining equity interest in VFI SLK Global Services Private Limited (VFISLK) for approximately **$50 million**, making it a wholly-owned subsidiary to improve strategic and operational flexibility[46](index=46&type=chunk)[47](index=47&type=chunk) - Effective January 1, 2023, the Company adopted ASU 2018-12, which changed the measurement and disclosures of insurance liabilities and DAC for long-duration contracts, resulting in a **$158 million** increase in Total Shareholders' Equity as of January 1, 2021[53](index=53&type=chunk)[80](index=80&type=chunk)[83](index=83&type=chunk) [2. Investments (excluding Consolidated Investment Entities)](index=21&type=section&id=2.%20Investments%20(excluding%20Consolidated%20Investment%20Entities)) This note details Voya's investment portfolio, including fixed maturities, mortgage loans, credit losses, and net investment income | Investment Type | June 30, 2023 (Millions) | December 31, 2022 (Millions) | Change (Millions) | % Change | | :-------------------------------------------- | :----------------------- | :--------------------------- | :---------------- | :------- | | Total Fixed Maturities (Amortized Cost) | $30,902 | $32,353 | $(1,451) | -4.48% | | Total Fixed Maturities (Fair Value) | $28,045 | $29,195 | $(1,150) | -3.94% | | Mortgage Loans on Real Estate (Net) | $5,339 | $5,427 | $(88) | -1.62% | | Allowance for Credit Losses (Fixed Maturities) | $16 | $12 | $4 | 33.33% | | Allowance for Credit Losses (Mortgage Loans) | $27 | $18 | $9 | 50.00% | - Gross unrealized capital losses on fixed maturities decreased by **$278 million**, from **$3,481 million** to **$3,203 million**, for the six months ended June 30, 2023, primarily due to tighter credit spreads[101](index=101&type=chunk) | Metric | 3 Months Ended June 30, 2023 (Millions) | 3 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :----------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Net Investment Income | $545 | $581 | $(36) | -6.20% | | Net Gains (Losses) | $(56) | $(226) | $170 | 75.22% | | Proceeds on Sales (Fixed Maturities) | $2,331 | $971 | $1,360 | 140.06% | - Net gains (losses) improved by **$170 million** for the three months ended June 30, 2023, primarily due to favorable changes in derivative valuations and mark-to-market adjustments on FVO securities, partially offset by higher impairments and bond sale losses[118](index=118&type=chunk)[119](index=119&type=chunk) [3. Derivative Financial Instruments](index=34&type=section&id=3.%20Derivative%20Financial%20Instruments) This note details Voya's use of derivatives for hedging market risks and managing insurance liabilities, including fair values | Derivative Type (Non-Qualifying) | June 30, 2023 Notional (Millions) | June 30, 2023 Asset Fair Value (Millions) | June 30, 2023 Liability Fair Value (Millions) | Dec 31, 2022 Notional (Millions) | Dec 31, 2022 Asset Fair Value (Millions) | Dec 31, 2022 Liability Fair Value (Millions) | | :------------------------------- | :-------------------------------- | :---------------------------------------- | :------------------------------------------ | :------------------------------- | :---------------------------------------- | :------------------------------------------ | | Interest Rate Contracts | $27,506 | $374 | $390 | $18,304 | $341 | $376 | | Foreign Exchange Contracts | $249 | $4 | $1 | $160 | $9 | $2 | | Equity Contracts | $255 | $11 | $2 | $248 | $1 | $1 | | Credit Contracts | $177 | $0 | $4 | $174 | $0 | $2 | | Embedded Derivatives (Reinsurance) | N/A | $78 | $47 | N/A | $95 | $46 | - The majority of the Company's derivative positions were not designated or did not qualify for hedge accounting as of June 30, 2023, and December 31, 2022[126](index=126&type=chunk) | Impact on Statements of Operations (Non-Qualifying) | 3 Months Ended June 30, 2023 (Millions) | 3 Months Ended June 30, 2022 (Millions) | 6 Months Ended June 30, 2023 (Millions) | 6 Months Ended June 30, 2022 (Millions) | | :-------------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------------------------- | | Interest Rate Contracts (Net Gains (Losses)) | $114 | $52 | $58 | $152 | | Equity Contracts (Net Gains (Losses)) | $5 | $(20) | $8 | $(28) | | Embedded Derivatives (Reinsurance) (Policyholder Benefits) | $8 | $84 | $(18) | $176 | [4. Fair Value Measurements (excluding Consolidated Investment Entities)](index=40&type=section&id=4.%20Fair%20Value%20Measurements%20(excluding%20Consolidated%20Investment%20Entities)) This note details Voya's fair value measurements for assets and liabilities, categorized by input observability (Level 1, 2, 3) | Asset Category (June 30, 2023) | Level 1 (Millions) | Level 2 (Millions) | Level 3 (Millions) | Total (Millions) | | :----------------------------- | :----------------- | :----------------- | :----------------- | :--------------- | | Fixed Maturities | $367 | $26,558 | $2,268 | $29,193 | | Equity Securities | $117 | $0 | $192 | $309 | | Derivatives | $0 | $444 | $0 | $444 | | Assets Held in Separate Accounts | $83,005 | $5,502 | $344 | $88,851 | | Total Assets | $85,786 | $32,618 | $2,804 | $121,208 | | Liability Category (June 30, 2023) | Level 1 (Millions) | Level 2 (Millions) | Level 3 (Millions) | Total (Millions) | | :--------------------------------- | :----------------- | :----------------- | :----------------- | :--------------- | | Contingent Consideration | $0 | $0 | $112 | $112 | | Stabilizer and MCGs | $0 | $0 | $3 | $3 | | Derivatives | $4 | $385 | $58 | $447 | | Total Liabilities | $4 | $385 | $173 | $562 | - For the three and six months ended June 30, 2023, transfers in and out of Level 3 for fixed maturities were due to variations in valuation inputs[163](index=163&type=chunk) [5. Deferred Policy Acquisition Costs and Value of Business Acquired](index=51&type=section&id=5.%20Deferred%20Policy%20Acquisition%20Costs%20and%20Value%20of%20Business%20Acquired) This note provides a rollforward of Deferred Policy Acquisition Costs (DAC) and Value of Business Acquired (VOBA) balances | Category | June 30, 2023 (Millions) | December 31, 2022 (Millions) | Change (Millions) | % Change | | :---------------------------------------- | :----------------------- | :--------------------------- | :---------------- | :------- | | DAC: Wealth Solutions Deferred and Individual Annuities | $692 | $691 | $1 | 0.14% | | DAC: Businesses Exited | $990 | $1,043 | $(53) | -5.08% | | DAC: Other | $200 | $190 | $10 | 5.26% | | VOBA | $422 | $439 | $(17) | -3.87% | | Total DAC and VOBA | $2,304 | $2,363 | $(59) | -2.49% | - For the six months ended June 30, 2023, amortization expense for DAC and VOBA totaled **$100 million** (**$28 million** for Wealth Solutions, **$53 million** for Businesses Exited, and **$19 million** for VOBA)[168](index=168&type=chunk) - No loss recognition for VOBA occurred during 2023 and 2022[169](index=169&type=chunk) [6. Reserves for Future Policy Benefit and Contract Owner Account Balances](index=52&type=section&id=6.