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Voya Financial, Inc.

For the period ended Jun 30, 2026. Filed Aug 6, 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.

Jun 30, 2026 · Filed Aug 6, 2026

VOYA$104.27-0.3%Stored close · as of Nov 10, 2026

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Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Purchases of Equity Securities by the Issuer

The following table summarizes Voya Financial, Inc.’s repurchases of its common stock for the three months ended June 30, 2026:

PeriodTotal Number of Shares Purchased(1)Average Price Paid Per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or Programs(2)Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs(3)
(in millions)
April 1, 2026 - April 30, 2026 - Share repurchase agreement1,791,847$78.971,791,847$263
April 1, 2026 - April 30, 2026 - excluding Share repurchase agreement103,93677.23—263
May 1, 2026 - May 31, 202611,89382.76—263
June 1, 2026 - June 30, 2026 - Share repurchase agreement107,56778.97107,567263
June 1, 2026 - June 30, 2026 - excluding Share repurchase agreement3,66684.78—263
Total2,018,90978.921,899,414N/A

(1) In connection with the exercise or vesting of equity-based compensation awards, employees may remit to Voya Financial, Inc., or Voya Financial, Inc. may withhold into treasury stock, shares of common stock in respect of tax withholding obligations and option exercise cost associated with such exercise or vesting. For the three months ended June 30, 2026, there was an increase of 119,495 treasury shares in connection with such withholding activities.

(2)Effective subsequent to March 31, 2026, the Company entered into a share repurchase agreement with a third-party financial institution to repurchase $150 million of the Company's common stock. Pursuant to the agreement, the Company received initial delivery of 1,791,847 shares based on the closing price market price of the Company's common stock on April 1, 2026 of $66.97. This agreement closed on June 23, 2026 and additional 107,567 shares were delivered based on daily volume-weighted average price of the Company's common stock. In total, the Company paid $150 million under the share repurchase agreement to repurchase 1,899,414 shares at an average price of $78.97 per share.

(3)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.

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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.