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Voya Financial, Inc.

For the period ended Dec 31, 2025. Filed Feb 20, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 20, 2026

VOYA$99.01+0.6%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-K

Period ended 2024-12-31; filed 2025-02-21.

0001535929-25-000017

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-K

Period ended 2025-12-31; filed 2026-02-20.

0001535929-26-000043

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 439 previous paragraphs and 463 current paragraphs.

248 unchanged; 104 reworded; 103 added; 80 removed; 7 previous and 8 current paragraphs rearranged.

Tables are not compared: 47 previous and 47 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (103)

Current report

On August 5, 2025, we announced we would return to using our prior segment names — Retirement and Employee Benefits, replacing Wealth Solutions and Health Solutions, respectively. The naming convention better reflects and aligns with the services and solutions we provide today in the client markets served by those segments. The change in names did not affect the amounts reported by segment in our financial statements. We will continue to provide our products and services through three segments: Retirement, Investment Management and Employee Benefits.

Current report

(1) Includes eliminations for AUM and AUA in our Retirement and Employee Benefits segments that are managed by our Investment Management segment and also reported in their AUM and AUA.

Current report

Net investment income increased $244 million from $2,074 million to $2,318 million primarily due to:

Current report

•higher investment expenses reflecting the additional OneAmerica assets.

Current report

Fee income increased $283 million from $2,113 million to $2,396 million primarily due to:

Current report

•higher average equity markets and strong commercial momentum in Retirement and Investment Management.

Current report

Premiums decreased $264 million from $3,176 million to $2,912 million primarily due to:

Current report

•impairments on available-for-sale fixed maturity securities.

Current report

•the deconsolidation of a collateral loan obligation in the prior period; and

Current report

•overall market impacts to interest income in collateralized loan obligations.

Current report

•improved Stop Loss reserve developments and a smaller block of business in the current year compared to the prior year.

Current report

•interest credited associated with onboarded OneAmerica spread-based assets in Retirement; and

Current report

Operating expenses increased $365 million from $3,082 million to $3,447 million primarily due to:

Current report

•overall growth including onboarded business from OneAmerica and investments in the business tempered by disciplined spend management;

Current report

•higher performance-based compensation accruals in Corporate driven by strong business outcomes;

Current report

•higher pension expenses including an unfavorable change from the annual assumption update. See the Employee Benefit Arrangements Note in our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for further information;

Current report

•closing and integration costs incurred in the current period associated with the OneAmerica transaction.

Current report

•lower premium-driven expenses in Employee Benefits driven by actions to improve the Stop Loss business; and

Current report

Income tax expense (benefit)increased $47 million from $57 million to $104 million primarily due to:

Current report

•impairments on available-for-sale fixed maturity securities; and

Current report

•favorable changes in equity securities in the prior year period.

Current report

•an unfavorable change from the pension annual assumption update. See Critical Accounting Judgments and Estimates in Part II, Item 7. of this Annual Report on Form 10-K for further information;

Current report

•closing and integration costs incurred in the current period associated with the OneAmerica transaction.

Current report

Adjusted operating benefits and expenses is a measure of our segment operating benefits and expenses and a non-GAAP financial measure. Each segment’s Adjusted operating benefits and expenses are calculated by adjusting Total benefits and expenses for the following items:

Current report

•Dividend payments made to preferred shareholders are included in adjusted operating benefits and expenses to reflect expenses related to our common shareholders;

Showing the first 40 of 103 passages. Open the source sections for the rest.

Removed paragraphs (80)

Previous report

On August 1, 2023, we acquired all remaining equity interest in VFI SLK Global Services Private Limited previously held by SLK Software Private Limited ("SLK") and renamed the entity as Voya Global Services Private Limited ("Voya India"). Voya India was a private limited company in India formed pursuant to a joint venture agreement between us and SLK on August 1, 2019, with us and SLK holding 49% and 51% of ownership shares, respectively. The purpose of Voya India is to provide technology and business operation services to us. As a result of the acquisition, Voya India has become a wholly owned subsidiary and provides us with improved strategic and operational flexibility. As part of the purchase consideration, an upfront payment of $53 million was made at closing. We recorded a gain of $45 million in relation to the revaluation of the existing investment in Voya India which was recorded in Net gains (losses) in the Consolidated Statements of Operations for the year ended December 31, 2023. Net assets acquired as part of this transaction included goodwill of $102 million.