%20Reserves%20for%20Future%20Policy%20Benefit%20and%20Contract%20Owner%20Account%20Balances) This note details Voya's reserves for future policy benefits and contract owner account balances, including rollforwards | Category | June 30, 2023 (Millions) | December 31, 2022 (Millions) | Change (Millions) | % Change | | :---------------------------------------- | :----------------------- | :--------------------------- | :---------------- | :------- | | Net Liability for Future Policy Benefits (after reinsurance) | $517 | $521 | $(4) | -0.77% | | Total Liability for Future Policy Benefits | $9,653 | $9,719 | $(66) | -0.68% | | Total Contract Owner Account Balances | $40,930 | $42,455 | $(1,525) | -3.59% | - The weighted average duration of the liability for future policy benefits for Health Solutions Group, Health Solutions Voluntary, and Businesses Exited remained stable at **7, 14, and 8 years**, respectively, from December 31, 2022, to June 30, 2023[172](index=172&type=chunk) - The weighted-average crediting rate for Wealth Solutions Deferred Group and Individual Annuity was **2.7%** as of June 30, 2023, up from **2.6%** at December 31, 2022, while the net amount at risk decreased from **$199 million** to **$135 million**[173](index=173&type=chunk) [7. Reinsurance](index=55&type=section&id=7.%20Reinsurance) This note details Voya's reinsurance activities, including impact on financial statements and collateral management practices | Metric (Balance Sheet) | June 30, 2023 (Millions) | December 31, 2022 (Millions) | Change (Millions) | % Change | | :------------------------------------- | :----------------------- | :--------------------------- | :---------------- | :------- | | Reinsurance Recoverable, Net | $12,169 | $12,455 | $(286) | -2.30% | | Future Policy Benefits & Contract Owner Account Balances (Total, Net of Reinsurance) | $50,583 | $52,174 | $(1,591) | -3.05% | | Metric (Statements of Operations) | 3 Months Ended June 30, 2023 (Millions) | 3 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :-------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Net Premiums | $677 | $597 | $80 | 13.40% | | Net Fee Income | $474 | $413 | $61 | 14.77% | | Net Interest Credited & Other Benefits | $682 | $654 | $28 | 4.28% | - For the six months ended June 30, 2023, ceded premiums increased to **$463 million** from **$433 million** in the prior year, while ceded interest credited and other benefits decreased to **$719 million** from **$804 million**[177](index=177&type=chunk) [8. Separate Accounts](index=58&type=section&id=8.%20Separate%20Accounts) This note provides a rollforward of Separate account liabilities and assets, detailing impact of investment performance and fees | Metric | June 30, 2023 (Millions) | December 31, 2022 (Millions) | Change (Millions) | % Change | | :-------------------------------------- | :----------------------- | :--------------------------- | :---------------- | :------- | | Total Separate Account Liabilities | $88,851 | $80,174 | $8,677 | 10.82% | | Wealth Solutions Stabilizer Annuity | $7,211 | $7,196 | $15 | 0.21% | | Wealth Solutions Deferred Annuity | $77,582 | $69,152 | $8,430 | 12.19% | | Cash Surrender Value (Deferred Annuity) | $77,548 | $69,121 | $8,427 | 12.19% | - Investment performance contributed **$8,465 million** to the increase in separate account liabilities for the six months ended June 30, 2023, compared to a decrease of **$16,838 million** in the prior year[178](index=178&type=chunk) - Equity securities (including mutual funds) represent the largest component of assets supporting separate accounts, increasing from **$72,309 million** to **$81,063 million**[179](index=179&type=chunk) [9. Segments](index=58&type=section&id=9.%20Segments) This note details Voya's operating segments, adjusted earnings, revenues, and total assets, with reconciliation to GAAP figures - Effective Q1 2023, the Company excludes amortization of acquisition-related intangible assets and the expected return on plan assets net of interest costs from Adjusted operating earnings before income taxes to better reflect core operating performance[184](index=184&type=chunk) | Segment (Adjusted Operating Earnings Before Income Taxes) | 3 Months Ended June 30, 2023 (Millions) | 3 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :-------------------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Wealth Solutions | $174 | $197 | $(23) | -11.68% | | Health Solutions | $124 | $50 | $74 | 148.00% | | Investment Management (incl. Allianz noncontrolling interest) | $63 | $40 | $23 | 57.50% | | Corporate (incl. Allianz noncontrolling interest) | $(54) | $(60) | $6 | 10.00% | | Total (incl. Allianz noncontrolling interest) | $307 | $228 | $79 | 34.65% | | Segment (Adjusted Operating Revenues) | 3 Months Ended June 30, 2023 (Millions) | 3 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :------------------------------------ | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Wealth Solutions | $705 | $709 | $(4) | -0.56% | | Health Solutions | $775 | $641 | $134 | 20.91% | | Investment Management | $226 | $171 | $55 | 32.16% | | Corporate | $15 | $17 | $(2) | -11.76% | | Total | $1,721 | $1,537 | $184 | 11.97% | | Segment (Total Assets) | June 30, 2023 (Millions) | December 31, 2022 (Millions) | Change (Millions) | % Change | | :--------------------- | :----------------------- | :--------------------------- | :---------------- | :------- | | Wealth Solutions | $118,943 | $111,701 | $7,242 | 6.48% | | Health Solutions | $3,378 | $2,668 | $710 | 26.61% | | Investment Management | $1,648 | $1,611 | $37 | 2.30% | | Corporate | $26,241 | $26,712 | $(471) | -1.76% | | Total Assets | $154,616 | $146,606 | $8,010 | 5.46% | [10. Share-based Incentive Compensation Plans](index=62&type=section&id=10.%20Share-based%20Incentive%20Compensation%20Plans) This note details Voya's equity-based compensation awards, expense, and activity for RSUs, PSUs, and stock options | Metric | 3 Months Ended June 30, 2023 (Millions) | 3 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :----------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Total Share-based Compensation Expense | $26 | $15 | $11 | 73.33% | | After-tax Share-based Compensation Expense | $19 | $12 | $7 | 58.33% | | Award Type (June 30, 2023) | Number of Awards (Millions) | Weighted Average Grant Date Fair Value | | :------------------------- | :-------------------------- | :------------------------------------- | | RSU Awards Outstanding | 2.2 | $67.06 | | PSU Awards Outstanding | 2.3 | $61.27 | | Stock Options Outstanding | 1.2 | $44.55 | - As of June 30, 2023, **8,881,340 shares** of common stock were reserved and available for issuance under the Omnibus Plans[194](index=194&type=chunk) [11. Shareholders' Equity](index=63&type=section&id=11.%20Shareholders%27%20Equity) This note provides an overview of Voya's shareholders' equity, including common shares, preferred stock, and share repurchases | Metric (Common Shares) | June 30, 2023 (Millions) | December 31, 2022 (Millions) | Change (Millions) | % Change | | :--------------------- | :----------------------- | :--------------------------- | :---------------- | :------- | | Issued | 109.3 | 97.8 | 11.5 | 11.76% | | Held in Treasury | 3.6 | 0.6 | 3.0 | 500.00% | | Outstanding | 105.7 | 97.2 | 8.5 | 8.74% | - On May 10, 2023, warrants to purchase **26,050,846 shares** were net share settled, resulting in the issuance of **9.6 million** common shares[203](index=203&type=chunk) - On July 27, 2023, the Board of Directors authorized an additional **$500 million** for share repurchases, increasing the total authorized amount to **$609 million**, expiring on September 30, 2024[200](index=200&type=chunk) | Metric (Dividends) | 3 Months Ended June 30, 2023 | 3 Months Ended June 30, 2022 | 6 Months Ended June 30, 2023 | 6 Months Ended June 30, 2022 | | :----------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Common Stock | $0.200 per share | $0.200 per share | $0.400 per share | $0.400 per share | | Preferred Stock | $4 million aggregate | $4 million aggregate | $18 million aggregate | $18 million aggregate | [12. Earnings per Common Share](index=65&type=section&id=12.