false 0001535929 0001535929 2024-09-03 2024-09-03 0001535929 us-gaap:CommonStockMember 2024-09-03 2024-09-03 0001535929 us-gaap:SeriesBPreferredStockMember 2024-09-03 2024-09-03

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

September 3, 2024

 

 

VOYA FINANCIAL, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-35897   No. 52-1222820

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification Number)

 

  230 Park Avenue    
New York     New York   10169
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (212) 309-8200

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading

symbol

  

Name of each exchange

on which registered

Common Stock, $.01 Par Value   VOYA   New York Stock Exchange
Depositary Shares, each representing a 1/40th interest in a share of 5.35% Fixed-Rate Non-Cumulative Preferred Stock, Series B, $0.01 par value   VOYAPrB   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 4, 2024, Voya Financial, Inc. (the “Company”) announced that Don Templin, Executive Vice President and Chief Financial Officer, informed the Company of his decision to retire from the Company. To facilitate a smooth transition of his responsibilities, Mr. Templin will step down from his position as Executive Vice President and Chief Financial Officer, effective at the close of business on December 31, 2024, and will continue serving as a strategic advisor to the Company, in a non-executive officer role, until his retirement in the first quarter of 2025.

Michael Katz, age 48, will assume the role of Executive Vice President and Chief Financial Officer of the Company, effective January 1, 2025. Mr. Katz currently serves as Executive Vice President, Finance, of the Company, a position he has held since November 2022. Prior to this, he served as Chief Strategy, Planning and Investor Relations Officer from January 2020 (as an Executive Vice President from March 2021), and as Senior Vice President, Head of Investor Relations and Enterprise FP&A from March 2018. Prior to that, Mr. Katz was the Chief Financial Officer for Voya’s Annuities, Individual Life and Employee Benefits businesses. Mr. Katz joined the Company in 2004 and has held positions of increasing responsibility in finance, product development, capital management, actuarial and business strategy.

There is no family relationship between Mr. Katz and any director, executive officer, or person nominated or chosen by the Company to become a director or executive officer of the Company. The Company has not entered into any transactions with Mr. Katz that would require disclosure pursuant to Item 404(a) of Regulation S-K under the Exchange Act. As of the time of the filing of this report, the Company has not entered into any material plan, contract or arrangement providing for Mr. Katz’s compensation in connection with his appointment as Executive Vice President and Chief Financial Officer or for Mr. Templin’s compensation in connection with his role as a strategic advisor, and any such arrangement will be disclosed within four business days thereof.

 

Item 7.01

Regulation FD Disclosure

On September 4, 2024, the Company issued a press release announcing the Chief Financial Officer succession described above in Item 5.02, which is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

As provided in General Instruction B.2 of Form 8-K, the information provided pursuant to this Item 7.01 shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01

Financial Statements and Exhibits

 

  (d)

Exhibits

 

99.1    Press Release of Voya Financial, Inc. dated September 4, 2024 (furnished and not filed)
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Voya Financial, Inc.

(Registrant)

By:  

/s/ My Chi To

Name:   My Chi To
Title:   Executive Vice President, General Counsel and Corporate Secretary

Dated: September 4, 2024

Exhibit 99.1

 

LOGO

Voya Financial appoints Michael Katz as chief financial officer

NEW YORK, Sept. 4, 2024 – Voya Financial, Inc. (NYSE: VOYA) announced today that Michael Katz has been named chief financial officer (CFO), effective Jan. 1, 2025. He will report to Heather Lavallee, Voya’s chief executive officer.

Katz, who has been with Voya and its predecessor ING U.S. for more than 20 years, currently serves as executive vice president of Finance and is a member of Voya’s Executive Committee.

Katz will succeed Don Templin, who has been serving as Voya’s CFO since November 2022 and recently made the decision to retire. To ensure a smooth transition of his responsibilities, Templin will serve as a strategic advisor to Voya from Jan. 1, 2025, until his retirement in the first quarter of 2025.

“Don’s guidance and insight over the past two years have played a critical role in the strategic direction and future growth at Voya,” said Lavallee. “During his time at Voya, Don quickly became a trusted advisor to me. I am grateful for his leadership as well as his passion for the business and our people, including the strong team of financial professionals who will continue to support Mike. We thank Don for his continued support and wish him and his family all the best as he embarks on a new chapter in retirement, concluding a truly remarkable career.”

“I am also delighted to continue working with Mike in his new role. His deep experience in strategy, knowledge of our businesses, and focus on execution makes him an ideal CFO for the next phase of our growth,” added Lavallee. “Mike played instrumental roles in the key inflection points of Voya’s journey as a public company, including its initial public offering, the sale of Voya’s annuities and life businesses, and the strategy to profitably grow our Health, Wealth and Investment Management businesses.”

In addition to his responsibilities as an Executive Committee member, as CFO, Katz will continue to be responsible for investor relations as well as all aspects of finance for Voya.

Previously, Katz held the position of Voya’s chief strategy, planning and investor relations officer, and from 2018 to 2020, was senior vice president, head of investor relations and enterprise financial planning and analytics. He has also served as chief financial officer for Voya’s Annuities, Individual Life and Employee Benefits businesses. Katz is a Fellow of the Society of Actuaries and holds a bachelor’s degree in actuarial science from Pennsylvania State University.

Media Contact:

Laura Maulucci

Voya Financial

(508) 353-6913

Laura.Maulucci@voya.com

 

1

LOGO

 

Investor Contact:

Me Ni Chu

Voya Financial

(212) 309-8999

IR@voya.com

About Voya Financial®

Voya Financial, Inc. (NYSE: VOYA) is a leading health, wealth and investment company with approximately 9,000 employees who are focused on achieving Voya’s aspirational vision: “Clearing your path to financial confidence and a more fulfilling life.” Through products, solutions and technologies, Voya helps its 15.2 million individual, workplace and institutional clients become well planned, well invested and well protected. Benefitfocus, a Voya company and a leading benefits administration provider, extends the reach of Voya’s workplace benefits and savings offerings by engaging directly with over 12 million employees in the U.S. Certified as a “Great Place to Work” by the Great Place to Work® Institute, Voya is purpose-driven and committed to conducting business in a way that is economically, ethically, socially and environmentally responsible. Voya has earned recognition as: one of the World’s Most Ethical Companies® by Ethisphere; a member of the Bloomberg Gender-Equality Index; and a “Best Place to Work for Disability Inclusion” on the Disability Equality Index. For more information, visit voya.com. Follow Voya Financial on Facebook, LinkedIn and Instagram.

VOYA-IR VOYA-CF

 

2

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Entity Registrant Name VOYA FINANCIAL, INC.
Entity Incorporation State Country Code DE
Entity File Number 001-35897
Entity Tax Identification Number 52-1222820
Entity Address, Address Line One 230 Park Avenue
Entity Address, City or Town New York
Entity Address, State or Province NY
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Document And Entity Information [Line Items]  
Security 12b Title Common Stock, $.01 Par Value
Trading Symbol VOYA
Security Exchange Name NYSE
Series B Preferred Stock [Member]  
Document And Entity Information [Line Items]  
Security 12b Title Depositary Shares, each representing a 1/40th interest in a share of 5.35% Fixed-Rate Non-Cumulative Preferred Stock, Series B, $0.01 par value
Trading Symbol VOYAPrB
Security Exchange Name NYSE
Voya Financial (NYSE:VOYA-B)
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