Previous report

On January 24, 2023, we completed the acquisition of Benefitfocus, an industry-leading benefits administration technology company that serves U.S. employers, health plans and brokers for a total purchase consideration of $595 million. Benefitfocus helps organizations simplify the complexity of benefits administration. Benefitfocus solutions have a personalized user-friendly interface designed for people to choose and access a broad line-up of workplace benefits. In connection with the acquisition, we incurred $3 million and $37 million of integration expenses for the years ended December 31, 2024 and 2023, respectively. These expenses include severance, consulting and business integration expenses and are recorded in Operating expenses in the period they are incurred. These expenses are classified as a component of Other adjustments to Income (loss) before income taxes and consequently are not included in the adjusted operating results of our segments.

Previous report

Net investment income decreased $85 million from $2,159 million to $2,074 million primarily due to:

Previous report

•lower investment income on fixed maturity securities primarily due to lower average volume and interest rate movements, partially offset by actions to improve the portfolio yield.

Previous report

Fee income increased $197 million from $1,916 million to $2,113 million primarily due to:

Previous report

•higher fee income in Wealth Solutions driven by an increase in fee-based assets primarily due to higher average equity markets; and

Previous report

•higher fee income in Investment Management benefiting from positive capital markets and business growth in the current period.

Previous report

Premiums increased $459 million from $2,717 million to $3,176 million primarily due to:

Previous report

•higher premiums in Health Solutions driven by growth across all blocks of business.

Previous report

•the absence of a gain recognized in the prior period from the revaluation of the investment in Voya India; and

Previous report

Other revenue increased $96 million from $327 million to $423 million primarily due to:

Previous report

•an increase in other interest income due to actions to increase the yield on cash balances; and

Previous report

•the absence of transition services agreements revenue recognized in the prior period associated with the Individual Life Transaction that occurred in 2021.

Previous report

•an increase in interest income and fair value changes in collateralized loan obligations.

Previous report

•an increase in benefits to policyholders in Health Solutions due to adverse claims experience, including a higher loss ratio for Stop Loss and higher claims in Voluntary products due to greater utilization of benefits; and

Previous report

•lower interest credited in Wealth Solutions primarily due to lower spread-based assets, partially offset by a higher crediting rate;

Previous report

•a smaller unfavorable impact from the annual assumption update recorded in businesses exited;

Previous report

•favorable changes in the fair value of embedded derivatives associated with businesses exited primarily due to changes in interest rates, which are mostly offset by a corresponding amount in Net gains (losses);

Previous report

•a favorable change from the annual assumption update in Health Solutions; and

Previous report

•a litigation reserve recorded in the prior period within businesses exited.

Previous report

Operating expenses decreased $14 million from $3,096 million to $3,082 million primarily due to:

Previous report

•a larger net actuarial gain related to pension and other postretirement benefit obligations recorded in the current period. For further information, see Critical Accounting Judgements and Estimates - Employee Benefits Plansin Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7. of this Annual Report on Form 10-K;

Previous report

•the absence of costs incurred in the prior period which supported the remaining transition services agreements related to the Individual Life Transaction;

Previous report

•lower severance costs incurred in the current period; and

Previous report

•the absence of an impairment recorded in the prior period related to a vacated leased building.

Previous report

•an increase in operating segment expenses driven by growth and investments in our business; and

Previous report

•the absence of a net favorable adjustment to acquisition-related assets and liabilities recorded in the prior period and the write-off of management contract rights associated with a prior acquisition in the current period.

Previous report

Operating expenses related to consolidated investment entities increased $27 million from $176 million to $203 million primarily due to:

Previous report

•an increase in interest costs of limited partnerships due to newly consolidated investment entities.

Previous report

Income tax expense/benefit changed $108 million from a benefit of $51 million to an expense of $57 million primarily due to:

Previous report

•the absence of a gain recognized in the prior period from the revaluation of the investment in Voya India; and

Previous report

Income (loss) related to businesses exited through reinsurance or divestment improved $40 million from a loss of $182 million to a loss of $142 million primarily due to:

Previous report

•a smaller unfavorable impact from the annual assumption update; and

Previous report

•the absence of a litigation reserve recorded in the prior period.

Showing the first 40 of 80 passages. Open the source sections for the rest.

Reworded paragraphs (104)

Previous wording

We have evolved as a company through the divestiture of substantially all of our closed block variable annuity, life insurance and legacy non-retirement annuity businesses and related assets. These divestitures align with our strategic focus on a capital light, high free cash flow business that maximizes value for our shareholders through capital return and accelerated profitable revenue growth while proactively managing risk. We have returned approximately $800 million of capital to our shareholders through share repurchases and dividends and generated excess capital of approximately $650 million during 2024, while making strategic investments in our Workplace Solutions and Investment Management businesses.