%20Earnings%20per%20Common%20Share) This note reconciles net income and shares for basic and diluted EPS, showing significant increases for Q2 and H1 2023 | Metric | 3 Months Ended June 30, 2023 | 3 Months Ended June 30, 2022 | YoY Change | YoY % Change | | :---------------------------------------------- | :--------------------------- | :--------------------------- | :--------- | :----------- | | Net Income (Loss) Available to Common Shareholders | $154 million | $64 million | $90 million | 140.63% | | Basic EPS | $1.50 | $0.62 | $0.88 | 141.94% | | Diluted EPS | $1.41 | $0.57 | $0.84 | 147.37% | | Weighted Average Common Shares Outstanding (Basic) | 103.0 million | 101.7 million | 1.3 million | 1.28% | | Weighted Average Common Shares Outstanding (Diluted) | 109.8 million | 110.8 million | -1.0 million | -0.90% | | Metric | 6 Months Ended June 30, 2023 | 6 Months Ended June 30, 2022 | YoY Change | YoY % Change | | :---------------------------------------------- | :--------------------------- | :--------------------------- | :--------- | :----------- | | Net Income (Loss) Available to Common Shareholders | $223 million | $118 million | $105 million | 88.98% | | Basic EPS | $2.22 | $1.13 | $1.09 | 96.46% | | Diluted EPS | $2.03 | $1.03 | $1.00 | 97.09% | | Weighted Average Common Shares Outstanding (Basic) | 100.4 million | 103.9 million | -3.5 million | -3.37% | | Weighted Average Common Shares Outstanding (Diluted) | 109.7 million | 113.9 million | -4.2 million | -3.69% | [13. Accumulated Other Comprehensive Income (Loss)](index=66&type=section&id=13.%20Accumulated%20Other%20Comprehensive%20Income%20(Loss)) This note details Accumulated Other Comprehensive Income (AOCI) components and changes, driven by unrealized gains/losses | Component (Millions) | June 30, 2023 | December 31, 2022 | Change (Millions) | % Change | | :------------------- | :------------ | :---------------- | :---------------- | :------- | | Fixed Maturities | $(2,963) | $(1,926) | $(1,037) | -53.84% | | Derivatives | $98 | $129 | $(31) | -24.03% | | Change in Current Discount Rate | $(827) | $(951) | $124 | 13.04% | | Deferred Income Tax Asset (Liability) | $898 | $700 | $198 | 28.29% | | Total AOCI | $(2,791) | $(2,045) | $(746) | -36.48% | - For the six months ended June 30, 2023, the change in AOCI was a positive **$264 million** (after-tax), a significant improvement compared to a loss of **$3,852 million** in the prior year[209](index=209&type=chunk)[210](index=210&type=chunk) - Approximately **$17 million** of AOCI from hedge transactions is expected to be reclassified into earnings within the next 12 months as of June 30, 2023[208](index=208&type=chunk) [14. Revenue from Contracts with Customers](index=68&type=section&id=14.%20Revenue%20from%20Contracts%20with%20Customers) This note disaggregates revenue from financial services and software subscriptions by type and segment, highlighting growth | Revenue Type (Millions) | 3 Months Ended June 30, 2023 | 3 Months Ended June 30, 2022 | YoY Change (Millions) | YoY % Change | | :---------------------- | :--------------------------- | :--------------------------- | :-------------------- | :----------- | | Wealth Solutions | $154 | $158 | $(4) | -2.53% | | Investment Management | $264 | $197 | $67 | 34.01% | | Health Solutions | $58 | $5 | $53 | 1060.00% | | Corporate | $5 | $17 | $(12) | -70.59% | | Total Financial Services & Software Subscriptions & Services Revenue | $481 | $377 | $104 | 27.59% | | Total Fee Income & Other Revenue | $560 | $457 | $103 | 22.54% | - Software subscriptions and services revenue in Health Solutions increased significantly from **$0** to **$54 million** for the three months ended June 30, 2023, primarily driven by the Benefitfocus acquisition[214](index=214&type=chunk) - Net receivables of **$357 million** (June 30, 2023) and **$299 million** (December 31, 2022) related to performance obligations satisfied in previous periods are included in Other assets[214](index=214&type=chunk) [15. Income Taxes](index=69&type=section&id=15.%20Income%20Taxes) This note discusses Voya's income tax provisions, effective tax rates, and the impact of the Inflation Reduction Act of 2022 | Metric (Effective Tax Rate) | 3 Months Ended June 30, 2023 | 3 Months Ended June 30, 2022 | 6 Months Ended June 30, 2023 | 6 Months Ended June 30, 2022 | | :-------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Effective Tax Rate | 10.6% | 5.9% | 9.9% | 7.3% | - The effective tax rate differed from the statutory rate of **21%** primarily due to noncontrolling interest, the effect of the dividends received deduction, and tax credits[216](index=216&type=chunk) - The Inflation Reduction Act of 2022 (IRA of 2022) imposes a **15%** corporate alternative minimum tax (CAMT) and a **1%** excise tax on stock repurchases, effective for taxable years beginning after December 31, 2022[217](index=217&type=chunk) [16. Financing Agreements](index=70&type=section&id=16.%20Financing%20Agreements) This note summarizes Voya's financing agreements, including debt, credit facilities, and a significant senior notes issuance | Debt Type (Millions) | June 30, 2023 | December 31, 2022 | Change (Millions) | % Change | | :------------------- | :------------ | :---------------- | :---------------- | :------- | | Short-term Debt | $143 | $141 | $2 | 1.42% | | Long-term Debt | $2,095 | $2,094 | $1 | 0.05% | | Total Debt | $2,238 | $2,235 | $3 | 0.13% | - As of June 30, 2023, the Company was in compliance with its debt covenants[222](index=222&type=chunk) | Credit Facility (Millions) | Expiration | Committed Capacity | Utilization | Unused Commitment | | :------------------------- | :----------- | :----------------- | :---------- | :---------------- | | Voya Financial, Inc. (Other) | 05/01/2028 | $500 | $0 | $500 | | Voya Financial, Inc. (Other) | 04/07/2025 | $200 | $163 | $37 | | Total | | $700 | $163 | $537 | - On May 1, 2023, the Company exercised a put option to issue **$400 million** of **3.976%** Senior Notes due 2025, using the proceeds to redeem the **$393 million 5.650%** Fixed-to-Floating Rate Junior Subordinated Notes due 2053, resulting in a **$5 million** loss on debt extinguishment[228](index=228&type=chunk)[229](index=229&type=chunk) [17. Commitments and Contingencies](index=72&type=section&id=17.%20Commitments%20and%20Contingencies) This note details Voya's commitments and contingencies, including lease impairments, restricted assets, and litigation matters - During the three and six months ended June 30, 2023, the Company recorded impairment charges of **$12 million** and **$14 million**, respectively, on its right-of-use asset for leased office space[231](index=231&type=chunk) | Restricted Asset Type (Millions) | June 30, 2023 | December 31, 2022 | Change (Millions) | % Change | | :------------------------------- | :------------ | :---------------- | :---------------- | :------- | | Fixed Maturity Collateral Pledged to FHLB | $1,851 | $1,791 | $60 | 3.35% | | Securities Pledged | $1,148 | $1,162 | $(14) | -1.20% | | Total Restricted Assets | $3,139 | $3,085 | $54 | 1.75% | - As of June 30, 2023, the Company estimates the aggregate range of reasonably possible losses, in excess of any amounts accrued for litigation and regulatory matters, to be up to approximately **$25 million**[240](index=240&type=chunk) - The Company agreed to settle the Advance Trust & Life Escrow Services, LTA v. ReliaStar Life Insurance Company litigation for **$39 million** in cash consideration, which has been fully accrued as of June 30, 2023[246](index=246&type=chunk) [18. Consolidated and Nonconsolidated Investment Entities](index=74&type=section&id=18.