8-K
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 false 0001535929 0001535929 2022-06-13 2022-06-13 0001535929 us-gaap:CommonStockMember 2022-06-13 2022-06-13 0001535929 us-gaap:SeriesBPreferredStockMember 2022-06-13 2022-06-13

 

 

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):

June 13, 2022

 

 

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 7.01

Regulation FD Disclosure

On June 13, 2022, Voya Financial, Inc. (“Voya Financial” or the “Company”) announced that it has entered into a definitive agreement with Allianz Global Investors (“AllianzGI”) whereby Voya Financial will integrate certain assets and teams comprising the substantial majority of AllianzGI’s U.S. business with Voya Investment Management, LLC, the asset management business of Voya Financial. Additional details about this transaction can be found in a press release issued by the Company on June 13, 2022 and furnished as Exhibit 99.1 to this Form 8-K. The Company will also host a conference call on Monday, June 13, 2022 at 10 a.m. ET to discuss the transaction. The call can be accessed via Voya Financial’s investor relations website at http://investors.voya.com. Additional information on the financial impact of the transaction has been made available in a slide presentation on Voya Financial’s investor relations website at http://investors.voya.com, and which has been furnished as Exhibit 99.2 to this Form 8-K.

As provided in General Instruction B.2 of Form 8-K, the information and exhibits provided pursuant to this Item 7.01 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed to be 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 a filing.

 

Item 9.01

Financial Statements and Exhibits

 

  (d)

Exhibits

 

99.1    Press Release of Voya Financial dated June 13, 2022 (furnished and not filed)
99.2    Slide Presentation (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/ Trevor Ogle

Name:   Trevor Ogle
Title:   Senior Vice President and Deputy General Counsel

Dated: June 13, 2022