Current wording

We have returned approximately $380 million of capital to our shareholders through share repurchases and dividends and generated excess capital of approximately $775 million during 2025, while making strategic investments in our Retirement, Investment Management and Employee Benefits businesses.

Previous wording

We are focused on executing our mission to make a secure financial future possible—one person, one family and one institution at a time. Voya’s scale, business mix, risk profile, and strong free cash flow generation are competitive differentiators, and we have a clear path to increasing free cash flow generation and Adjusted operating earnings growth via net revenue growth, margin expansion, and disciplined capital management. We provide our products and services principally through our Workplace Solutions business, which encompasses both our Wealth Solutions and Health Solutions business segments, and through our Investment Management segment.

Current wording

We are focused on executing our mission to make a secure financial future possible—one person, one family and one institution at a time. Voya’s scale, business mix, risk profile, and strong excess capital generation are competitive differentiators, and we have a clear path to increasing excess capital generation and Adjusted operating earnings growth via net revenue growth, margin expansion, and disciplined capital management.

Previous wording

Our Wealth Solutions segment provides retirement plan solutions and administration technology and services to employers. These products and services include full-service and recordkeeping-only defined contribution plan administration, stable value and fixed general account investment products, and non-qualified plan administration. It also includes tools, guidance, and services to promote the financial well-being and retirement security of employees. Additionally, we provide individual retirement accounts and financial guidance and advisory services that enables us to deepen relationships with our retirement plan participants.

Current wording

Our Retirement segment provides retirement plan solutions and administration technology and services to employers. These products and services include full-service and recordkeeping-only defined contribution plan administration, stable value and fixed general account investment products, and non-qualified plan administration. It also includes tools, guidance, and services to promote the financial well-being and retirement security of employees. Additionally, we provide individual retirement accounts and financial guidance and advisory services that enables us to deepen relationships with our retirement plan participants.

Previous wording

Revenue is earned from a diverse and complementary business mix and consists primarily of fee and investment income. Fee income is generated from asset based and participant based administrative, recordkeeping and advisory fees. Investment income derives from our general account assets and other funds. Because a significant portion of our revenues is tied to account values, our profitability is determined in part by the amount of assets we have under management, administration or advisement. This in turn depends on sales volumes to new and existing clients, net deposits from retirement plan participants, asset retention, and changes in the market value of account assets. Our profitability also depends on the difference between the investment income we earn on our general account assets, or our portfolio yield, and crediting rates on client accounts.

Current wording

Revenue is earned from a diverse and complementary business mix and consists primarily of fee and investment income. Fee income is generated from asset based and participant based administrative, recordkeeping and advisory fees. Investment income derives from our general account assets and other funds. Because a significant portion of our revenues is tied to account values, our profitability is determined in part by the amount of assets we have under management, administration or advisement. This in turn depends on sales volumes from new and existing clients, net deposits from retirement plan participants, asset retention, and changes in the market value of account assets. Our profitability also depends on the difference between the investment income we earn on our general account assets, or our portfolio yield, and crediting rates on client accounts.

Previous wording

Through our institutional distribution channel and our Workplace Solutions business, we serve a variety of institutional clients, including public, corporate and multiemployer defined benefit and defined contribution retirement plans, endowments and foundations, and insurance companies. We are a market leader in providing third-party general account management services to insurance companies, with a focus on public and private fixed income asset strategies, and a client service model adapted for the particular needs of insurance company clients. We also serve individual investors by offering our mutual funds, separately managed accounts, and private and alternative funds through an intermediary-focused distribution platform or through affiliate and third-party retirement platforms. Our scaled and growing international retail business is conducted through sub-advisory agreements with investment vehicles sponsored by affiliates of AllianzGI and distributed in Europe and Asia.

Current wording

Through our institutional distribution channel and our Retirement and Employee Benefits businesses, we serve a variety of institutional clients, including public, corporate and multiemployer defined benefit and defined contribution retirement plans, endowments and foundations, and insurance companies. We are a market leader in providing third-party general account management services to insurance companies, with a focus on public and private fixed income asset strategies, and a client service model adapted for the particular needs of insurance company clients. We also serve individual investors by offering our mutual funds, separately managed accounts, and private and alternative funds through an intermediary-focused distribution platform or through affiliate and third-party retirement platforms. Our scaled and growing international retail business is conducted through sub-advisory agreements with investment vehicles sponsored by affiliates of AllianzGI and distributed in Europe and Asia.