%20Consolidated%20and%20Nonconsolidated%20Investment%20Entities) This note describes Voya's involvement with consolidated and nonconsolidated investment entities, including CLOs and LPs - The Company consolidates **7 CLOs** and **10 LPs** as of June 30, 2023, and December 31, 2022, where it is determined to be the primary beneficiary or has control through voting rights[252](index=252&type=chunk)[254](index=254&type=chunk) - Noncontrolling interest related to partnerships increased from **$1,482 million** at December 31, 2022, to **$1,660 million** at June 30, 2023, driven by net contributions and favorable market appreciation[255](index=255&type=chunk) | Asset Category (Consolidated Investment Entities, June 30, 2023) | Level 1 (Millions) | Level 2 (Millions) | Level 3 (Millions) | NAV (Millions) | Total (Millions) | | :--------------------------------------------------------------- | :----------------- | :----------------- | :----------------- | :------------- | :--------------- | | Cash and Cash Equivalents | $154 | $0 | $0 | $0 | $154 | | Corporate Loans | $0 | $1,432 | $0 | $0 | $1,432 | | Limited Partnerships/Corporations | $0 | $0 | $0 | $3,120 | $3,120 | | Total Assets | $154 | $1,432 | $0 | $3,120 | $4,706 | - As of June 30, 2023, the Company held **$371 million** in unconsolidated CLOs and **$1,800 million** in unconsolidated limited partnerships, representing its maximum exposure to loss in these entities[278](index=278&type=chunk)[279](index=279&type=chunk) [19. Goodwill and Other Intangible Assets](index=80&type=section&id=19.%20Goodwill%20and%20Other%20Intangible%20Assets) This note presents changes in goodwill and other intangible assets, primarily due to acquisitions in Health Solutions | Segment (Goodwill, Millions) | January 1, 2022 | December 31, 2022 | June 30, 2023 | Change (Dec 2022 to Jun 2023) | % Change | | :--------------------------- | :-------------- | :---------------- | :------------ | :---------------------------- | :------- | | Wealth Solutions | $17 | $17 | $17 | $0 | 0.00% | | Health Solutions | $24 | $24 | $343 | $319 | 1329.17% | | Investment Management | $31 | $286 | $286 | $0 | 0.00% | | Consolidated Total | $72 | $327 | $646 | $319 | 97.55% | | Intangible Asset Type (Net Carrying Amount, Millions) | June 30, 2023 | December 31, 2022 | Change (Millions) | % Change | | :---------------------------------------------------- | :------------ | :---------------- | :---------------- | :------- | | Total Indefinite-life Intangibles | $350 | $350 | $0 | 0.00% | | Total Finite-life Intangibles | $558 | $281 | $277 | 98.58% | | Total Other Intangible Assets | $908 | $631 | $277 | 43.90% | - Amortization expense related to intangible assets was **$42 million** for the six months ended June 30, 2023, compared to **$22 million** in the prior year[282](index=282&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=80&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section reviews Voya Financial, Inc.'s consolidated results, financial condition, strategic acquisitions, and key trends [Overview](index=81&type=section&id=Overview) Voya Financial, Inc. provides workplace savings, benefits, and investment management services, aiming for client financial security - Wealth Solutions generates revenue primarily from asset and participant-based recordkeeping and advisory fees, as well as investment income on general account assets[288](index=288&type=chunk) - Health Solutions generates revenue from premiums, investment income, mortality and morbidity income, and policy charges, with growth opportunities in voluntary benefits and Health Account Solutions[290](index=290&type=chunk)[291](index=291&type=chunk) - Investment Management generates revenue through management fees based on assets under management, with potential performance-based incentive fees and an enhanced international footprint[294](index=294&type=chunk)[295](index=295&type=chunk) [Business Update](index=82&type=section&id=Business%20Update) This section highlights Voya's recent strategic acquisitions, including VFISLK, Benefitfocus, and Czech Asset Management - On August 1, 2023, Voya acquired the remaining equity interest in VFI SLK Global Services Private Limited (VFISLK) for approximately **$50 million**, making it a wholly-owned subsidiary to improve strategic and operational flexibility[296](index=296&type=chunk)[297](index=297&type=chunk) - On January 24, 2023, Voya completed the acquisition of Benefitfocus, Inc. for approximately **$570 million** (cash paid at closing), expanding its capacity for comprehensive benefits and savings solutions, incurring **$27 million** in integration expenses[298](index=298&type=chunk) - The combination of Voya IM with AllianzGI assets and teams, completed on July 25, 2022, increased Voya's international scale and diversified investment strategies, incurring **$38 million** in integration expenses[300](index=300&type=chunk)[301](index=301&type=chunk) [Trends and Uncertainties](index=83&type=section&id=Trends%20and%20Uncertainties) This section discusses key trends and uncertainties, including interest rate environment impacts and Voya's ESG commitment - The interest rate environment continues to influence Voya's business, with new investments expected to yield higher returns, positively impacting earnings if product crediting rates do not rise proportionally[305](index=305&type=chunk) - Rising interest rates may lead to lower prices for fixed income investments sold on the secondary market and potentially higher lapses for policies with existing guarantees[305](index=305&type=chunk)[306](index=306&type=chunk) - Voya's ESG practices are integrated into its business and culture, focusing on long-term value creation for stakeholders and minimizing environmental impact[308](index=308&type=chunk)[309](index=309&type=chunk) [Operating Measures](index=84&type=section&id=Operating%20Measures) This section introduces Adjusted operating earnings and revenues as key non-GAAP measures for evaluating segment performance - Adjusted operating earnings before income taxes and Adjusted operating revenues are non-GAAP measures used by management to evaluate segment performance, focusing on core operating performance and trends by excluding highly variable items[311](index=311&type=chunk) [AUM and AUA](index=84&type=section&id=AUM%20and%20AUA) This section presents Voya's Assets Under Management (AUM) and Assets Under Administration (AUA) across its segments | Segment | June 30, 2023 (Millions) | June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------- | :----------------------- | :----------------------- | :-------------------- | :----------- | | Wealth Solutions | $518,941 | $469,019 | $49,922 | 10.64% | | Health Solutions | $1,886 | $1,996 | $(110) | -5.51% | | Investment Management | $381,306 | $289,710 | $91,596 | 31.62% | | Total AUM and AUA | $789,028 | $647,250 | $141,778 | 21.90% | | AUM | $457,615 | $350,242 | $107,373 | 30.66% | | AUA | $331,413 | $297,008 | $34,405 | 11.58% | - Effective Q1 2023, AUM and AUA now include asset balances associated with non-qualified retirement plans for clients using only non-qualified solutions, with historical periods recast for conformity[312](index=312&type=chunk) [Results of Operations - Company Condensed Consolidated](index=85&type=section&id=Results%20of%20Operations%20-%20Company%20Condensed%20Consolidated) This section analyzes Voya's consolidated financial performance for Q2 2023, highlighting revenue growth and expense increases [Consolidated - Three Months Ended June 30, 2023 Compared to Three Months Ended June 30, 2022](index=85&type=section&id=Consolidated%20-%20Three%20Months%20Ended%20June%2030%2C%202023%20Compared%20to%20Three%20Months%20Ended%20June%2030%2C%202022) Voya Financial, Inc. reported increased net income for Q2 2023, driven by improved net gains, fee income, and premiums | Metric | 3 Months Ended June 30, 2023 (Millions) | 3 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Total Revenues | $1,871 | $1,524 | $347 | 22.77% | | Net Investment Income | $545 | $581 | $(36) | -6.20% | | Fee Income | $474 | $413 | $61 | 14.77% | | Premiums | $677 | $597 | $80 | 13.40% | | Net Gains (Losses) | $(56) | $(226) | $170 | 75.22% | | Total Benefits and Expenses | $1,608 | $1,372 | $236 | 17.20% | | Income (Loss) Before Income Taxes | $263 | $152 | $111 | 73.03% | | Net Income (Loss) Available to Common Shareholders | $154 | $64 | $90 | 140.63% | - Operating expenses increased by **$165 million** to **$770 million**, driven by acquisitions (Benefitfocus, AllianzGI), business growth in Health Solutions and Wealth Solutions, and an increase in deferred compensation plan liability[321](index=321&type=chunk) - Net investment gains (losses) improved by **$21 million** to a loss of **$38 million**, primarily due to favorable mark-to-market adjustments on FVO securities and market risk benefits, partially offset by unfavorable derivative valuations and higher impairments[324](index=324&type=chunk)[325](index=325&type=chunk) [Consolidated - Six Months Ended June 30, 2023 Compared to Six Months Ended June 30, 2022](index=88&type=section&id=Consolidated%20-%20Six%20Months%20Ended%20June%2030%2C%202023%20Compared%20to%20Six%20Months%20Ended%20June%2030%2C%202022) Voya Financial, Inc. reported increased net income for H1 2023, driven by improved net gains, fee income, and premiums | Metric | 6 Months Ended June 30, 2023 (Millions) | 6 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Total Revenues | $3,706 | $3,030 | $676 | 22.31% | | Net Investment Income | $1,090 | $1,211 | $(121) | -9.99% | | Fee Income | $938 | $846 | $92 | 10.87% | | Premiums | $1,362 | $1,205 | $157 | 13.03% | | Net Gains (Losses) | $(72) | $(514) | $442 | 86.00% | | Total Benefits and Expenses | $3,302 | $2,756 | $546 | 19.81% | | Income (Loss) Before Income Taxes | $404 | $274 | $130 | 47.45% | | Net Income (Loss) Available to Common Shareholders | $223 | $118 | $105 | 88.98% | - Operating expenses increased by **$369 million** to **$1,606 million**, primarily due to acquisitions (Benefitfocus, AllianzGI), business growth in Health Solutions and Wealth Solutions, and increased deferred compensation plan liability[331](index=331&type=chunk) - Net investment gains (losses) improved by **$124 million** to a loss of **$47 million**, driven by favorable mark-to-market adjustments on FVO securities, lower impairments, and favorable market risk benefits, partially offset by unfavorable derivative valuations[336](index=336&type=chunk) [Results of Operations - Segment by Segment](index=90&type=section&id=Results%20of%20Operations%20-%20Segment%20by%20Segment) This section analyzes the financial performance of Voya's core operating segments: Wealth Solutions, Health Solutions, and Investment Management [Wealth Solutions](index=91&type=section&id=Wealth%20Solutions) Wealth Solutions saw decreased adjusted operating earnings for Q2 and H1 2023, due to higher expenses and lower alternative investment income | Metric | 3 Months Ended June 30, 2023 (Millions) | 3 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Adjusted Operating Earnings Before Income Taxes | $174 | $197 | $(23) | -11.68% | | Total Adjusted Operating Revenues | $705 | $709 | $(4) | -0.56% | | Net Revenue | $481 | $486 | $(5) | -1.03% | | Adjusted Operating Margin | 36.1% | 40.6% | -4.5% | -11.08% | | Metric | 6 Months Ended June 30, 2023 (Millions) | 6 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Adjusted Operating Earnings Before Income Taxes | $306 | $425 | $(119) | -28.00% | | Total Adjusted Operating Revenues | $1,389 | $1,465 | $(76) | -5.19% | | Net Revenue | $944 | $1,024 | $(80) | -7.81% | | Adjusted Operating Margin | 32.5% | 41.5% | -9.0% | -21.69% | | Client Asset Type (Millions) | June 30, 2023 | June 30, 2022 | YoY Change (Millions) | YoY % Change | | :--------------------------- | :------------ | :------------ | :-------------------- | :----------- | | Total Client Assets | $518,941 | $469,019 | $49,922 | 10.64% | | Fee-based | $429,958 | $377,667 | $52,291 | 13.84% | | Spread-based | $32,699 | $34,220 | $(1,521) | -4.44% | | Investment-only Stable Value | $37,354 | $39,622 | $(2,268) | -5.72% | | Retail Client Assets | $26,570 | $24,892 | $1,678 | 6.74% | [Health Solutions](index=93&type=section&id=Health%20Solutions) Health Solutions demonstrated strong growth in adjusted operating earnings for Q2 and H1 2023, driven by higher premiums and acquisitions | Metric | 3 Months Ended June 30, 2023 (Millions) | 3 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Adjusted Operating Earnings Before Income Taxes | $124 | $50 | $74 | 148.00% | | Total Adjusted Operating Revenues | $775 | $641 | $134 | 20.91% | | Net Revenue | $342 | $198 | $144 | 72.73% | | Adjusted Operating Margin | 36.2% | 25.5% | 10.7% | 41.96% | | Metric | 6 Months Ended June 30, 2023 (Millions) | 6 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Adjusted Operating Earnings Before Income Taxes | $218 | $72 | $146 | 202.78% | | Total Adjusted Operating Revenues | $1,549 | $1,288 | $261 | 20.26% | | Net Revenue | $649 | $367 | $282 | 76.84% | | Adjusted Operating Margin | 33.6% | 19.6% | 14.0% | 71.43% | | Sales & In-force (Millions) | 3 Months Ended June 30, 2023 | 3 Months Ended June 30, 2022 | 6 Months Ended June 30, 2023 | 6 Months Ended June 30, 2022 | | :-------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Total Sales by Product Line | $82 | $58 | $620 | $571 | | Total Gross Premiums & Deposits | $765 | $671 | $1,526 | $1,331 | | Total Annualized In-force Premiums & Fees | $3,327 | $2,722 | $3,327 | $2,722 | | Total Loss Ratio (Trailing 12-month) | 63.9% | 73.1% | 63.9% | 73.1% | [Investment Management](index=95&type=section&id=Investment%20Management) Investment Management reported increased adjusted operating earnings for Q2 and H1 2023, driven by AllianzGI acquisition and market performance | Metric | 3 Months Ended June 30, 2023 (Millions) | 3 Months Ended June 30, 2022 (Millions) | YoY Change (Millions) | YoY % Change | | :---------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :-------------------- | :----------- | | Adjusted Operating Earnings Before Income Tax

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 —————————————————————— FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35897 Voya Financial, Inc. | (Exact name of registrant as specified in its charter) | | | | | --- | --- ...

