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): May 26, 2016
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 No.) |
| 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)) |
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
(a) The Annual Meeting of Stockholders (the “Annual Meeting”) of Voya Financial, Inc. (the “Company”) was held on May 26, 2016.
(b) The results of the matters submitted to a stockholder vote at the Annual Meeting were as follows:
Item 1 – Election of Directors: Our stockholders elected the following ten directors to each serve a one-year term expiring at our annual meeting in 2017. Each director will hold office until his or her successor has been elected and qualified or until the director’s earlier resignation or removal.
| For |
Against |
Abstentions |
Broker Non-Votes | |||||
| Lynne Biggar |
170,360,386 | 243,667 | 343,915 | 7,314,755 | ||||
| Jane P. Chwick |
168,598,981 | 1,990,097 | 358,890 | 7,314,755 | ||||
| Ruth Ann M. Gillis |
170,067,194 | 538,130 | 342,644 | 7,314,755 | ||||
| J. Barry Griswell |
168,550,436 | 2,054,068 | 343,464 | 7,314,755 | ||||
| Frederick S. Hubbell |
164,866,750 | 5,737,450 | 343,768 | 7,314,755 | ||||
| Rodney O. Martin, Jr. |
162,407,283 | 4,522,081 | 4,018,604 | 7,314,755 | ||||
| Byron H. Pollitt, Jr. |
170,500,801 | 88,607 | 358,560 | 7,314,755 | ||||
| Joseph V. Tripodi |
169,396,543 | 1,192,545 | 358,880 | 7,314,755 | ||||
| Deborah C. Wright |
170,356,307 | 248,145 | 343,516 | 7,314,755 | ||||
| David Zwiener |
161,906,526 | 8,698,102 | 343,340 | 7,314,755 |
Item 2 – Our stockholders approved, on an advisory basis, the compensation paid to the named executive officers.
| For |
Against |
Abstentions |
Broker Non-Votes | |||
| 135,096,085 |
35,455,493 | 396,390 | 7,314,755 |
Item 3 – Our stockholders approved the Voya Financial, Inc. 2017 Annual Cash Incentive Plan.
| For |
Against |
Abstentions |
Broker Non-Votes | |||
| 166,608,216 |
3,966,925 | 372,827 | 7,314,755 |
Item 4 – Our stockholders approved the Voya Financial, Inc. Employee Stock Purchase Plan.
| For |
Against |
Abstentions |
Broker Non-Votes | |||
| 169,788,816 |
978,836 | 180,316 | 7,314,755 |
Item 5 – Our stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2016.
| For |
Against |
Abstentions | ||
| 177,019,928 |
867,152 |
375,643 |
Item 6 – Our stockholders did not approve the shareholder proposal to report on investments in companies tied to genocide.
| For |
Against |
Abstentions |
Broker Non-Votes | |||
| 10,859,104 |
130,133,370 | 29,955,494 | 7,314,755 |
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/ Jean Weng | |
| Name: | Jean Weng | |
| Senior Vice President and Corporate Secretary | ||
Date: May 27, 2016