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Voya Financial, Inc.

For the period ended Sep 30, 2026. Filed Nov 4, 2026.

View on SEC.gov

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.

Sep 30, 2026 · Filed Nov 4, 2026

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

What changed in Risk Factors?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-08-06.

0001535929-26-000157

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of Proceeds

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-04.

0001535929-26-000188

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of Proceeds

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 8 previous paragraphs and 8 current paragraphs.

5 unchanged; 3 reworded; 0 added; 0 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 1 previous and 1 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.

Reworded paragraphs (3)

Previous wording

(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.

Current wording

(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 September 30, 2026, there was an increase of 59,610 treasury shares in connection with such withholding activities.

Previous wording

(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.

Current wording

(2)In August 2026, the Company entered into a share repurchase agreement with a third-party financial institution to repurchase $100 million of the Company's common stock. This agreement closed in September 2026, resulting in the repurchase of 997,587 shares at an average price of $100.24 per share.

Previous wording

(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.

Current wording

(3)On October 29, 2026, the Company's Board of Directors authorized additional share repurchases of $500 million and extended the authorization's original expiration from December 31, 2026 to December 31, 2027. This share repurchase authorization does not obligate the Company to purchase any shares and may be terminated, increased or decreased by the Company's Board at any time.