Financial Data and Key Metrics Changes - Voya Financial reported adjusted operating EPS of $1.44 for Q1 2023, down from $1.55 in the prior year quarter, but adjusted operating earnings per share excluding notable impacts was $1.69 [13] - GAAP net income for the first quarter was $69 million, which included approximately $50 million of cash impacts from the acquisition of Benefitfocus [13] - The company concluded the quarter with approximately $500 million of excess capital and a free cash flow conversion rate of over 90% [8][21] Business Line Data and Key Metrics Changes - Wealth Solutions saw full service recurring deposits grow nearly 10%, with adjusted operating earnings of $132 million in Q1 2023 [15][16] - Health Solutions achieved annualized enforced premiums and fees growth of 22%, with adjusted operating earnings of $94 million [8][18] - Investment Management experienced net outflows largely due to challenging market conditions, but total assets under management increased nearly 30% year-over-year [19][20] Market Data and Key Metrics Changes - The company reported that full service recurring deposits grew 9.6% on a trailing 12-month basis, with expectations for full year deposit growth to exceed 10% [16] - Annualized enforced premiums in Health Solutions grew 15% year-over-year, exceeding the long-term target of 7% to 10% [17][18] - Investment Management's organic growth is expected to be between 2% to 4% in 2023, despite experiencing negative flows in the first quarter [19][44] Company Strategy and Development Direction - Voya Financial aims to achieve a 12% to 17% annual compound growth in EPS over the three-year period ending in 2024, focusing on executing its plans and integrating acquired businesses [7][25] - The company plans to increase its dividend yield to approximately 2% in the second half of 2023, subject to board approval, and intends to resume share repurchases in Q2 2023 [8][23] - Recent acquisitions, including Benefitfocus and AllianzGI, are expected to drive revenue and earnings growth, enhancing Voya's market position [10][11] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in capital generation capabilities, with a focus on maintaining a competitive dividend and managing expenses effectively [28][49] - The company remains optimistic about its growth trajectory, despite macroeconomic challenges, and is committed to delivering strong returns for shareholders [25][38] - Management highlighted the importance of addressing clients' growing health, wealth, and investment needs while maintaining a strong corporate culture [12] Other Important Information - Voya Financial has been recognized as one of the world's most ethical companies for the 10th consecutive year [12] - The company has generated $5.7 billion of capital since 2018, with a significant portion deployed in share repurchases [24] Q&A Session Summary Question: What conditions would prevent the resumption of buybacks? - Management indicated confidence in capital generation and plans to resume share repurchases in Q2, contingent on constructive market conditions [26][27] Question: What drove elevated surrenders in the full service business? - Management noted that a large case departure and higher participant surrenders impacted full service inflows, but expressed confidence in the long-term flow story [29][31] Question: Can you discuss the investment management pipeline? - Management affirmed a strong pipeline for investment management, with expectations for organic growth of 2% to 4% in 2023, despite some challenges in institutional flows [33][34] Question: How sustainable is the strong capital generation? - Management expressed confidence in their capital generation capabilities, supported by a capital-light business model and recent interest expense savings [36][38] Question: What drove the uptick in expenses this quarter? - Management explained that seasonal expenses and increased growth-related costs contributed to the uptick, but they expect a decline in expenses in future periods [40][41] Question: What is the outlook for the benefits ratio in the health business? - Management indicated that the strong first quarter experience would influence the full year outlook, but they expect the benefits ratio to revert to long-term targets [55][56] Question: How accurate are the LTVs in the commercial loan portfolio? - Management stated that they maintain a high-quality portfolio with rigorous internal underwriting processes, ensuring confidence in their LTV assessments [51][52]

Investment Management - As of December 31, 2022, the Investment Management segment managed $258.5 billion for third-party institutional and individual investors, with $99.7 billion in private and alternative asset solutions[106] - The Investment Management segment generated adjusted operating earnings before income taxes of $158 million for the year ended December 31, 2022[110] - Total assets under management (AUM) as of December 31, 2022, were $321.4 billion, with net inflows of $1,073.9 million for the year[119] - The fixed income platform managed $138.3 billion in public assets, with net outflows of $2,218.4 million, while private fixed income managed $83.3 billion with net inflows of $5,017.8 million[119] - The equities platform had $83.4 billion in AUM, experiencing net outflows of $1,214.5 million[119] - The alternatives platform managed $16.4 billion, with net outflows of $511.0 million[119] - The retail client segment accounted for $121.9 billion in AUM, with net outflows of $2,600.8 million, while the institutional client segment had $161.5 billion in AUM with net inflows of $3,674.7 million[119] - The AllianzGI Transaction completed on July 25, 2022, enhanced the international scale and distribution of investment products[107] - The company serves approximately 336 institutional clients, representing $161.5 billion of AUM primarily in separately managed accounts and collective investment trusts[121] Employee and Workforce - As of December 31, 2022, Voya had approximately 6,100 employees, with 99% being full-time and U.S.-based[125] - The acquisition of Benefitfocus on January 24, 2023, increased the employee base by approximately 1,100, with about half located in Charleston, SC[126] - Females and people of color represent 65% of the workforce, with 3% self-identifying as members of the disabled/special needs community[127] - The Executive Committee is 50% diverse, while the Board of Directors is 64% diverse[128] - Approximately 58% of the workforce is fully remote, and 41% are hybrid workers[125] - Voya maintains robust learning programs through its Learning Center to support employee development[130] - The Total Rewards offering includes competitive compensation, benefits, and development opportunities to attract and retain talent[131] Regulatory Compliance and Cybersecurity - The company is committed to conducting business in an ethically, economically, socially, and environmentally responsible manner[133] - As of December 31, 2022, the Total Adjusted Capital of each insurance subsidiary exceeded statutory minimum Risk-Based Capital levels[153] - Voya does not anticipate regulatory action as a result of its 2022 IRIS ratio results[156] - The NAIC adopted the Insurance Data Security Model Law to enhance cybersecurity measures for insurers, with several states already implementing it[159] - The NYDFS has established comprehensive cybersecurity requirements for financial services companies, mandating strong cybersecurity programs[159] - In 2023, cybersecurity risk management will remain a significant focus for governments and regulatory bodies[160] - The SEC and FINRA regulate the company's variable insurance and mutual fund products, which are classified as securities[169] - The DOL's revised fiduciary interpretation and prohibited transaction exemption may not materially impact the company, despite potential future amendments[166] Data Privacy and Environmental Compliance - The company is subject to various federal and state regulations, including those related to anti-money laundering and financial transparency under the USA PATRIOT Act[179] - Compliance with privacy laws, including the Gramm-Leach-Bliley Act, is required to protect personal information and ensure data security[184] - The company must adhere to state cybersecurity standards, including those mandated by the NYDFS and the NAIC Model Law[185] - The California Consumer Privacy Act (CCPA) established a privacy framework effective January 1, 2020, with potential statutory damages for non-compliance[186] - The California Privacy Rights Act (CPRA) was approved in November 2020 to amend the CCPA and create a new data protection authority[188] - The General Data Protection Regulation (GDPR) became effective on May 25, 2018, imposing strict requirements on handling personal data of EU residents[190] - The company is subject to the Health Insurance Portability and Accountability Act (HIPAA), requiring safeguards for protected health information[189] - The company conducts environmental assessments prior to closing new commercial mortgage loans to minimize unexpected environmental liabilities[195] - The company may face increased operational and compliance costs due to evolving data privacy laws and regulations[187] - The company is required to implement effective programs to detect and prevent identity theft as per new regulations[187] - The company may be liable for environmental cleanup costs under federal and state laws, impacting the valuation of commercial mortgage loans[194] Financial Reporting - The company files periodic reports with the SEC, which can be accessed through the SEC's website[197] - The company provides access to financial information and reports on its investor relations website without charge[198]

Voya Financial, Inc. (NYSE:VOYA) Q4 2022 Earnings Conference Call February 8, 2023 10:00 AM ET Company Participants Michael Katz - EVP, Finance Rod Martin - Chairman & CEO Heather Lavallee - President & CEO Don Templin - CFO Rob Grubka - CEO, Workplace Solutions Conference Call Participants Ryan Krueger - KBW Elyse Greenspan - Wells Fargo Erik Bass - Autonomous Research Tom Gallagher - Evercore Andrew Kligerman - Credit Suisse John Barnidge - Piper Sandler Alex Scott - Goldman Sachs Jimmy Bhullar - JPMorgan ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 —————————————————————— FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35897______________________________________ Voya Financial, Inc. | Securities registered pursuant to Sect ...

Benefitfocus, Inc. (BNFT) Q2 2022 Earnings Conference Call August 3, 2022 5:00 PM ET Company Participants Doug Kuckelman - Head, IR Matt Levin - President and CEO Alpana Wegner - CFO Conference Call Participants Anne Samuel - JPMorgan Jessica Tassan - Piper Sandler Operator Good afternoon ladies and gentlemen and welcome to the Benefitfocus Second Quarter of 2022 Earnings Call. During the presentation, all participants will be in a listen-only mode. Afterwards, we will conduct a question-and-answer session. ...