Previous wording

Investment Management’s primary source of revenue is management fees collected on the assets we manage. These fees are typically based on a percentage of AUM. In certain investment management fee arrangements, we may also receive performance-based incentive fees when the return on AUM exceeds certain benchmark returns or other performance hurdles. In addition, and to a lesser extent, Investment Management collects administrative fees on outside managed assets that are administered by our mutual fund platform and distributed primarily by our Wealth Solutions segment. Investment Management also receives fees as the primary investment manager of our general account, which is managed on a market-based pricing basis. Finally, Investment Management generates revenues from a portfolio of seed capital investments in private equity, collateralized loan obligations and various funds.

Current wording

Investment Management’s primary source of revenue is management fees collected on the assets we manage. These fees are typically based on a percentage of AUM. In certain investment management fee arrangements, we may also receive performance-based incentive fees when the return on AUM exceeds certain benchmark returns or other performance hurdles. In addition, and to a lesser extent, Investment Management collects administrative fees on outside managed assets that are administered by our mutual fund platform and distributed primarily by our Retirement segment. Investment Management also receives fees as the primary investment manager of our general account, which is managed on a market-based pricing basis.

Previous wording

Our Health Solutions segment provides worksite employee benefits, Health Account Solutions (Health Savings Account ("HSA")/Flexible Spending Account ("FSA")/Health Reimbursement Arrangements ("HRA") and COBRA administration), leave management, financial wellness, and decision support products and services to mid-size and large corporate employers and professional associations. In addition, our Health Solutions segment serves the employer market by providing stop-loss coverage to employer plan sponsors that self-fund their pharmaceutical and medical benefits plans.

Current wording

Our Employee Benefits segment provides workplace employee benefits including group life insurance, disability insurance, leave management services, supplemental benefit insurance, financial wellness, and decision support products and services to mid-size and large corporate employers and professional associations. We serve the employer market by providing stop-loss coverage to employer plan sponsors that self-fund their pharmaceutical and medical benefits plans. In addition, we provide Health Account Solutions (Health Savings Account ("HSA")/Flexible Spending Account ("FSA")/Health Reimbursement Arrangements ("HRA") and COBRA administration).

Previous wording

Our Health Solutions segment also provides benefits and plan administration services to employers and health plans through our Benefitfocus business. Benefitfocus provides market-leading benefits enrollment and administration services to employers and plan enrollment services to health plans. It also provides a benefits marketplace through which employees can select and enroll in voluntary benefits offered by their employers. Our Benefitfocus platform is open-architecture and product-agnostic, enrolling and administering benefits from a variety of third-party carriers.

Current wording

Our Employee Benefits segment also provides benefits and plan administration services to employers and health plans through our Benefitfocus business. Benefitfocus provides market-leading benefits enrollment and administration services to employers and plan enrollment services to health plans. It also provides a benefits marketplace through which employees can select and enroll in voluntary benefits offered by their employers. Our Benefitfocus platform is open-architecture and product-agnostic, enrolling and administering benefits from a variety of third-party carriers.

Previous wording

In addition, we also provide decision support tools through the Benefitfocus enrollment platform and through our MyVoyage mobile application, which provides a comprehensive guidance tool for employees to see their entire financial picture including their workplace benefits and savings. We support employers by taking on the administrative burden of benefits enrollment and administration, leave management, COBRA administration, and other obligations.

Current wording

In addition, we also provide decision support tools through the Benefitfocus enrollment platform and through our MyVoyage application, which provides a comprehensive guidance tool for employees to see their entire financial picture including their workplace benefits and savings. We support employers by taking on the administrative burden of benefits enrollment and administration, leave management, COBRA administration, and other obligations.

Previous wording

The Health Solutions segment generates revenue from premiums and fees, investment income, mortality and morbidity income, and policy and other charges. Underwriting income comprises the majority of revenues in this segment and derives from the difference between premiums and mortality charges collected and benefits and expenses paid for group life, stop loss and voluntary benefits. Fee income is generated from services provided on benefits administration, leave management, HSA/FSA/HRA and COBRA administration and proprietary decision support tools. Investment income is driven by the spread between investment yields and credited rates (the interest and income that is credited to the policies) to policyholders on voluntary universal life, whole life products, and HSA invested assets, as well as the spread earned on policyholder reserves and target surplus.

Current wording

The Employee Benefits segment generates revenue from premiums and fees, investment income, mortality and morbidity income, and policy and other charges. Underwriting income comprises the majority of revenues in this segment and derives from the difference between premiums and mortality charges collected and benefits and expenses paid for group life, stop loss and voluntary benefits. Fee income is generated from services provided on benefits administration, leave management, HSA/FSA/HRA and COBRA administration and proprietary decision support tools. Investment income is driven by the spread between investment yields and credited rates (the interest and income that is credited to the policies) to policyholders on voluntary universal life, whole life products, and HSA invested assets, as well as the spread earned on policyholder reserves and target surplus.

