voya-20220630

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

——————————————————————

FORM 10-Q


(Mark One)
☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2022


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-35897______________________________________

Voya Financial, Inc.

(Exact name of registrant as specified in its charter)


Delaware			52-1222820
(State or other jurisdiction of incorporation or organization)			(IRS Employer Identification No.)


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

(212) 309-8200

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $.01 par value	VOYA	New York Stock Exchange
Depositary Shares, each representing a 1/40th	VOYAPrB	New York Stock Exchange
interest in a share of 5.35% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series B, $0.01 par value

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		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.			☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. ☐ Yes ☐ No

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: As of July 29, 2022, 97,918,656 shares of Common Stock, 0.01 par value, were outstanding.


			1

Voya Financial, Inc.

Form 10-Q for the period ended June 30, 2022

INDEX


		PAGE
PART I.	FINANCIAL INFORMATION (UNAUDITED)

Item 1.	Financial Statements:
	Condensed Consolidated Balance Sheets	4
	Condensed Consolidated Statements of Operations	6
	Condensed Consolidated Statements of Comprehensive Income	7
	Condensed Consolidated Statements of Changes in Shareholders' Equity	8
	Condensed Consolidated Statements of Cash Flows	12
	Notes to Condensed Consolidated Financial Statements:	13
	1. Business, Basis of Presentation and Significant Accounting Policies	13
	2. Discontinued Operations	17
	3. Investments (excluding Consolidated Investment Entities)	18
	4. Derivative Financial Instruments	33
	5. Fair Value Measurements (excluding Consolidated Investment Entities)	39
	6. Deferred Policy Acquisition Costs and Value of Business Acquired	49
	7. Reinsurance	49
	8. Share-based Incentive Compensation Plans	52
	9. Shareholders' Equity	53
	10. Earnings per Common Share	56
	11. Accumulated Other Comprehensive Income (Loss)	57
	12. Income Taxes	60
	13. Financing Agreements	61
	14. Commitments and Contingencies	62
	15. Consolidated and Nonconsolidated Investment Entities	65
	16. Restructuring	70
	17. Segments	71




Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	76

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	115

Item 4.	Controls and Procedures	117

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings	117

Item 1A.	Risk Factors	118

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	118



Item 6.	Exhibits	118

Exhibit Index		119

Signature		121


			2

Table of Contents

For the purposes of the discussion in this Quarterly Report on Form 10-Q, the term Voya Financial, Inc. refers to Voya Financial, Inc. and the terms "Company," "we," "our," and "us" refer to Voya Financial, Inc. and its subsidiaries.

NOTE CONCERNING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q, including "Risk Factors," and "Management’s Discussion and Analysis of Financial Condition and Results of Operations," contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements relating to future developments in our business or expectations for our future financial performance and any statement not involving a historical fact. Forward-looking statements use words such as "anticipate," "believe," "estimate," "expect," "intend," "plan," and other words and terms of similar meaning in connection with a discussion of future operating or financial performance. Actual results, performance or events may differ materially from those projected in any forward-looking statement due to, among other things, (i) general economic conditions, particularly economic conditions in our core markets, (ii) performance of financial markets, including emerging markets, (iii) the frequency and severity of insured loss events, (iv) the effects of natural or man-made disasters, including pandemic events and specifically the current COVID-19 pandemic event, (v) mortality and morbidity levels, (vi) persistency and lapse levels, (vii) interest rates, (viii) currency exchange rates, (ix) general competitive factors, (x) changes in laws and regulations, (xi) changes in the policies of governments and/or regulatory authorities, (xii) our ability to successfully manage the separation of the Individual Life business that we sold to Resolution Life US on January 4, 2021, including the transition services on the expected timeline and economic terms, and (xiii) our ability to realize the expected benefits from the transaction with AllianzGI. Factors that may cause actual results to differ from those in any forward-looking statement also include those described under "Risk Factors," "Management’s Discussion and Analysis of Financial Condition and Results of Operations - Trends and Uncertainties" in the Annual Report on Form 10-K for the year ended December 31, 2021 (File No. 001-35897) (the "Annual Report on Form 10-K") and in this Quarterly Report on Form 10-Q.

The risks included here are not exhaustive. Current reports on Form 8-K and other documents filed with the Securities and Exchange Commission ("SEC") include additional factors that could affect our businesses and financial performance. Moreover, we operate in a rapidly changing and competitive environment. New risk factors emerge from time to time, and it is not possible for management to predict all such risk factors.


