X0306 4 2018-02-21 0001535929 Voya Financial, Inc. VOYA 0001361819 Johnson Carolyn M 230 PARK AVENUE NEW YORK NY 10169 1 See Remarks Common Stock 2018-02-22 4 M 0 3688 A 11073 D Common Stock 2018-02-22 4 F 0 1203 50.71 D 9870 D Restricted Stock Units 2018-02-21 4 A 0 10288 0 A Common Stock 10288 29274 D Performance Stock Unit 2018-02-21 4 A 0 11937 0 A Common Stock 11937 34848 D Restricted Stock Units 2018-02-22 4 M 0 3688 0 D Common Stock 3688 25586 D Delivery of shares of the company's common stock was made to the reporting person without the payment of any consideration in connection with the vesting of the underlying restricted stock units that were awarded as compensation. Each stock unit represents a conditional right to receive one share of the company's common stock. 1/3 of the restricted stock units will vest on February 21, 2019, 1/3 on February 21, 2020 and 1/3 on February 21, 2021. The number of shares of common stock that will be delivered for each performance stock unit depends on the achievement of certain performance factors. Depending on actual performance, the number of shares of common stock delivered upon the vesting date (February 21, 2021) can range from 0% to 150% of the number presented above. The restricted stock units were awarded as compensation and converted to common stock on a 1 to 1 basis upon the vesting date. CEO, Annuities and Individual Life /s/ Jean Weng, Attorney in Fact 2018-02-23