Previous wording

On September 11, 2024, we entered into a definitive agreement to acquire the full-service retirement plan business of OneAmerica Financial through the purchase of legal entities and an indemnity reinsurance agreement. The acquisition adds scale and a broader set of capabilities to the Company's full-service business in Wealth Solutions, including incremental assets in emerging and mid-market segments, employee stock ownership plan capabilities, and opportunities for distribution partnerships. The transaction closed on January 2, 2025. The purchase consideration includes approximately $50 million in cash paid at closing and contingent consideration of up to $160 million based on plan persistency and transition incentives.

Current wording

On January 2, 2025, we completed the acquisition of the full-service retirement plan business of OneAmerica Financial through the purchase of legal entities and an indemnity reinsurance agreement. The acquisition adds scale and a broader set of capabilities to the Company's full-service business in Retirement, including incremental assets in emerging and mid-market segments, employee stock ownership plan capabilities, and new distribution partnerships. The purchase consideration included $50 million in cash paid at closing and contingent consideration of up to $160 million based on plan persistency and transition incentives to be paid in 2026.

Previous wording

Inflationary pressures related to easing monetary and fiscal policies, stagflationary, and global supply chain frictions, have been addressed by sharply tighter monetary policy. As the continued impact of sharply tighter global monetary policy works through the real economy, an increase in market volatility could affect our business, including through effects on the rate and spread component of yields we earn on invested assets, changes in required reserves and capital, and fluctuations in the value of our AUM and AUA. These effects could be exacerbated by uncertainty about future fiscal policy, changes in tax policy, the scope of potential deregulation, levels of global trade, and geopolitical risk. In the short- to medium-term, the potential for increased volatility and slowing economic growth can pressure sales and reduce demand as consumers hesitate to make financial decisions. Financial performance can be adversely affected by market volatility as fees driven by AUM fluctuate, hedging costs increase and revenue declines due to reduced sales and increased outflows. As a company with strong retirement, investment management and insurance capabilities, however, we believe the market conditions noted above may, over the long term, enhance the attractiveness of our broad portfolio of products and services. We will need to continue to monitor the behavior of our customers and other factors, including mortality rates, morbidity rates, and lapse rates, which adjust in response to changes in market conditions in order to ensure that our products and services remain attractive as well as profitable. For additional information on our sensitivity to interest rates and equity market prices, see Quantitative and Qualitative Disclosures About Market Risk in Part II, Item 7A. of this Annual Report on Form 10-K.

Current wording

Extraordinary monetary accommodation to support a global economy negatively impacted by the pandemic is being unwound. Inflationary pressures related to easing monetary and fiscal policies, stagflationary, and global supply chain frictions, have been addressed by sharply tighter monetary policy. As the continued impact of sharply tighter global monetary policy works through the real economy, an increase in market volatility could affect our business, including through effects on the rate and spread component of yields we earn on invested assets, changes in required reserves and capital, and fluctuations in the value of our AUM and AUA. These effects could be exacerbated by uncertainty about future fiscal policy, changes in tax policy, the scope of potential deregulation, levels of global trade, and geopolitical risk. In the short- to medium-term, the potential for increased volatility and slowing economic growth can pressure sales and reduce demand as consumers hesitate to make financial decisions. Financial performance can be adversely affected by market volatility as fees driven by AUM fluctuate, hedging costs increase and revenue declines due to reduced sales and increased outflows. As a company with strong retirement, investment management and insurance capabilities, however, we believe the market conditions noted above may, over the long term, enhance the attractiveness of our broad portfolio of products and services. We will need to continue to monitor the behavior of our customers and other factors, including mortality rates, morbidity rates, and lapse rates, which adjust in response to changes in market conditions in order to ensure that our products and services remain attractive as well as profitable. For additional information on our sensitivity to interest rates and equity market prices, see Quantitative and Qualitative Disclosures About Market Risk in Part II, Item 7A. of this Annual Report on Form 10-K.

Previous wording

•Our general account investment portfolio, which was approximately $34.7 billion as of December 31, 2024, consists predominantly of fixed income investments. At prevailing interest rate levels, new money investments or reinvestment of proceeds from maturities and asset paydowns are likely to be accretive to the overall portfolio earned rate. Higher interest rates, however, also reduce the prices of fixed income investments and the proceeds of bonds that are sold before maturity in the secondary market.

