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Voya Financial, Inc.

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

Sep 30, 2026 · Filed Nov 4, 2026

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

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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 issued0.1—0.1
Common shares acquired - share repurchase—5.0(5.0)
Share-based compensation programs1.30.50.8
Balance, September 30, 2026108.819.189.7

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

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
Dividends declared per share of common stock$0.47$0.45$1.41$1.35

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 September 30, 2026, the aggregate amount remaining under the Company's share repurchase authorization was $163. On October 29, 2026, the Company's Board of Directors authorized additional share repurchases of $500 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.

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

Nine Months Ended September 30,
(shares in millions)20262025
Shares of common stock5.01.3
Payment$400$100

Preferred Stock

As of September 30, 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:

September 30, 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 September 30,Per ShareAggregatePer ShareAggregate
2026$38.790$13$13.375$4
202538.7901313.3754
Nine Months Ended September 30,
202677.5802540.12512
202577.5802540.12512

As of September 30, 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.