Transaction Overview - Voya IM's AUM increases to approximately $370 billion on a pro forma basis[8] - Voya will hold a 76% economic stake and Allianz Group will hold a 24% economic stake in the combined asset manager[14] - The transaction is expected to close in July 2022, at which time Voya will have full operational control[21] Financial Benefits - The transaction is immediately cash accretive, with an estimated 6% - 8% increase to adjusted operating earnings per share in 2023[5, 17, 25] - Investment Management adjusted operating margin is expected to increase from 26% to 30% - 32%[5, 19, 28] - Voya preserves its $0.9 billion excess capital position and maintains financial flexibility[30] Strategic Advantages - The transaction expands international distribution through a long-term strategic partnership with Allianz Global Investors (AllianzGI)[5] - Voya IM's non-US client base is expected to grow from 9% to 27%[35] - AllianzGI US is transferring $120 billion of diversified assets to Voya IM, resulting in a pro forma AUM of $373 billion[39]

```markdown [PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This section provides a comprehensive overview of the company's financial performance, condition, and related disclosures [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements, including balance sheets, statements of operations, and cash flows [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section details the company's financial position, including assets, liabilities, and equity, at specific reporting dates Condensed Consolidated Balance Sheet Highlights (Unaudited) | (In millions) | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Total Assets** | **$161,806** | **$171,262** | | Total Investments | $42,950 | $45,581 | | Assets held in separate accounts | $93,108 | $100,433 | | **Total Liabilities** | **$154,102** | **$161,441** | | Contract owner account balances | $42,838 | $42,806 | | Liabilities related to separate accounts | $93,108 | $100,433 | | **Total Shareholders' Equity** | **$7,704** | **$9,821** | - **Total assets** decreased from **$171.3 billion** at year-end 2021 to **$161.8 billion** as of March 31, 2022, primarily driven by a decrease in the fair value of fixed maturities and assets held in separate accounts[15](index=15&type=chunk) - **Total shareholders' equity** declined from **$9.8 billion** to **$7.7 billion** during the first quarter of 2022, largely due to a decrease in Accumulated Other Comprehensive Income (AOCI) from **$2.1 billion** to **$527 million**[18](index=18&type=chunk) [Condensed Consolidated Statements of Operations](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) This section presents the company's revenues, expenses, and net income (loss) over specific periods Condensed Consolidated Statements of Operations (Unaudited) | (In millions, except per share data) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Total Revenues | $1,514 | $(1,957) | | Total Benefits and Expenses | $1,423 | $(2,995) | | Income (loss) from continuing operations | $84 | $1,086 | | Net Income (loss) | $84 | $1,100 | | Net income (loss) available to common shareholders | $27 | $1,086 | | Diluted EPS available to common shareholders | $0.24 | $8.29 | - **Net income available to common shareholders** was **$27 million** for Q1 2022, a significant decrease from **$1,086 million** in Q1 2021. The prior year period included large net gains and favorable impacts from the Individual Life Transaction[21](index=21&type=chunk) - **Total revenues** were **$1.5 billion** in Q1 2022 compared to a loss of **$(2.0) billion** in Q1 2021. The prior year's revenue was negatively impacted by a large reinsurance-related adjustment to premiums of **$(5.8) billion**, which was largely offset in policyholder benefits[21](index=21&type=chunk)[134](index=134&type=chunk) [Condensed Consolidated Statements of Comprehensive Income](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) This section reports the company's comprehensive income (loss), including net income and other comprehensive income - **The company reported a comprehensive loss** of **$(1,489) million** in Q1 2022, compared to a comprehensive loss of **$(1,888) million** in Q1 2021[23](index=23&type=chunk) - The comprehensive loss in Q1 2022 was primarily driven by a **$(1,573) million** after-tax loss in Other Comprehensive Income (OCI), resulting from unrealized losses on securities[23](index=23&type=chunk) [Condensed Consolidated Statements of Changes in Shareholders' Equity](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Shareholders'%20Equity) This section outlines the changes in the company's shareholders' equity over specific periods - **Total Voya Financial, Inc. shareholders' equity** decreased from **$8,253 million** at the start of 2022 to **$6,198 million** at the end of Q1 2022[25](index=25&type=chunk) - Key activities impacting equity in Q1 2022 included a comprehensive loss of **$(1,532) million** attributable to Voya, common stock repurchases of **$500 million**, and common and preferred stock dividends totaling **$35 million**[25](index=25&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section summarizes the company's cash inflows and outflows from operating, investing, and financing activities Condensed Consolidated Statements of Cash Flows (Unaudited) | (In millions) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $419 | $(936) | | Net cash (used in) provided by investing activities | $(403) | $452 | | Net cash (used in) financing activities | $(407) | $(268) | | **Net decrease in cash and cash equivalents** | **$(391)** | **$(752)** | - **Cash used in financing activities** was **$407 million** in Q1 2022, primarily driven by **$500 million** in share repurchases and **$194 million** in long-term debt repayment[31](index=31&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements - **On January 4, 2021, the Company completed the sale** of substantially all of its individual life insurance and legacy non-Wealth Solutions annuity businesses to Resolution Life US (the "Individual Life Transaction")[33](index=33&type=chunk)[34](index=34&type=chunk) - **On June 9, 2021, the Company completed the sale** of the independent financial planning channel of Voya Financial Advisors ("VFA") to Cetera Financial Group, Inc[35](index=35&type=chunk) - **The Company expects the adoption of ASU 2018-12** (Long-Duration Contracts) on January 1, 2023, to have a modestly positive impact on Total Shareholders' Equity at transition, primarily driven by a positive impact to AOCI[42](index=42&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=62&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition and results of operations for Q1 2022 [Overview and Trends](index=62&type=section&id=Overview%20and%20Trends) This section provides an overview of the company's business segments and key trends impacting its operations - **The company operates through three segments**: Wealth Solutions, Investment Management, and Health Solutions. Corporate includes non-segment activities and run-off businesses[235](index=235&type=chunk) - **The January 2021 Individual Life Transaction resulted** in the classification of divested businesses as discontinued operations and created "Stranded Costs" in continuing operations, which the company is addressing through a cost reduction strategy[237](index=237&type=chunk)[248](index=248&type=chunk) - **Key trends affecting the business include** the lingering economic effects of COVID-19, which drive market volatility and impact fee-based income, and the interest rate environment, which influences investment income and product profitability[238](index=238&type=chunk)[242](index=242&type=chunk)[247](index=247&type=chunk) - **The company has a multi-faceted ESG strategy** focusing on environmental impact reduction, workplace diversity, and corporate governance, including a board with gender parity[251](index=251&type=chunk)[252](index=252&type=chunk)[253](index=253&type=chunk)[254](index=254&type=chunk) [Results of Operations - Consolidated](index=67&type=section&id=Results%20of%20Operations%20-%20Consolidated) This section analyzes the company's consolidated financial performance, including revenues and expenses Consolidated Results Summary (Q1 2022 vs Q1 2021) | ($ in millions) | Q1 2022 | Q1 2021 | Change | | :--- | :--- | :--- | :--- | | Total revenues | $1,514 | $(1,957) | $3,471 | | Total benefits and expenses | $1,423 | $(2,995) | $(4,418) | | Income from continuing operations | $84 | $1,086 | $(1,002) | | Net income available to common shareholders | $27 | $1,086 | $(1,059) | - **The significant year-over-year changes in revenues and expenses were primarily due to the accounting impacts** of the Individual Life Transaction in Q1 2021, which included large reinsurance-related adjustments and realized gains that did not recur