Current wording

•Our general account investment portfolio, which was approximately $38.2 billion as of December 31, 2025, consists predominantly of fixed income investments. At prevailing interest rate levels, new money investments or reinvestment of proceeds from maturities and asset paydowns are likely to be accretive to the overall portfolio earned rate. Higher interest rates, however, also reduce the prices of fixed income investments and the proceeds of bonds that are sold before maturity in the secondary market.

Previous wording

Our business results can vary from quarter to quarter as a result of seasonal factors. For all of our segments, the first quarter of each year typically has elevated operating expenses, reflecting higher payroll taxes, equity compensation grants, and certain other expenses that tend to be concentrated in the first quarter. Additionally, alternative investment income tends to be lower in the first quarter. Other seasonal factors that affect our business include:

Current wording

Our business results can vary from quarter to quarter as a result of seasonal factors. For all of our segments, the first quarter of each year typically has elevated operating expenses, reflecting higher payroll taxes, equity compensation grants, and certain other expenses that tend to be concentrated in the first quarter. Other seasonal factors that affect our business include:

Previous wording

•The first quarter of each year tends to have the highest level of recurring deposits in Corporate Markets, due to the increase in participant contributions from the receipt of annual bonus award payments or annual lump sum matches and profit sharing contributions made by many employers. Corporate Market withdrawals also tend to increase in the first quarter as departing sponsors change providers at the start of a new year.

Current wording

•The first quarter of each year tends to have the highest level of recurring deposits in the defined contribution business, due to the increase in participant contributions from the receipt of annual bonus award payments or annual lump sum matches and profit sharing contributions made by many employers. Withdrawals also tend to increase in the first quarter as departing sponsors change providers at the start of a new year.

Previous wording

•The fourth quarter of each year tends to have the highest level of single/transfer deposits due to new Corporate Market plan sales as sponsors transfer from other providers when contracts expire at the fiscal or calendar year-end. Recurring deposits in the Corporate Market may be lower in the fourth quarter as higher paid participants scale back or halt their contributions upon reaching the annual maximums allowed for the year. Finally, Corporate Market withdrawals tend to increase in the fourth quarter, as in the first quarter, due to departing sponsors.

Current wording

•The fourth quarter of each year tends to have the highest level of single/transfer deposits due to new defined contribution plan sales as plan sponsors transfer from other providers when contracts expire at the fiscal or calendar year-end. Recurring deposits tend to be lower in the fourth quarter as higher paid participants scale back or halt their contributions upon reaching the annual maximums allowed for the year. Finally, withdrawals tend to increase in the fourth quarter driven by eligible participants' annual required minimum distribution and, as in the first quarter, due to departing plan sponsors.

Previous wording

•The fourth quarter of each year tends to have higher Voluntary Claims. This seasonality is generally driven by policyholders reassessing past incidents at the end of the year and during annual open enrollment. Adjustments are made in the incurred but not reported reserve to address seasonal effects.

Current wording

•The fourth quarter of each year tends to have higher Voluntary and Stop Loss Claims. This seasonality is generally driven for Voluntary Benefits by policyholders reaching the end of the annual enrollment period and for Stop Loss, by policyholders' medical claims reaching certain deductibles or specified limits. Adjustments are made in the incurred but not reported reserve to address seasonal effects. In addition, expenses related to seasonal workforce support costs due to annual enrollment tend to be higher.

Previous wording

In this MD&A, we discuss Adjusted operating earnings before income taxes and Adjusted operating revenues, each of which is a measure used by management to evaluate segment performance. For additional information on each measure, see Segments Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

Current wording

In this MD&A, we discuss Adjusted operating earnings before income taxes and Adjusted operating revenues, each of which is a measure used by management to evaluate segment performance. For additional information on each measure, see the Segments Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K.

Previous wording

(1)Includes AUM and AUA related to divested businesses, for which a substantial portion of the assets continue to be managed by our Investment Management segment.

Current wording

(2)Includes AUM and AUA related to divested businesses, for which a substantial portion of the assets continue to be managed by our Investment Management segment.

Previous wording

Salesfor Health Solutions products are based on a calculation of annual premiums, which represent regular premiums on new policies, plus a portion of new single premiums.

Current wording

Salesfor Employee Benefits products are based on a calculation of annual premiums, which represent regular premiums on new policies, plus a portion of new single premiums.

Previous wording

Total Revenues increased $702 million from $7,348 million to $8,050 million. The following items contributed to the overall increase.

Current wording

Total revenues increased $139 million from $8,050 million to $8,189 million. The following items contributed to the overall increase.

