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Voya Financial, Inc.

For the period ended Mar 31, 2026. Filed May 7, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 7, 2026

VOYA$104.59+5.6%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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12. Shareholders' Equity

  1. Shareholders' Equity

Common Shares

The following table presents the rollforward of common shares used in calculating the weighted average shares utilized in the basic earnings per common share calculation for the periods indicated:

Common Shares
(shares in millions)IssuedHeld in TreasuryOutstanding
Balance, January 1, 2025105.610.195.5
Common shares issued0.1—0.1
Common shares acquired - share repurchase—2.7(2.7)
Share-based compensation programs1.70.80.9
Balance, December 31, 2025107.413.693.8
Common shares issued———
Common shares acquired - share repurchase—2.1(2.1)
Share-based compensation programs1.00.30.7
Balance, March 31, 2026108.416.092.4

Dividends declared per share of common stock were as follows for the periods indicated:

Three Months Ended March 31,
20262025
Dividends declared per share of common stock$0.47$0.45

Share Repurchase Program

From time to time, the Company's Board of Directors authorizes the Company to repurchase shares of its common stock. These authorizations permit stock repurchases up to a prescribed dollar amount and generally may be accomplished through various means, including, without limitation, open market transactions, privately negotiated transactions, forward, derivative, or accelerated repurchase, or automatic repurchase transactions, including 10b5-1 plans, or tender offers. Share repurchase authorizations typically expire if unused by a prescribed date.

As of March 31, 2026, the aggregate amount remaining under the Company's share repurchase authorization was $413. This share repurchase authorization expires on December 31, 2026 (unless extended), and does not obligate the Company to purchase any shares. The authorization for the share repurchase program may be terminated, increased or decreased by the Company's Board at any time.

The following table presents repurchases of the Company's common stock for the periods indicated:

Three Months Ended March 31,
(shares in millions)20262025
Shares of common stock2.1—
Payment$150$—

Effective subsequent to March 31, 2026, the Company entered into a repurchase agreement with a third-party financial institution to repurchase $150 of the Company’s common stock. This arrangement is scheduled to terminate no later than the end of the second quarter of 2026.

Preferred Stock

As of March 31, 2026 and December 31, 2025, there were 100,000,000 shares of preferred stock authorized. Preferred stock issued and outstanding were as follows for the periods indicated:

March 31, 2026December 31, 2025
SeriesIssuedOutstandingIssuedOutstanding
7.758% Non-cumulative Preferred Stock, Series A325,000325,000325,000325,000
5.35% Non-cumulative Preferred Stock, Series B300,000300,000300,000300,000
Total625,000625,000625,000625,000

The declaration of dividendson preferred stock per share and in the aggregate were as follows for the periods indicated:

Series A · Series B
Three Months Ended March 31,Per ShareAggregatePer ShareAggregate
2026$38.790$13$13.375$4
202538.7901313.3754

As of March 31, 2026, there wereno preferred stock dividends in arrears.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.