in Q1 2022[263](index=263&type=chunk)[265](index=265&type=chunk)[266](index=266&type=chunk) - **Net investment income** decreased by **$84 million** YoY, driven by lower alternative investment income and lower yields on new fixed-income investments[262](index=262&type=chunk) - **Net gains (losses)** swung from a **$1.7 billion** gain in Q1 2021 to a **$285 million** loss in Q1 2022, largely because the prior year included significant realized gains from asset transfers related to the Individual Life Transaction[263](index=263&type=chunk) [Results of Operations - Segments](index=71&type=section&id=Results%20of%20Operations%20-%20Segments) This section details the financial performance of the company's individual business segments Adjusted Operating Earnings Before Income Taxes by Segment | ($ in millions) | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Wealth Solutions | $205 | $255 | | Investment Management | $39 | $52 | | Health Solutions | $22 | $37 | | Corporate | $(58) | $(71) | | **Total** | **$209** | **$273** | - **Wealth Solutions:** Adjusted operating earnings decreased by **$50 million** YoY, primarily due to lower alternative asset income and unfavorable DAC unlocking from equity market performance[275](index=275&type=chunk) - **Investment Management:** Adjusted operating earnings decreased by **$13 million** YoY, driven by lower investment capital returns and higher operating expenses, partially offset by higher fee revenue[278](index=278&type=chunk)[281](index=281&type=chunk) - **Health Solutions:** Adjusted operating earnings decreased by **$15 million** YoY, mainly due to higher benefits incurred from business growth and non-COVID Group Life claims[283](index=283&type=chunk) - **Corporate:** The operating loss improved by **$13 million** YoY, driven by lower stranded costs from cost-saving initiatives and lower incentive compensation[284](index=284&type=chunk)[287](index=287&type=chunk) [Liquidity and Capital Resources](index=77&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the company's financial flexibility, capital management, and funding sources - **As of March 31, 2022, the company estimated its excess capital** at approximately **$0.9 billion** and its estimated combined RBC ratio was **453%**, well above the **375%** target[240](index=240&type=chunk)[296](index=296&type=chunk) - **In Q1 2022, the company returned** **$466 million** to shareholders, consisting of **$445 million** in share repurchases and **$21 million** in common stock dividends[301](index=301&type=chunk) Financial Leverage Ratio | Ratio | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Financial Leverage Ratio | 31.9% | 27.6% | - **The Financial Leverage Ratio** increased by **430 basis points** to **31.9%** in Q1 2022, primarily due to a decrease in Adjusted Capitalization resulting from lower AOCI, share repurchases, and a decrease in noncontrolling interest[307](index=307&type=chunk) - **As of March 31, 2022, the company had** **$700 million** in total credit facilities, with **$537 million** of unused capacity[310](index=310&type=chunk) [Investments](index=85&type=section&id=Investments) This section provides details on the composition and performance of the company's investment portfolio Investment Portfolio Composition | ($ in millions) | March 31, 2022 | % of Total | December 31, 2021 | % of Total | | :--- | :--- | :--- | :--- | :--- | | Fixed maturities, available-for-sale | $31,127 | 72.6% | $33,699 | 73.9% | | Mortgage loans on real estate | $5,524 | 12.9% | $5,612 | 12.3% | | Limited partnerships/corporations | $1,852 | 4.3% | $1,739 | 3.8% | | **Total investments** | **$42,950** | **100.0%** | **$45,581** | **100.0%** | - **Gross unrealized capital losses** on fixed maturities increased significantly from **$149 million** at year-end 2021 to **$891 million** as of March 31, 2022, driven by materially higher interest rates[344](index=344&type=chunk) - As of March 31, 2022, the company's exposure to sectors potentially affected by COVID-19 (e.g., Energy, Airlines, Retailers) was **$4.5 billion**, or **12.8%** of the fixed maturity portfolio[343](index=343&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=97&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section details the company's exposure to key market risks, including interest rate, equity market, and credit risk - **The company's main market risks** are interest rate risk, equity market price risk, and credit risk[380](index=380&type=chunk) Hypothetical Change in Fair Value from 100 bps Interest Rate Shift (As of March 31, 2022) | ($ in millions) | +100 bps Yield Curve Shift | -100 bps Yield Curve Shift | | :--- | :--- | :--- | | Financial assets with interest rate risk | $(2,563) | $2,863 | | Financial liabilities with interest rate risk | $(3,272) | $3,956 | | Derivatives & Other | $53 | $(128) | Hypothetical Change in Fair Value from 10% Equity Shock (As of March 31, 2022) | ($ in millions) | +10% Equity Shock | -10% Equity Shock | | :--- | :--- | :--- | | Financial assets with equity market risk | $136 | $(136) | | Derivatives | $14 | $(14) | - **Following the Individual Life Transaction, SLD became the company's largest reinsurer**, creating a significant credit risk concentration. This risk is mitigated by collateral held in a trust[387](index=387&type=chunk) [Item 4. Controls and Procedures](index=99&type=section&id=Item%204.%20Controls%20and%20Procedures) Management evaluated the company's disclosure controls and procedures, concluding they were effective with no material changes - **The CEO and CFO concluded** that the company's disclosure controls and procedures were effective as of the end of the period covered by the report[389](index=389&type=chunk) - **No changes occurred during the quarter** ended March 31, 2022, that have materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[390](index=390&type=chunk) [PART II. OTHER INFORMATION](index=99&type=section&id=PART%20II.%20OTHER%20INFORMATION) This section provides a comprehensive overview of the company's financial performance, condition, and related disclosures [Item 1. Legal Proceedings](index=99&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various litigation and regulatory matters, with estimated possible losses up to $50 million - **As of March 31, 2022, the company estimates the aggregate range of reasonably possible losses** from litigation, in excess of any accrued amounts, to be up to approximately **$50 million**[171](index=171&type=chunk) - **Notable ongoing litigation includes** Henkel v. ReliaStar (breach of stop-loss policy), Ravarino v. Voya (breach of fiduciary duties for 401(k) plan), and Advance Trust v. ReliaStar (cost of insurance litigation)[173](index=173&type=chunk)[174](index=174&type=chunk)[177](index=177&type=chunk) [Item 1A. Risk Factors](index=100&type=page&id=Item%201A.%20Risk%20Factors) This section refers to the comprehensive risk factors detailed in the company's Annual Report on Form 10-K - **The report directs readers** to the Risk Factors section in the 2021 Annual Report on Form 10-K and the MD&A section of this 10-Q for a comprehensive discussion of potential risks[392](index=392&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=100&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Voya repurchased 7.2 million shares of common stock in Q1 2022 and authorized an additional $500 million for repurchases Issuer Purchases of Equity Securities (Q1 2022) | Period | Total Shares Purchased | Average Price Paid Per Share | Approx. Value Remaining for Purchase (in millions) | | :--- | :--- | :--- | :--- | | Jan 2022 | 1,215,784 | $70.73 | $435 | | Feb 2022 | 1,311,036 | $69.52 | $357 | | Mar 2022 | 4,660,652 | $66.10 | $21 | | **Total** | **7,187,472** | **$67.51** | **N/A** | - **During the first quarter of 2022, Voya repurchased** **7.2 million shares** of its common stock at an average price of **$67.51 per share**[393](index=393&type=chunk) - **On March 17, 2022, the company entered into a share repurchase agreement** to buy back **$275 million** of its common stock, receiving an initial delivery of **3.3 million shares**[393](index=393&type=chunk) - **On April 28, 2022, the Board of Directors increased the share repurchase authorization** by an additional **$500 million**, with the program set to expire on June 30, 2023[393](index=393&type=chunk) [Item 6. Exhibits](index=100&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL data - **The exhibits filed include** Rule 13a-14(a)/15d-14(a) and Section 1350 certifications from the CEO and CFO, along with XBRL data files[397](index=397&type=chunk) ```

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 —————————————————————— FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: _001-35897______________________________________ Voya Financial, Inc. (Exact name of registrant as specified in its charter) ...