Previous wording

Net gains (losses)improved $45 million from a loss of $72 million to a loss of $27 million primarily due to:

Current wording

Net gains (losses)worsened $103 million from a loss of $27 million to a loss of $130 million primarily due to:

Previous wording

•net favorable changes in derivative valuations due to interest rate movements.

Current wording

•net unfavorable changes in derivative valuations due to interest rate movements; and

Previous wording

•an unfavorable change in mark-to-market adjustments on securities subject to fair value option accounting primarily due to interest rate movements.

Current wording

•a favorable change in mark-to-market adjustments on securities subject to fair value option accounting primarily due to interest rate movements.

Previous wording

Income related to consolidated investment entities decreased $10 million from $301 million to $291 million primarily due to:

Current wording

Income related to consolidated investment entities decreased $38 million from $291 million to $253 million primarily due to:

Previous wording

Total benefits and expenses increased by $581 million from $6,670 million to $7,251 million. The following items contributed to the overall increase.

Current wording

Total benefits and expenses increased by $101 million from $7,251 million to $7,352 million. The following items contributed to the overall increase.

Previous wording

Interest credited and other benefits to contract owners/policyholders increased $583 million from $3,036 million to $3,619 million primarily due to:

Current wording

Interest credited and other benefits to contract owners/policyholders decreased $258 million from $3,619 million to $3,361 million primarily due to:

Previous wording

•the absence of closing costs incurred in the prior period and lower integration costs associated with recent acquisitions in the current period;

Current wording

•lower integration costs associated with prior acquisitions in the current period.

Previous wording

•the difference in the Security Life of Denver Company capital loss benefit that was recorded in 2024 and 2023. For more details, see the Income Taxes Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K;

Current wording

•the Security Life of Denver Company capital loss benefit that was recorded in 2024. For more details, see the Income Taxes Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K; and

Previous wording

Adjustments from Income (Loss) before Income Taxes to Adjusted Operating Earnings (Loss) before Income Taxes

Current wording

Adjustments from Income before income taxes to Adjusted operating earnings before income taxes

Previous wording

(1)Primarily consists of acquisition and integration costs associated with recent transactions and amortization of acquisition-related intangible assets. For the year ended December 31, 2024, also includes $15 million, pre-tax, of severance costs, a $15 million, pre-tax, write-off of an intangible asset related to a prior acquisition, a $10 million, pre-tax, write-off of previously capitalized costs associated with an internal technology project which is no longer being pursued, and $5 million, pre-tax, related to an insurance company guaranty fund assessment net of premium tax credits, partially offset by a $26 million, pre-tax, net actuarial gain related to pension and other postretirement benefit obligations. For the year ended December 31, 2023, also includes $35 million, pre-tax, of severance costs, a $22 million, pre-tax, net favorable adjustment to certain acquisition-related assets and liabilities, and a $17 million, pre-tax, impairment related to a vacated leased building.

Current wording

(1)Primarily consists of acquisition and integration costs associated with recent transactions and amortization of acquisition-related intangible assets. For the year ended December 31, 2025, also includes $48 million, pre-tax, of severance costs and a $24 million, pre-tax, net actuarial loss related to pension and other postretirement benefit obligations. For the year ended December 31, 2024, also includes $15 million, pre-tax, of severance costs, a $15 million, pre-tax, write-off of an intangible asset related to a prior acquisition, a $10 million, pre-tax, write-off of previously capitalized costs associated with an internal technology project which is no longer being pursued, and $5 million, pre-tax, related to an insurance company guaranty fund assessment net of premium tax credits, partially offset by a $26 million, pre-tax, net actuarial gain related to pension and other postretirement benefit obligations.

Previous wording

Net investment gains (losses)changed $65 million from a loss of $15 million to a gain of $50 million primarily due to:

Current wording

Net investment gains (losses)changed $92 million from a gain of $50 million to a loss of $42 million primarily due to:

Previous wording

•net favorable changes in derivative valuations due to interest rate movements.

Current wording

•net unfavorable changes in derivative valuations due to interest rate movements;

Previous wording

•an unfavorable change in mark-to-market adjustments on securities subject to fair value option accounting primarily due to interest rate movements.

Current wording

•a favorable change in mark-to-market adjustments on securities subject to fair value option accounting primarily due to interest rate movements.

Previous wording

Other adjustments improved $85 million from a loss of $180 million to a loss of $95 million primarily due to:

Current wording

Other adjustments worsened $37 million from a loss of $95 million to a loss of $132 million primarily due to:

Previous wording

•the absence of closing costs incurred in the prior period and lower integration costs associated with recent acquisitions in the current period;

Current wording

•lower integration costs associated with prior acquisitions in the current period; and

Previous wording

•one-time expenses in the current period not indicative of ongoing performance related to a write-off of previously capitalized costs associated with an internal technology project which is no longer being pursued and a guaranty fund assessment, net of premium tax benefits.

