Longerstaey Jacques M 4

What Happened

• Jacques M. Longerstaey, Executive Vice President and Chief Risk Officer of Voya Financial (VOYA), was granted stock unit awards on Feb 17, 2026: two derivative awards totaling 11,762 units (6,469 and 5,293) at $0.00 (awards, not purchases). On the same date 294 shares were disposed/withheld to cover tax liabilities at $74.39 per share, totaling $21,871.
• These grants are compensation awards (derivative stock units), not open‑market purchases or sales. The $0.00 price reflects grant of units rather than paid stock.

Key Details

• Transaction date: Feb 17, 2026; Form 4 filed Feb 19, 2026 (filed within the typical 2‑business‑day window).
• Grants: 6,469 units and 5,293 units (awarded; acquisition code A; $0.00 per unit).
• Tax withholding/disposition: 294 shares disposed at $74.39 each = $21,871 (code F — tax payment/FICA withholding).
• Vesting / conversion notes:
  • Some awards are performance stock units (PSUs): delivery on vesting (Feb 20, 2029) depends on performance and can range from 0% to 150% of the stated amount.
  • Some awards are restricted stock units (RSUs): vest 1/3 on Feb 16, 2027, 1/3 on Feb 15, 2028, and 1/3 on Feb 20, 2029; RSUs convert 1:1 to common stock on vesting.
• Shares owned after the transaction are not reported in the supplied summary.
• The 294‑share disposition is reported as related to FICA tax withholding for the reporting person (not an open‑market sale for investment reasons).

Context

• These transactions are routine executive compensation (awards and tax withholding). PSUs carry performance risk (may deliver 0–150% at vesting); RSUs vest over several years and convert to common shares 1:1 upon vesting.
• The only shares removed from the insider’s position were for tax withholding; no market-direction trading (large purchases or discretionary sell-offs) was reported.