Voya Financial, Inc.·4

Feb 19, 4:46 PM ET

Ogle Trevor 4

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Voya (VOYA) EVP Trevor Ogle Exercises Awards; Shares Withheld

What Happened Trevor Ogle, Executive Vice President and Chief Legal Officer of Voya Financial (VOYA), reported multiple derivative conversions and award-related share deliveries on Feb 17, 2026. The filing shows conversions/awards that resulted in 48,938 shares being delivered to Ogle (reported as exercise/conversion and grant/acquisition transactions at $0.00 per share). To satisfy tax withholding obligations, 4,906 shares were disposed (withheld) at $74.39 per share, generating proceeds of $364,957. These transactions were reported on a Form 4 filed Feb 19, 2026.

Key Details

  • Transaction date: Feb 17, 2026; Form 4 filed Feb 19, 2026 (timely filing).
  • Reported activity: mixture of exercise/conversion of derivatives (code M), grants/awards (code A), and tax withholding/disposition (code F).
  • Quantities reported: 48,938 shares acquired through conversion/awards; 4,906 shares disposed/withheld for taxes (4,906 x $74.39 = $364,957).
  • Price: $0.00 reported for the conversions/awards (reflects delivery on vesting/conversion, not an open-market purchase); withholding disposed at $74.39 per share.
  • Footnotes: filing notes shares delivered without payment in connection with vesting (RSUs/PSUs); some awards are performance-based (PSUs) and other RSUs have multi-year vesting schedules. One footnote clarifies PSUs convert to common stock based on performance (possible 0%–150% payout), and RSUs vest over future dates per award agreements.
  • Shares owned after the transactions: not specified in the summary filing excerpts provided.

Context

  • These transactions appear to be compensation-related conversions/vestings rather than open-market purchases or discretionary sales. The $0.00 per-share entries and footnotes indicate delivery on vesting or conversion of restricted or performance stock units.
  • The withholding of 4,906 shares to cover tax liabilities is a routine administrative step (not an open-market sale) often used when equity awards vest.
  • No allegation of insider timing or motive should be inferred from these administrative compensation-related filings; they are standard for executive equity compensation.