2025 Proxy Statement

This was a year of progress and resilience for Voya Financial. Our team's relentless efforts to drive revenue growth, expand margins and accelerate commercial momentum are reflected in strong results in Wealth Solutions and Voya Investment Management. Through decisive actions and disciplined execution, we made meaningful progress in improving the performance of our Health Solutions business. Importantly, we returned significant capital to shareholders while continuing to make key growth investments.

In 2025, we will build on this progress to continue delivering long-term value to our shareholders, focusing on three near-term priorities: continued commercial momentum, meaningfully improved stop loss margins, and successful integration of OneAmerica's full-service retirement business. With several new strategic senior- level executives in place as well as two new members on our Board of Directors with invaluable experience in the industry segments where Voya competes, we enter the new year steadfast in our focus on delivering long-term value to our shareholders.

CONTINUING COMMERCIAL MOMENTUM

We doubled down on areas of strength, supplementing our commercial success with strategic acquisitions that enhance our customer solutions.

Earnings for Wealth Solutions were up 30% year over year, with revenue growth and adjusted operating margins exceeding our 2024 full-year targets. Today, Voya serves about 60,000 retirement plans with nearly 8 million participants across the U.S. and its territories. In September 2024, we acquired OneAmerica's full-service retirement business, adding $60 billion in accretive assets and nearly $4 billion in spread-based assets under management to Voya's portfolio. We project that this acquisition will contribute approximately $200 million in revenue and approximately $75 million in operating earnings in 2025 while creating long-term growth opportunities through new distribution partnerships and enhanced capabilities. We are diligently working on the integration process, which has progressed smoothly since the transaction closed on January 2, 2025.

Voya Investment Management had record net flows in 2024, with strength across institutional and retail markets. We continue to grow our leadership position in insurance asset management with several new mandates in 2024, including with Sconset Re, an annuities reinsurer that represents Voya's first strategic investment in the Bermuda sidecar market. In retail channels, our strength extends globally with continued growth in our Income & Growth franchise in Asian markets, while our U.S. retail business delivered strong flows in domestic markets.

DRIVING MEANINGFUL IMPROVEMENT WITHIN HEALTH SOLUTIONS

Health Solutions results were adversely affected in 2024 by poor performance in our stop loss business. To address this, we significantly increased rates on the January 2025 renewal block and strengthened underwriting risk selection. Our fourth-quarter results in stop loss were consistent with the revised guidance we provided in December 2024 and have set us up for improved net underwriting results in 2025.

We are also making strategic investments in other areas of our Health Solutions business, including leave management and short-term disability, to enhance Voya's offerings and drive sales and retention.

RETURNING CAPITAL TO SHAREHOLDERS WHILE INVESTING IN GROWTH

We returned $800 million in excess capital to shareholders in 2024 through stock repurchases and dividends. We expect core business growth, net underwriting improvement in Health Solutions, and earnings from the recently completed OneAmerica acquisition to continue strong excess capital generation in both 2025 and 2026. We will maintain a balanced approach to capital retuwhich includes growth investments that deliver long-term shareholder value and capital retuto shareholders through dividends and share repurchases. Growth investments will be on strategy and above our cost of capital.

Finally, it is important to me that our Purpose-Together we fight for everyone's opportunity for a better financial future-remains the foundation of our culture. It drives our strategy to achieve our Vision-Clearing your path to financial confidence and a more fulfilling life.

With our strategic investments, great commercial momentum and an outstanding team executing on our priorities, Voya is ready to deliver on our plan in 2025 as we continue to compete and win.

On behalf of the Board and our management team, thank you for your continued support and investment in Voya.

Very truly yours,

Heather Lavallee

Chief Executive Officer

Time and Date

11:00 a.m., EasteDaylight Time Thursday, May 22, 2025

Items of Business

• Election of 12 directors to our Board for one-year terms

• Advisory vote to approve executive compensation

• Ratification of appointment of Ernst & Young LLP as our independent registered public accounting firm

• Transaction of such other business as may properly come before our 2025 Annual Meeting of Shareholders

Your vote is important to us. Please exercise your right to vote.

Meeting Website Address www.virtualshareholdermeeting.com/VOYA2025

Record Date

The record date for the determination of the shareholders entitled to vote at our Annual Meeting of Shareholders, or any adjournments or postponements thereof, was the close of business on March 26, 2025.

Matter

Election of Directors

Advisory Vote on Approval of Executive Compensation

Ratification of Ernst & Young LLP as our Independent Registered Public Accounting Firm

Individual background and

attributes

Financial literacy or other

professional business experience relevant to an understanding of our business

Significant leadership

experience

Independence for purposes of the New York Stock Exchange (NYSE) listing rules

Accomplishments and

reputation in the business

community

Strong character

and integrity

Shareholder feedback, including the support received by director nominees at our last annual meeting

The extent to which the director's

skills, qualifications and

experience continue to contribute

to the success of our Board

Attendance and participation at, and preparation for, Board and committee meetings

Board At A Glance  (continued)

2025 Board Nominee Statistics

11 of 12 Directors are

Independent

• As of the date of the Annual Meeting.

Average Director Tenure

~ 5.5 years1

Average age ~ 63

Accountability

• Annual election of directors
• Majority voting for directors
• Annual advisory vote on executive compensation
• Annual board and committee self-evaluations
• Oversight of political contributions

Best Practices

• Proactive shareholder engagement plan
• Independent directors meet regularly in executive sessions, including with our external auditors
• Stock ownership requirements for directors and executive officers
• No poison pill
• Director orientation and continuing education
• Directors and employees (including officers) may not enter into hedging transactions or pledge Voya securities
• Average of 97% Board and committee meeting attendance
• 100% independent standing Board committees (with the exception of the Executive Committee)

Lynne Biggar

Age: 62

Director Since: 2014-2021, 2022 to current

Ms Biggar, currently a Senior Advisor at Boston Consulting Group and an experienced independent board director, has over 25 years of executive experience in operating and marketing roles in financial services, most recently serving as the Global Chief Marketing Officer at Visa. Ms. Biggar also held senior level roles at Time Inc and at American Express, where she spent over 21 years and was a member of the Global Management Team. Ms. Biggar has extensive experience driving strategies and financial outcomes across B2B, B2C, and B2B2C businesses, bringing a key focus on customer and end user insights. Accordingly, she was recognized by Forbes as one of the World's Most Influential CMOs for 3 years in a row (20019-2021) among other accolades.

Business Experience

• Executive Vice President and Global Chief Marketing Officer, Visa, Inc. (2016 to 2022)
• Executive Vice President of Consumer Marketing & Revenue, Time Inc. (2013 to 2016)
• Variety of senior management positions at American Express, including leading acquisition, rewards and benefits, loyalty, and the consumer travel business (1992 to 2013)

Key Qualifications

• Ms. Biggar, a seasoned executive and well-respected leader, has held pivotal global roles in complex, global organizations where she has delivered significant outcomes across financial, customer, and brand metrics.
• Ms. Biggar brings over a decade of experience as an independent director on a variety of public and privately held company boards.

Board Memberships

• Anheuser-BuschInBev (a public company)
• Hiscox Group (a public company)
• Finastra
• Leading Hotels of the World