			3

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Voya Financial, Inc.

Condensed Consolidated Balance Sheets

June 30, 2022 (Unaudited) and December 31, 2021

(In millions, except share and per share data)


	June 30, 2022		December 31, 2021

Assets:
Investments:
Fixed maturities, available-for-sale, at fair value (amortized cost of $31,205 as of 2022 and $30,656 as of 2021; allowance for credit losses of $47 as of 2022 and $58 as of 2021)	$	29,324	$	33,699
Fixed maturities, at fair value using the fair value option	2,159		2,354

Equity securities, at fair value (cost of $234 as of 2022 and $240 as of 2021)	234		240
Short-term investments	36		97
Mortgage loans on real estate	5,415		5,627
Less: Allowance for credit losses	12		15
Mortgage loans on real estate, net	5,403		5,612
Policy loans	373		392
Limited partnerships/corporations	1,848		1,739
Derivatives	277		171
Other investments	76		79
Securities pledged (amortized cost of $1,265 as of 2022 and $1,091 as of 2021)	1,183		1,198
Total investments	40,913		45,581
Cash and cash equivalents	954		1,402
Short-term investments under securities loan agreements, including collateral delivered	1,123		1,108
Accrued investment income	413		428
Premium receivable and reinsurance recoverable	13,117		13,663
Less: Allowance for credit losses on reinsurance recoverable	38		28
Premium receivable and reinsurance recoverable, net	13,079		13,635
Deferred policy acquisition costs and Value of business acquired	2,480		1,378


Deferred income taxes	1,795		986

Other assets (net of allowance for credit losses of $4 as of 2022 and $0 as of 2021)	2,581		2,532
Assets related to consolidated investment entities ("CIEs"):
Limited partnerships/corporations, at fair value	2,943		2,469
Cash and cash equivalents	85		171
Corporate loans, at fair value using the fair value option	1,122		1,111
Other assets	15		28
Assets held in separate accounts	80,017		100,433

Total assets	$	147,520	$	171,262


The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

			4

Table of Content

Voya Financial, Inc.

Condensed Consolidated Balance Sheets

June 30, 2022 (Unaudited) and December 31, 2021

(In millions, except share and per share data)


	June 30, 2022		December 31, 2021

Liabilities and Shareholders' Equity:
Future policy benefits	$	9,970	$	9,952
Contract owner account balances	43,181		42,806
Payables under securities loan and repurchase agreements, including collateral held	1,220		1,183
Short-term debt	1		1
Long-term debt	2,385		2,595

Derivatives	307		231
Pension and other postretirement provisions	205		226
Current income taxes	19		23

Other liabilities	1,848		2,098
Liabilities related to CIEs:
Collateralized loan obligations notes, at fair value using the fair value option	1,019		880
Other liabilities	1,135		1,013
Liabilities related to separate accounts	80,017		100,433

Total liabilities	$	141,307	$	161,441

Commitments and Contingencies (Note 14)

Shareholders' equity:
Preferred stock ($0.01 par value per share; $625 aggregate liquidation preference as of 2022 and 2021 respectively)	—		—
Common stock ($0.01 par value per share; 900,000,000 shares authorized; 110,634,763 and 108,987,650 shares issued as of 2022 and 2021, respectively; 97,912,907 and 107,758,376 shares outstanding as of 2022 and 2021, respectively)	1		1
Treasury stock (at cost; 12,721,856 and 1,229,274 shares as of 2022 and 2021, respectively)	(821)		(80)
Additional paid-in capital	7,500		7,542
Accumulated other comprehensive income (loss)	(963)		2,100
Retained earnings (deficit):

Unappropriated	(1,201)		(1,310)
Total Voya Financial, Inc. shareholders' equity	4,516		8,253
Noncontrolling interest	1,697		1,568
Total shareholders' equity	6,213		9,821
Total liabilities and shareholders' equity	$	147,520	$	171,262


The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

			5

Table of Content

Voya Financial, Inc.

Condensed Consolidated Statements of Operations

For the Three and Six Months Ended June 30, 2022 and 2021 (Unaudited)

(In millions, except per share data)


	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021

Revenues:
Net investment income	$	581	$	656	$	1,211	$	1,370
Fee income