Current wording

•the absence of one-time expenses in the prior period not indicative of ongoing performance related to a write-off of previously capitalized costs associated with an internal technology project and a guaranty fund assessment, net of premium tax benefits.

Previous wording

Adjusted operating earnings before income taxes is the measure of segment profit or loss management uses to evaluate segment performance. Adjusted operating earnings before income taxes should not be viewed as a substitute for GAAP pre-tax income. We believe the presentation of segment Adjusted operating earnings before income taxes as we measure it for management purposes enhances the understanding of our business by reflecting the underlying performance of our core operations and facilitating a more meaningful trend analysis. Refer to the Segments Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for further information on the presentation of segment results and our definition of Adjusted operating earnings before income taxes.

Current wording

Adjusted operating earnings before income taxes is the measure of segment profit or loss management uses to evaluate segment performance. Adjusted operating earnings before income taxes should not be viewed as a substitute for GAAP pre-tax income. We believe the presentation of segment Adjusted operating earnings before income taxes as we measure it for management purposes enhances the understanding of our business by reflecting the underlying performance of our core operations and facilitating a more meaningful trend analysis. Refer to the Segments Note to our Consolidated Financial Statements in Part II, Item 8. of this Annual Report on Form 10-K for further information on the presentation of segment results, our definition of Adjusted operating earnings before income taxes and Adjusted operating revenues, which are both non-GAAP financial measures, and a reconciliation to the most directly comparable GAAP measure.

Previous wording

The following tables present Total Client Assets by product group, which comprise total AUM and AUA, for our Wealth Solutions segment as of the dates indicated:

Current wording

The following tables present Total Client Assets by product group, which comprise total AUM and AUA, for our Retirement segment as of the dates indicated:

Previous wording

(1) Other assets includes other guaranteed payout products and non-qualified retirement plans.

Current wording

(1)Other assets includes other guaranteed payout products and non-qualified retirement plans.

Showing the first 40 of 104 pairs. Open the source sections for the rest.

Rearranged current paragraphs (8)

Current report — wording carried from elsewhere

Finally, Investment Management generates revenues from a portfolio of seed capital investments in private equity, collateralized loan obligations and various funds.

Current report — wording carried from elsewhere

•Benefits and expenses related to businesses exited or to be exited through reinsurance or divestment;

Current report — wording carried from elsewhere

(1) Total of Full Service and Recordkeeping.

Current report — wording carried from elsewhere

(1) Other changes represent the reclassification of $586 million of debt maturing in 2026 from long-term to short-term debt, partially offset by the immaterial impact of discount accretion and issuance costs.

Current report — wording carried from elsewhere

"AAA (highest credit quality)," which denotes exceptionally strong capacity for timely payment of financial commitments, to "D (default)."

Current report — wording carried from elsewhere

(3) Moody’s financial strength ratings for insurance companies range from "Aaa (exceptional)" to "C (lowest)." Numeric modifiers are used to refer to the

Current report — wording carried from elsewhere

credit ratings range from "Aaa (highest)" to "C (default)."

Current report — wording carried from elsewhere

$274 million, in France of $247 million, in Germany of $203 million, in Switzerland of $62 million, in Ireland of $180 million and in Belgium of $42 million.
Rearranged previous paragraphs (7)

Previous report — wording carried elsewhere

Extraordinary monetary accommodation to support a global economy negatively impacted by the pandemic is being unwound.

Previous report — wording carried elsewhere

•overall market impacts to limited partnership valuations.

Previous report — wording carried elsewhere

The following table presents Net revenue and Adjusted operating margin for our Investment Management segment as of the dates indicated:

Previous report — wording carried elsewhere

While investment income on these assets can be volatile, based on current plans, we expect to earn 9% on these assets over the long-term.

Previous report — wording carried elsewhere

Increased assumed future mortality, morbidity, or persistency generally increases future policy benefits, thus decreasing income before income taxes.

Previous report — wording carried elsewhere

The liabilities for Stabilizer embedded derivatives and the MCG stand-alone derivative include a risk margin to capture uncertainties related to policyholder behavior assumptions. The margin represents additional compensation a market participant would require to assume these risks.

Previous report — wording carried elsewhere

The discount rate used to determine the fair value of the liabilities for our Stabilizer embedded derivatives and the MCG stand-alone derivative includes an adjustment to reflect the risk that these obligations will not be fulfilled ("nonperformance risk").